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Home » Terms & Conditions

TERMS AND CONDITIONS

General terms and conditions for business customers of Lindy Electronics Iberia SLU


§ 1 General, scope of application of the Terms & Conditions

1.1 The offer at the offers by e-mail, fax, phone as well as in printed catalogues, flyers and brochures is directed exclusively at trade, business, government, public sector and voluntary sector customers for use in their independent, professional or commercial activities.

Being completely out of the activity referred to in the present contract and conditions any type of relationship with clients that can be considered as consumers, by the mere fact of acceptance of these conditions and the signing of any contract with LINDY involving the link to them, it is expressly acknowledged that the acceptor lacks the status of consumer and therefore accepts that any legislation relating exclusively to consumer customers does not apply to them.

1.2 These General Terms and Conditions of Sale and Delivery (hereinafter referred to as "GTC") apply to all contracts between Lindy Electronics Iberia SLU, Calle Balmes,368, 08006 Barcelona, Spain ("LINDY"), represented by the managing director and the customer for the sale and delivery of goods and products in business transactions to following European Countries: Belgium, Bulgaria, Croatia, Cyprus, Czech Republic, Denmark, Estonia, Finland, Greece, Hungary, Ireland, Latvia, Lithuania, Malta, Netherlands, Norway, Poland, Portugal, Romania, Slovakia, Slovenia, Spain, Sweden. These general terms and conditions of LINDY apply exclusively. Any terms and conditions of the customer which are contrary to or deviate from these GTCs shall not be recognized unless LINDY has expressly agreed to their validity. This shall also apply if LINDY performs its services without reservation in the knowledge that the customer's conditions are contrary to or deviate from these GTC. These general terms and conditions shall also apply to all future transactions concerning the sale and delivery of products with the customer.

1.3 It is hereby agreed that in those cases, customers and countries where there is a specific regulation regarding customer information on the sale of electronic products or any of the products that LINDY markets, and provided that such legislation or regulation is not mandatory, the customer accepting these conditions waives the rights that may arise from such legislation or regulation.


§ 2 Offers and Conclusion of Contract

2.1 The offers made by LINDY in online and printed material are subject to change and do not represent binding offers. You can order by e-mail, fax and telephone from printed material. With your order you are making a binding offer to LINDY to conclude a contract with you. Customer orders are accepted by sending an order confirmation within 72 hours of LINDY receiving the order or by immediate delivery.

2.2 Performance data are only binding if this is expressly agreed in writing. LINDY sales staff are not authorised to make verbal collateral agreements or give verbal assurances which go beyond the content of the written contract.


§ 3 Delivery

3.1 The delivery period begins with the dispatch of the order confirmation and is deemed to have been met if, by the time it expires, the products to be supplied have left the company headquarters of LINDY or LINDY has notified the customer that they are ready for dispatch.

3.2 The delivery period is always subject to correct and punctual supply to LINDY.

3.3 If the delivery is unreasonably complicated by circumstances for which LINDY is still responsible or by circumstances for which the customer alone or to a large extent is responsible, the agreed delivery period shall be extended by a period corresponding to the duration of the existence of the relevant circumstance. Such circumstances must be notified to LINDY as soon as they become known, and in any case, it will be at LINDY's discretion to determine whether they are sufficiently justified to determine an extension of the delivery period.


§ 4 Delivery, Transfer of Risk

4.1 The risk is transferred to the customer at the latest when the goods are handed over to the courier, even if Lindy has assumed the shipping costs. Unless otherwise agreed, LINDY shall be free to choose the packaging, dispatch route and means of transport.

4.2 Irrespective of the transfer of risk in accordance with clause 4.1, LINDY shall in principle take out transport insurance for 0.45 % of the value of the goods, which shall be invoiced to the customer. If the customer does not wish to take out transport insurance, he must inform LINDY of this when ordering.

4.3 In the case of downloads, the risk shall pass to the customer as soon as the customer receives notification that the possibility of downloading has been opened up. If dispatch or download becomes impossible through no fault of LINDY, the risk shall pass to the customer when the customer is notified that the goods are ready for dispatch or that they are ready for download.

4.4 If dispatch is delayed due to circumstances for which the customer is responsible, the risk shall pass to the customer when the products to be delivered are sorted out and notification of readiness for dispatch is given.

4.5 In the event of a delay in delivery LINDY shall in all cases only be entitled to exercise its statutory rights after a reasonable period of grace of at least two weeks has been granted. LINDY shall not be responsible for delays in delivery and performance due to force majeure and due to events, which make it considerably more difficult or impossible for LINDY to deliver or provide the service (e.g., strikes, lock-outs, official orders etc.), even if they occur at suppliers of LINDY or their subcontractors, even if binding deadlines and dates have been agreed. LINDY is entitled to postpone the deliveries or services for the duration of the hindrance plus a reasonable start-up time or to withdraw from the contract in whole or in part because of the part not yet fulfilled. If the hindrance lasts for more than three months, the customer shall be entitled, after setting a reasonable period of grace which shall not be shorter than two weeks, to withdraw from the contract with regard to the part not yet fulfilled. If the delivery time is extended or if LINDY is released from its obligation, the customer cannot derive any claims for damages from this. LINDY can only invoke the circumstances mentioned if it informs the customer immediately. If LINDY is responsible for the non-observance of bindingly agreed deadlines and dates, or is in default, the customer shall be entitled to compensation for delay at % for each completed week of the delay, up to a maximum of 5 % of the invoice value of the deliveries and services affected by the delay. Claims over and above this are excluded, unless the delay is due to at least gross negligence on the part of LINDY

4.6 LLINDY shall be entitled to make partial deliveries and services at any time. Compliance by LINDY with its delivery and service obligations is subject to the timely and proper fulfilment of the customer's obligations. If the customer is in default of acceptance, LINDY shall be entitled to demand compensation for any damage it suffers. The risk of accidental deterioration and accidental loss shall pass to the customer when default of acceptance occurs.

4.7 Complaints about transport damage must be made by the customer directly to the courier.


§ 5 Prices and Payment

5.1 The prices quoted in LINDY order confirmation shall be decisive, plus the respective statutory value added tax. Additional deliveries and services shall be charged separately.

5.2 Invoice amounts are due immediately and payable not later than 20 days of the month following the date of invoice.

5.3 If the customer is in default of payment, LINDY shall be entitled - without prejudice to other claims and rights - to charge interest on arrears at nine percentage points above the respective base rate of the European Central Bank. In addition, any outstanding (partial) payments shall become due immediately. The maturity of the remaining debt also occurs if bills of exchange with a later maturity date are in circulation.

5.4 If LINDY has several open claims against a customer from different transactions, payments made by the customer shall first be credited against costs and interest and then against the oldest open claim.

5.5 The purchase price and the charges for ancillary services are due for payment on handover of the delivery item or on completion of the provision of the line or notification of the possibility of downloading, unless otherwise expressly agreed. LINDY is entitled to demand reasonable payments on account for partial services rendered. These are due for payment upon receipt of the respective down payment invoice or partial invoice by the customer. In the event of default LINDY shall be entitled to claim the statutory interest on arrears.

5.6 If the customer is a merchant, a legal entity under public law or a special fund under public law, the retention of payments due to any counterclaims of the customer not recognised by LINDY is not permitted, nor is offsetting against such counterclaims. Counterclaims from the same contractual relationship are excluded from this.

5.7 The customer agrees to receive invoices electronically. Electronic invoices are sent to the customer by e-mail in PDF format.


§ 6 Retention of Title

6.1 The reservation of title agreed below serves to secure all existing current and future claims of LINDY against the customer arising from the supply relationship between the contract partners (including balance claims from a current account relationship limited to this supply relationship).

6.2 The goods delivered by LINDY to the customer remain the property of LINDY until all secured claims have been paid in full. The goods and the goods which take their place in accordance with the following provisions and are covered by the reservation of title are hereinafter referred to as "goods subject to reservation of title".

6.3 The customer shall store the goods subject to retention of title free of charge for LINDY.

6.4 The customer is entitled to process and sell the goods subject to retention of title in the ordinary course of business until the event of realisation (clause 6.9). Pledging and transfer by way of security are not permitted.

6.5 If the goods subject to retention of title are processed by the customer, it is agreed that the processing is carried out in the name and for the account of LINDY as manufacturer and that LINDY acquires direct ownership or - if the processing is carried out using materials from several owners or the value of the processed item is higher than the value of the goods subject to retention of title - co-ownership (fractional ownership) of the newly created item in the ratio of the value of the goods subject to retention of title to the value of the newly created item. In the event that no such acquisition of ownership should occur at LINDY, the customer hereby transfers his future ownership or - in the above-mentioned proportion - co-ownership of the newly created item to LINDY as security. If the goods subject to reservation of title are combined or inseparably mixed with other items to form a uniform item, and if one of the other items is to be regarded as the main item, LINDY, insofar as the main item belongs to it, shall transfer to the customer proportionate co-ownership of the uniform item in the ratio stated in sentence 1.

6.6 If the goods subject to retention of title are resold, the customer hereby assigns by way of security to LINDY the resulting claim against the purchaser - in the case of co-ownership by LINDY of the goods subject to retention of title, in proportion to the proportion of co-ownership. The same applies to other claims that take the place of the goods subject to retention of title or otherwise arise in respect of the goods subject to retention of title, such as insurance claims or claims in tort in the event of loss or destruction. LINDY revocable authorises the customer to collect the claims assigned to LINDY in his own name. LINDY may only revoke this direct debit authorisation in the event of realisation.

6.7 If third parties seize the goods subject to retention of title, in particular by seizure, the customer will immediately inform them of LINDY-Elektronik GmbH's ownership and inform LINDY of this in order to enable LINDY to enforce its ownership rights. If the third party is not able to reimburse LINDY for the court or out-of-court costs incurred in this connection, the customer shall be liable to LINDY for this.

6.8 LINDY will release the goods subject to reservation of title and the items or claims taking their place if their value exceeds the amount of the secured claims by more than 50%. LINDY shall have the right to select the items to be released thereafter.

6.9 If LINDY withdraws from the contract in the event of behaviour contrary to the contract on the part of the customer - in particular default of payment - (case of realisation), LINDY is entitled to demand the return of the goods subject to retention of title.


§ 7 Duty to Give Notice of Defects, Warranty, Liability

7.1 DDelivered goods must be inspected by the customer immediately after delivery, insofar as this is feasible in the ordinary course of business. If a defect is found, LINDY must be notified immediately. If the customer fails to notify LINDY, the goods shall be deemed to have been approved, unless the defect was not recognisable during the inspection. If such a defect is discovered at a later date, notification must be made immediately after discovery, otherwise the goods shall be deemed to have been approved even in view of this defect.

The customer is not released from his duty of inspection even in the event of recourse by the entrepreneur. If, in such cases, he does not immediately report the defect claimed by his customer, the goods shall be deemed to have been approved even in consideration of this defect.

7.2 The warranty is provided in accordance with the statutory provisions. For all defects occurring during the legal warranty period of 6 months from delivery, the customer has the legal right to supplementary performance (at your choice: rectification of defects or new delivery) and - if the legal requirements are met - the legal rights to reduction or withdrawal as well as compensation for damages. The customer must grant LINDY a total of two attempts at rectification if the customer has not previously granted LINDY a reasonable period of grace which has expired without result. If the type of supplementary performance requested by the customer is only possible at disproportionate cost, the customer's claim is limited to the other type of supplementary performance.

7.3 LINDY accepts no liability for damage and defects arising from improper use, operation and storage, negligent or incorrect care and maintenance, overuse or improper repair by an unauthorized service partner.

7.4 LINDY excludes its liability for slightly negligent breaches of duty, insofar as these do not concern duties essential to the contract, damage from injury to life, body or health or guarantees, or claims under the Product Liability Act are affected. The same applies to breaches of duty by LINDY's vicarious agents.


§ 8 Software

8.1 When software is supplied, the manufacturer's special licence conditions shall apply in addition to LINDY's general terms and conditions. By accepting the software, the customer expressly recognises its validity. These are enclosed with the data carrier or are located on it. However, when there may be contradiction between the licence conditions of the manufacturer and the general or particular conditions contracted with LINDY, shall apply in preference the conditions, general or particular, agreed with LINDY with regard to the obligations and rights that may affect LINDY.

8.2 The customer only acquires a simple right of use for all software products sold by LINDY. In any case, the manufacturer remains the originator of the software. This applies both to the original and to each copy.

8.3 The provisions of these General Terms and Conditions which concern the transfer of ownership rights shall apply mutatis mutandis to the rights of use of software.

8.4 Provisions for templates from LINDY: The price is payable for the implementation of the templates and for the installation instructions. Each template includes a licence entitling the user to use and commission the template on a server or under an internet address/domain. Passing on, copying or use on further servers or under further domains is not permitted. The purchase of further licences is necessary for this. This also applies to templates copied from these templates.


§ 9 LINDY Manufacturer's Warranty

9.1 LINDY as manufacturer of LINDY products grants a manufacturer's guarantee. The customer's warranty claims from the contract of sale and legal rights are not limited by this guarantee.

9.2 LINDY grants the manufacturer's guarantee in accordance with the following conditions: LINDY guarantees against defects in LINDY products which are proven to occur within the guarantee period as a result of a material or manufacturing fault. The territorial scope of this warranty is limited to the member countries of the EU and EFTA.

9.3 The guarantee period is

  • 3 years for all Lindy products,
  • 10 years on all Lindy cables without moving components such as lynch pins or retractable cables,
  • 25 years on all cables designated Gold Line, Gold Cable and Premium Gold Cable

starting with the purchase by the first end user. The date on the original purchase receipt is decisive. In the event of resale, the warranty claim is transferred to the customer for the remaining warranty period.

9.4 Excluded from the warranty are

  • Defects that are due to external influences, improper use, abnormal environmental conditions, operating conditions not in accordance with the instructions, overloading or lack of maintenance or care,
  • defects resulting from failure to observe operating instructions or disregard of relevant regulations,
  • defects caused by mechanical alteration or alteration by software or viruses or similar or by modifications not approved by LINDY,
  • defects caused by the use of accessories, supplements or spare parts which are not original LINDY parts.

9.5 In the case of a warranty claim of products with a guarantee period of 3 years the end consumer has the legal right to supplementary performance (at your choice: rectification of defects or new delivery).

In cases for warranty claims of products with a guarantee period for more than 3 years LINDY will remedy the defect by either repairing the product free of charge or replacing it with a defect-free product (or a successor model if necessary), at LINDY's discretion. Replaced products or parts become the property of LINDY.

9.6 Claims other than the right to rectify the defect as set out above are not covered by LINDY's manufacturer's guarantee. In particular, the owner cannot derive any claims for damages from the LINDY manufacturer's warranty for accompanying or consequential damage.


§ 10 Legal system, place of jurisdiction, contractual language

10.1 The law of Spain shall apply to these General Terms and Conditions and the entire legal relationship between LINDY and the customer, excluding the UN Convention on Contracts for the International Sale of Goods of 11 April 1980 (Vienna CISG Convention).

10.2 The place of performance is Barcelona. The place of jurisdiction for all disputes arising in connection with this contract - including actions in summary proceedings based on documentary evidence and bills of exchange - is the registered office of LINDY in Barcelona.


§ 11 Legal Obligations according to EU WEEE, Battery and Packaging Directive

LINDY fulfils the legal obligations for deliveries to recipients and consumers according to the EU WEEE directive/ Electrical and Electronic Equipment Act, the EU Battery Directive/ Battery Act and the EU Packaging Directive/ Packaging Act.

LINDY concludes an agreement with its B2B customers to the effect that the B2B customer will, at its own responsibility and expense, properly dispose of and recycle any packaging that accumulates on its premises; this applies in particular to transport packaging and other packaging that, according to the Packaging Act, is not subject to compulsory system participation. If LINDY delivers to other countries on behalf of the customer, or if customers deliver the goods across borders, LINDY expressly points out that the customer and the recipient must ensure that the corresponding legal obligations in the destination country are fulfilled on their own responsibility.

The following country regulations apply:

For deliveries to recipients in Austria, LINDY assumes the legal obligations according to the EU WEEE and Packaging Directive and its implementation in Austrian law and releases recipients in Austria from the relevant obligations; the necessary details are printed on our invoices and delivery notes. LINDY does not assume any obligations for the obligations according to the EU Battery Directive and its respective implementation in Austrian law and reminds the customers that they have to meet the obligations themselves.

For deliveries to recipients in Luxembourg, LINDY assumes the legal obligations in accordance with the EU WEEE directive and the EU battery directive and their respective implementation in Luxembourg law and releases recipients in Luxembourg from the relevant obligations; the necessary details are printed on our invoices and delivery notes. LINDY does not assume any legal obligations for the obligations according to the EU Packaging Directive and its respective implementation in Luxembourg law and reminds the customers that they have to comply with the obligations themselves.

For deliveries to recipients in Switzerland and Portugal, LINDY assumes the legal obligations in accordance with the EU WEEE, battery and packaging directive and its implementation in Swiss and Portuguese law and releases recipients in Switzerland and Portugal from the relevant obligations; the necessary details are printed on our invoices and delivery notes.

For deliveries to all other countries in Europe, the EEA or the world, LINDY does not assume any legal obligations according to the EU WEEE, Battery and Packaging Directive and advises customers and recipients that they must comply with these obligations at their own responsibility.


§ 12. Miscellaneous

12.1The customer shall only be entitled to a right of retention or set-off if his counterclaims have been legally established, are undisputed or have been recognised by LINDY. Furthermore, he shall only be entitled to exercise a right of retention if his counterclaim is based on the same contractual relationship.

12.2 Should individual provisions of these general terms and conditions be invalid, the validity of the remaining provisions shall remain unaffected.

Barcelona, 18.03.2022



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