Terms of Delivery and Payment
We reserve the right to change price lists without advance notice.

A) Scope of application. The subsequent terms of delivery and payment (hereinafter the "GT&C") shall exclusively apply to all our deliveries and services. Any terms and conditions of the customer, contrary to or deviating from our GT&C are not accepted unless expressly approved in writing in the individual case. Our GT&C also apply to all future business transactions with standing customers.

B) Offers. Unless otherwise agreed our offers are always subject to change and not binding, especially as regards prices and terms of delivery. The customers offers are binding for 20 days. An effective contract is only concluded if the order we received was confirmed in writing and by no later than upon customers acceptance of delivery.

C) Prices, delivery, default of delivery, partial delivery, force majeure. Unless otherwise agreed our prices are quoted in Euro ex factory plus possibly due VAT at the legal rate applicable at this time.
The prices charged are the prices set forth on the price list applicable at the conclusion of the contract. In the event that delivery is made later than four weeks after the conclusion of the contract and in the absence of an agreed fixed price we are, in case of an increase of costs, entitled to adjust our prices by a reasonable increase according to the increase of wages, salaries, material and production costs meanwhile incurred.
The dates and terms of delivery indicated on our confirmations of order are not binding unless otherwise agreed. Deliveries are made in accordance with our stocks and production facilities.
Delays of delivery due to force majeure or other causes outside our or our suppliers control such as e.g. regular strikes or lockouts, fire, war, etc., which prevent us temporarily without our fault or a fault for which we are not responsible, from delivering the purchased products at the fixed or not fixed date, the dates of delivery are postponed for the time delivery is impaired by these circumstances. If the impairment causes a delay of delivery by more than four months, either party can rescind the contract. If delivery and services become impossible or unconscionable because of the impairment, we are definitely released from our obligation to perform. Nothing in this shall prejudice any other right of rescission of the customer.

D) Changes. We reserve the right of constructive further developments which the customer can be reasonably expected to accept.

E) Shipment, passing of risks, insurance. Our deliveries are all and without exception made ex warehouse Reinach BL; Switzerland. All deliveries are shipped at the cost and risk of the customer. The risk is passed to the customer as soon as the delivery was taken over by the person in charge of the transportation or has left our warehouse for shipment. If the customer does not accept delivery of the goods in due time although they were offered to him, the risk is passed to the customer upon notification of that the goods are ready for shipment.
Shipments of which the outward state permits to assume a damage of the content of the shipment have only to be accepted subject to the reservation that claims for damages will be asserted against the forwarding agent who has to be immediately notified of any damage discovered.
We only take out a transportation insurance at the request and at the expense of the customer.

F) Terms of payment, default, prepayment. Our invoices are due prior to delivery of the goods. Invoices for repair and/or deliveries of spare parts are payable prior to delivery.

G) Return. Goods which are definitely sold and free from defects cannot be returned or exchanged.

H) Complaints and liability in respect of defects. Goods we delivered have to be immediately inspected. Obvious defects have to be notified in writing within 5 days from receipt of delivery. Hidden defects have to be notified in writing within 10 days from the day on which the defect was discovered. If the customer notifies a defect in due time, he is entitled to a free of charge removal of the defect or to the delivery of a product free from defects, at our option (subsequent performance). Replaced parts become our property.
Upon our request the customer has to give us the possibility to inspect the defective goods complained about or has to return the goods complained about at his expense. The customer cannot assert claims for expenses incurred because of the subsequent performance (e.g. transportation costs, tolls, work and material costs) if these expenses are increased because the bought product was transported to another place after delivery than to the seat or the establishment of the customer unless the transportation is required because of the designed use of the product. No claims for defects can be asserted if the condition of the delivered goods slightly differs from the agreed quality, if a use is slightly impaired, in case of normal wear and tear or in case of loss from normal use as well as in case of defects caused after the passing of risks because of wrong or negligent handling (e.g. by inappropriate or improper storage and use, wrong assembly or wrongly put into service by the ordering party or a third party, wrong or negligent handling, excessive use, inappropriate operation facilities, defective construction works as well as special influence from the outside, which were not assumed under the contract).
The customer can only claim damages because of defects if our liability is not excluded or limited according to lit. L) of these GT&C. Any further or other claims for material defects as those laid down in this clause are excluded.

I) Liability. Customers can only claim damages in cases of willful conduct, gross negligence or a violation of a cardinal contractual obligation. In case of a slightly negligent violation of a cardinal contractual obligation our liability is limited to foreseeable damage typical for the contract and to no more than triple the value of the goods. Nothing in this shall prejudice liability for fraudulent concealment of defects or the assumption of a quality guarantee as well as liability for claims under product liability and for physical injury. This does not include a change of the burden of proof to the disadvantage of the customer.

J) Place of jurisdiction, governing law. Exclusive place of jurisdiction for both parties shall be our place of business if the customer is a businessman or a public legal entity or if the customers general venue is not located in Switzerland at the time when a suit is filed. We are also entitled to file a suit at the customers place of business.
Swiss law shall exclusively apply to all litigations, the application of the UN Sales Convention being excluded.

(c)2008 ActionProducts GmbH. All rights reserved. ActionProducts and the ActionProducts logo are trademarks of ActionProducts GmbH, registered in the CH. and other countries.