AGB / Imprint

Head office
Simpex Electronic AG
Binzackerstrasse 33
CH-8620 Wetzikon

CHE-108.018.777 MWST

P +41 44 931 10 10
contact(at)simpex.ch

Manufacture
Simpex Electronic SA
en Bas-le-Port 1
CH-2088 Cressier

© Images used
istockphoto.com
Fotolia.com
Simpex Electronic AG

Copyright
All content such as images, graphics, photos, texts and the Simpex logo are the exclusive property of Simpex Electronic AG based in Wetzikon/Switzerland or the respective rights holders.

this:matters GmbH | WordPress Agency
Hasen 64
6424 Lauerz
thismatters.agency

1. validity
These General Terms and Conditions apply to all goods and services. Deviations from these may be agreed in writing. General terms and conditions of customers must be accepted in writing by Simpex Electronic AG in order to be valid. The Swiss Code of Obligations shall apply to conditions that are not regulated by these General Terms and Conditions.

2. offers, prices and terms of payment
Offers, prices and terms of payment are submitted in writing. The period of validity is stated on the document. Prices are quoted net, excluding VAT, freight, postage and packaging, in the currency quoted. In the case of deliveries abroad, any customs costs and fees shall be borne by the customer. Price increases from suppliers, major exchange rate fluctuations, increased customs duties and additional fiscal charges that occur during the fulfillment of the contract entitle Simpex Electronic AG to make price adjustments. The customer shall be notified of these in advance. The customer may demand proof of the price increases. Unless otherwise agreed in writing, invoices are payable net within 30 days of the invoice date. Interest on arrears and reminder fees may be charged after expiry of the payment period. Payments may not be withheld or suspended by the customer for any reason, whether in the case of complaints or other claims. The offsetting of any counterclaims is not permitted. Delivered goods remain the property of Simpex Electronic AG until payment has been made in full. If a customer fails to comply with the terms of payment or becomes insolvent, all outstanding balances of Simpex Electronic AG shall become due for immediate payment. For further orders, even confirmed ones, Simpex Electronic AG is free to change the conditions immediately and without notice and/or to deliver goods only against advance payment. If, after conclusion of the contract, Simpex Electronic AG becomes aware of circumstances that reduce the creditworthiness of the customer, Simpex is entitled to deliver the service only against advance payment. If no advance payment is made within a reasonable period set by Simpex, Simpex shall be entitled to withdraw from the contract.

3. packaging, shipping, small quantity surcharge
Unless otherwise agreed in writing, shipments shall be made in accordance with the terms of delivery FCA CH-8620 Wetzikon, Incoterms 2020, excluding packaging, transportation, insurance and customs clearance costs. Benefit and risk shall pass to the customer upon handover of the goods to the transport company at the domicile of Simpex Electronic AG. Insurance against damage of any kind is the responsibility of the customer. The packaging will be charged together with the postage. All shipping costs shall be borne by the customer. The packaging will not be taken back. A surcharge of CHF 15 per delivery/invoice shall be levied for deliveries of small quantities with a net value of less than CHF 100. 

4. conclusion
Orders shall become binding upon acceptance of the order by Simpex Electronic AG. Acceptance of the order is effected by an order confirmation in written form. Simpex Electronic AG may request written orders. Subsequent agreements and changes to orders placed must be submitted by the customer in writing and confirmed by Simpex Electronic AG with a new order confirmation. No provision is made for the exchange or return of commercial parts. Returns are excluded for customer-specific orders.

5. order fulfillment
The scope of delivery is based on the terms of the order or contract, but partial deliveries are permitted. Quotations are always non-binding. The validity of the quotation is stated in the document. Binding delivery deadlines are given with the order confirmation, if possible. Subsequent changes to deadlines will be communicated in writing with a new order confirmation.

Orders are fulfilled when the delivery item has been handed over to the forwarding agent/carrier on the agreed delivery date, unless otherwise agreed in writing. Production and repair orders shall be deemed to have been fulfilled if the goods ordered or delivered for repair have been carried out in accordance with the customer's specifications on the agreed date. Repair work shall also be deemed to have been completed if the delivered goods can no longer be restored to a functional condition.

Development orders shall be deemed to have been fulfilled if, after the samples have been approved by the customer and any corrections have been made, the final samples including documentation have been delivered to the customer by the agreed date.

When transmitting electronically generated data via electronic media, the customer is obliged to report incomplete transmission or ambiguities of any kind to Simpex Electronic AG immediately. Simpex Electronic AG declines any responsibility for damages that may arise from transmission errors.

Unless fixed agreements have been made, call-off dates and quantities can only be met within the scope of delivery or production possibilities. If the Customer does not accept the ordered goods or does not call them off within the agreed period, Simpex shall be entitled to demand the agreed price without depositing the goods.

6. force majeure
Events of force majeure release Simpex Electronic AG from the fulfillment of its obligations to the customer. In this case, the customer has no right to assert any claims against Simpex Electronic AG.

Events of force majeure are mobilization, war, sabotage, strike, lockout, official measures or decrees on work or delivery restrictions, embargoes, restriction of energy supply, pandemic situations, flooding, storm, fire and other natural events. Other force majeure events include machine breakdowns lasting more than 5 working days, delayed or faulty delivery of components and other materials for the fulfillment of the contract, delays in transportation or traffic disruptions. This also applies if the circumstances occur at upstream suppliers. If an event of force majeure occurs, Simpex Electronic AG shall inform the customer immediately.

7. warranty
Unless otherwise specified by the customer, the products shall be inspected in accordance with internal guidelines. The customer is obliged to check the delivered goods immediately for quantity and quality and to notify Simpex Electronic AG of any damage, defects, incorrect deliveries or incomplete deliveries immediately, but within 7 days at the latest, otherwise the delivery shall be deemed to have been made correctly. In the case of hidden defects, the obligation to give notice of defects shall also apply immediately after discovery, but within 7 days at the latest. The notification to Simpex must be made in writing and must contain at least details of the defects, deviations and observations. All warranty claims shall lapse if notification is not made in good time. The same deadlines shall apply to the execution of development work as well as production and repair orders on behalf of customers. There is no other or further material or legal warranty on the part of the seller. In particular, the Seller does not warrant that the delivery is suitable for the intended use and does not infringe any third-party rights. The seller's warranty is limited to manufacturing or material defects, which he can remedy at his discretion by repair or subsequent delivery. Excluded from the warranty are wearing parts such as batteries, rechargeable batteries, power cables, adapters and software problems. Otherwise, the exclusions of liability apply. Furthermore, the seller is not liable for transport damage to the goods. Such damage must be claimed directly from the delivering post office or the carrier. If Simpex Electronic AG is handed over a data carrier or a product with a data storage device contained therein, the customer must in any case expect a complete loss of data. The customer is responsible for proper data backup and data protection. Simpex Electronic AG accepts no liability for any loss of data. The warranty period for the contractual products begins with the delivery of the contractual products to the customer in accordance with the contract and ends in accordance with the warranty period agreed in the individual contract (depending on the subcontractor/product).

Simpex Electronic AG is entitled to provide the customer with a replacement device / exchange device at its own discretion during the examination of the warranty claim (exchange subject to reservation). The replacement shall take place subject to the (suspensive) condition of the actual existence of a warranty claim and without any costs for Simpex Electronic AG for any work required for the installation and removal of the replacement device. Ownership of the replacement product shall not pass to the customer until Simpex Electronic AG has accepted the warranty. In the event that Simpex Electronic AG rejects a warranty claim, the customer may choose between purchasing the replacement device at the value of the goods at the time of delivery or returning the replacement device at his own expense.

In the event of a justified complaint, Simpex Electronic AG shall rectify the goods within a reasonable period of time in accordance with the reported defects. Claims by the customer for damages, rescission of the purchase or reduction of the purchase price are expressly excluded. If rectification work on goods is unsuccessful, liability shall be limited to replacement of the defective goods free of charge. If replacement deliveries are not possible, the purchase price will be refunded against return of the defective goods.

Liability is governed by the applicable statutory provisions; in addition, slight negligence is excluded in accordance with the Swiss Code of Obligations.

Furthermore, Simpex Electronic AG rejects liability in the following cases:

• improper, non-contractual or unlawful storage, adjustment or use of the products;

• Use of incompatible spare parts or accessories (e.g. power supply);

• failure to maintain and/or improper modification or repair of the products by the customer or a third party;

• force majeure, in particular damage caused by the elements, moisture, falling and impact, etc., for which Simpex Electronic AG is not responsible, and official orders.

8. repair outside the warranty
The customer shall bear the costs of repairs that are not covered by the warranty in accordance with section 7. Simpex Electronic AG reserves the right to charge the customer for the costs of checking the notice of defects and the costs of shipping if the defects cannot be determined or are not covered by the warranty in accordance with Section 7. 

9. property rights and copyrights
Simpex' suppliers and Simpex reserve the sole property rights and copyrights to all quotations, drawings, drafts and all other documents. The said documents shall be entrusted to the customer personally and may not be made accessible to third parties or copied without Simpex's written consent. For goods or services delivered or rendered in accordance with drawings, models, samples or other documents of the customer, the customer warrants that neither intellectual property rights nor other rights of third parties are infringed. In addition, the customer undertakes to indemnify Simpex in connection with claims by third parties for infringement of their rights. 

10. provision of components, measuring and testing equipment
The customer bears sole responsibility for components provided. If Simpex Electronic AG discovers defects in the goods provided, the production process may be interrupted. The customer will be informed immediately. In such a case, the delivery time shall be extended by at least the time of the interruption. If a customer provides measuring and testing equipment, the customer shall be responsible for calibration, maintenance and inspection.

11 Validity, place of performance and place of jurisdiction
Amendments and supplements to these provisions must be made in writing to be valid. However, Simpex reserves the right to amend or introduce these provisions and other provisions relating to the relationship between the Seller and the Buyer (e.g. relating to data protection, use of the website) at any time. If one or more provisions of these General Terms and Conditions are or become invalid in whole or in part for any reason whatsoever, the remaining provisions shall continue to apply unchanged. The contracting parties are obliged to agree on replacement provisions that come as close as possible to the invalid provisions in terms of their regulatory content. The General Terms and Conditions are drafted in German, French and English. In the event of contradictions, the German version shall prevail. The place of performance for delivery and payment of goods and services, as well as the place of jurisdiction for any disputes for both parties is CH - 8620 Wetzikon. These General Terms and Conditions apply from February 2024 until further notice.