General Terms and Conditions (GTC)



I. General Provisions

  1. These Terms and Conditions of Sale and Delivery exclusively apply to all deliveries and services of Markgraf Licht GmbH—hereinafter referred to as the Supplier. Purchaser’s conditions are binding only if expressly acknowledged in writing by the Supplier.
  2. Should any provisions of these Terms and Conditions be or become ineffective, the remaining provisions shall remain unaffected.
  3. Estimates, drawings, and other documents provided to the Purchaser during contract negotiations are protected by copyright and remain the property of the Supplier. These documents may only be disclosed to third parties with the prior consent of the Supplier. If an order is not placed, all provided documents must be returned to the Supplier upon request.
II. Order Acceptance
Orders become binding in terms of the type and scope of delivery only through the Supplier’s order confirmation. If no such confirmation is sent, the Purchaser’s written order is decisive. Oral agreements, especially collateral agreements and commitments made by representatives, require written confirmation from the Supplier.

III. Prices and Payments

  1. Prices are ex-works or warehouse of the Supplier, excluding packaging, freight, insurance, and plus VAT at the legal rate.
  2. Unless a fixed price is expressly agreed upon, the agreed prices are binding for three months from the date of the order confirmation. After this period, the Supplier may reasonably increase prices in the event of cost increases after the order confirmation, except in cases of the Supplier’s delay in delivery.
  3. Invoices are payable net within 30 days of the invoice date.
  4. In case of payment default, interest of 5% above the respective base interest rate is charged, unless the Supplier proves higher default damages or the Purchaser proves a lesser charge.
  5. Non-compliance with payment terms or circumstances that reduce the Purchaser’s creditworthiness make all of the Supplier’s claims immediately due. The Supplier may return checks accepted as payment and demand cash payment or security. The Supplier may also demand prepayment for outstanding deliveries or withdraw from the contract and claim damages for non-performance after an appropriate grace period.
  6. The withholding of payments or offsetting with a counterclaim disputed by the Supplier and not legally established is excluded.
IV. Delivery and Acceptance Period
  1. Delivery time begins upon receipt of all documents required for order execution and the agreed advance payment. All delivery times and dates are subject to a tolerance of four weeks unless expressly agreed as a fixed transaction. The delivery time is met if the delivery item has left the Supplier’s premises or warehouse before the period expires.
  2. Events of force majeure at the Supplier or its sub-supplier extend the delivery time appropriately. This also applies to official interventions, difficulties in energy and raw material supply, strikes, lockouts, and unforeseen delivery obstacles, provided these are not attributable to the Supplier. In these cases, the Supplier is entitled to withdraw from the contract in whole or in part. The Purchaser has no claims for damages due to such withdrawal.
  3. If delivery is not made even after a written reminder and an additional reasonable grace period set by the Purchaser, the Purchaser is entitled to claim delay compensation, excluding further claims, provided the delay is due to intent or gross negligence of the Supplier, its legal representatives, or agents. Compensation is limited to 0.5% for each completed week of delay, but not more than 5% of the delivery price for delayed items.
  4. Partial deliveries are permissible. Deliveries with minor defects must be accepted by the Purchaser without prejudice to warranty claims.
  5. The Supplier reserves the right to make changes in design and equipment of delivery items according to technical progress.
V. Packaging, Shipping, Warranty
  1. The Supplier chooses packaging and shipping methods at its discretion.
  2. Risk passes to the Purchaser when the delivery item leaves the Supplier’s premises or warehouse. If shipment is delayed due to circumstances beyond the Supplier’s control, risk passes upon notification of readiness for shipment.
VI. Retention of Title
  1. Deliveries remain the Supplier’s property until all claims against the Purchaser are fulfilled, even if the invoice price for specifically designated claims has been paid. In current accounts, retained title on deliveries serves as security for the Supplier’s balance claim.
  2. Processing of retained goods by the Purchaser excludes ownership acquisition under § 950 BGB in favor of the Supplier; the Supplier remains the owner of the resulting item as security for its claims.
  3. If the Purchaser processes retained goods by combining or mixing with other goods not belonging to the Supplier, §§ 947, 948 BGB apply, and the Supplier’s co-ownership in the new item is now considered retained goods.
  4. The Purchaser is permitted to resell retained goods only in the ordinary course of business under the condition that it also agrees on a retention of title with its customers. Other dispositions, especially pledging or transferring ownership as security, are not permitted.
  5. The Purchaser hereby assigns to the Supplier all claims and ancillary rights arising from the resale of retained goods until all Supplier’s claims are settled. The Purchaser must provide all necessary information and documents for enforcing the Supplier’s rights against its customers upon request.
  6. If retained goods are resold after processing according to section VI.2 or together with other goods not belonging to the Supplier, the assignment of the purchase price claim per section VI.5 applies only up to the invoice value of the retained goods.
  7. If the value of the Supplier’s existing securities exceeds its claims by more than 20%, the Supplier must release securities at the Purchaser’s request, chosen at the Supplier’s discretion.
  8. Seizures or confiscation of retained goods must be reported to the Supplier immediately. Intervention costs are borne by the Purchaser.
  9. If the Supplier exercises its right to take back retained goods under these conditions, it may sell or auction the goods. Taking back retained goods, not considered withdrawal from the contract, is settled at the achieved proceeds, but not more than the agreed prices. Further claims for damages, especially lost profits, remain reserved.
VII. Returns
  1. Returns are processed only by agreement with the Supplier.
  2. Agreed returns with the Supplier must be made freight prepaid.
  3. Provided the returned goods are listed and originally packaged at the Supplier’s location and the purchase period does not exceed 90 days, a credit note is issued minus handling costs. These costs are 20% of the invoiced net amount.
  4. Special lights, special colors, non-originally packaged goods, and products not in the current price list are generally excluded.

VIII. Warranty
For defects in the delivery, including deviations from agreed quality, the Supplier is liable for 24 months after the risk transfer, excluding further claims, as follows:

  1. Defect complaints must be made in writing within 5 working days after receipt of delivery. For non-obvious defects, the period extends to one week after discovery, but no longer than 24 months after the risk transfer.
  2. For justified and timely defect complaints, the Supplier must be given the opportunity to rectify the defect within a reasonable period.
  3. If the Supplier fails to fulfill the warranty obligation per section VIII.2 or if rectification fails, the Purchaser is entitled to reduce the price or withdraw from the contract only concerning the defective performance. Further claims, especially for consequential damages and lost profits, are excluded unless caused by intent or gross negligence by the Supplier, its legal representatives, or agents.
  4. The Supplier is not liable for damages caused by third-party actions, improper installation, overuse, overvoltage, or chemical influences, unless due to the Supplier’s fault. Such causes lead to the loss of all warranty claims. The same applies to unauthorized repairs or modifications by the Purchaser or third parties.
  5. Design and/or specification work by the Supplier is solely in the Purchaser’s interest. The Supplier assumes no warranty for this unless due to intent or gross negligence.

IX. Data Protection
The Supplier informs the Purchaser that the data required for conducting business operations is stored.

X. Place of Performance and Jurisdiction

  1. The place of performance for all obligations arising from the contract or negotiations, including check liabilities and those related to securities granted to or by the Supplier, is Munich.
  2. If the Purchaser is a merchant, a legal entity under public law, or a special fund under public law, the place of jurisdiction is Munich, the court responsible for the Purchaser.
  3. German law exclusively applies. The application of the United Nations Convention on Contracts for the International Sale of Goods (CISG) is excluded.