GENERAL TERMS AND CONDITIONS (GTC)
BRUNNER ELEKTRONIK AG
General terms and conditions of the company BRUNNER Elektronik AG (hereinafter “BRUNNER”).
The general terms and conditions (hereinafter “GTC”) are based on Swiss law and apply to all transactions concluded either directly or through the www.brunner-innovation.swiss online shop. BRUNNER reserves the right to modify these general terms and conditions at any time. In any case, the version of these GTC valid at the time of ordering is considered binding. Conditions of the clientele opposing or deviating from these terms and conditions are generally not accepted. However, at the customer’s request, deviating terms can be negotiated for an appropriate fee and agreed upon separately.
Otherwise, Swiss law applies, in particular, the provisions of the Swiss Code of Obligations (Obligationsrecht, OR) on the purchase agreement (184 Art. et seq. OR). If any provision of these terms and conditions is or becomes invalid or if the contract contains an omission, the validity of the remaining provisions shall remain unaffected. Instead of the invalid provision, an original valid provision shall be agreed upon which comes economically closest to the parties’ requirements. The same applies in the case of an omission.
2. OFFER, PRODUCTS AND PRICES
Pictures and information of products in advertising materials, brochures, website, online stores, etc. are for illustrative purposes and are not binding. Only written offers made by fax or email are binding within the validity period, usually 30 days. Basically, they do not include additional services, such as installation, service, warranty upgrades, insurance, etc., and if the customer specifically requests them, they are charged additionally. Inquiries by phone have no long-term validity, provided that they are clearly offers. All samples and documents submitted with the written offers remain the property of BRUNNER. Without the consent of BRUNNER, no third parties may be allowed to view the offer documents. Information which are referred to by BRUNNER as guidelines are not binding and are only used for estimating orders of magnitude.
All selling prices published in offers and on the online shop are net prices. For shipping within Switzerland, VAT and shipping and handling charges are calculated and listed separately in the shopping cart and on the invoice. For deliveries abroad, only the shipping and packaging costs are calculated and listed separately in the shopping cart and on the invoice. All taxes, customs and import charges are not included in the purchase price and will be charged by the competent authority directly to the customer. BRUNNER reserves the right to change the prices of products and services at any time. The price available online at the time of the order or the validity of the written offer is decisive for the conclusion of the sales contract.
Differing regulations may be explicitly stated in the contract.
3. AVAILABILITY AND DELIVERY DATE
BRUNNER undertakes to provide the customer with the agreed products at the date specified in the order confirmation, while the Customer undertakes to take and pay for these products at the predetermined time, otherwise the additional costs stipulated in the offer will be charged. For blanket orders, the customer has to comply with the batch size defined in the offer, otherwise incidental additional charges will be applied.
Delivery dates can be postponed in case of obstacles beyond the will and influence of BRUNNER; these include natural events, mobilization, war, riots, pandemics, accidents and epidemics, serious breakdowns, labor conflicts, late or faulty delivery services, as well as governmental measures. This does not give rise to any claims by the customer against BRUNNER.
In case of other kinds of delays, the customer
a) may reject further deliveries: in this case, the customer has to notify BRUNNER immediately about this.
b) Partial deliveries required, if possible: This must be agreed upon immediately.
c) BRUNNER should schedule a reasonable period for subsequent performance schedule: If BRUNNER does not meet this grace period until its expiration, the customer may, unless he immediately declares not to, waive the subsequent service or withdraw from the contract.
BRUNNER must inform delays to the customer as soon as possible. Compensations are calculated according to art. 191 OR.
BRUNNER attaches great importance to keeping availability and delivery times up-to-date on the online shop. However, delays may occur especially due to production shortages or supply shortages. All information on the availability and delivery time given in the online shop is therefore approximate and may change at any time.
4. CONTRACT CONCLUSION AND PERFORMANCE
The purchase contract is concluded for products or services by BRUNNER, as soon as the customer places the order in the online shop, either by email, fax or phone. BRUNNER confirms acceptance in writing by letter, fax or email. If the customer wants to change the order confirmation, BRUNNER will inform the customer, within a reasonable period, whether the change is possible and what effect it has on the performance of the services, dates and prices. BRUNNER is obliged to keep the service open to changes for two weeks. The change does not apply to products already delivered.
The arrival of an online order is confirmed by means of an automatically generated order confirmation sent by BRUNNER to the email address specified by the customer. The receipt of the automatically generated order confirmation contains no promise that the product can actually be delivered, but only confirms the receipt of the order via internet and thus that the contract has come into existence under the conditions of possible delivery and the correct price quotation.
The order confirmation is authoritative regarding the scope and execution of the delivery. BRUNNER delivers the products in the version ordered, or, in case of software, in its current version at the time of delivery.
If there is no special place of performance agreed by the parties or resulting from the nature of the transaction, supplying the products at our distribution center shall be deemed to constitute delivery.
Unless explicitly agreed otherwise, the benefits and risks shall pass from the sender to the purchaser with the departure of the goods.
5. DUTY TO PROVIDE INFORMATION
The parties shall inspect, mutually and on time, their compliance with specific technical requirements, as well as their compliance with legal, official and other regulations at the destination, provided they are relevant for the implementation and use of the products. The parties shall take any necessary measures to comply with European directives and regulations such as RoHS, REACH, EICC / GeSI. Moreover, the parties will inform themselves about obstacles that may jeopardize the proper fulfillment of the contract, or which might lead to inexpedient solutions.
6. ACCEPTANCE AND TESTING OBLIGATION
Unless a specific acceptance procedure has been agreed, the customer shall examine the products for accuracy, completeness and shipping damages and report any defects within 5 calendar days of receipt. If the customer fails to respond within the period of 5 calendar days, the products are considered in all functions free of defects and the delivery as approved. The customer is therefore required to perform payment.
A defective or incorrectly delivered product should not be put into operation by the customer and should be kept in the original packaging. The instructions from BRUNNER concerning the return and refund process must be followed.
7. WARRANTY AND REPAIR
BRUNNER undertakes to be careful and deliver high-quality products and guarantees to the customer under this warranty provision, that the products are free from material or manufacturing defects during the warranty period. The warranty is not transferable and therefore BRUNNER does not offer warranty for used (second hand) products.
The warranty period is generally 24 months for BRUNNER products. VARJO and XTAL HMD products offer a warranty of 12 month. BRUNNER is liable only for defects occurring within the warranty period and during the intended use of the product.
The customer has to inspect the products immediately after receipt for defects according to item 5 “Acceptance and testing obligation”. BRUNNER must be notified of latent defects immediately after their detection. If the customer fails to inform BRUNNER about obvious or established latent defects, warranty claims are excluded with respect to these deficiencies. The warranty will be performed within the warranty period and after the customer returns the product or a service technician is sent to the installation site. Defective parts are either repaired or replaced with faultless parts without charge to the customer for labor costs or for spare parts. Shipping and handling costs as well as travel expenses in case a service technician is required at site will be charged to the customer. Maintenance contracts can be concluded on request of the customer to cover service interventions on site. In each case the proof of purchase, with purchase and/or delivery date is required. Replaced parts become the property of BRUNNER. Warranty service shall not extend the warranty period nor shall they initiate a new warranty period. The warranty period for installed replacement parts ends with the warranty period for the whole device.
Even after expiration of the warranty our customer service can still be consulted. The costs of repairs outside the warranty are charged to the customer. For devices which have no observable errors or where the defect is not covered by the warranty, BRUNNER reserves the right to charge the cost of the inspection of the defect alleged as well as shipping and handling costs to the customer.
8. LIABILITY AND DISCLAIMER
The liability is limited to the applicable legal provisions. The liability is further limited to the amount of CHF 5’000’000 (Five Million Swiss Francs) including but not limited to bodily harm, compensation for damages and satisfaction per single liability case. Identical defects on multiple identical devices count as one single liability case. BRUNNER is not liable for defects that are not the responsibility of BRUNNER, in particular for defects which are attributable to the following behaviors and slight negligence by the customer: unauthorized or improper use, not following the instructions, changes in the products, faulty commissioning, faulty handling, improper installation, shipping damage or loss, use of unsuitable accessories or unsuitable spare parts (including software or devices) and failure to perform repairs. The product cannot be opened or disassembled or otherwise modified. The product does not contain any parts which can be serviced or replaced by the customer. Any violations will void the warranty.
BRUNNER is not liable for indirect or subsequent damages or lost profits, unrealized savings, losses from default of delivery, expenses incurred by the customer for the evaluation and procurement of replacement, any patent rights claims against the customer, acts of God, any further or other claims, in particular, even those to compensate for damages incurred outside of the product – unless responsibility is legally obligatory.
BRUNNER is not liable for ordinary wear and tear. Furthermore, BRUNNER is also not liable if the products or parts of products are used with equipment or software that have not been supplied by BRUNNER.
BRUNNER does not guarantee that the use of the software without interruption or error is possible.
The payment for products or services is carried out according to the provisions defined in the offer and in the contract.
In the online shop, customers are offered payment options during the ordering process. In case of payment with credit card or other immediate means of payment, the purchase price is charged upon ordering.
10. PAYMENT DELAY AND RESERVATION OF OWNERSHIP
If the customer is to fails to fulfill his obligations and the payment conditions are not met, BRUNNER is entitled
a) to make claims against the customer immediately
b) or to request guarantees for all outstanding receivables
c) and/or to make still outstanding deliveries only against advance payment.
If security benefits or payments have not been performed even with a reasonable grace period, BRUNNER can withdraw from the contract even if the goods or part thereof have been delivered. If the customer does not meet the payment conditions, BRUNNER has the right to demand compensation. If the customer does not meet payment deadlines, the customer, at the discretion of BRUNNER, will bear the additional costs related to reminders and can be charged from the due date at an interest rate four percent above the rate of the Swiss National Bank. If the reminders are unsuccessful, BRUNNER reserves the right to bill amounts to a company commissioned with bill collection.
All ordered products remain the property of BRUNNER until full payment is received by BRUNNER. BRUNNER is entitled to open a corresponding entry in the property title register. 5.2 Prior to the transfer of ownership, pledging, transfer of security, processing or reconfiguration are not permitted without the express permission of BRUNNER.
11. CHANGES OR CANCELLATION OF THE ORDER
An order obliges the customer to accept the ordered products and services. A subsequent amendment or cancellation of the customer’s order can be accepted by BRUNNER at its discretion and a refund compensation of the canceled order value, as well as any possible loss of value of the canceled products since the order was made, will be charged.
If after an order or the closing of the contract, the delivery becomes for some reason impossible or if the resolutive provision occurs as per Section 3, the customer should be informed immediately. If the purchase amount has been paid, this amount will be refunded. If no payment has been performed yet, the clientele is exempt from payment obligations. All other rights due to delays in delivery or failure of delivery are excluded.
12. TAKING BACK DEFECT-FREE GOODS
Delivered products will only be taken back in exceptional cases. The customer must contact BRUNNER before sending any products to elicit the possibilities related to returning products. If BRUNNER accepts the returning of a product, the products should be properly packed with all accessories in the original packaging and returned at the expense of the customer. After receiving them, the completeness and the perfect condition of the product shall be checked by BRUNNER and, if necessary, the purchase price shall be refunded. Damaged products cannot be returned or will be fully charged to the customer.
When transferring a data carrier or a product containing electronic memory, a complete data loss should be anticipated in any case. The customer is responsible for proper backups and protection of data. BRUNNER assumes no liability for any data losses.
13. NON-ATTRIBUTABLE RETURNS
Returned items that are not assigned to any customer or not returned will be retained for six months by BRUNNER and then discarded.
14. DATA PROTECTION
The “Supplier” agrees, in accordance with regulations governing returning, to take back and dispose of electrical and electronic equipment (VREG) and electrical appliances and dispose of them in an environmentally sound manner. The customer will bear the costs for transport and disposal.
16. FINAL PROVISIONS
All legal relationships are subject to Swiss law. The Vienna Sales Convention is not applicable. Legal domicile is the headquarters of BRUNNER. However BRUNNER may also cite the place of business of the customer. The parties will endeavor to settle any disputes arising from the execution of this contract in an amicable way.
All rights to these terms and conditions will be BRUNNER’s. Any reproduction, distribution or other use is prohibited except with the express consent of BRUNNER”.