Terms and conditions of sale
- General
The following general terms and conditions of sale and delivery form an integral part of the contract between the seller and the buyer. Differences are only binding if mutually agreed and acknowledged in writing.
General terms and conditions of business of the buyer or a third party are only binding on the seller if they are acknowledged in writing.
- Offers
All offers and price indications in price lists and catalogs are non-binding. Oral orders or agreements are only binding if confirmed in writing. Written confirmation may also be replaced by an e-mail with acknowledgement of receipt or by fax.
- Shipping
Shipments within Switzerland are made from the seller's works (EXW) in accordance with "Incoterms 2000" (Publication No. 560 of the International Chamber of Commerce, Zurich). If the individual shipment volume does not exceed a total invoiced value of at least CHF 1'000.00 net of VAT, and if it can be sent in the form of a parcel, the seller will bear the transport costs free of charge to the buyer's normal rail station.
- Packaging, pallets and replacement appliances
Disposable packaging is included in the price. Special and additional packaging will be invoiced separately. Boxes, crates, pallets, sockets, replacement devices etc. will be invoiced to the purchaser if they are not returned carriage paid and in good condition to the seller's factory within 10 days of the delivery date.
- On-call contracts
On-call deliveries must be expressly agreed in writing. Goods must be purchased no later than 6 months after the first delivery. After expiry of this period, any goods not purchased will be invoiced to the purchaser. Interest and storage costs incurred in connection with call-off contracts are to be borne by the purchaser.
Subject to different agreements, the interest rate applied is 5% and storage costs amount to CHF 2.20 / m² occupied per day.
- Samples, models, projects and industrial property rights
In the case of customized packaging products, the purchaser guarantees that he holds the necessary rights to use the symbols, models, designs and samples.
The purchaser undertakes to hold the seller harmless from any claims by third parties that a certain customized packaging infringes the respective industrial property rights.
When the seller develops packaging for the buyer, the corresponding work will be invoiced according to the actual costs incurred. The buyer then receives a license limited to the sole use of the composition of the packaging in question. The seller is under no obligation to register any industrial property rights relating to products/packaging developed for customers, but will do so if the buyer so requests, and undertakes to pay any costs arising from such a process.
- Warranty
The seller guarantees that the products delivered are free from defects and that they correspond exactly to the characteristics relating to the article and formulated in the sales documentation. However, the seller does not guarantee the suitability of the goods for the specific purpose intended by the purchaser. Unless expressly agreed otherwise, the seller assumes that it is delivering the goods to a commercial customer and not to the end user of the product.
The purchaser must examine the goods immediately after delivery. Obvious defects must be reported and remedied within three working days of receipt of the goods by the purchaser. Hidden defects must be reported and remedied within three working days of their discovery, and at the latest within three months of delivery. The purchaser undertakes to give the seller the opportunity to inspect any reported defects on site. Any costs and expenses arising from warranty services claimed at tor t shall be borne by the purchaser.
Goods may not be returned to the seller without the seller's express written consent. In the event of justified complaints, the seller is free to choose whether to supply replacement goods within an appropriate period of time, to remedy the notified defect or to grant a corresponding reduction in price.
Insofar as legally permissible, the seller accepts no liability for damage caused by defects in the goods, in particular but not exclusively for consequential damage and damage to property.
- Delivery times and quantities
The agreed delivery period begins on the day the order is confirmed by the seller: the delivery period is considered to have been met even if the goods are dispatched on the last day of the agreed period. The seller expressly reserves the right to make partial deliveries and shipments.
The "Bon à tirer" or "Bon à exécuter" signed by the buyer is binding. The seller reserves the right to quantity deviations of +/- 10% common in this sector of activity, +/- 20% in the case of special production and ar ticles with printing, as well as +/- 10% deviations in the mass and thickness of materials.
For technical production reasons, the seller reserves quantity tolerances for small quantities of the following order of magnitude:
- Up to 100 kg +/- 50% Up to 499 kg +/- 20% Up to 50 kg
- Up to 250 kg +/- 30% from 500 kg on +/- 10%.
The actual quantity delivered will be invoiced to the buyer.
The customer is obliged to ensure that the goods delivered are stored properly. The storage instructions sent to the customer with the goods must be observed. In the event of a dispute, the customer must be able to prove that the goods have been stored correctly. Improper storage of the goods by the customer will result in the expiry of all warranty claims.
In the event of production malfunctions or interruptions, late deliveries of raw and semi-finished materials, road traffic difficulties or similar, the seller reserves the right to extend the agreed delivery dates by the duration of such events, without the buyer being entitled to claim damages.
- Materials to be machined or goods to be packaged supplied by the buyer
The buyer must deliver the materials for processing or the goods for packaging at his own expense to the seller's place of production.
The seller declines all responsibility for non-standard storage (beyond storage standards) of materials or goods.
The buyer must insure the goods supplied to the seller for packing against damage and theft at his own expense.
The purchaser is liable for all damages and owes the full purchase price if the material supplied by him is unsuitable for processing or if the goods are unsuitable for the packaging process.
- Product liability
Where the purchaser supplies goods to end consumers, he undertakes to take out and maintain insurance cover for damage to property and personal injury caused by defective products, for a total sum of not less than MEUR 2 per insured claim, excluding the right to limit cover in the event of slight negligence.
- Transport damage
If the seller has commissioned a forwarding company to transport the goods, he assigns any claims for damages arising from damage caused during transport to the buyer.
The purchaser must report transport damage to the transport company at the time of receipt of the goods. The purchaser must assert his claims against the respective transport company. Any further liability of the seller for transport damage is excluded to the extent permitted by law.
- Retention of title clause
All deliveries are subject to retention of title until full payment has been received from the purchaser. The purchaser hereby expressly authorizes us to enter the reservation of title in the register of the purchaser's registered office or each branch office at any time.
In the event of resale of the goods in the ordinary course of business of the purchaser, the goods themselves are replaced by a lien on the claim against the new purchaser of the goods. The purchaser hereby assigns his claims from the sale of the seller's goods to the latter and undertakes to transfer the respective claims to the seller as soon as the latter first requests this.
As long as the purchaser complies with payment deadlines in accordance with the general terms and conditions of business, the assignment of claims is not notified.
- Place of performance and place of jurisdiction
In the case of international business, the place of performance is the seller's registered office in Corminboeuf (French-speaking Switzerland). This contract is subject to the various provisions of Swiss substantive domestic commercial law. The UN Agreement on Contracts for the International Sale of Goods (Viennese Commercial Law) is not applicable. For all disputes arising from the performance and/or interpretation of this contract, the parties choose Fribourg (Switzerland) as the place of jurisdiction, even in international cases, and acknowledge the jurisdiction of the ordinary courts of this specific location.
The Seller is, however, entitled to file a claim against the Buyer at the Buyer's address or registered office, or at the locality of its branch office. The parties confirm that their attention has been focused in particular on this clause and its scope.
Amendments and supplements to this contract are only binding if made in writing.