Sales Terms and Conditions (B2B)

1. LEGRAND ACRONYMS:

1.1 MTO MEANS: Goods made to order for the Client, in which a deposit is required in advance, and such items are not returnable.
1.2 NON-STOCKING ITEMS: Items not stocked by Legrand South Africa, but which is available on request from France.
1.3 EX FRANCE: Items stocked in France, with a 25% handling fee should the orders be cancelled. This is done with prior approval.
1.4 EX RSA: means items stock in South Africa with a 0% handing fee applicable and which is subjected to replacement order once credit requests have been approved online.
1.5 DISTRIBUTORS Is the Main Distribution partner for Legrand selling to Resellers and Specialised Resellers, who actively stock Legrand products.
1.6 APPROVED RESELLER: Is the partner selling electrical and cable management products to end consumers, installers, electrical contractors, and specialized installers, who actively stock Legrand products.
1.7 RESELLER: Is a non-stocking partner selling electrical and cable management products to end consumers, installers, electrical contractors, and specialized installers.
1.8 SPECIALISED RESELLER: Is the partner with a specific focus such as audio, home automation, data networks and security.
1.9 AUTHORISED INSTALLER: Contractor or Installer Authorised by training and accreditation by Legrand, to install Legrand products.

2. PRICES

Selling prices are always those in force on the day of Invoicing. Prices are subject to change without notice according to tariffs and currency fluctuations. Prices are ex-works, inclusive of standard packaging, quoted in South African Rands.

3. ORDERS

3.1 All orders must be confirmed in writing to the sales department, by email with a clear indication of a valid purchase order from the Client with Purchase number, Legrand product codes, net purchase price and quantities.
3.2 All orders must have a name and signature of the person ordering.
3.3 Non-stock items can be ordered on request, 50% deposit is required. Airfreight costs will be charged to the customer.
3.4 For MTO items or Ex France stocking terms, Specific requests for international air freight or parcel service will be charged at actual price. The customer will receive a quotation and after written approval transport will be ordered.

4. DELIVERIES

4.1 Standard deliveries within South Africa shall be limited to within the country of dispatch, unless otherwise specified as per Legrand’s most recent Sales Policy.
4.2 All export delivery charges will be for the customer’s account, unless prior approval has been given by Legrand.
4.3 The risk in the product will be passed to the customer on dispatch from our premises and the customer shall be responsible for taking appropriate insurance for such risk, unless otherwise specified.
4.4Claims for short-supplied or damaged goods must be received in writing within two business days from delivery date.

5. GAUTENG DELIVERY

5.1 Goods will be delivered within two business days after reception of order, subject to stock availability.
5.2 Minimum net order amount for free delivery is R4 500 (Incl VAT).
5.3 Orders with a net value below R4 500, can be collected by the Client from Legrand’s central warehouse.
5.4 Goods will be ready for collection within 2 hours after reception of order, subject to stock availability. For COD customers, collection is subject to clause 12.2 and 12.4 of this policy.
5.5 Collection of Goods: Ordering Company must be the collecting Company.
5.6 If third parties are collecting on behalf of the Client, then this must be instructed to Legrand in writing and separate order to be placed upon Legrand.
5.7 Courier services can be organized by Legrand upon request. Delivery time depends on the delivery schedule of the courier company and will be communicated for each individual case. Legrand will charge at actual cost.

6. WESTERN CAPE – EASTERN CAPE – NORTHERN CAPE

PLACING OF ORDER	Shipment from Legrand warehouse	Delivery by Couriers
Monday and Tuesday	Wednesday	Friday
Wednesday and Thursday	Friday	Monday
Friday	Monday	Wednesday

6.1 Minimum net order amount for free delivery is R10 000. (Incl VAT).
6.2 Orders with a net value below R10 000 can be collected by the Client and its own courier service from Legrand’s central warehouse.
6.3 Goods will be ready for collection within 2 hours after reception of order, subject to stock availability. For COD customers, collection is subject to clause 12.2 and 12.4 of this policy.
6.4 The customer to communicate in writing the third parties’ details for collection to the Customer Service department.
6.5 Collection of Goods: Ordering Company must be the collecting Company.
6.6 The customer to communicate in writing the third parties’ details for collection to the Customer Service department.
6.7 Courier services can be organized by Legrand upon request. Delivery time depends on the delivery schedule of the courier company and will be communicated for each individual case. Legrand will charge at actual cost.

7. KWAZULU-NATAL – MPUMALANGA – LIMPOPO – NORTH WEST – FREE STATE.

PLACING OF ORDER	Shipment from Legrand warehouse	Delivery by Couriers
Monday	Tuesday	Wednesday
Tuesday and Wednesday	Thursday	Friday
Friday	Monday	Tuesday

7.1 Minimum net order amount for free delivery is R5 000 (Incl VAT)
7.2 Orders with a net value below R5 000 can be collected by the Client and its own courier service from Legrand’s central warehouse.
7.3 Goods will be ready for collection within 2 hours after reception of order, subject to stock availability. For COD customers, collection is subject to clause 11.2 and 11.4 of this policy.
7.4 Collection of Goods: Ordering Company must be the collecting Company.
7.5 The customer to communicate in writing the third parties’ details for collection to the Customer Service department.
7.6 Courier services can be organized by Legrand upon request. Delivery time depends on the delivery schedule of the courier company and will be communicated for each individual case. Legrand will charge at actual cost.

8. NAMIBIA AND BOTSWANA

PLACING OF ORDER	Shipment from Legrand warehouse	Delivery by Couriers
Monday	Tuesday	Wednesday
Tuesday and Wednesday	Thursday	Friday
Friday	Monday	Tuesday

8.1 Minimum net order amount for free delivery is R25 000.00 (Incl VAT)
8.2 Orders with a net value below R25 000.00 can be collected by the Client and its own courier service from Legrand’s central warehouse.
8.3 Goods will be ready for collection within 2 hours after reception of order, subject to stock availability. For COD customers, collection is subject to clause 11.2 and 11.4 of this policy.
8.4 The customer to communicate in writing the third parties’ details for collection to the Customer Service department.
8.5 Courier services can be organized by Legrand upon request. Delivery time depends on the delivery schedule of the courier company and will be communicated for each individual case. Legrand will charge at actual cost.
8.6 For goods delivered by Legrand, a transport company will be appointed, no Vat will be charged.

9. SELF COLLECTION OF ORDERS.

9.1 As 2 hours preparation time is required, orders must be faxed/emailed at least 2 hours prior to customer collection, subject to stock availability. For COD customers, collection is subject to clause 11.2 and 11.4 of this policy.
9.2 Only registered courier/transport companies will be allowed for third party collections.
9.3 No private individual or installer from another Company are allowed to collect on behalf of the Client.
9.4 Orders placed from a single purchase order may, not be split between two different collections.

10. RETURNS

10.1 The Customer will apply online for credit of an invoice, warranty claim etc. on Legrand’s website at www.legrand.co.za
10.2 After completing the online form and approval from Legrand, a return number will be issued to the Client by the Legrand Accounts Department.
10.3 The customer must submit a copy of the invoice and purchase order documentation to the Accounts with the Legrand authorization number, its own Return number if applicable, once they are contacted by the Accounts department.
10.4 The customer will be in charge for the delivery of returned goods to Legrand’s central warehouse and will bear all related expenses for the stock return, in exception of warranty claims and mistakes by Legrand.
10.5 Legrand will issue a credit note, only once after goods have been received and inspected to ensure the goods and packing is in original and re- saleable condition, validated by a GRV number.
10.6 Returned goods not applying to the above-mentioned conditions will be refused. In such case, the customer will be in charge to pick up the goods from the Legrand central warehouse within 2 weeks or goods will be destroyed, and liable for any money due to Legrand.
10.7 Claims for short supplied or damaged goods must be sent to the Customer Service Department within two business days from delivery date in writing, or claim will be denied.
10.8 All returns must be arranged by the Client, approved by Legrand ONLINE systems and stock returned within thirty calendar days of invoice, to Legrand. (Except for warranty claims).
10.9 Returns are only accepted if the goods are in an original and saleable condition, in their original packaging and in full pack quantities. This includes warranty claims.
10.10 Should goods arrive at Legrand without prior approval from Legrand by means of authorization number, goods will be returned to the Clients at its cost.
10.11 a Handling fee is applicable for: MTO and NON-STOCKING Items – Not returnable, Ex France – 25% handling, and Ex RSA – 0% Handling (subjected to a replacement order on the same date submitted with the application of returns. Should no replacement order be issued, a 15% handling fee will be levied.)
10.12 Faulty/Warranty items will be replaced and returned to the Customer at the cost of Legrand.
10.13 Warranty and damaged claims are limited to either the replacement or the same or similar product.
10.14 If the product is not available anymore, a credit will be passed.

11. GOODS OWNERSHIP

11.1 Notwithstanding the fact that risk of loss or damage passes to the customer on dispatch, the customer acknowledges that the sole ownership of the property shall remain with Legrand until such time as payment has been made in full.
11.2 Legrand reserves the right to retake possession of any goods for which payment has not been made in full timeously.
11.3 Legrand will not accept liability for any counterfeit items.
11.4 The Customer will also adhere to the Country standards in which the wiring code installation is prescribed. Should non-standard South African items be ordered, the Customer accepts full liability and tracing of such items.
11.5 For countries outside of South Africa, the customer must ensure that the products comply to the specific country standard, before placing an order.

12. PAYMENT

12.1 Unless otherwise agreed upon, all payments shall be made by electronic transfers within 30 days of the Statement date.
12.2 For Customers with approved COD accounts, collections, bank guaranteed cheques, electronic transfers are acceptable.
12.3 Interest at the maximum rate prescribed by the National Credit Act, will be raised automatically on any past due payment.
12.4 Where required, proof of payment needs to be submitted and goods will only be dispatched once payment reflects in our bank account and has been confirmed.
12.5 No orders can be released if the Customer have reached its credit limit with Legrand. Payment must be executed prior to any credit status can be reset to its original trading amount, to which orders can be released afterwards.
12.6 Should account payments not reflect in Legrand’s account before the close of each month, settlement discount cannot be entertained.
12.7 The paying entity must be the receiving entity, no third party payments are allowed.

13. WARRANTY

13.1 Legrand products are guaranteed against defects in material and workmanship for a period of 24 months from date of sale towards the end user.
- 13.1.1 Exceptions to clause 13.1:
  - 13.1.1.1 UPS batteries: Not covered.
  - 13.1.1.2 LCS3 Copper and Fiber Solutions: 25 years from date of sale, subject to certification requirements.
13.2 The warranty is limited (at Legrand’s discretion) to either the replacement of any such or similar product, or the refund of the original purchase price.
13.3 Legrand’s obligations in terms of warranty are in substitution of all other obligations on it in respect of any defect of any product.
13.4 The customer shall have no claim in respect of any defect, including claims for consequential losses other than in terms of the warranty.
13.5 All Resellers and Distributors must apply Legrand’s warranty policy back-to-back and must represent their responsibility under this agreement.
13.6 Legrand reserves its rights to inspect and or test the product and to issue a technical fault report to any warranty claim. This report can take up to 14 working days.
13.7 Should a product be returned under a warranty return request, and found not defective, or damaged due to incorrect installation, or any other defect other than defects in material and manufacturing, the return will be rejected, and the customer will be held liable for any costs incurred for the return of the product, including, but not limited to freight charges, testing fee and handling fee. It remains the responsibility of the customer to collect the item/s withing 6 months, items not collected in this time frame will be sent for destruction.
Legrand Warranty Statement Product Registration Form

14. SAMPLES ORDERED FROM LEGRAND

14.1 Samples need to be invoiced to customers and need to be returned within 3 months.
14.2 Samples should be returned in a saleable condition.
14.3Samples should be returned through the normal RTS process online as per clause 10 of this agreement.
14.4 When ordering samples, the Customer purchase order has to stipulate clearly that this is for samples.
14.5 The qty /SKU can not be for more than 1.
14.6 Should the above conditions not be met, then the RTS will be declined.

15. TRADEMARK

15.1 Since the goods are sold under trademark, the customer shall not be entitled to alter, modify or in any way change such goods and shall be responsible to Legrand for any loss suffered in the event of such alteration or changes being undertaken.
15.2 The Customer will request in writing prior to any communication of the brand or its promotional, communication material or strategies.

16. COMPLIANCE

The Distributor/Customer/Partner undertakes to comply with all laws and regulations on embargoes, sanctions of an economic, commercial or financial nature, and other restrictive measures specified by France, the United States, the European Union or any other applicable national legislation (“embargoes”), and to obtain all licenses, shipping documents and authorizations required for the resale, export or re-export of Legrand Group products.

Accordingly, the Distributor/Customer/Partner undertakes not to :

16.1 Export or re-export the products covered by this Agreement, to a banned country, or one which is subject to restrictions, without having obtained all necessary authorizations from French, European or American authorities or those of any other country that imposes export control.
16.2 Supply the products covered by this Agreement, to parties, organizations or entities subject to restrictions by France, the European Union or any other country, nor to parties, organizations or entities about which there are reasons to believe that they fail to fully comply with the applicable national or international regulations.
16.3 Export or re-export the products covered by this Agreement, for the purpose of using them in sectors that are banned or subject to restrictions by virtue of laws and regulations on embargoes.
16.4 Issue or collect any financial flows without having previously notified and/or obtained the necessary authorizations from the competent national authorities.
16.5 The Distributor/Customer/Partner alone holds liability, in the capacity of reseller/exporter of the products covered by this Agreement, as regards compliance with its obligations relating to the applicable embargoes, and undertakes to compensate and defend Legrand as regards any claims or proceedings instigated by authorities or third parties on the grounds of breaches of the provisions of this Article.
16.6 Legrand shall be entitled to audit the Distributor/Customer/Partner’s compliance with obligations relating to these matters. The Distributors/Customer/Partner shall, in the framework of its sound business relationship with Legrand, supply on request all licenses, notifications or authorizations applied for and obtained, and information on the identity of customers to whom Legrand products are resold, the intended use of Legrand Group products and the financial institutions used to collect and issue payments. In turn, Legrand shall supply on request any information requested by the Distributor/Customer/Partner, particularly any useful commercial documentation.
16.7 In the event of the Distributor/Customer/Partner breaching any one of its obligations in the audit framework, and failing to remedy this or take positive actions for the purpose of remedying such default within three business days subsequently to receiving written notice to perform the one or several obligations, Legrand reserves the right to cancel the order or terminate the relevant agreement, in all events, without such action creating any liability whatsoever with regard to the buyer or end user.
16.8 When the delivery of products, services or documentation requires an export or import permit from certain authorities, or is banned due to legislation on export/import controls, Legrand shall be entitled to suspend its obligations and the Distributor/Customer/Partner’s rights until the permit has been granted, or for the duration of such restrictions or bans, Legrand shall even be entitled to cancel the order, or terminate the relevant agreement, in all events, without creating any liability, whatsoever with regard to the buyer or end user.

17. CONFIDENTIALITY

17.1 Unless otherwise stipulated on the Order, all design study documents, data and information disclosed by the Seller to the Buyer or of which it becomes aware in the course of carrying out the Order, shall remain the Seller’s property.
17.2 All the documents referred to above and those supplied by the Seller during the consultation or in the course of carrying out the Order must be treated as confidential and may not be disclosed to any persons other than those qualified to have knowledge thereof.
17.2 In addition, the Buyer undertakes not to disclose any confidential information issued by the Seller of which it might become aware in the course of carrying out the Order.

18. GENERAL

In the event of a sales dispute, the customer acknowledges that the dispute shall be governed according to South African law and that the court having the appropriate jurisdiction shall be located in the Johannesburg municipal area.
It shall be within the sole and absolute discretion of Legrand whether to proceed in the Magistrates Court or the Supreme Court, notwithstanding that the amount in issue may exceed the jurisdiction of the Magistrates Court.