Conditions
General terms and conditions of business
1. Scope
These general terms and conditions apply to all contracts concluded between CEM COMPOSITES GmbH and the customer. The general terms and conditions of the client are expressly contradicted. In the event that the client does not want the following general terms and conditions to apply, he must indicate this in writing when the contract is concluded.
2. Terms of Order
All offers are non-binding. The delivery dates specified by the contractor are non-binding information unless they have been confirmed by us in writing as binding in individual cases. If, after the order has been placed, the client requests changes or additions to the order or if other circumstances arise that make it impossible to meet the delivery date, although the contractor is not responsible for these circumstances, the delivery date will be postponed by a reasonable period of time. If CEM COMPOSITES GmbH fails to fulfill the contract on time, e.g. B. prevented by delivery disruptions by suppliers, the general legal principles apply with the proviso that the client can set a grace period of six weeks after one month. The client can withdraw from the contract if he sets a reasonable grace period after the extended period has expired.
3. Order execution / cooperation of the client
The customer provides the technical, company-specific and other information and guidelines required for the execution of the orders. The contractor can only guarantee a certain success, in particular a result desired by the customer, within the framework of objective and impartial application of his expertise. The client shall immediately provide the contractor with all information available to him that is related to the order placed. In particular, the customer guarantees that all cooperation actions on his part or on the part of his vicarious agents are provided in good time and free of charge for CEM COMPOSITES GmbH. If, due to circumstances for which the contractor is not responsible, the contractually agreed services cannot be provided or can only be partially provided, the services provided up to this point in time will be regarded as partial deliveries and will be remunerated by the client according to the progress of the service.
4. Place of performance
Unless otherwise agreed, the order will be processed on the contractor's premises. Complete or partial execution at the client's premises can be agreed. In this case, any costs incurred for travel to and from the hotel as well as overnight stays will be charged to the client.
5. Order Cancellation
If the order is canceled, the scope of services rendered up to that point will be invoiced. The assertion of further claims remains unaffected by this.
6. Prices and terms of payment
Unless otherwise agreed, the prices agreed upon when the order was placed shall apply. Unless otherwise agreed, the currency is the Swiss franc. Exchange rates for foreign currencies are taken into account on the day of invoicing. All prices are net plus statutory sales tax. Invoices for services and goods are due 10 days after the invoice date without deduction. Different terms of payment are to be agreed in writing. If no payment has been made 10 days after the invoice is due, default will automatically occur. In this case, CEM COMPOSITES GmbH is entitled, from the relevant point in time, to charge costs in the amount of the interest rate charged by commercial banks for overdrafts. These are to be set lower if the buyer proves a lower burden.
7. Terms of delivery
Shipping and packaging costs are borne by the client.
8. Retention of Title
The goods remain the property of CEM COMPOSITES GmbH until the purchase price has been paid in full. The customer is not permitted to pledge, transfer ownership or transfer the goods in exchange.
9. Warranty
CEM COMPOSITES GmbH guarantees that the goods sold have the contractually guaranteed properties at the time of the transfer of risk. Upon arrival, the customer must inspect the goods immediately for defects and condition. Complaints must be reported to CEM COMPOSITES GmbH in writing within ten working days. Otherwise the warranty for these defects is void. The warranty does not cover fiber distortion, weaving defects, pinholes, shading in the matrix, normal wear and tear. The warranty expires if the customer changes or further processes the delivered goods. CEM COMPOSITES GmbH has the right to free rectification during the warranty period. A partial or complete exchange of the article is permissible. If defects are not remedied within a reasonable period of time, the buyer is entitled to change or reduction.
10. Liability
CEM COMPOSITES GmbH is only liable for all contractual and legal claims arising from a contract in the event of intent or gross negligence. Any claims for damages are limited to the amount of damage that the contractor could reasonably have expected to occur when the contract was concluded based on notifications from the client, but no more than twice the amount of the order value in a case of damage.
11. Confidentiality
The documents, knowledge and experience handed over to the other contractual party may only be used for the purposes of this contract and may not be made accessible to third parties unless they are intended to be made accessible to third parties or are already known to the third party. Third parties are not the auxiliary persons called in to carry out the contractual relationship, such as freelancers or subcontractors. The confidentiality obligation also applies beyond the termination of the contractual relationship.
12. Privacy
CEM COMPOSITES GmbH is entitled to process the data received about the customer in relation to the business relationship or in connection with this, regardless of whether it originates from the customer himself or from third parties, within the meaning of the Federal Data Protection Act. This note replaces the notification in accordance with the Federal Data Protection Act that personal data about the customer is stored and processed by EDP.
13. Solicitation
Poaching or attempted poaching of the contractor's workforce constitutes a gross breach of contract. CEM COMPOSITES GmbH undertakes not to poach employees of the customer.
14. Jurisdiction
The place of performance and exclusive place of jurisdiction is the respective court responsible for Zurich (ZH).
15. Final Provisions
Should any provision of these General Terms and Conditions be or become invalid, this shall not affect the validity of all other provisions.