1. scope
These General Terms and Conditions (GTC) apply to all offers, sales and deliveries of K‑Tech GmbH (we / us) to our customers (buyers). The GTC apply exclusively. Deviating terms and conditions of the buyer are only valid if they are confirmed by us in writing. The terms and conditions of the buyer do not bind us, even if we do not expressly contradict them.
Until otherwise agreed in writing between us and the Buyer, these GTC shall apply to all present and future business transactions with us, even if no express reference is made to these GTC in an individual order.
2. offers
Our offers in brochures, catalogs, web stores, price lists and other product descriptions and documents are always subject to change until the order is confirmed, even if not specifically agreed.
3. orders and order confirmation
Orders shall only be deemed accepted by us when they have been confirmed by us in writing, by e‑mail or by other electronic means in the e‑commerce process. If the delivery is made immediately without our express confirmation, the delivery shall be deemed to be our order confirmation at the same time.
4. prices
Our prices are subject to change and are valid from the place of dispatch (factory or our registered office) excluding value added tax, packaging, postage, freight, other shipping charges, insurance, customs and assembly. The increase in the price calculation occurring between the conclusion of the purchase contract and the delivery due to the increase of the underlying wages, raw material prices, freight, taxes, customs duties, levies or other charges or the entry into force of new such charges shall entitle us to an appropriate price increase to the extent permitted by law.
5. delivery
The delivery time is agreed with our order confirmation. The delivery time shall be deemed to have been met with the timely notification of readiness for shipment. Partial deliveries may not be rejected by the buyer. Over- and under-deliveries of up to 10 percent of the ordered goods are permissible. An obligation to comply with the agreed delivery periods can only be assumed under the condition of an undisturbed manufacturing process.
The consequences of force majeure, operational disruptions, strikes, lockouts, official measures, pandemics, shortages of raw and auxiliary materials at the time of manufacture and other unforeseen circumstances affecting us and our suppliers entitle us to cancel the delivery obligations in whole or in part. Failure to meet delivery deadlines confirmed by us shall not entitle the Buyer to claim damages or to cancel the order. We are entitled, but not obligated, to make a subsequent delivery of the cancelled quantity of goods. Claims for damages due to non-performance or delayed performance are excluded to the extent permitted by law.
Upon leaving the place of dispatch (factory or our registered office) or upon notification of readiness for dispatch (i.e. upon the first event occurring), the risk in the goods shall pass to the Buyer. In the absence of special instructions, the choice of the transport route and the means of transport shall be made at our best discretion without any liability for the cheapest and fastest shipment. Shipment is always at the risk of the buyer – even in the case of carriage paid delivery and in the case of retention of title. If it is agreed that we organize the delivery, our liability for any auxiliary persons is excluded. Unless otherwise agreed, packaging shall be at our discretion. It will be charged at the valid prices. We will arrange transport insurance only upon express written request of the buyer.
6. complaints
After receipt of the goods, the buyer is obliged to inspect them immediately with regard to quality and damage or to have them inspected and to notify us in writing of any defects without delay, but no later than five days after receipt of the goods at the place of delivery. Defects that cannot be discovered within this period even after careful inspection must be reported to us in writing immediately, at the latest three days after discovery. Complaints claiming that the agreed quantity (number of pieces or weight) has not been delivered must be brought to our attention in writing within two working days of receipt of the goods. Otherwise, the agreed quantity shall be deemed to have been delivered. Defects not notified within these deadlines are forfeited.
7. liability for defects
We guarantee that our products are free of manufacturing and material defects at the time of transfer of risk. The limitation period for the purchaser’s claims in the event of defects is 12 months. It begins with the delivery.
We shall only be liable for defects in the goods to the following extent: Our liability for defects shall be limited to the obligation to replace the defective parts, insofar as this is possible, with suitable parts free of charge. The defective parts shall be returned to us upon our request; they shall become our property insofar as they are replaced by suitable parts. Compensation for damages of any kind due to defective delivery, in particular also compensation for lost profit, consequential damages, rights of reduction, cancellation, rescission or rescission are excluded to the extent permitted by law. This shall not apply in the event of fraudulent concealment of the defect.
For products supplied by third parties, we shall only assume those obligations which our suppliers have entered into themselves. The return of defective goods requires our prior consent and must be carriage paid. The remedy of defects by the buyer may only be carried out with our consent. In the event that the buyer or a third party remedies defects without our consent, we shall not be liable for any consequences arising therefrom. Excluded from the liability is the compensation of all direct and indirect further damages. No liability shall be assumed for delivery parts which, due to their material properties, are subject to premature consumption depending on their type of use.
8. product use
The application, use and processing of the goods supplied by us is exclusively the responsibility of the purchaser. The product description shall only be considered as non-binding information with regard to possible property rights of third parties and does not release the buyer from his own examination of the products with regard to their suitability for the intended processes and purposes. In particular, it does not contain any assurances of properties.
9. retention of title
Ownership of the goods shall not pass to the purchaser until he has settled all his liabilities arising from the business relationship existing with us. The buyer hereby declares his consent to the registration of the retention of title in the relevant register at his place of residence / domicile. If the assertion of the reservation of title becomes necessary, we reserve the right to charge the buyer for the costs of the registration of the reservation of title.
If the delivered goods or parts thereof are installed in another object, the retention of title shall not expire; rather, co-ownership shall be deemed to have been agreed in accordance with the value ratios of the new object.
The buyer is entitled to process or sell the goods delivered under retention of title in the ordinary course of business. However, he may not pledge the goods or assign them as security. In the event of resale or further processing, the purchaser hereby assigns to us by way of security all claims arising from the resale together with all ancillary rights against the third-party debtor up to the amount of the invoice with the authority to collect the claim on a pro rata basis.
Insofar as the purchaser collects the assigned claim itself, this shall only be done on a fiduciary basis. The proceeds collected on our behalf shall be delivered to us immediately. At our request, the purchaser shall be obliged to notify the secondary purchaser of the assignment and to provide the information required for the assertion of our rights against the secondary purchaser. The buyer must inform us immediately of any seizure or any impairment of our rights by third parties.
In the event that the secondary purchaser does not pay cash immediately, the purchaser shall reserve extended ownership to us.
10. payment
Payments are to be made net 30 days from the date of the invoice, without any deduction or else as agreed in the order. However, we reserve the right to demand advance payment if the buyer is in default of payment to us with other claims or if we become aware of the uncertainty of his financial situation otherwise, e.g. through bankruptcy filing, other events pursuant to Art. 83 OR, judicial or extrajudicial settlement application, existing debt collection or default of a guarantor. In this case we are also entitled to withdraw from the purchase contract.
Incoming payments, insofar as several claims are outstanding, shall in principle be credited to the oldest claim, irrespective of the information provided by the purchaser. After expiry of the payment period, default shall occur without prior reminder and the buyer shall owe us default interest in the amount of 5% of the relevant net amount without reminder. The buyer is not entitled to withhold payments due to any counterclaims or to set them off against such counterclaims.
11. Additional costs
K‑Tech GmbH reserves the right to charge additional costs, if during the execution of an order additional work expenses arise, which were not explicitly described in the scope of services. This could be expenses of any kind, such as difficult working conditions that do not correspond to the usual expected standard, additional requests deviating from the scope of services, etc.. If the customer of K‑Tech GmbH on such points is pointed out, must be taken up with the appropriate K‑Tech GmbH project manager immediately contact to the clarification of the circumstances. If this does not take place, K‑Tech GmbH assumes that the resulting additional expenditure is considered as accepted.
12. drawings; secrecy
Drawings, documents and drafts which the purchaser receives from us may not be disclosed by the purchaser to third parties. Infringements shall result in full compensation for damages. Furthermore, the buyer is obliged to return such drawings, documents and drafts to us upon our request if an order is not placed.
13. E‑Commerce
If the Buyer purchases goods or services from us via a website or other e‑commerce process, the following provision shall apply in addition:
The buyer is responsible for the security of his password and acknowledges that purchases made using his password are binding for him. After successful registration, an order can be placed. By entering the personal data and clicking the button “Send order” in the final step of the ordering process, the binding order of the goods contained in the shopping cart is made. The confirmation of receipt of the order follows immediately after sending the order. The purchase contract is only concluded with our order confirmation (see section 3).
We have made all reasonable technical efforts to ensure that all websites and access points are secure; however, we disclaim any liability in the event of misuse of information transmitted on or from our websites and/or access points by outsiders who are not our employees.
14. data protection
The buyer expressly agrees that we may process his data collected in the course of the business relationship, including personal data, for the purpose of order processing, contract management, processing of warranty cases, support and advice, as well as for statistical evaluations and to fulfill legal obligations. We will process the data only as long as it is necessary to fulfill the purpose of use. After the purpose of use has ceased, we will delete the data completely, unless a longer retention period is required or permitted by law.
The buyer also expressly agrees that we are entitled to disclose his data to other group companies and/or to commissioned data processors in Germany and abroad.
We process the buyer’s data based on Art. 4 and 6 of the Swiss Data Protection Act. The buyer is entitled at any time to receive information free of charge about his processed personal data and to correct it if necessary, to restrict or prohibit the further use of this personal data or to revoke the consent to further data processing, to object to further processing and to have the personal data deleted. In any case, the legal obligation to retain data and the mandatory processing of personal data for the fulfillment of a contract remain reserved.
Regarding the data processing, the buyer can contact us at the following e‑mail address: it@k‑tech-gmbh.ch
15 Applicable law and place of jurisdiction
These GTC as well as all other agreements between us and the Buyer concerning the sale or delivery of goods shall be governed by Swiss substantive law to the exclusion of the Vienna Convention on Contracts for the International Sale of Goods and the applicable conflict of laws rules.
The place of jurisdiction for all disputes in connection with the sale or delivery of the goods is our registered office, currently in Balterswil, Switzerland. However, we reserve the right to bring an action before the court at the buyer’s registered office or place of residence.
Balterswil, 07.08.2023
______________________
K‑Tech GmbH
Werkstrasse 1
CH-8362 Balterswil
Telefon: +41 71 393 16 65
E‑Mail: info@k‑tech-gmbh.ch