GENERAL TERMS AND CONDITIONS
All offers by Morath AG are non-binding.
All declarations and agreements between the contractual parties which deviate from these general "stainless steel" terms and conditions require the legally valid, written confirmation of Morath AG to be effective.
2. SCOPE AND OBJECT OF PERFORMANCE
The written order confirmation from Morath AG is primarily decisive for the scope and object of the performance owed by Morath AG ("contractual object"). If no written order confirmation by Morath AG exists, the scope and object of the performance shall be determined by the written offer from Morath AG. If no written offer from Morath AG exists, the scope and object of the performance shall be based on any written order from the customer.
The agreed prices are understood to be exclusive of statutory VAT, unless otherwise agreed. Transportation and packaging will be invoiced in relation to the order. Other costs, such as the costs of insurance, export, transfer and import duties, other permits and certification – e.g. certification of raw material, test certifications, etc. – as well as storage on the request or requirement of the customer shall be borne by the customer and will thus also be included on the invoice. The customer must also bear all types of taxes, duties, fees and custom duty.
Further, Morath AG is entitled to invoice the higher costs to the customer additionally, should the costs of materials and manufacture rise significantly between the date of concluding the contract and the date of handover. A significant rise is deemed to be a rise of at least 10%.
The minimum order value per order is CHF 150.00 excluding VAT.
The price is payable within 30 days from the date of invoice (as due date). Deductions for early payment are not permitted. Morath AG is entitled to issue partial invoices (advance payment) in relation to the value of the order performed.
The customer is not entitled, even in the case of complaints, to withhold payments or to declare offsetting with counterclaims. If payment is not made by the due date, the customer is required to pay interest of 5% p.a. upon expiry of the payment period.
4. HANDOVER DATES AND PLACE
The agreed date for handover will be observed by Morath AG as far as possible but is not binding. This means that the customer may not claim damages nor withdraw from the contract on the grounds of failure to comply with the handover date.
Handover shall take place at the handover location agreed. Risk is transferred to the customer upon handover.
The customer is required to inspect the contractual object immediately after receipt for completeness and quality, and to report any defects to Morath AG immediately in writing. Provided that no defects arise within eight days following successful handover, the contractual object is deemed to be approved. If the contractual object is already confirmed to be consistent with the contract before expiry of the reclamation period (e.g. through unconditional signing of a delivery notice), approval is deemed already effective from this point. In the case of concealed defects, notice of reclamation must be received by Morath AG within eight days of the defect coming to light. If a reclamation for defect is deemed justified, Morath AG has the choice of either providing a defect-free replacement or granting a price reduction. The customer is not entitled to further claims. This means that Morath AG is not liable with regard to any damages based on the defect.
If the goods/products cannot be delivered for reasons due to the customer, any reclamations for defect of materials or other reduction in quality which can be attributed to storage are rejected.
The claims of the customer expire in any case with the expiry of one year following the handover of the contractual object.
Events of force majeure (e.g. mobilisation, war, sabotage, strike, lockout, revolution, governmental measures or orders, embargo, natural events, etc.) release Morath AG from the obligation of performance and entitles the company to withdraw from the contract. The customer can make no claims in this event. Should circumstances become known after conclusion of the contract which diminish the creditworthiness of the customer, Morath AG is entitled at its discretion to either require of the customer the performance of a security to guarantee the agreed price or to withdraw from the contract and/or to demand damages for non-fulfillment. The customer has no right to withdraw.
7. PROPERTY RIGHTS
The customer is responsible for ensuring that the contractual object does not violate patent, design or other commercial property rights or copyrights in any way. The customer alone is liable in this regard.
8. RETENTION OF TITLE
The performance remains the property of Morath AG until the complete payment of the purchase price.
9. PLACE OF PERFORMANCE, JURISDICTION AND APPLICABLE LAW
Place of performance is Allschwil/BL. Section 4 above is reserved.
The parties elect Allschwil/BL as place of jurisdiction for any disputes arising out of or in connection with this agreement, and Swiss formal and material law (excluding international convention) applies exclusively.