General Terms of Sale and Delivery
These General Terms of Supply and Delivery shall apply exclusively to all orders unless different terms have been jointly agreed on, in writing, by the supplier and customer.
2. Technical data
We reserve the right to incorporate technical improvement by modifying drawings, descriptions and dimensions previously provided in brochures and other documentations.
3. Regulations applicable in the country of destination
Together with the order, the customer shall inform the supplier of all local regulations, safety requirements and so forth. If the customer should fail to do so, the guarantee obligation as specified in 10. below shall no longer be applicable.
Unless otherwise agreed on, all prices shall be in Swiss francs, net, not including sales tax, ex works, packing included. Price modifications are reserved.
5. Terms of payment
Payment shall be 30 days as of invoice date. Additional deductions will be invoiced. If the customer should fail to pay within the set time, default interest shall become payable by the customer, whereby no additional reminder shall be necssary. Such default interest shall be at least 4% over the discount rate of the Swiss National Bank, and shall be applicable from due date.
6. Reservation of title
The supplier shall remain owner of all goods until full payment has been received. During the period in which such reservation of title is applicable, the customer shall insure the supplied goods for the benefit of the supplier, and shall maintain them at his own expense.
7. Delivery times
7.1 The delivery time shall commence immediately upon conclusion of the contract, once all official formalities such as import, export, transit and payment per mits have been settled, any payments due with the order have been made, any required security has been provided, and once all technical aspects have been settled. Adherence to the set delivery time is given if notification of readiness to ship the goods is dispatched to the customer before expiry of the delivery time.
7.2 The delivery time shall be extended by an appropriate period:
a) If the supplier does not receive the data requisite to performance of his contractual obligations in good time, or if the customer should require subsequent changes, thus causing delays to supplier’s provision of goods or service;
b) if despite supplier’s application of due diligence obstacles should emerge for which the supplier cannot be deemed responsible, regardless of whether such obstancles should come about at the supplier, the customer or a third party. Such obstacles include epidemics, mobilisation, war, civil disorder, signifi cant operating disturbances, accidents, industrial conflict, delayed or flawed supplies of necessary raw materials, semifinished or finished goods, if important workpieces should have to be rejected, measures imposed by authorities, failure of authorities to perform as anticipated, acts of good.
The goods will be shipped for customer’s account and risk. The customer shall be responsible for any and all insurance cover.
9. Inspection and acceptance of deliveries
As far as being normal practice, the supplier will inspect goods and services before dispath. If the customers should require further-reaching inspection procedures, they shall be agreed on in advance and paid for by the customer. The customer shall inspect deliveries immediately upon receipt, and shall notify us in writing of any defects within 14 days; failing this, the delivery shall be deemed accepted.
10. Guarantee, liability for defects
10.1 Guarantee period The guarantee period shall principally be 12 months. It shall commence when the delivery leaves the works, or immediately following acceptance of the goods or services if such procedure has been agreed on. The guarantee shall expire prematurely if inappropriate modifications or repairs are effected by the customer or third parties, or if the customer, in case of a defect, fails to immediately take all appropriate steps to keep any damage to a minimum, and to provide the supplier with the opportunity to remedy the defect.
10.2 Liability for defects in material, design and workmanship Upon written request of the customer, the supplier undertakes, at his discrition, to repair or replace as quickly as possible any supplied product or service, or parts thereof, which has become defective or unusable within the guarantee period verifiably as a result of faulty material, design or workmanship. Replaced parts shall become supplier’s property. Costs incurred in connection with the dismantling of defective parts and the fitting of new parts shall be borne by the customer.
10.3 Liability for warranted qualities Warranted qualities shall be exclusively such qualities expressly designated as such in the acknowledgement of order or the specifications. This warranty shall expire at the latest upon expiry of the guarantee period. If an acceptance inspection has been agreed on, the warranty shall be deemed fulfilled once proof of warranted qualities has been supplied in the cours of such inspection.
10.4 Liability for immediate and direct damages The supplier is liable for direct damage that has culpably caused in fulfilling the contract, up to a maximum amount of CHF 1,000,000 (one million Swiss francs) overall. Any further liability for damage of any kind, regardless of legal grounds, is excluded to the extent permissible in law, in particular liability for indirect damage, consequential losses, unforeseeable losses and pure financial losses Liability for personal injury remains unrestricted.
10.5 Liability for defects shall not apply in the following cases: Damage that is not verifiably caused by faulty material, design or workmanship shall not be covered by supplier’s guarantee and liablilty, such as damage caused by natural wear, faulty maintenance, non-adherence to operating regulations, excessive use, inappropriate operating materials, chemical or electrolytic influences, construction or fitting work not performed by the supplier as a result of faulty or inadequate information received from the customer, or caused by other reasons beyond supplier’s control.
10.6 Supplies and services from subcontractors With regard to supplies and services from subcontractors, supplier’s guarantee obligations shall in any case be restricted to the scope defined in these General Terms of Supply and Delivery.
Cancellation of orders shall only be possible with the express written consent of the supplier. The supplier shall be entitled to withdraw from any obligation to supplay goods or services if the customer’s financial situation should deteriorate significantly, or if the customer’s financial situation should prove to be different than previously depicted. If a contract should be cancelled, the supplier shall be entitled to receive payment for any and all goods and services supplied. The customer shall not be entitled to claim any compensation for damages as a result of such cancellation of contract.
12. Special provisions
The General Terms of Supply and Delivery shall under no circumstances be rendered invalid by customer’s deviating terms of purchase, neither in part nor in whole, unless deviations are agreed on in advance and in writing. Therefore, and if no notification to the contrary is received within 5 days of receipt of the acknowledgement of order, the order shall be deemed subject to these General Terms of Supply and Delivery. If descrepancies of interpretations should arise, the German version of the General Terms of Sale and Delivery has validity.
13. Place of jurisdiction and applicable law Supplier’s domicile shall be place of jurisdiction for customer and supplier. The supplier shall however be entitled to take legal steps against the customer at customer’s domicile. The legal relationship shall be governed by Swiss substantive law.
Deliveries: ex Works, duty unpaid, according to Incoterms.
Returns, which are not caused by a wrong delivery from our side, will be charged with 20%.