§ 1 General information / conclusion of contracts
a) These general standard terms and conditions and terms of delivery shall apply exclusively for offers, contracts, deliveries, services and the associated legal transactions between the Penergetic International AG (hereinafter referred to as the Supplier) and the Buyer (hereinafter referred to as the Buyer), even if the Buyer has not been expressly notified of them in the event of contracts being concluded at a later date. They shall be acknowledged by the placing of an order or at the latest with the acceptance of the delivery.
b) Divergent terms and conditions of the Buyer that have not been expressly approved by us in writing shall not constitute the contents of a contract either wholly or in part, not even if they are not expressly contradicted.
§ 2 Offer and prices
a) Offers shall be subject to change without notice and non-binding. The Supplier shall reserve the right to adapt prices and conditions at any time.
b) Settlement shall be in line with the prices valid on the day the order is placed.
c) International prices are governed by the respective contracts and written agreements.
§ 3 Deliveries
a) All deliveries shall be made ex warehouse and at the risk of the Buyer; International goods are shipped CIF (Incoterm 2010).
b) The delivery deadlines and delivery periods shall be complied with wherever possible. They may be delayed accordingly as a result of ‘force majeure’. This shall also apply in the event of Supplier delays.
c) Partial deliveries shall be permitted if they are reasonable for the Buyer. Partial deliveries may be invoiced as soon as they are shipped. Return shipments of goods shall only be permissible with the express written approval of the Supplier.
§ 4 Terms of payment / reservation of ownership
a) The terms of payment shall either be regulated in separate contracts and/or always stated on the invoices.
b) In the event of late payment or the granting of a respite for payment of the invoice amount, the Supplier shall reserve the right to charge interest on arrears in line with the interest rate usually charged by commercial banks for open account credit terms until payment is made in full. Any claims beyond this scope shall be reserved.
c) All goods and services supplied by the Supplier shall remain Supplier’s property until the purchase price has been paid in full.
d) The Supplier reserves the right to demand advance payments.
§ 5 Warranty and limitation of liability
a) The warranty period for durability of the agricultural products is 5 years (if correctly stored according to the instructions of the Supplier).
b) For the AquaKat products it is 5 years (on workmanship and materials) after transfer of risk.
c) The Buyer has to check the condition of the goods immediately upon their receipt.
d) Complaints due to incomplete delivery or externally discernible defects must be notified in writing within five working days after receipt of the goods.
e) Hidden defects must be notified in writing as soon as they are discovered, at the latest however six months after delivery. If the customer does not report any defects within this period of time, the goods shall be considered to be flawless.
f) Faulty goods shall be repaired or replaced by the Supplier, for which the corresponding time and opportunity must be granted. In this case, the goods shall be sent by the Buyer to an address specified by the Supplier.
g) In the event of improper handling by the customer, any warranty shall be ruled out.
h) Any claims by the Buyer for compensation for damage that could arise directly or indirectly for whatever reason in conjunction with the order, delivery or use of our products, shall essentially be ruled out if the Supplier, his employees or agents have not caused the damage through gross negligence or intent. Subject to the provisions regarding product liability.
§ 6 Proviso
a) The products of the Supplier operate on an ethereal, subtle level. The reactions can be of a different nature.
b) External factors such as weather, soil conditions, different origins of seeds and plants, as well as resistance and application techniques may affect the efficacy of the products.
c) The products of the Supplier are not remedies. They do not serve to diagnose, alleviate, prevent or eliminate illnesses or their consequences. The products do not serve as instructions for self-diagnosis.
§ 7 Trademark law and copyright
a) Trademark protection and registration rights for all products and trademarks from Penergetic shall be incumbent exclusively upon the proprietors of the trademarks and products (headquarters of Penergetic International AG, 8590 Romanshorn, Switzerland). Buyers may use the trademark in their contractual territory for the duration of their agreements with the headquarters in accordance with mutual and written agreements and requirements. After cancelling joint agreements, all trademark protection and registration rights shall immediately return to the proprietor (Penergetic International AG); possibly against payment of a maximum charge amounting to the actual expenses of the Buyer.
b) Copyright shall apply for all publications, reports, analyses, translations and non-general correspondence from Penergetic International AG, 8590 Romanshorn, Switzerland and/or Penergetic Vertrieb Deutschland e. K., 88662 Überlingen, Germany, even if this copyright is not expressly noted on the individual documents.
c) Contraventions may be punished at any time.
§ 8 Place of performance and place of jurisdiction
a) The place of performance and the place of jurisdiction for deliveries and services as well as for all disputes arising directly or indirectly from this contractual relationship shall be Romanshorn / Switzerland (legally binding jurisdiction reserved).
b) Swiss law shall apply exclusively, without giving effect to conflicts of laws principles, for all legal relationships between the Buyer and the Supplier, even if the beneficiary of the contract conducts his business relationships and activities overseas. The UN Convention on International Sales is not applicable.
§ 9 Severability clause
Any invalidity of individual provisions of these general standard terms and conditions shall not affect the validity of the remaining provisions. The contracting parties shall undertake to replace invalid provisions with provisions that most closely approximate the economic and intended purpose. The validity of the remaining provisions shall be unaffected thereby.
§ 10 Final provisions
a) Customer and order data shall be stored and processed within the scope of our administration.
b) These terms and conditions shall apply for the entire duration of business relations between the Buyer and the Supplier.
c) These terms and conditions shall not apply automatically also for legal transactions between the Buyer and his re-seller, customers and business partners in the respective domestic and overseas sales territories.