General Provisions

1. The following General Terms and Conditions shall apply exclusively in all markets in which Löffler S.A. acts as a seller, unless expressly agreed otherwise in writing. By entering into a contract with Löffler S.A., the customer, hereinafter referred to as the buyer, expressly accepts these terms and conditions and waives the right to invoke their own terms and conditions or any other general or specific terms and conditions, whether printed or otherwise, unless they have been approved in writing by the seller.

Prices

2. The prices and conditions stated in quotations are non-binding for the seller. An order shall only become binding on the seller once it has been confirmed in writing. The dispatch of the goods or the invoice may replace written acceptance by the seller.

3. Unless otherwise agreed, prices are ex warehouse. Depending on the order value and transport circumstances, a contribution towards transport costs may be charged.

4. Prices are always exclusive of value-added tax unless otherwise agreed.

5. The selling prices stated in the seller’s price lists are based on the purchase prices known on the date of the quotation. Any price changes made by the seller’s suppliers and any changes in foreign currency exchange rates shall automatically result in a corresponding adjustment to the selling price stated in the quotation.

6. Prices do not include the value of pallets, packaging or other ancillary costs. These may be invoiced separately. The conditions for returning pallets and packaging shall be agreed separately between the parties. The costs of unloading using a crane shall be invoiced based on the hourly or unit rate communicated to the buyer. Heavy objects, such as safes, shall only be unloaded onto a concrete slab under the express responsibility of the buyer, who must ensure that the slab is sufficiently stable.

Deliveries

7.Delivery shall be made from the lorry at street level, provided that the road is accessible. Unloading and any resulting costs shall be borne by the buyer. The buyer shall also bear any costs resulting from poor road conditions or from the inability to unload the delivery.

8. Delivery times are provided for information purposes only and shall begin on the date on which the full deposit is received. Failure to comply with these delivery times shall therefore not entitle the buyer to any legal remedy or to terminate the contract.

9. In the buyer’s absence, the buyer declares that any person present at the delivery location is authorised to receive the goods with legal effect. The buyer waives any claims or legal action resulting from not having personally received the goods.

10. As soon as the purchased goods are available in the warehouse, the buyer must either collect them or accept delivery within two weeks. Storage costs may be charged after this period has expired.

Payments

11. Invoices are payable immediately in cash without discount unless the seller grants different payment terms. Any payment costs shall be borne by the buyer.

12. The seller reserves the sole right to accept or reject applications from natural persons or legal entities for the opening of a customer account. The seller expressly reserves the right to close or suspend the use of the customer account and any current or future orders, particularly if invoices are not paid on time. In this case, all other invoices shall become due immediately, even if their original due date has not yet been reached. Until the formalities for opening the buyer’s account have been completed, all purchases must be paid for in cash.

13. For every invoice that is not paid by the agreed due date, default interest shall automatically be charged from the due date stated in the second reminder. The interest rate shall be 2% for consumers and 8% for businesses, public authorities and the state. Interest shall be calculated on the principal amount, including taxes, fees, duties and other charges.

Retention of Title

14. The goods sold shall remain the property of the seller until the purchase price has been paid in full by the buyer.

15. The seller also reserves the right to have the document recording the sale registered in order to benefit from the seller’s statutory privilege.

Reminder Fees and Collection Costs

16. Any outstanding invoice amount that has not been paid within eight days following the dispatch of the second reminder shall be increased by a reminder fee of at least €20 for consumers and €40 for businesses, public authorities and the state. If the outstanding invoice amounts, reminder fees and default interest have not been paid within eight days following the dispatch of the third reminder, additional collection costs arising from the involvement of a lawyer or debt collection agency shall apply.

Returns and Exchanges

17. Returns or exchanges require the seller’s express approval. If approval is granted, the buyer must present the invoice or receipt and the delivery note relating to the returned or exchanged goods. No exchange may be made more than 30 days after delivery. Only goods that are regularly held in stock and remain in their original packaging may potentially be exchanged.

In the event of a return, the buyer must submit a written request if they wish the seller to collect the returned goods. If the seller collects the goods, 20% of the purchase price shall be retained to cover transport costs and other charges. If the buyer returns the goods themselves, only 10% of the purchase price shall be retained as costs. In the event of a return, the buyer shall receive a voucher valid for three months or a credit note.

Liability and Complaints

18. The seller may only be held liable for failing to fulfil its contractual obligations in cases of gross negligence on the part of the seller. As a general rule, the seller accepts no responsibility for the products sold. However, any liability of the seller established by a court may not result in damages exceeding €12,500.

19. Any complaint must generally be made upon receipt of the goods or submitted in writing no later than eight days after delivery. A complaint may only be accepted before the goods have been processed.

20. The goods shall be deemed to have been received and approved before departure or through the request for delivery. Minor differences between the delivered goods and the samples presented when the order was placed shall not justify a complaint, provided that proper use of the goods is not affected.

If it is materially impossible for the seller to fulfil the order within the specified time limits, the seller reserves the right to replace the originally intended goods with goods of equivalent quality.

21. Löffler S.A. provides a two-year product warranty for all deliveries and installations carried out by the company itself. Any complaint must be submitted by registered letter immediately after a defect becomes apparent.

Jurisdiction Clause

22. This contract shall be governed by Luxembourg law. The courts of Luxembourg shall have exclusive jurisdiction.

Miscellaneous Provisions

23. The order is placed under the conditions set out above, which the buyer confirms having read and understood. Acceptance of the delivery shall constitute acceptance of these General Terms and Conditions. If one or more of the above provisions are considered invalid, the parties agree that all remaining provisions shall continue to apply.

24. A processing fee of €25 shall be charged for subsequent changes to the delivery or billing address.

Service Conditions for Breakdown and Emergency Services

25. As part of our breakdown and emergency services, we undertake to deal with emergencies quickly and efficiently. Travel and service costs may apply and shall be communicated transparently in advance. Our services are based on the agreed standards and tailored to the individual needs of our customers. The following service conditions apply:

26. Travel and service costs:
Costs are calculated based on transparent flat rates that depend on the time of day and the day of the week.

• a. Regular working hours:
  Standard flat rates apply from Monday to Friday between 08:00 and 16:30.
• b. Evening and night hours:
  A surcharge of X% shall be charged for services provided between 16:30 and 08:00 and at weekends.
• c. Public holidays:
  A separate flat rate shall be charged on statutory public holidays and communicated in advance.

27. Scope of services:
Our services include diagnosing and resolving the reported problem and, where technically possible, providing replacement parts.

28. Information and consent:
All costs shall be communicated transparently in advance and require the customer’s approval before work begins. Our service and travel costs are payable by card immediately upon the technician’s arrival.

29. Emergencies outside the regular conditions:
In urgent cases outside the times specified above, an individual quotation may be prepared.

Detailed flat rates and surcharges are available by telephone.

Appointment Cancellations and Cancellation Fee

26. Agreed appointments are binding. If the buyer is unable to attend an appointment, it must be cancelled at least 48 hours before the agreed appointment time. If the appointment is not cancelled in time or the buyer does not attend the agreed appointment, the seller reserves the right to charge a cancellation fee of at least €100, unless the buyer can demonstrate an important reason. The right to claim further damages remains reserved.

Cancellation, Return and Processing Costs

27. Cancellations shall only be effective with the prior approval of LÖFFLER S.A. in text form. A cancellation request must be received by LÖFFLER S.A. within 14 calendar days following receipt of the order confirmation.

Once this period has expired, cancellation of the order is generally excluded. Exceptions are only possible as a gesture of goodwill following prior examination of the individual case and with the express written approval of LÖFFLER S.A. The customer has no right to approval of a cancellation.

If LÖFFLER S.A. exceptionally agrees to a cancellation, the company shall be entitled to charge a flat-rate return and processing fee amounting to 20% of the net value of goods that have already been bindingly ordered, specifically allocated, configured, reserved or made available for the relevant order.

The customer retains the right to prove that LÖFFLER S.A. incurred no costs or damages, or costs or damages that were significantly lower. LÖFFLER S.A. retains the right to prove that it incurred higher actual costs or damages.

This provision applies exclusively to business customers. Statutory rights, particularly rights relating to defects, and mandatory consumer rights remain unaffected.