General Terms and Conditions of Sale – Al-Wafai Lighting Systems

These General Terms and Conditions of Sale (the "Document") govern all quotations, offers, confirmations, and sales of products by Al-Wafai Lighting Systems Company or any of its branches to the Buyer. "Buyer" also means the customer, distributor, contractor, or consultant, as the case may be.

Any additional or different terms or conditions contained in any purchase order or document issued by the Buyer are automatically objected to by Al-Wafai, without the need for further notice, and shall have no legal effect or binding force on the Company.

1. Purchase Orders, Acceptance, and Payment Terms

• 1.1 Lighting units and products are sold under purchase orders submitted by the Buyer and are subject to the express written acceptance of Al-Wafai. No purchase order shall be considered accepted until it is confirmed in writing (through an order confirmation) by the Company.
• 1.2 Al-Wafai Lighting Systems Company accepts a purchase order only after receiving the Buyer's complete project details, including: (a) the Buyer's name and trade name, (b) the name and telephone number of the responsible person, (c) the billing address, (d) the email address, and (e) the site and delivery address and the scheduled delivery hours.
• 1.3 All prices announced or stated in quotations exclude transportation, shipping, and insurance costs, value-added tax (VAT), and any customs duties or other government fees. The Buyer shall bear all such fees and taxes.
• 1.4 Al-Wafai determines all discounts at its sole discretion, based on the size of projects or order quantities. Where a discount is granted on the basis of a specific quantity, the Company is not obliged to apply it if smaller quantities or different specifications are ordered.
• 1.5 Purchase orders may not be cancelled or amended after confirmation except with the written consent of Al-Wafai Lighting Systems Company. In the event of an obvious typographical error in prices or specifications, the Company has the right to correct it or cancel the order without any liability.
• 1.6 Lighting products are packed and protected in a manner that ensures the safety of delicate parts, glass parts, and electronic components, such as LED drivers. Shipping is carried out in accordance with the agreement (within Egypt, or delivery from the Company's head office/warehouses). The Buyer is responsible for submitting any claims to the shipping companies in the event of damage or delay during transportation.
• 1.7 Payment is made through approved payment methods (bank transfer, credit cards via the website, or cash payment at the Company's premises). Cheques are not accepted. Al-Wafai reserves the right to require advance payments (deposits) or full payment before manufacturing or supply, especially for products manufactured to special specifications for projects.
• 1.8 The Buyer shall pay invoices on the specified due dates without any deduction, set-off, or counterclaim. In the event of late payment, Al-Wafai has the right to suspend any further supplies or deliveries to any project, without bearing any liability for delays in on-site execution.

2. Delivery and Non-Conforming Lighting Units

• 2.1 Delivery and supply dates are estimated and approximate. Al-Wafai is not liable for any delay resulting from production circumstances or global supply chains for electronic components.
• 2.2 Given the nature of manufacturing lighting systems (especially LED technologies, lenses, and metal accessories), the Buyer acknowledges that minor, non-material variations may occur in technical color specifications (color temperature in Kelvin) or light intensity (lumens) based on component updates from supplying factories. Such slight deviation does not entitle the Buyer to refuse acceptance of the goods.
• 2.3 Upon delivery, the Buyer or the site engineer must carefully inspect the products and packaging. In the event of any visible damage or shortage, this must be recorded in the presence of the carrier, and Al-Wafai Lighting Systems Company must be notified immediately.
• 2.4 Complaints regarding non-conformity with technical specifications or visible defects must be submitted in writing through the official customer service email within a maximum of 14 calendar days from the date of delivery, supported by photographs and a technical report. The Company will not consider any complaint received after this period.
• 2.5 If a complaint is accepted by Al-Wafai, the Company undertakes (at its discretion) either: (a) to replace the defective or missing part, (b) to repair the technical defect, or (c) to refund the value of the defective product. In all cases, Al-Wafai does not bear the costs of dismantling, reinstallation, or on-site equipment rental (such as cranes).

3. Transfer of Risk and Retention of Title

• 3.1 The risk of loss of or damage to the products passes to the Buyer upon delivery.
• 3.2 Al-Wafai Lighting Systems Company retains full ownership rights in the supplied products, and ownership does not pass to the Buyer until the invoice has been paid in full. The Buyer may not pledge or dispose of these products until full payment has been made.

4. Warranty

• 4.1 Al-Wafai Lighting Systems Company warrants that its products are free from defects in materials and workmanship and will perform in accordance with the approved technical specifications for a period of 3 years (or any other period specified by the Company) from the date of delivery.
• 4.2 The warranty is excluded and becomes void in the following cases:
  • Improper installation or incorrect electrical connection (such as unstable current or voltage, or the absence of an earth line).
  • Using indoor luminaires in outdoor environments, or failing to comply with the dust and water protection rating (IP Rating).
  • Carrying out any modifications or maintenance, or opening the electronic components and luminaires, without the prior written consent of Al-Wafai.
  • Failures resulting from fires, floods, or lightning strikes.
• 4.3 The obligation of Al-Wafai Lighting Systems Company under this warranty is limited to repairing or replacing defective parts (drivers, LED chips, transformers, etc.) within the Company's own maintenance department through its official branches, following prior coordination with customer service. The warranty does not include any compensation for business interruption or consequential damages.

5. Intellectual Property Rights and Trademarks

• 5.1 All intellectual property rights relating to the "Al-Wafai Lighting Systems" trademark, logos, engineering designs, catalogs, and software for lighting control systems are wholly owned by Al-Wafai.
• 5.2 The Buyer may not reproduce, imitate, or copy the designs of the luminaires or systems supplied to it, nor use the Company's images or promotional materials without prior written permission.
• 5.3 Any breach of the intellectual property provisions exposes the Buyer to legal liability, and the Buyer shall pay agreed compensation of EGP 100,000 for each violation, with the Company retaining the right to claim compensation for actual damages exceeding this amount.

6. Websites and Marketing

• 6.1 If the Buyer is an authorized distributor, it must comply with the visual identity of the "Al-Wafai Lighting Systems" brand when displaying products on websites or social media platforms.
• 6.2 The distributor may not register domain names that include the name "Al-Wafai," or use the trademark in a manner that may confuse the end consumer as to the identity of the website's owner.

7. Limitation of Liability

• 7.1 Al-Wafai's total liability is limited to the obligations set out in the Warranty clause (Section 4).
• 7.2 Al-Wafai Lighting Systems Company shall not be liable under any circumstances for any indirect or consequential losses, such as: loss of profits, suspension of work on projects, delay penalties imposed on contractors by the owner, or damage to other equipment on site as a result of a short circuit or a system failure.

8. Confidentiality and Data Protection

• 8.1 The Buyer undertakes to maintain the confidentiality of quotations, technical drawings, lighting calculation studies, and the discounts granted to it by Al-Wafai, and not to disclose them to any third party or competitor.
• 8.2 Any breach of confidentiality shall give rise to an agreed penalty, enforceable immediately, of EGP 150,000 for each instance of disclosure.

9. Force Majeure

Al-Wafai Lighting Systems Company is relieved of liability for any delay or failure in performing its obligations if this is due to causes beyond its reasonable control, such as: natural disasters, fires, epidemics, wars, port and shipping disruptions, import bans, shortages of raw materials or electronic chips in global markets, and general power outages.

10. Governing Law and Dispute Resolution

• 10.1 This Document, and any purchase order related to it, shall be governed by and construed exclusively in accordance with the laws in force in the Arab Republic of Egypt.
• 10.2 The parties shall use their best efforts to resolve any disagreement or dispute arising between them amicably and in good faith.
• 10.3 If the dispute cannot be settled amicably, the exclusive and sole jurisdiction to hear claims shall lie with the competent courts in the city of Cairo (according to the head office of Al-Wafai). Al-Wafai alone has the right to choose to file a claim before the competent court in the Buyer's country or domicile.

11. General Provisions

• 11.1 The version published on the Company's official website (or attached to the quotation) at the time the purchase order is confirmed shall be the valid and binding version.
• 11.2 If any provision of these terms is declared invalid by a court ruling, the remaining provisions shall remain valid and continue in force with their full legal effect.
• 11.3 The relationship between Al-Wafai Lighting Systems Company and the Buyer is that of independent seller and buyer. There is no partnership, agency, employment contract, or franchise unless expressly stipulated in a separate agreement signed by both parties.