General terms of sale and delivery of TURMIX AG ("GTSD") (B2B)
1 General information
TURMIX AG, Pflanzschulstrasse 17, Postfach 163, CH-8411 Winterthur, Switzerland ("TURMIX") develops, produces, and sells mechanical and electrical household appliances, consumer electronics, and grill products, hereinafter referred to as Products. TURMIX's sales partners ("Purchaser"), which is involved in the trade or purchase of these products, orders them from TURMIX. These GTDS apply to the purchase agreements between TURMIX and the Purchaser and are valid effective September 1, 2016 and replaces all previous versions. The general terms of sale and purchase of the Purchaser only apply if they have been expressly approved by TURMIX and confirmed in writing. Changes and amendments to these GTSD must be in written form to be valid.
2. Order and confirmation
The products are ordered by the Purchaser from TURMIX by individual orders personally, in writing, electronically, or by phone.
An order of this kind is only considered accepted by TURMIX if the order is confirmed by TURMIX in writing, electronically, or by phone ("TURMIX confirmation"). Any deviations of the TURMIX confirmation from the order are to be indicated in the form of an objection from the Purchaser immediately, at the latest within 2 workdays following receipt of the TURMIX confirmation. The terms contained in the TURMIX confirmation are considered accepted if the Purchaser fails to object or the objection is not made in a timely manner.
3. Delivery and service
3.1 Partial deliveries
TURMIX expressly reserves the right for partial deliveries and their billing.
3.2 Transport costs / damages
TURMIX can voluntarily assume the transport costs via an article value of over CHF 1000.- charges prepaid by sender. When the value of the articles is less, the customer is to assume the cost for packaging, service and postage in all cases. Added costs for special handling or express mail and any return fees and, if applicable, the currently applicable fees for the recycling guarantee are listed clearly for the Purchaser and are billed separately.
Deliveries with transport damages may not be rejected by the Purchaser but are to be accepted provisionally and these damages are to be indicated to the transport agent and TURMIX immediately. The Purchaser must indicate complaints regarding transport damage/deviations in quantity to TURMIX within 5 days after arrival of the ordered product in writing and with the enclosure of photos. Otherwise, the delivery is considered approved.
In the event of third-party deliveries, any liability for transport damages caused by the lack of or by inadequate packaging or by inappropriate mode of transportation is excluded.
Warranty claims for transport damages caused by the lack of or by inadequate packaging are excluded.
TURMIX only accepts incorrect deliveries and new factory products in their undamaged original packaging and without items glued on (e.g. price marks). Articles are reclaimed or exchanged within 10 days after receipt by the Purchaser or in accordance with a special agreement or only after previous approval of the TURMIX sales department. Approval is granted through the announcement of a return order number by TURMIX. The return order number must be identified on all documents (e.g. delivery note) on the part of the Purchaser. All costs for inspections, damaged packaging etc. are deducted by a credit. If these provisions are not complied with by the Purchaser, TURMIX is entitled to return the products to the Purchaser postage die, to reject receipt of the delivery or to charge a minimum of CHF 50.00 or maximum 10% of the invoice amount as a fee.
3.4 Transfer of benefits and risks
The benefits and risks are transferred from TURMIX to the Purchaser upon delivery at the site of the Purchaser.
3.5 Right of rescission of TURMIX
TURMIX is entitled to cancel contracts if circumstances occur which indicate that the customer is not creditworthy.
3.6 Delayed delivery
If TURMIX delays delivery, the Purchaser must give a grace period of at least 10 workdays. If TURMIX continues to delay payment even after this period has expired, the Purchaser can refuse delivery with written notification to TURMIX within 5 workdays after the grace period expires. Otherwise it shall be assumed that delivery is to continue. Under no circumstances is the Purchaser entitled to any damage claims (e.g. replacement of (in)direct damages, lost revenue or subsequent damages) nor is TURMIX liable for random events. Liability of vicarious agents of TURMIX is precluded.
4. Purchase prices
TURMIX sells the products at the prices and terms stipulated in the price lists (plus statutory VAT and preferred recycling guarantee [vRG]) and prices and products are always subject to change.
5. Terms of payment
The Purchaser must pay for the supplied products according to the specified payment conditions.. The Purchaser is neither entitled to make partial payments nor to retain payments due to complaints. The Purchaser is not authorised to offset payments with any claims on its part in relation to SKB such as returns or warranty claims. Discounts must not be taken without prior consultation with TURMIX. TURMIX reserves the right to adapt the terms of payment at any time.
6. Payment arrears
The Purchaser is in arrears without further action when the payment period expires after 30 days or after the stipulated payment period. Interest on arrears in the amount of at least 7% per year can be charged for payments in arrears. Dunning and collection fees as well as other subsequent costs are at the expense of the Purchaser. In the event of payment arrears, TURMIX is entitled to request an advance payment for additional orders and to suspend non-performed services until payment is received.
The warranty rights pursuant to Art. 192 et seq. OR are excluded by TURMIX. The following warranty provisions apply.
TURMIX guarantees to the Purchaser that the products are free of defects in the sense of Art. 197 OR TURMIX is only liable for product properties specified by the Purchaser within the scope of the order only if TURMIX expressly confirms this and does so in writing.
Warranty claims are to be asserted by the Purchaser in relation to TURMIX directly in writing after the defects have been discovered with supply of the warranty card or the sale receipt and expire after the warranty period communicated in writing by TURMIX following the sale by the Purchaser.
If a product fails to work after purchase (dead on arrival), the Purchaser must return it within 10 work days and present the corresponding warranty card or the sales receipt. After the expiration of this period, the product will not be replaced. Instead, the product will be repaired. Exempt from this are b and products which are excluded from the DOA (Dead on Arrival) provisions.
The warranty period and DOA (Dead on Arrival) provisions for individual brands and products are provided on the TURMIX website at www.TURMIX.com. They are also available by phone from TURMIX at any time.
In the event of a warranty claim on the part of the Purchaser, TURMIX is free to choose to either repair a defective product or to replace it with an equivalent product by type. If a product is replaced, the existing warranty will continue to run on the basis of the sales receipt, or the warranty period will be at least 6 months. Consumables (blades, packaging etc.) are excluded from the warranty. The Purchaser is not authorised to back out of the purchase of a product through cancellation or to request a reduction in the purchase price. Any damage claim is precluded.
Any technical and design deviations of the information in brochures, catalogues and written documents which can be reasonably expected from the Purchaser as well as model, design and material changes as part of technical progress and further development are reserved without the ability to derive any rights against TURMIX.
A warranty claim becomes invalid if the product was not handled properly or was opened or if the serial number was damaged, changed or removed.
More extensive warranty claims or other claims of the Purchaser in conjunction with product defects - for any legal reasons whatsoever - are precluded.
In deviation from the above, the following applies to agreements between the TURMIX and ordering parties/distributors with headquarters abroad: The Purchaser/distributor is responsible for all services following the sale including warranty claims at its own expense and TURMIX is released from any warranty obligation in relation to the Purchaser/distributor. TURMIX only replaces supplied products which have a series manufacture defect confirmed by TURMIX in writing. A serial production defect applies if a defect of the same type occurs within one year for a specific product (model) with a defect rate of five (10%), and greater percentages, measured according to the annual sale of this model.
In addition, warranties for the use abroad of products intended for the Swiss market are excluded.
8. After Sales
Replacement parts will be sent only to authorised support centres. Excepted from this are accessories.If, upon customer request, a product must be returned without being repaired, or in the absence of a response to the cost estimate, a handling fee will be charged. This also applies if third-party products are sent in.
Any labor expenses incurred with regard to warranty claims caused by operator error may be billed.
Decalcification due to lack of maintenance will be completed and invoices without consultation
All completed repair work and replaced replacement parts are subject to a repair warranty period of 6 months.
9. Force Majure
Interruptions in operations, strike, or any type of force majeure releases TURMIX from meeting guaranteed delivery times.
10. Obligation to provide information
The Purchaser must pass on complaints of buyers and third parties of which he becomes aware and pass this information on to TURMIX in all cases.
11. Advertising contribution
The Purchaser must discuss all advertising activities which TURMIX has co-financed with the sales management of TURMIX in advance and must ensure that all correspond to the current design specifications (corporate design/identity) of the product or the product brand. TURMIX cannot pay any advertising cost advances without these preliminary talks and without submission of sample copies. Payment is made against the Purchaser’s invoice.
12. No changes to products
The Purchaser is not permitted to change the marks, names, logos or symbols in any form.
13. Surrender of documents
The Purchaser is to return any marketing, advertising and other documents immediately to TURMIX upon first request.
14. Applicable law / Jurisdiction
These GTSD and the contracts and agreements concluded by the parties which are based upon them are subject to Swiss law with exclusion of the Treaty of the United Nations on Contracts for the International Sale of Goods (Vienna Sales Convention).
The Courts of Zurich 1 are responsible for the review of disputes associated with these GTSD and the contracts concluded by the parties which are based on these GTSD.