General Terms and Conditions
General Terms and Conditions (AGB)
1. general
1.1 The following terms and conditions apply to all business relations between Medaxis AG and its business customers, unless expressly agreed otherwise. Any general terms and conditions of customers are hereby expressly excluded.
2. conclusion of contract
2.1 The contract between Medaxis and the customer comes into effect on the date of written confirmation by Medaxis.
3. delivery item
3.1 The delivery item is described in the confirmation of Medaxis (and / or in other documents to which the confirmation refers). Additional deliveries and services of Medaxis that are not described in the confirmation but are nevertheless requested by the customer shall be invoiced to the customer additionally.
4. prices
4.1 Unless otherwise agreed, prices are quoted net, ex works Medaxis (ex works according to INCOTERMS 2010), excluding VAT, in Swiss francs or euros. Shipping costs (postage, handling and packaging) and the costs of packaging in excess of the standard shall be borne by the customer.
5. terms of payment
5.1 Medaxis invoices are due for payment without deductions within 30 days of the invoice date. After expiry of the payment period, the customer shall be in default without a reminder.
5.2 If the customer is in default with the payment of invoices from Medaxis, it shall owe Medaxis default interest of 5% p.a.
6. reservation of title
6.1 Ownership of the delivery items sold to the customer shall not pass to the customer until the price has been paid in full. Until then, the customer may not dispose of it, and in particular may not sell, lease or pledge it. The customer is obliged to take all necessary measures to protect and preserve the property of Medaxis.
6.2 Medaxis is entitled to have the retention of title entered in the relevant register.
7. delivery period
7.1 Agreed delivery periods shall commence upon conclusion of the contract.
7.2 Delivery periods shall be extended appropriately and delivery dates shall be postponed appropriately, in particular if one of the following circumstances occurs:
- 7.2.1 if the customer does not provide Medaxis with the required information in good time or changes it at short notice;
- 7.2.2 if the customer does not adhere to the agreed terms of payment, does not open the letter of credit on time or does not obtain any import licenses on time;
- 7.2.3 in the event of force majeure.
8. delay in delivery
8.1 If Medaxis is in default with its deliveries, the customer undertakes to grant Medaxis a reasonable grace period. If this grace period expires unused, the customer shall be entitled either to continue to insist on performance by Medaxis (and to set a further grace period) or to waive performance in accordance with the statutory provisions or to withdraw from the contract.
8.2 Medaxis shall be liable to the customer for any damage caused by delay insofar as it has acted with intent or gross negligence.
9. delivery modality
9.1 Unless the parties expressly agree otherwise, deliveries shall be made ex works Medaxis (Ex Works, INCOTERMS 2010).
10. inspection of the delivery items and notification of defects
10.1 The customer undertakes to inspect the delivery items within 10 days of receipt and to notify us immediately of any recognizable defects. If the customer fails to inspect and / or report defects, he shall be deemed to have approved the delivery items with regard to recognizable defects.
11 Warranty and repairs
11.1 Medaxis provides a warranty for the flawless quality and workmanship of all delivery items from the date of delivery to the user (warranty periods can be found in the individual instructions for use). Defective delivery items will be repaired or replaced free of charge during this period, provided there has been no improper handling by the customer.
11.2 Claims that go beyond the scope of the warranty described, in particular liability for consequential damages, are excluded. The right to free replacement of defective parts also lapses if the device has been tampered with by unauthorized persons. The device must be handed over to a Medaxis service center in order to make a claim under the warranty. Repair costs outside the warranty will be quoted in advance.
12. data protection
12.1 Medaxis points out that the data collected during the conclusion of the contract will be collected, processed and used to fulfill the obligation arising from the purchase contract. The data required for the provision of services and fulfillment of the contract may also be passed on to contracted service partners (e.g. logistics companies, service partners, debt collection companies), including abroad in countries that may not have an equivalent level of data protection. By agreeing to these GTC, the customer agrees to this use of data.
13 Applicable law and place of jurisdiction
13.1 Contracts to which these General Terms and Conditions apply are subject to Swiss law to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).
13.2 For disputes arising from or in connection with contracts to which these General Terms and Conditions apply, the parties agree that the ordinary courts at the registered office of Medaxis shall have jurisdiction.
