2024-11-24
1. Parties
1.1 These general terms and conditions (hereinafter the “Terms”) are applicable between
Rebel Light AB, org.nr. 556849-1079,
Rebel Light AS, NO 918 696 024 MVA,
Rebel Light ApS, CVR-nr: 40235590 or
Rebel Light OY, Y-tunnus: 3126081-7
(hereinafter “Rebel Light”)
And business user (“Customer”) who is not a consumer, and who acquires Product (see definition below) from Rebel Light or uses Rebel Light for the performance of consulting services – each hereinafter referred to as “Part” and jointly the “Parties”.
2. Agreement documents
2.1
i) Rebel Light’s Integrity policy
ii) Any specific existing agreements of the Parties
iii) Order confirmation
iv) These Terms
v) The quotation
vi) NL17 -these have a complementary effect on the Terms
2.2 The agreement covers all documents listed above in section 2.1.
2.3 In the event of double and/or conflicting provisions in the Agreement, the provisions of the agreement documents shall be applied in the order shown in section 2.1.
2.4 Specific agreements that have been added in due order take precedence over general provisions.
2.5 Later signed agreements that have been added in due order take precedence over previous agreements.
2.6 If Rebel Light in the quotation and/or order confirmation refers to ALEM09 as a supplementary delivery term when ordering Product, ALEM09 and not NL17 is applied as a supplement to the Terms and in the same order as NL17 above.
3. Definitions
3.1 ALEM09: General delivery regulations regarding electrical equipment for delivery and use in Sweden, prepared by the Electrical Installers’ Organization, EIO, and Sweden’s Electric Wholesalers, SEG.
3.2 The Agreement: The terms and conditions applicable at any time that Rebel Light publishes on its website, quotation, purchase order, order confirmation, receipt and other documents assignable to the Purchase.
3.3 Consulting service: Services within e.g., lighting design, projection, commissioning and programming that Rebel Light performs by separate agreement with the Customer to which ABK09 is applied.
3.4 Purchase: Customer’s acquisition of a Product that Rebel Light has offered for sale.
3.5 Product: The products available for ordering via Rebel Light and/or the products that Rebel Light develops for the Customer according to specification.
3.6 NL17: General regulations for deliveries of machinery and other mechanical, electrical and electronic equipment within and between Denmark, Finland, Norway and Sweden.
4. General information
4.1 Rebel Light is a Nordic lighting supplier that imports and sells lighting products to businesses.
4.1.1 Rebel Light AB is connected to FTI and the electrical circuit.
4.2 By ordering a Product or Consulting Service from Rebel Light, regardless of how the purchase is entered, the Customer commits to comply with the Terms. The Terms may also be amended unilaterally by Rebel Light in accordance with section 17 of the Terms.
5. Entering Agreement
5.1 Rebel Light issues a quotation for Product or Consulting Service which the Customer confirms. When the Customer has confirmed the quotation, Rebel Light issues an order confirmation which is sent to the Customer’s e-mail address, whereupon if the Customer does not object to it within 24 hours of the issued order confirmation, the Parties have entered into Agreements to which these Terms apply.
5.2 A quotation is valid for thirty (30) days from the time it is issued by Rebel Light.
5.3 Information in marketing materials, price lists and other product information provided by Rebel Light before entering a contract is binding only to the extent that the Agreement between the Parties refers to them.
6. Price and payment
6.1 All prices stated are exclusive of VAT and shipping costs.
6.2 The Customer commits to make payment in accordance with the provisions of these Terms and the Agreement in general.
6.3 In case of payment against invoice, payment shall be made in net cash within thirty (30) days from the invoice date in cases where the Customer has been granted credit with Rebel Light.
6.4 Rebel Light reserves the right to apply advance payment or other terms of payment when Rebel Light deems it appropriate.
6.5 If the Customer does not make payment on time, Rebel Light may demand payment plus interest as well as a payment reminder fee/collection costs or other collection costs in accordance with applicable law where Rebel Light has its registered office.
6.6 Unless otherwise agreed upon, Rebel Light reserves the right to currency-adjust stated prices during the quotation’s validity period if there are currency fluctuations that affect the price by more than +/- 2 percent (%) from the stated price per quotation date.
6.7 All Products are the property of Rebel Light until paid in full by the Customer.
7. Delivery and delivery time of Product
7.1 For delivery and delivery times of Product, NL17 is applied with the following exceptions/changes/additions:
7.1.1 Unless otherwise agreed between the Parties, EXW Rebel Light’s warehouse (Incoterms2020) applies as delivery terms.
7.1.2 Unless otherwise agreed between the Parties, shipping fees will be added according to the price list in force at that time.
7.1.3 In case the Customer wishes to split or advance a delivery and Rebel Light has approved this, Rebel Light reserves the right to charge a warehousing fee in accordance with the price list in force at that time.
7.1.4 Rebel Light only approves the return of unused Products that constitute stock items and are in original packaging. Upon return, Rebel Light applies a return deduction of at least thirty (30) percent (%) and returns can be made no later than forty-five (45) days after the delivery date. Products that are manufactured to specification, customized, or in a special version cannot be returned to Rebel Light.
7.1.5 The Customer shall immediately after receiving delivery check the Products and within five (5) days from the delivery date notify Rebel Light of any defects in the Product. Defects that should be discovered in connection with receipt and control of delivery, Rebel Light is not responsible for.
7.1.6 In the event of a product defect, it is Rebel Light that unilaterally decides on a case-by-case basis if a Customer is only entitled to compensation under the Product Guarantee section 11, or if a Customer is entitled to compensation for troubleshooting, repairs, or replacement costs whereupon compensation is only on a goodwill basis and only when the level of compensation the Customer claims has been approved by Rebel Light in advance. Compensation shall under no circumstances exceed what can be reimbursed by Rebel Light’s special access insurance.
7.1.7 All luminaries are manufactured to specification and their delivery time varies depending on the make. Estimated delivery time will be notified to the Customer as soon as possible after Rebel Light has received a purchase order from the Customer.
8. Changes in Product
8.1 Rebel Light owns the right, unless it causes technical or financial inconvenience to the Customer, to deliver the Product with product changes made after the entered agreement.
8.2 The Customer is aware that Rebel Light generally does not stock any newly manufactured Products, which is why minor product changes after entering into an agreement are common.
9. Product samples
9.1 Rebel Light and the Customer may agree that Rebel Light shall provide samples of goods to the Customer, whereupon cost, delivery, and other conditions for samples will be specified in a separate agreement/order confirmation.
9.2 A product sample provided by Rebel Light constitutes a loan of Product for evaluating the Product’s effect and function. A product sample must be returned to Rebel Light in the same condition as the Customer received the product sample and at the Customer’s expense, unless the Parties have agreed otherwise.
9.3 For product samples provided by Rebel Light, “Pre-delivery tests” (delivery tests) in clauses 8-11 NL17 do not apply, and Rebel Light does not provide any delivery samples in accordance with NL17, whereupon these are not applicable between Rebel Light and the Customer.
10. Liability for design and tasks
10.1 Each Party is liable for information in the production documentation and for construction that the Party has provided.
10.2 A Party is also liable for a change in the Party’s design proposed by the other Party unless the Party has expressly reserved itself before the commencement of production.
10.3 Rebel Light is not liable for defects due to the Product provided by the Customer unless Rebel Light has been negligent.
11. Product warranty
11.1 For liability for defects, NL17 (unless the Parties have agreed on ALEM09) applies with the following exceptions/changes/additions as stated in this section 11.
11.2 Rebel Light provides a 5-year product warranty on luminaires and ballasts (drivers and transformers) in cases where both luminaries and ballasts are ordered and delivered by Rebel Light.
11.3 Rebel Light provides a 2-year product warranty on luminaires, ballasts (drivers and transformers), and dimmers.
11.4 If the Parties agree in writing separately on an extended warranty period, such agreement shall take precedence over this clause.
11.5 The product warranty in these Terms and the provisions on “Liability for defects” NL17 (or “Seller’s liability for defects” in ALEM09) applies according to the following conditions:
11.5.1 Products may only be installed and used in accordance with specified product and use specifications. Limit values for temperature and voltage must not be exceeded and the product must not be subjected to mechanical strain.
11.5.2 Rebel Light or its suppliers are not liable for the power supply conditions, including short-term voltage peaks, overvoltage/undervoltage, electricity ripples that are outside the product’s set limit value and the limit values set according to the applicable delivery standard (e.g., standard EN 50160).
11.6 In the event of loss of function, Rebel Light and the respective supplier of the Product (based on their technical analysis of defective items) decide after their own assessment whether the defective Product is to be repaired, replaced with corresponding replacement products, or credited. The Customer bears costs for disassembly and assembly as well as shipping costs for returning the Products. All other costs such as replacement costs in connection with installation, costs due to incorrect installation, or other damage and/or consequential damage are not covered by the product warranty.
11.7 To invoke product warranty, the Customer must return the defective Product together with a written error description so that Rebel Light or its supplier can perform a check of the accuracy of the warranty claim.
11.8 Product with manufacturing defects is repaired or replaced with a new Product during the product warranty period provided that the Product has been used and installed in accordance with the supplier’s or manufacturer’s instructions. Reimbursement for exchange costs is generally not paid, but such may still be reimbursed in full or in part following a case-by-case decision on a goodwill basis. Requests for such compensation must be made in advance and approved in writing by Rebel Light.
12. Service Warranty
12.1 The Service Warranty is part of our circular terms and conditions. They therefore only apply to products that are contractually sold under these extended terms. This is usually indicated by a marking on the item concerned in the sales order or by separate agreement.
12.2 Rebel Light offers a twenty (20) year service warranty on these products unless otherwise stated. The service warranty runs from the date the product leaves the factory.
12.3 The manufacturer of the product guarantees the availability of spare parts during the entire service warranty period.
12.4 A product under Service Warranty may, after approved Warranty service, receive a renewed service warranty of 5 years or another agreed period.
12.5 Warranty service is conducted by Rebel Light or its authorized partner.
12.6 If the manufacturer of a product is no longer able to maintain its part of the warranty due to external circumstances such as bankruptcy, changes in laws and regulations, or Force Majeure, Rebel Light shall only be liable for that part of the warranty that is within Rebel Light’s control.
13. Repurchase
13.1 Rebel Light will repurchase products that have a valid Service Guarantee and meet the conditions for repurchase below (13.2-13.5).
13.2 Rebel Light must approve the repurchase prior to returning the product.
13.3 Rebel Light assumes proper use and installation of the product.
13.4 Damaged products and products with abnormally high wear and tear may be subject to deduction or refusal of repurchase. Rebel Light will determine whether a product has been properly used or subjected to normal wear and tear.
13.5 The product must be disassembled and returned according to Rebel Light’s current instructions.
14. System Warranty
14.1 Rebel Light applies an extended warranty when signing a separate system warranty agreement. The following additions to paragraph 11 then apply under this paragraph 14.
14.2 In case of malfunction, Rebel Light will perform one (1) initial troubleshooting free of charge. In case of repeated problems beyond Rebel Light’s responsibility or warranty commitment, the Customer will be charged for additional troubleshooting or other measures.
14.3 In the event of a malfunction that can be traced back to Rebel Light’s delivery, Rebel Light will rectify the fault without charging the Customer for Rebel Light’s costs.
14.4 Rebel Light is not responsible for additional costs for necessary access and access to the product in the form of e.g., scaffolding, sky lift, or similar.
14.5 Product with manufacturing defects will be repaired or replaced with new Product during the Product Warranty Period provided the Product has been used and installed in accordance with the supplier’s or manufacturer’s instructions. Rebel Light will conduct the replacement in-house or cover the cost of the replacement if this is conducted under a different design approved in advance and in writing by Rebel Light.
14.6 Rebel Light will not reimburse any external costs that have not been approved in advance by Rebel Light.
14.7 Where the failure of the Plant is caused by external circumstances beyond Rebel Light’s control such as external acts of God, or failure under 11.5.1 or 11.5.2, replacement costs will not normally be covered, but such costs may nevertheless be reimbursed in whole or in part at the discretion of Rebel Light on a case-by-case basis on a goodwill basis.
14.8 If Rebel Light discovers faults not covered by the warranty, this will be communicated to the Customer who may decide how any servicing or replacement and the associated costs will be dealt with.
14.9 Under no circumstances shall compensation exceed that which can be compensated by Rebel Light’s specific access insurance.
15. Rental and leasing
15.1 Rebel Light offers rental and leasing of products or systems under separate terms and conditions.
16. Consulting services
16.1 Rebel Light offers consulting services such as lighting design, commissioning, and programming. ABK09 is applied to all consulting services performed by Rebel Light.
16.2 If Rebel Light offers commissioning and/or programming, such a quotation is valid provided that the luminaires and control systems are correctly installed. Any troubleshooting will be added and invoiced per hour according to Rebel Light’s current price list/quotation.
17. Customer’s obligation
17.1 The Customer commits to make payment in accordance with what has been agreed and to comply with the provisions of these Terms and the Agreement in general.
18. Rebel Light’s obligations
18.1 Rebel Light commits to deliver Products and Services in accordance with the provisions of these Terms and the Agreement in general.
18.2 Rebel Light is not responsible for defects, deficiencies, or other breaches of contract due to the Customer or conditions on the Customer’s side, nor for breaches of contracts due to third parties.
19. Insurance
19.1 Rebel Light commits to hold general liability insurance for two (2) years from the Product’s delivery which covers damages as a result of defects in the Product. The insurance amount must be at least two hundred (200) Swedish cost-indexed base amounts.
19.2 Rebel Light also commits to hold special access insurance with an insurance amount that is not less than two hundred (200) Swedish cost-indexed base amounts.
20. Managing personal data
20.1 Rebel Light processes personal data regarding the Customer and employees of the Customer when purchasing Products or ordering Consulting Services, to fulfill Rebel Light’s obligations under the Agreement and for marketing purposes.
20.2 Rebel Light commits to process this personal data in accordance with Regulation (EU) 2016/679 of the European Parliament and of the Council and other relevant laws and regulations.
20.3 For information regarding what otherwise applies to the processing of personal data, Rebel Light refers to the personal data policy in force at any given time, which is published on the website.
21. Change of Terms
21.1 Rebel Light reserves the right to change the Terms at any time without the Customer’s approval at the times determined by Rebel Light. In relation to new Customers, the most recently published Terms apply immediately. In relation to existing Customers, the change takes effect one (1) week after the change is introduced.
21.2 Changes of substantial importance to the Customer will be communicated to the Customer. In the event of minor changes, only an updated version of these Terms will be available on Rebel Light’s website. In the event of changes of substantial importance to the Customer, the Customer can terminate the Agreement for immediate termination within one (1) week of the communication of the significant changes. In the event of such termination, the Parties’ obligations towards each other cease with the reservation that each Party is entitled to compensation for outstanding receivables with each other.
21.3 The current Terms and Conditions can be found on Rebel Light’s website.
22. Dispute
22.1 If conflicts arise in the Agreement due to language differences, the provisions of the Agreement shall first be interpreted in accordance with the meaning in Swedish and thereafter the meaning in English.
22.2 Should there be unreasonable provisions in the Terms or other contract documents, these shall at first be adjusted and applied in their reasonable form. When adjusting a contract provision or invalidating a contract provision, the other contract terms shall apply in full.
22.3 Disputes concerning the interpretation or enforcement of agreements to which the Terms are applicable shall be settled in accordance with Swedish law by a general court if the Parties do not agree on arbitration or simplified arbitration.