Terms and conditions

General provisions

Our offers shall be subject to change. Any modifications of these Terms and Conditions of whatever nature must be confirmed by us in writing. This shall also apply to any verbal arrangements made by our employees.

Delivery

Delivery terms, indications of weight, measure and service, as well as particular requested arrangements, represent estimates and shall only be binding upon us if agreed separately in writing. We hereby reserve the right to make any change or improvement within the framework of technical development.

Delivery arrangements may be varied, including interruption of supply, in the event of non-performance by the customer of its contractual obligations towards Biosafe.

The customer shall bear the costs of packing, shipping and customs (including insurance prior to shipment) unless otherwise stated.

Deliveries will only be made in complete packing units.

Price

Our prices shall be net prices (“Ex Works”) and shall not include the value-added tax applicable on the delivery date. In the event of fluctuations in exchange rates and increases in customs and other duties, we shall be authorized to adjust our prices accordingly. We hereby reserve the right to make quantitative reductions not mentioned in the current price.

Delivery period

  1. Our indications for delivery dates shall be optional and without obligation. We shall have the right to make partial deliveries. The customer, however, shall have the right to urge us to deliver the merchandise within a reasonable period if we have not effected delivery within four weeks after the delivery period. The customer shall not have the right to demand indemnity unless we have acted in a deliberately negligent fashion. In the event of delay, the customer may again establish a reasonable delivery period, stipulating that if the merchandise is not delivered within the newly allotted timeframe, the customer shall have the right to refuse the merchandise. If, upon the expiration of this period, the delivery has still not been made, the customer shall have the right to withdraw from its contract in writing. No further claims shall exist.
  2. The delivery period shall begin on the day we receive the order, or as of our order confirmation if the merchandise is not in stock, and, where applicable, have requested and received an instalment payment on our bank account—but not before all the parts of the order have been clearly notified and all supporting documents provided. The delivery shall be considered as effected as soon as the shipment of the merchandise has been announced or the shipment effected.
  3. A delivery period may be extended—without prejudice to us—by the period of time during which the customer itself is in delay with any obligations in this or any preceding contract. Only a delivery date agreed beforehand shall be applicable.
  4. If an event occurs which is beyond our control, such as a strike, fire, epidemic, war or other disaster, we shall have the right to postpone the delivery date for the duration of the hindrance preventing us from performing our contractual duties as well as the right to withdraw from the contract concerned. We shall not be liable in such circumstances, irrespective of whether such hindrances arise at our business premises or those of our suppliers. In such events, no claims for damages and / or interest of whatsoever type shall be taken into consideration. The above clauses shall also apply if such events occur after we have already experienced a delay in our delivery.

Conditions of payment

Payments must be made within thirty days from the issue date of the invoice, unless stipulated otherwise in the offer. The date of receipt on our bank account shall be decisive. The net amount shall be due without any discounts or other deductions. A total or partial advance payment may be requested in certain cases. The transfer of title where applicable shall not take place until after full payment of the amount due for the goods in question, including the shipping and other costs.

Delay in payment

If the customer is late in payment or interrupts payment for an unknown reason, we shall be entitled to assert our rights subject to reservation, i.e. to demand payment in advance or to request financial security. We may also withdraw from the contract with such customer in whole or in part or claim damages and interest for the non-performance of the established conditions.

Transfer of risk

We shall deliver on an invoice basis at the risk of the recipient. The buyer shall be responsible for insuring the merchandise against any damage. The recipient shall be responsible for taking any recourse against the transporter. We may not be held responsible for any deterioration or other adverse consequences arising from transport. In the event of an accident, we shall have the merchandise sent to the customer on the instructions of the transport insurance company, i.e. we shall deliver replacement merchandise free of delivery charges up to the indemnity value agreed with the insurance company. However, this provision shall only be effective if the customer to whose premises the merchandise is to be delivered notifies the damage in due time. In the absence of other agreements, we shall deliver the replacement merchandise as feasible for us.

Defects

Our products and materials are produced and inspected in accordance with rigorous criteria.

Any complaints regarding the state of the products must be made in writing upon the reception of the merchandise. Defective merchandise must be placed at our disposal, as defined in Article 201 of the Swiss Code of Obligations.

Customer obligation

The client agrees to inform Biosafe without delay about any serious incidents that might happen due to failure or non-conformity of a Biosafe product.

Liability for defects

We shall answer for defects in delivered merchandise, provided the customer has not made modifications to or repaired the merchandise, exclusively to the following extent: We shall, at our choice, either repair or replace all unusable parts or parts whose usability has been considerably reduced within a period of six months from the delivery date, to the extent it is established that such defect is the result of circumstances prior to the transfer of risk, particularly defects in production, material or execution. If the repair or the replacement does not lead to satisfactory results, non-commercial customers only may, at their choice, reduce the price or rescind the contract. We shall only assume liability for defects in products not of our manufacture if expressly agreed. However, we are prepared to assign to the customer our own rights against the manufacturer or our own seller. Non-commercial customers may take recourse to our guarantee to the same extent as for our own products after having tried in vain to take extra judicial action against the manufacturer or our own seller. Merchandise forming the subject of a complaint may only be returned with our agreement. In contracts concluded with commercial customers, the buyer must assume the shipping costs. Reimbursement shall only be taken into consideration in the event of justified defects. With regard to perishable goods (those with an expiration date), an indemnity may only be granted within the period of technical longevity.

Liability

We shall only answer for damage resulting from a delivery effected by us and relating to its use if we are the origin of the damage created. The customer shall bear the burden of proving our tort.

Resale

Unless agreed explicitly with Biosafe SA, any resale of our products shall be prohibited.

Exchanges

Unless agreed explicitly with Biosafe SA, any resale of our products shall be prohibited.

Terms and conditions of purchase

Any terms and conditions of purchase of the principal drawn from previous provisions at variance with our terms and conditions of delivery shall have no validity whatsoever unless recognized in writing by us.

Place of performance and jurisdiction

Shall be 1262 Eysins, Switzerland. Only Swiss law shall apply in all cases.

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