General Conditions of Sale, Delivery and Payment – Printprocess AG ZUG
Offers which do not stipulate a time-limit for acceptance are not binding.
2. Conclusion of Contract
A contract becomes binding after a written order confirmation by the manufacturer.
3. Scope and Execution of Order
Scope and execution of the order are determined in the order confirmation. Additional parts or services which are not included in the order confirmation will be separately invoiced.
4. Technical Documentation
All technical documentation (such as drawings, descriptions, illustrations and the like) remains the manufacturer’s property and shall not be copied nor handed over to third parties. For technical and manufacturing reasons this documentation is only an approximate guide. The manufacturer reserves the right to make technical changes without prior notification.
All prices are net ex factory in Swiss Francs or another commonly agreed freely convertible currency without value added tax and any deductions. The manufacturer reserves the right to adjust the price if, in the period between submission of the tender and delivery of the goods in accordance with the contract, the wage rates or prices of raw materials vary considerably. This adjustment shall be made according to the VSM (Verein Schweiz. Maschinen-Industrieller) sliding scale formula.
All additional costs for freight, insurance, export/transit/import licenses and other permits including legalization fees are at the purchaser’s expense.
6. Terms of Payment
Payments up to a contract resp. invoice amount of CHF 50’000,00 are to be made within 30 days of the invoice date net net without discount or other deductions at the domicile of the supplier. Higher amounts will be payable according to mutually agreed payment conditions.
All terms of payment have to be agreed to in writing. Retention for guarantee purposes is not allowed. If the purchaser fails to keep the payment terms an interest for late payment of 10% applies.
7. Reservation of Property Rights
The manufacturer remains the proprietor of the goods supplied until full payment has been received. The purchaser authorizes the supplier to register the reservation of the property rights in the appropriate register.
8. Delivery Period
The delivery period starts with the contract signed. It is considered as being observed if the goods are ready at the factory at the end of the agreed period time.
The delivery period shall be deemed extended if the manufacturer does not receive in due course from the purchaser additional information or changes in the specification, or if hindrances occur beyond the manufacturer’s control, or if the purchaser is in delay with his contractual obligations or information required by the manufacturer.
9. Examination and Acceptance of Goods
The manufacturer supervises the order during the manufacturing period. If the purchaser desires additional tests they must be agreed to in writing and paid for by the purchaser.
The purchaser shall examine the goods within 8 days after delivery and report to the manufacturer without delay any defects in writing. If he fails to do so the goods shall be deemed to have been accepted.
If at the time of delivery the goods should prove not to be in conformity with the order the purchaser shall give the manufacturer or his agent.
the immediate opportunity to correct the deficiencies as soon as possible. All further claims of the purchaser for defective delivery, especially for damages or cancellation of the order, are excluded.
The manufacturer determines the kind of packing and the relating costs will be paid for by the manufacturer.
11. Transition of Use and Risk
Latest at dispatch from the factory the right of use and all risks pass on to the purchaser even if the delivery conditions are free of charge, CIF, fob or the like or including installation. If dispatch is delayed or impossible for reasons beyond the manufacturer’s control the goods will be stored for the purchaser’s account at his risks.
12. Transport and Insurance
Transport will be organized by the manufacturer taking into consideration the best ratio of cost, safety and delivery time. The manufacturer is the organizer; however the cost ex factory including insurance and other expenses are at the purchaser’s charge. The route can be chosen by the purchaser if so desired.
Transport takes place for the account and at the purchaser’s risks. Complaints regarding the transport should be addressed by the purchaser at receipt of the goods or the relating documents immediately to the last carrier. Insurance against all risks is the purchaser’s responsibility. Even if the manufacturer has to cover the insurance it is always for the purchaser’s account and risks.
13. Installation, Start of Operation, Training, Service and Support
The basic installation, bringing into service, training, service and support are not included in the price; they are part of a separate installation and training agreement. The manufacturer or his authorized agent puts the qualified personnel at disposal. Training can either take place at the purchaser’s premises or at the factory.
The manufacturer or his authorized agent undertake within the guarantee period upon written request of the purchaser to repair or replace at their discretion and as soon as possible, any defective parts due to faulty material, bad design or poor workmanship. The replaced parts costs are borne by the manufacturer, and the work is done at the authorized agent’s or manufacturer’s expense. Replaced parts become the manufacturer’s property.
The guarantee period is 12 months. For replaced parts the guarantee period begins anew and ends 12 months after installation. Damage or faults due to normal wear, inadequate maintenance or operation, failure to observe the operating instructions, excessive overwear, the use of unsuitable substances, the influence of chemical or electrolytic reaction, unsatisfactory building or installation work not undertaken by the manufacturer or his authorized agent or other reasons beyond the manufacturer’s control are not covered by the guarantee.
The manufacturer’s liability under the guarantee ceases the moment the purchaser or a third party makes alterations or repairs to the machinery without the manufacturer’s written consent; likewise if the purchaser does not take immediate steps to prevent the damage from becoming more serious allowing the manufacturer or his authorized agent to remedy the defect.
The present Sales, Delivery and Payment Conditions are binding if they are declared to be part of the offer or the order confirmation. Different conditions of the purchaser are only applicable as long as they are specifically confirmed in writing by the manufacturer.
16. Place of Performance, Jurisdiction and Applicable Law
Place of performance and jurisdiction for both purchaser and manufacturer is the registered address of the manufacturer.
Swiss law is applicable