The following are the general terms and conditions that govern the sale and performance (‘General Terms’) of add-on services and repairs by Lynk & Co Sales Germany GmbH, Amtsgericht Berlin (Charlottenburg) HRB 222609 B, Adresse: WeWork c/o, Leuchtenfabrik, House A, 1st floor, Edisonstraße 63, Berlin 12459, Deutschland (‘Lynk & Co’, ‘Party’, we’, ‘our’) or any of its affiliates (meaning an entity that directly or indirectly is owned by more than 50 % by Lynk & Co or Lynk & Co International AB (‘Affiliates’) to any legal person (‘you’, ‘your’, ‘Party’) in Germany. Lynk & Co and you will hereinafter jointly be referred to as the ‘Parties’.
Lynk & Co encourages you to read through these General Terms before placing an Order. By placing an Order, you agree to be bound by these General Terms. Lynk & Co reserves the right to amend these General Terms without prior notice. Orders are subject to these General Terms, in the version applicable when the Order is placed.
An order for the performance of repair, maintenance and scheduled maintenance services (a ‘Service’) on a Lynk & Co car (‘Lynk & Co Car’) (an ‘Order’) will be concluded when a written offer made by Lynk & Co is accepted by you, in writing, within the period of validity of the offer. Offers from Lynk & Co are valid for a period of thirty (30) calendar days from the date of issue.
When you place an Order, you are entering into a legally binding agreement (the ‘Agreement’) according to these General Terms. In representing a company or other legal entity, you accept these General Terms on behalf of that legal entity and warrant that you have the authority to do so on that legal entity’s behalf.
2. PRICE AND PAYMENT
2.1. Upon placing an Order, the prices shown in the offer from Lynk & Co apply. Lynk & Co reserves the right to amend prices with immediate effect and without advance notice.
2.2. The price for your Order must be paid not later than ten (10) calendar days from the date of issue of the Lynk & Co invoice, which will be issued on completion of the Service.
2.3. You are responsible to pay for your Order as per the invoice and these General Terms. In the event that your payment is in arrears, Lynk & Co will issue one (1) payment reminder (a ‘Payment Reminder’) on the day following the payment due date. Where your payment remains in arrears following the Payment Reminder, Lynk & Co shall be entitled to claim, as well as the sum overdue, interest on the sum overdue as from the due date, at the interest rate which applies pursuant to the Swedish Penalty Interest Act. In addition to interest on arrears, Lynk & Co shall be entitled to damages for all loss.
2.4. No Party, nor any Affiliate thereof, may deduct from, set off, holdback or otherwise reduce in any manner any amount owed to it hereunder against any amounts owed hereunder by such Party to any other Party or any of such other Party's Affiliates.
3. PERFORMANCE OF THE SERVICE
3.1. The Service will be performed in a professional manner and in accordance with the repair and service instructions provided by the manufacturer. The Service will be performed according to the performance time stated in the offer and confirmed in the Order (the ‘Performance Time’). Any investigation or similar performed to determine the scope of a Service or whether a Service is needed, will be included in the Performance Time and price of the Service.
3.2. Where Lynk & Co fail to perform the Service according to the Performance Time, the only remedy available to you will be fulfilment of the Agreement and thereby performance of the Service. Upon performance of the Service, this right will expire.
3.3 We will be responsible for your Lynk & Co Car when it is in our possession for Service. Responsibility will transfer to us when you park the Lynk & Co Car at the location designated by us in the Order and handover the keys of the Lynk & Co Car to our Service personnel. We will only be responsible for the normal equipment belonging to the Lynk & Co Car and not for any other possessions left therein. Lynk & Co’s responsibility will cease and responsibility for the Lynk & Co Car will return to you when you collect the Lynk & Co Car and the keys are handed back to you following completion of the Service
4. ADDITIONAL SERVICES
4.1. In the event that while performing the Service, a need to perform additional Services than that contained in the Order arises, Lynk & Co will contact you to receive your confirmation and approval of the additional Services.
4.2. In the event that Lynk & Co cannot get in contact with you within reasonable time, Lynk & Co has the right to carry out the additional Service should, (i) the price for the additional needed Service be low compared to the price for the Order and not reach a value of more than fifteen percent (15%) of the price of the Order or three hundred euro (EUR 300) or (ii) the additional Service will affect the safety of the Lynk & Co Car and your safety, in which case Lynk & Co will be obliged to carry out the additional Service.
5. REPLACED PARTS
Review of parts replaced during the Service (‘Parts Review’) can only be done if written request to do so has been sent by you to Lynk & Co and confirmed by Lynk & Co in writing before the Service begins. To conduct Parts Review you must, at the end of the Service, attend the workshop where the Service is being performed. This you must do at your own cost. Upon completion of the Service and return of the Lynk & Co Car to you, you will lose the right to conduct Parts Review and Lynk & Co will be under no further obligation to store the parts replaced during the Service.
6. ORDER CANCELLATION
6.1. You have the right to cancel the Order before its completion. Should you do so, you will be obliged to pay Lynk & Co for the part(s) of the Service which has already been performed as well as work which must be completed despite your cancellation, the value for which will correspond to that which would have applied had the Agreement only contained the part of the Service completed.
6.2. In the event that you cancel the Order, Lynk & Co is also entitled to further compensation in the form of costs for the remaining part of the Service which will not be performed due to your cancellation and compensation for loss for inability to take on other work due to the Agreement. The provisions of this Section 6.2. will not apply should the cancellation stem from damage to or loss of the Lynk & Co Car due for Service which is not a result of negligence on your part or inability by you to avail of the Service due to governmental regulation, decision or similar circumstance outside of your control. Our compensation under this Section 6.2. will not exceed our loss resulting from the cancellation.
7.1. The Service will be performed in accordance with what Lynk & Co has held the Service out to be in the repair and service instructions. Lynk & Co shall not otherwise be liable for the Service and shall not be liable for defects or damage caused by you, such as, but not limited to, insufficient maintenance.
7.2. On return of the Lynk & Co Car, you are obliged to inspect for any faults in the Service. Lynk & Co shall only be liable for faults that exist at the time of return of the Lynk & Co Car to you. You must notify Lynk & Co of any fault within one (1) working week (for the avoidance of doubt, the period from Monday to Friday (‘Working Days’) on any given week is equal to a working week (‘Working Week’) from the date of return of the Lynk & Co Car to you. Notice of fault must contain a description of the fault and photographic evidence if possible. Untimely notice of the fault by you shall result in forfeiture of the right to complain of fault.
7.3. You shall compensate Lynk & Co for any and all labour and costs incurred where notice of fault is subsequently proven incorrect, in that there was no fault in the Service for which Lynk & Co was liable.
8. RECTIFICATION OF DEFECT
Lynk & Co shall have the right and the obligation to rectify any faults. Rectification of fault will only be made by repair, which shall be the only remedy available to you. Lynk & Co will rectify the fault promptly following your making available of the Lynk & Co Car, and shall bear the costs of rectification, troubleshooting and where applicable transport. You will be responsible to support the repair by making the Lynk & Co Car available to Lynk & Co.
9. LIMITATION OF LIABILITY
Lynk & Co shall have no liability for any direct or indirect loss incurred by you. This limitation of liability shall not apply where either Party has committed gross negligence.
10. PRODUCT LIABILITY
Notwithstanding any previous stipulations regarding liability in damages, Lynk & Co shall not be liable for any third-party property damage or personal injury resulting from any fault in the Service. In the event that you incur liability in damages to any third party due to property damage or personal injury, you shall hold Lynk & Co harmless.
11. DATA PRIVACY
You may not assign, pledge or otherwise encumber any Agreement entered under these General Terms or any of your rights or obligations under these General Terms or any Agreement under these General Terms without Lynk & Co’s prior written consent.
Any termination or expiry (in whole or in part) of any Agreement under these General Terms (however it occurs) will not affect any rights or liabilities of either Party that may have accrued before termination. Furthermore, the following articles shall survive termination - 16 Severability, 17 Governing Law and Jurisdiction.
14. ENTIRE AGREEMENT
Both Parties confirm that these General Terms and any Agreement entered under these General Terms represent the entire understanding and constitutes the whole agreement between the Parties relating to the subject matter hereof and supersedes all prior agreements, covenants, arrangements, communications, representations or warranties, whether oral or written, by any officer, agent, employee or representative of either of the Parties.
15. NO WAIVER
The failure of a Party to insist on adherence to any term of these General Terms shall not be considered a waiver of any right, nor shall it deprive that Party of the right thereafter to insist on the adherence to that term or any other terms of these General Terms.
If any provision of these General Terms should be deemed invalid, unlawful, void or for any reason, unenforceable, the validity or the use of the remaining provisions shall not be affected.
17. GOVERNING LAW AND JURISDICTION
All Agreements entered under these General Terms shall be governed and construed in accordance with the laws of Sweden, without regard to any choice of conflict of laws including the United Nations Convention on the International Sale of Goods (the ‘CISG’).
Any dispute, controversy or claim arising out of or in connection with these General Terms or the breach, termination or invalidity thereof, shall be finally settled by arbitration administered by the Arbitration Institute of the Stockholm Chamber of Commerce (the ‘SCC’). The Rules for Expedited Arbitrations shall apply, unless the SCC in its discretion determines, taking into account the complexity of the case, the amount in dispute and other circumstances, that the Arbitration Rules shall apply. In the latter case, the SCC shall also decide whether the Arbitral Tribunal shall be composed of one or three arbitrators. The seat of arbitration shall be Gothenburg, Sweden. The language to be used in the arbitral proceedings shall be English.
The Parties undertake and agree that all arbitral proceedings conducted with reference to this arbitration clause will be kept strictly confidential. This confidentiality undertaking shall cover all information disclosed in the course of such arbitral proceedings, as well as any decision or award that is made or declared during the proceedings. Information covered by this confidentiality undertaking may not be disclosed to a third party without the prior consent by the other Party. Exceptions to the foregoing shall only apply to the extent that disclosure may be required of a Party due to mandatory law, an order of a competent court or public authority, or to protect, fulfil or pursue a legitimate legal right or obligation or to enforce or challenge an award.