General terms and conditions of business for deliveries and services (AGB)

1. General
   All offers and agreements are based solely upon these AGB. These AGB are deemed to have been accepted when the order is placed or the delivery taken. Different conditions stipulated by the customer are not binding upon us unless we specifically accept them in writing, even if we do not expressly reject them.
   The fact that individual conditions may be invalid or amended does not affect the validity of our remaining AGB. To be binding, agreements made verbally or by telephone require our written confirmation.
2. Offers and acceptance of orders
   Our offers apply for 90 days from the date of the offer and are made without obligation. All orders placed do not become legally binding until they have been confirmed by us in writing.
   Save where otherwise agreed, our terms and conditions of delivery apply ex-works Reinach.
3. Prices
   Our prices have been calculated on the basis of costs known today (production plants, wages, statutory charges etc.) and apply solely to the period and quantity indicated by us. Value added tax is not included in the price and will be invoiced additionally.
4. Delivery and storage of third party materials
   Such materials (bulk goods, packaging materials etc.) must be delivered on euro pallets (800x1200mm) free Reinach. Storage is effected at the sole risk of the client.
5. Tolerance on quantities
   As a matter of principle, we are authorised to deliver additional or short quantities due to production conditions, save where otherwise agreed. We comply with the currently valid directives.
6. Tolerance on quality
   The order will be performed in standard commercial quality respecting the state of the art within the framework of the material and process-related tolerances necessary for technical purposes, save where specific norms of performance have been agreed in individual cases.
7. Delivery lead-time
   We endeavour to produce the ordered products/services within the agreed lead-time. This presupposes that all the details of performance have been clarified and that the client satisfies all of the conditions to be met by him in a timely manner. If the client requests changes to the order after it has been confirmed, we reserve the right to extend the agreed delivery lead-time.
8. Payment
   Save where otherwise agreed, invoices fall due for payment within 30 days net of the date of invoice and no discounts may be deducted. In the event of late payment, interest on arrears falls due, even without prior warning pursuant to Article 104 of the Swiss Code of Obligations.
   For payment purposes, every delivery is treated as a separate transaction; the client is not authorised to offset our claims for payment against any counterclaims.
9. Reservation of ownership
   The delivered goods remain our property until the client has performed all his obligations in relation to us.
10. Warranty
    We guarantee the assured services. Any more far- reaching warranty is declined.
    Our verbal and written advice on technical aspects of application is not binding and does not release the client from the obligation to make his own inspection of our products so as to determine their suitability for the intended processes and purposes. Product liability shall be borne by the client alone. Complaints in respect of defects do not release the client from the requirement to perform his contractual obligations and comply with these AGB.
11. Special considerations
    If a product requires special handling, storage or processing measures, either because of its own characteristics or in relation to human beings and the environment, the supplier must notify that fact in writing without the need for a special request to do so. The customer only delivers products which have been cleared and are not in quarantine, save where specially agreed otherwise.
    Save where otherwise agreed, our quality control and IPC documentation are the determining factors. Samples will be charged to the client.
    No liability can be accepted as to the suitability of the packaging material for a particular filled product.
12. Liability
    Any liability is confined to replacement of the defective material delivered by us. More far-reaching claims, in particular to compensation, making good indirect damage or damage caused by the consequences of defects, are expressly declined.
13. Force Majeure
    All events and circumstances beyond our influence and our control are regarded as force majeure and release us from any liability under the warranty and obligation to effect delivery.
14. Place of performance and jurisdiction / applicable law
    Arlesheim is the place of performance and jurisdiction. Substantive Swiss law shall apply to the exclusion of contracts under international law.