Term of Business

General Terms and Conditions of Sale for Machinery and Equipment, 2006 Edition
These General Terms and Conditions of Sale (GTCS) shall take precedence over the Buyer’s General Terms and Conditions of Purchase.
Agreements deviating from these GCS are only valid are only valid if they are made in writing.

2 Subject matter and validity of the offer
2.1 Standards Specifications etc.
Any standards, specifications, provisions, regulations and usages shall only apply if the Seller expressly accepts them in writing.

2.2 Delivery of goods on the basis of a cost estimate
Conditions contained in a quotation shall apply only to the items specified therein. They shall not apply to additional deliveries, unless the Seller expressly accepts these
Seller does not expressly accept these conditions in writing.
2.3 Deliveries of goods on the basis of the catalog
The prices and information contained in the catalogs, brochures and price lists are approximate values and are only binding for the Vendor after written confirmation on your part.
The Seller reserves the right to make changes, in particular in the arrangement, form, color, dimensions or materials. The information regarding the
dimensions are only approximate. The seller is in no case obliged to hand over its production drawings, even if the devices and equipment are delivered with an installation or foundation plan.
installation or foundation plan. The dimensions of the foundation blocks are only approximate; the Buyer shall construct these blocks on its own responsibility.

3 Conclusion of the contract
3.1 A contract of sale shall be deemed to have been concluded only if the Seller expressly accepts an order.
3.2 Any oral promises made by the Seller’s representatives and employees shall only be binding on the Seller if such promises are expressly confirmed in writing.

4 Ownership, Confidentiality
4.1 The studies, plans and documents made available to the Buyer shall remain the property of the Seller and shall be confidential. The Buyer may neither use them beyond the
use them beyond the purpose of the contract nor make them accessible to third parties.
4.2 If no contract is concluded, the buyer shall return the studies, plans and documents made available to him to the seller within 15 days of being requested to do so.
within 15 days.

5 Prices, terms of payment
5.1 Prices are quoted in Swiss francs net, exclusive of VAT/insurance, and apply to devices and equipment provided by the Vendor.
On invoice amounts below CHF. 250.– list price, no discounts will be granted.
5.2 Payment shall be made to the Seller’s domicile. The buyer waives the right to set off against counterclaims.
5.3 Payment shall be made
› 50% down payment after written order within 10 days
› 40% partial payment before delivery of the project
› 10 % after acceptance within 20 days
5.4 In the event of failure to meet the payment deadline, interest of 7% p.a. shall be due on the amounts owed without further demand.
5.5 If a Buyer is in default with the acceptance of the goods, the goods shall be stored at his expense. Non-acceptance of the goods does not cause a postponement of the payment date.

6 Delivery, Shipment
6.1 The goods shall be delivered as soon as they are ready in the Seller’s factory or warehouse.
6.2 If the shipment is delayed for any reason, the Seller shall

7. delivery periods
7.1 The delivery periods are to be understood as approximate values, unless the Seller makes a written fixed date commitment. The Seller shall not be liable for late delivery and its consequences.
7.2 The delivery periods shall run from the time when the Seller is in possession of conclusive order details from the Buyer.
7.3 The Seller shall be released from any obligation with regard to the delivery periods in the event of force majeure or other events occurring at the Seller or its suppliers such as: Lockout; Strike; Epidemic; Confiscation; War; Embargo; Lack of Authorization; Conflagration; Flood; Breakdown of Production Machinery; Scrap of Important Parts during Manufacture; Interruption or Delay in Transportation or in the Supply of Raw Materials, Energy Sources or Components; in the case of all other events for which Seller is not responsible.

8. delivery periods
8.1 Until full payment of the price and any interest, the delivered items shall remain the property of the Seller. If the delivered goods are not paid for, the Vendor may at any time, and whoever is the owner, demand their return at the Buyer’s expense.
8.2 From the moment of delivery (clauses 6.1 and 6.2), the Buyer shall bear the risk of loss of or damage to the delivered items and shall also be liable for any damage caused by them.
8.3 In the event of an estate or bankruptcy, the Seller shall retain the advance payments made as a penalty; the Seller reserves the right to claim further damages.

9. packing
Packaging will not be taken back by the seller. The costs thereof shall be borne by the Buyer. The Seller shall provide the packaging, acting to the best of its knowledge and belief in the interest of the Buyer.

10 Transport, Customs
All costs for transport and insurance as well as customs duties shall be borne by the Buyer. The delivered goods travel at the risk of the buyer. It is the Buyer’s responsibility to notify the transport company, even if selected by the Seller, of any reservations regarding the condition of the delivered goods within the statutory time limits.

11 Warranty
11.1 Defects giving rise to a warranty claim
The Vendor undertakes to remedy all functional defects resulting from a material or manufacturing defect (including defective assembly if this has been entrusted to the Vendor). The Seller shall not provide any warranty if the defect is due to a design prescribed by the Buyer, in the event of improper maintenance and servicing by the Buyer or by third parties, or in the event of improper storage. Furthermore, no warranty shall apply in the case of events due to chance or force majeure, normal wear and tear, damage, accidents, negligent handling, faulty supervision and use.

11.2 The warranty is valid for 12 months from the date of delivery. The same warranty period applies to new spare parts. The warranty period for replacement devices and for repairs is 3 months from the date of delivery (clauses 6.1 and 6.2). An extension of the warranty can be agreed in accordance with the Seller’s existing range of services against separate compensation.

11.3 Obligations of the buyer
The warranty shall only be valid if the Buyer immediately notifies the Seller in writing of the defects which in his opinion the delivered goods show and provides proof of their existence. The Buyer shall at all times give the Seller the opportunity to inspect and remedy such defects. Without the express consent of the Seller, the Buyer may neither perform the warranty work itself nor commission a third party to do so.

11.4 Execution of the warranty work
The Seller shall, after having been informed, remedy the defect at its own expense. It reserves the right to make any necessary modifications. The Seller shall carry out warranty work in its workshops after the Buyer has returned the items concerned to the Seller for repair or replacement.
At the Seller’s discretion, the Seller may perform the warranty work at the place of installation; the additional costs shall be borne by the Buyer.

11.5 Limitation of the warranty
Seller’s warranty is expressly limited to the foregoing scope. Any further liability of the Seller is excluded.

12 Exchange, return
The seller accepts exchange or return shipments only after its prior consent and only within 10 days from delivery.
It will only take back unused stock products in their original packaging and will charge 40% of the net price, but at least CHF 50.00, for handling.
Project-related and customer-specific products, non-stock products or custom-made products and third-party products are excluded from exchange or return in any case, as are goods at a net price of less than Fr. 60.–; corresponding returns of goods will be kept at the disposal of the buyer.

13 Applicable law
Applicable is the Swiss law, in particular the Code of Obligations, excluding the international private law provisions.

14 Place of performance, place of jurisdiction
Place of performance and jurisdiction is exclusively Winterthur, Switzerland.

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› General conditions of contract for the supply of plant and machinery
› Allgemeine Lieferbedingungen für Maschinen und Anlagen
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