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Sales and delivery terms and conditions

- These sales and delivery terms and conditions are also valid for all future deliveries -

1. General and scope of delivery

1. Our sales and delivery terms and conditions apply exclusively. They also apply for all future deliveries and even when no special reference is made thereto. We shall not recognize conditions of the client that contradict or deviate from our delivery terms and conditions unless we have expressly approved their validity in written form. Our delivery terms and conditions shall also apply, if we deliver goods to the client without reservation, but are in knowledge of terms or conditions that are in conflict with or deviate from our terms of delivery.
2. All agreements made between us and the client for the purpose of executing this contract are set forth herein in writing.

2. Quote – Related documents

1. Our quotes are subject to confirmation, unless otherwise specified in the order confirmation. 2. Orders shall be binding for us only if we have confirmed them or complied with them by sending the goods; verbal agreements shall be subject to our written approval
3. We reserve the right to include minor deviations from the goods or details specified in our catalogues or special offers. Assurances and guaranteed properties shall not apply unless expressly stated as such. Otherwise, information pertaining to measurements, weight, performance and purchasing, for example,.as well as illustrations and other technical details (including those contained in catalogues, mailings, special offers, order confirmations and invoices) shall be without obligation on our part.

3. Pricing

1. Our prices apply as carriage and duty paid, including packaging, unless otherwise specified in the order confirmation.
2. We reserve the right to adjust our prices accordingly after conclusion of this contract to cover increased costs arising from wage agreements or higher material prices.
3. Our prices are net prices, not including value-added tax, which we will include separately in the invoice at the statutory rate applicable on the date of invoicing.
4. For an order value below CHF. 200.-, we shall charge a flat shipping charge of CHF. 15.-
5. We shall apply the following surcharges for the transport of hazardous goods: value of goods up to CHF 200.- > CHF 50.-; value of goods up to CHF 400.- > CHF 30.-; value of goods over CHF 400.- > NO surcharge
6. We use special refrigerated boxes and cooling packs for marked refrigerated transport. We shall charge a costs share of CHF 20 CHF.-

4. Payment conditions

1. To avoid accounting errors and the resulting erroneous issue of reminders, we rely on receiving the correct invoice number, invoice date and individual invoiced amounts with incoming payments. This data can be found on all of our invoices. If the payer is not the same as the invoice recipient, the name of the person invoiced must also be stated when the payment is made. If payments are received without this information, we cannot guarantee correct accounting.
2. Unless otherwise specified in the order confirmation, the purchase price is payable upon receipt of the invoice and/or goods. In particular, we reserve the right to deliver to new clients upon payment in advance and/or cash on delivery.
3. For payment within 8 days from date of invoice, a 2% discount shall be granted. Further discounts shall be permissible only if agreed in writing or expressly stated on the invoice and if the stated deadline is observed. Precondition for any discount is the settlement of all other payables of the client resulting from the business relationship with us that are older than 30 days.
4. Should the client default on payment, we shall be entitled to charge interest on arrears at a rate of 8% p. a. above the respective basic interest rate. If we are able to demonstrate greater damage due to default, we shall be entitled to assert the claim accordingly.
5. In the case of default and justified doubt regarding the solvency or credit-worthiness of the client, we shall - notwithstanding our other rights - be entitled to request guarantees or advance payments for outstanding deliveries and demand immediate payment of all claims resulting from the business relationship.
6. Offsetting against another claim shall not be permissible, unless in relation to an undisputed or legally effective claim. The client shall have no right of retention on account of disputed counter-claims.

5. Delivery time - Late delivery

1. Stated delivery times shall not be binding for us, unless we have explicitly specified them as binding. Compliance with our delivery obligation shall require the timely and proper fulfilment of the client's obligations.
2. Should we default and the purchaser affords us an appropriate extension under threat of cancellation, the purchaser shall then be entitled to cancel the contract if the extension proves to be fruitless. The client is entitled to claim damages in lieu of performance only if the default was based on intent of gross negligence, or if injury occurs due to negligence; otherwise, the liability for damages shall be limited to 50 % of the damage incurred.
3. The above limitation of liability shall not apply if a fixed-term business transaction has been agreed; the same apply if the client can assert that his interest in fulfilment of contract has ceased as a result of our default.

6. Part deliveries - Default of acceptance

1. In the absence of any special agreement, we may provide part deliveries.
2. Should the client be in default of acceptance or in breach of other duties to cooperate, we shall be entitled to charge for the resulting damages, including any additional costs incurred. In this case, the risk of accidental loss or incidental deterioration of the purchase shall also pass over to the client at the time at which the client is in default of acceptance.

7. Return of goods

1. Return of goods shall require our express approval.
2. If we agree to take back new goods (provided that they are in intact original packaging), we shall be entitled to reduce the credited amount and/or refund on the purchase price by 30%.Returns are made at the risk and expense of the client. If goods are no longer intact in their original packaging, we also reserve the right to charge for costs of analysis.
3. Products that are subject to special storage conditions (below a certain room temperature, for example), as well as products with expiry dates, shall be excluded from the return policy. Legal provisions exclude the return of chemicals that must be destroyed. No special products and/or special fillings of any kind may be returned for crediting.
4. The aforementioned regulations shall not apply in cases where the return is based on a recognised defect or shortcoming in the delivery, or is the fault of the supplier.

8. Intended use of the goods - Obligations of the client - Liability

1. If we have made a pledge for certain products to effect delivery contingent upon their intended use, the customer shall be liable for any and all disadvantages which we may suffer as a result of incorrect statements made. In the case of toxins and other substances that may be used only within the scope of statutory or official regulations, the order from the client shall at the same time be deemed to constitute a declaration that such substances are to be used for a permissible purpose as defined in such regulations. Certain products require an end user declaration that excludes impermissible use of the relevant products upon purchase or resale. The consumers of our goods shall be obliged to adopt the laboratory directives issued by the professional association of the chemical industry for our products. They must observe the legal provisions for handling these substances. Chemicals may not be supplied to private persons.
2. Our products are intended only for laboratory and research purposes.

9. Retention of title

1. We reserve the right to ownership of the purchase until all payments under the delivery contract have been received. In the event of improper conduct on the part of the client, in particular in the event of default, we shall be entitled to cancel the purchase. Our cancellation of a purchased item shall not constitute withdrawal from the contract unless specifically so stated by us in writing. We shall be entitled to reuse the purchase after cancellation; resulting proceeds will be credited to the client's liabilities following deduction of reasonable sales charges.
2. The client shall be obliged to take good care of the goods; in particular, insure them adequately at his own costs against fire, water and theft at their replacement value.
3. In the event of distraint or other intervention by third parties, the client must notify us immediately in writing.

10. Use of client data

1. Within the scope of the applicable legal provisions, in particular the Federal Data Protection Act, we shall be entitled to collect, save and process client data within the company.

11. Place of fulfilment, Place of jurisdiction, Choice of law

1. Place of fulfilment is Arlesheim, unless otherwise specified in the order confirmation.
2. If the client is a businessman, a legal person under public law or a special fund under public law, the place of jurisdiction for all disputes arising from the contract is the court of our registered office.We shall nevertheless also be entitled to bring action against the client in his domicile court.