The following conditions of sale apply to all orders placed by Cibesmed Ltd unless otherwise agreed between the parties. Upon placing an order, the buyer accepts the conditions set out below. We cannot be bound by the buyer's general conditions, even if not formally contested. Only our conditions of sale apply even in the case of discrepancies with the buyer's conditions.
Prices referred to in the price list are excluding VAT or other taxes. The prices are not binding. Billing is done in CHF, USD or EURO at prices prevailing on the day of delivery. Free delivery is included on online orders over CHF 100 via our webshop. For heavy and bulky items that require special conditions of transport and packaging, the client may incur an extra charge. For orders delivered in the European Union, the transport costs will be added to the purchase price.
3. Order process
Orders commissioned verbally, in writing, by email or fax only acquire legal force upon confirmation, or when the goods and the invoice have reached the buyer. Specific requests related to but not limited to packaging, shipping and quality must be specified in writing for each order. Our goods are intended for professionals and individuals.
Shipping is carried out at the buyer's risk. Responsibility is transferred to the buyer as soon as the goods leave our warehouse. This also applies when we use our own means of transport. We choose the package and the most appropriate shipping method for our client according to the specifications of the goods. Delivery times are intended a as guideline only. The additional costs related to specific requests concerning packaging or shipping (eg. express delivery) will be invoiced separately. Should unforeseen circumstances prevent us from fulfilling our obligations, the delivery time is extended by a reasonable margin, if we are still able to perform said delivery or service.
Unforeseen circumstances shall mean any disruptions in the business or transport and logistic issues, whether such issues occur in our company, our suppliers or the carrier. If the above circumstances preclude our delivery or our performance, we are released from any contractual obligation. In general, in case of force majeure, the delivery period will be extended by a reasonable margin. If at the end of this period, we are unable to deliver the goods, we shall be released from any contractual obligation. We are not obliged to deliver goods if the buyer is arrears with payments. Cibesmed Ltd may modify the order quantity if it does not match standard packaging. In case of specially designed items, deliveries higher or lower than 20% of the ordered quantity cannot give rise to a claim.
5. Complaints, returns, warranty and responsibility
Upon receipt of the goods, the buyer should check whether the conditions and quantity match the order. The buyer must immediately report any damage or missing parts to the carrier so that a report can be written. Any defects found during regular inspection of goods, deliveries or amounts different to the amount ordered must be reported to Cibesmed Ltd within 14 days from receipt of delivery. If the buyer fails to make a claim within the given timeframe, the delivery shall be considered accepted. Complaints do not release the buyer from payment obligations. No returns will be accepted without written permission.
Items not stored by Cibesmed Ltd that we provide as a special order for a customer cannot be exchanged or returned. If the buyer makes en error in their order, they will incur a 25% charge for the value of goods withdrawn from the order as restocking costs. Should the buyer wish to exchange the goods and should the delivery replacement also be defective, we grant the purchaser the right to cancel the sale or the right to a price reduction. If missing items are reported on time, we reserve the right to choose between additional delivery or a refund for the missing itmes. No penalty or damages may be claimed from Cibesmed Ltd due to a delay in delivery or failure to deliver, except in cases of intent or gross negligence. In cases of gross negligence proven by the buyer, our liability shall be limited to the value of the goods delayed in delivery or not delivered.
6. Terms of payment
Payment obligations related to the delivery of goods are payable within 30 days from the date of invoice without deduction. The payment obligation is fulfilled once the invoice amount is credited to our bank account or postal checking account. In case of overdue payments, we reserve the right to charge an interest equal to the prevailing bank interest rate. There are no cash discounts even for advance payment or when no deadline is provided. In case a new business relationship is established, we may require an advance payment or guarantees. We may also demand advance payment once the payment period has elapsed or when there are doubts regarding the client's creditworthiness; in such cases, we reserve the right to cancel previously agreed payment terms. If, on a summary invoice, some charges are contested, the buyer is not released from their obligation to pay all other uncontested charges within the period stated on the invoice.
7. Reservation of Ownership
All goods delivered by us remain our property until full payment of principal, interest and accessories. We are authorised to register our reservation of ownership at the buyer's domicile in the official register held by the head of the prosecution Office, for as long as we deem necessary.
8. Non-binding Consultation
We advise our clients on technical applications with honesty and professionalism, according to the information provided to us by the buyer. This advice is not legally binding and it is up to the buyer to check before making use of these applications to see whether they are free of copyright.
The new equipment sold by Cibesmed Ltd are guaranteed against manufacturing defects for a period of one year from the date of delivery. Parts that are not resistant to wear and tear are not guaranteed. The devices proven to be defective as a result of a defect in material or production will be repaired or replaced, provided that the defect is reported during the warranty period. No warranty is granted for spare parts that have not been installed by personnel authorised by Cibesmed Ltd or by the manufacturer, as well as glass breakage, vitro ceramic or ceramic materials. The right to guarantee is void if the buyer does not meet their contractual obligations.
10. Protected Rights
Acquiring a product at Cibesmed Ltd does not confer licensing rights to the buyer. Exporting of our goods may infringe the intellectual property rights of third parties, and we expressly exclude liability in such cases. The hallmark of the brand shown by ® means it is protected in the country of origin of the manufacturer.
11. Special provisions for chemicals, diagnostic and reactive products
The chemical products we supply are compliant with security bulletins or specifications contained in catalogues, and on the product label. In case of contradiction, the indications on the label are decisive. For products that have to be made from the goods delivered, the user must check the conformity of the product and observe the applicable legal requirements. Specifications regarding chemical products, which is not limited to specified substances and values, as well as the reference data and pharmacopoeia type numbers E and guidance on qualification, only concern products agreed by contract; they do not imply any guarantee against possible damage arising from defects.
The values shown are based on the manufacturer's inspection requirements. We reserve the right to change the control procedure. We assume no liability for the use of our chemicals in pharmaceuticals, cosmetics or food. General illustrations, the indications of substances and the amounts mentioned in our catalogues are given for information only and do not imply any guarantee of quality delivered. All data are subject to a thorough search, but we assume no responsibility for their accuracy. Transport of flammable, caustic, toxic or malodorous itmes is subject to certain restrictions for transport and storage. The buyer must respect the provisions on the transport of hazardous materials. The product classes of dangerous goods are mentioned in our catalogues. The products in the Lists 1 and 2 of hazardous substances are subject to usage and licesnsing regulation.
12. Invalidity of certain provisions
If some of the provisions become void, this does not affect the validity of the remaining provisions.
13. Legal Validity
The dissemination of these terms and conditions supersedes any previous terms of sale and delivery. At each order, the purchaser thereby accepts all the provisions in these Terms and Conditions. All clauses contained therein, as well as all transactions referred to therein are subject to Swiss law.
14. Jurisdiction clause
For all disputes arising from the contractual relationship, the courts of Lausanne shall have exclusive jurisdiction.
Lausanne, 2 June 2016