Standard terms and conditions of business

1. Area of applicability

These standard terms and conditions of business form part of our offers and order confirmations and apply to all our business relationships such as contracts, deliveries and other services including consultancy services. Variations from our standard terms and conditions of business, supplementary agreements and ancillary agreements are only binding on us if they have been expressly confirmed by us in writing. The other terms are unaffected by this. The customer’s standard terms and conditions of business or their other terms and conditions of business are only binding on us in so far as we expressly acknowledge these in writing.

2. Offers

Our offers are without obligation and non-binding. We reserve the right to make changes to the design, material and price at any time. Any cost estimates, drawings, software and other documents that we make accessible to the customer remain our property. They are deemed to be entrusted personally to the customer. Our rights, including any copyright, continue to exist in full. The documents passed on may not be made accessible to third parties either in part or in full. The documents are to be returned to us promptly upon first request.

3. Conclusion of the contract

The supply contract is not deemed to be concluded until the issue of our written order confirmation or until the ordering party declares acceptance of our offer in writing and in good time.

4. Scope of the delivery

Our services are provided exclusively in accordance with the scope of the delivery specified in our order confirmation. Any additional services and any subsequent changes will be invoiced separately in so far as they are accepted by us.

5. Prices

Unless otherwise agreed in writing, our prices are deemed to be net ex works, unpacked, excluding installation and commissioning, in Swiss Francs and excluding Value Added Tax. All dispatch costs, transportation costs, charges, fees, customs duty and other taxes as well as all bank charges are to be borne by the buyer and where relevant are based on the rates applicable at the date of dispatch. Our offer prices are binding provided that the order is placed within the period of validity of our offer. We reserve the right to change prices.

6. Payment terms

Unless otherwise agreed in writing, payment is to be made net within 30 days following invoicing without any deductions or retentions etc. The retention of amounts or deductions from payments because of claims or the setoff of counterclaims is not permitted. We reserve the right to charge interest of 5% per annum on arrears. For further deliveries, we may demand prior settlement of outstanding amounts and payment in advance or secured payments. If orders entail tying up relatively large funds, we are entitled to demand payments in advance to cover our expenditure. The level of the payments in advance and their due dates are set down in our order confirmation. For any warning costs incurred after arrears arise, from the 2nd warning onwards we charge a fixed amount of Fr. 20.00 per warning to cover our costs. Further claims are unaffected by this.

7. Delivery period

The delivery period commences with the date of the order confirmation provided that all technical details have been clarified and any agreed payment in advance has been received. The delivery period is deemed to have been observed if notification of readiness to deliver has been sent to the ordering party by the expiry of that period. Measures in the context of labour disputes, hostilities, raw materials defects, tool damage etc. that delay delivery or make it impossible, disproportionately difficult or expensive shall extend the delivery period by a reasonable amount or release us from our delivery obligations. Failure to observe a delivery period does not entitle the ordering party to cancel the contract or to claim compensation of any kind whatsoever. If a supplier of ours no longer delivers the goods ordered despite a contractual duty and this leads to a more than temporary hindrance to delivery, we are entitled to cancel. If we cancel, we will inform you promptly of the lack of availability and refund any amounts already paid for such goods.

8. Dispatch and insurance

Risk is transferred to the buyer as soon as the goods are made available for shipment or collection. If dispatch is delayed for a reason for which we are not to blame, the goods will be stored on our premises at the buyer’s expense and risk. Transportation of the goods will be in accordance with the buyer’s instructions and at the latter’s expense. It is up to the buyer to insure the goods against damage of any kind.

9. Inspection and acceptance of the delivery

The buyer must inform us in writing of any defects within 5 working days following receipt of the delivery or service provision or the delivery or service will otherwise be deemed to have been accepted. Machines are to be commissioned for inspection. Any defect is to be recorded and appropriately evidenced. Late complaints will not be accepted. In the event of installation by our own staff on site, the goods are deemed to be accepted and operational on the day on which we have reported to the ordering party that the relevant goods are operational.

10. Reservation of title

We reserve title in the goods until receipt of all payments. In addition, we reserve the right to demand payments in advance or security payments or to cancel the contract if circumstances arise or become known to us, as a result of which our receivables appear to be threatened. In the event of physical combinations that cannot reasonably be reversed, we demand co-ownership of the new item on the basis of the proportion of value represented by the element owned by us.

11. Guarantee

We reserve the right to make design changes to our products at any time but without any obligation to also make the changes to devices previously delivered. The guarantee period is 12 months following the delivery date in the case of single-shift operation; in the case of multi-shift operation, the guarantee period is reduced proportionally. Any defects are to be reported to us in writing within the guarantee period. The guarantee covers defects in all parts that evidently occur within the guarantee period, given correct operation and maintenance and normal loading, as a result of faulty design, poor materials or defective work. We may choose between replacing such parts free of charge or repairing them or refunding the charge for them. Replaced parts remain our property. Any travelling time, waiting times for which we are not to blame, our service staff’s travel expenses and the packing and transportation costs of replacement parts and replacement deliveries are to be borne by the buyer. Parts subject to natural wear and tear are excluded from the guarantee. Technical defects do not entitle the buyer to postpone any payments due. If the buyer falls into arrears with payments, we are released from fulfilment of our guarantee obligations until fulfilment of the payment obligations. The use of second-hand materials and accessories from other manufacturers on or in our machines may lead to restrictions in functionality and in the results of cleaning. Our guarantee obligations lapse with immediate effect with the use of products from other manufacturers.

12. Liability

In all cases, our liability is limited to direct damage or loss and is extinguished in the event of negligence, incorrect operation, neglect, accident, intervention by unauthorised persons and changes made by third parties without our written consent. We accept no liability for further claims e.g. for consequential loss, interruption to operations, reduced profits or loss of profits etc.

13. Place of fulfilment, jurisdiction

The place of both fulfilment and jurisdiction for all disputes arising directly or indirectly from the legal relationship is CH-8308 Illnau, Switzerland.

14. Applicable law

The legal relationship is subject exclusively to Swiss law.

15. Concluding terms

These standard terms and conditions of business are binding. If individual terms of these standard terms and conditions of business are invalid, this does not affect the validity of the other terms. The invalid term shall be replaced by a legally permissible term which is as similar as possible to the sense of the invalid term.

Illnau, January 2024