Conditions générales de vente

GENERAL CONDITIONS FOR THE SUPPLY OF PRODUCTS AND SERVICES FOR COMMERCIAL TRANSACTIONS OF BUSINESSES (foreign countries) of IFA Technology GmbH
- APRIL 2024 -

ARTICLE 1 - GENERAL

1.1 The scope of deliveries and/or services (hereinafter referred to as 'Supplies') shall be determined by these General Conditions, which are intended to be applied together with the specific conditions of the order.

In case of contradiction between these General Conditions and any specific conditions agreed upon between the parties, the specific conditions shall prevail.

General conditions of the Purchaser shall apply only if and when expressly accepted by IFA Technology GmbH (hereinafter referred to as 'Supplier'). No terms and conditions appearing on the Purchaser’s order that are additional to or different from the Supplier’s terms and conditions shall be binding upon the Supplier unless specifically agreed to by him in writing.

Receipt by the Supplier of the Purchaser’s order or the Purchaser’s confirmation of the Supplier’s order acknowledgement without prompt objections to the terms and conditions therein, shall not constitute acceptance by the Supplier of such terms and conditions.

1.2 Any questions relating to this Contract, which are not expressly or implicitly settled by the provisions contained in the Contract itself (i.e. these General Conditions and any specific conditions agreed upon by the parties) shall be governed:
- by the United Nations Convention on Contracts for the International Sale of Goods (CISG), and
- to the extent that such questions are not covered by CISG, by reference to the substantive law of Switzerland.

1.3 Any reference made to trade terms (such as EXW, FOB, etc.) is deemed to be made to the relevant term of INCOTERMS published by the International Chamber of Commerce.

1.4 If one or more provisions of these General Conditions should be or become invalid, the remaining conditions will continue to be valid and apply.
 

ARTICLE 2 - CHARACTERISTICS OF THE SUPPLIES

2.1 It is agreed that any information relating to the Supplies and their use, such as weights, dimensions, capacities, prices, colours and other data contained in catalogues, prospectuses, circulars, advertisements, illustrations, price-lists of the Supplier, shall not take effect as terms of the Contract unless expressly referred to in the Contract.

2.2 If and to the extent agreed, the Supplier shall provide information and drawings, which are necessary to permit the Purchaser to erect, commission, operate and maintain the Supplies. The Supplier shall not be obliged to provide manufacturing drawings for the Supplies or spare parts.

2.3 Unless otherwise agreed, the Purchaser does not acquire any property rights in software, drawings, technical information, etc. (hereinafter referred to as 'Documents'), which may have been made available to him. The Supplier also remains the exclusive owner of any intellectual or industrial property right relating to the Supplies. The Documents shall not be made accessible to third parties without the Supplier's prior consent.

ARTICLE 3 - INSPECTION OF THE GOODS BEFORE SHIPMENT

3.1 If the parties have agreed that the Purchaser is entitled to inspect the Supplies before shipment, the Supplier must notify the Purchaser within a reasonable time before the shipment that the Supplies are ready for inspection at the agreed place.

3.2 Unless otherwise agreed, such inspection shall be carried out at the place of manufacture during normal working hours in accordance with general practice in the appropriate branch of industry concerned in the country of manufacture.

3.3 If the Purchaser is not present or represented during such inspections, the inspection report shall be sent to the Purchaser and shall be deemed as accurate.

3.4 The Purchaser shall bear all traveling and living expenses for his representatives in connection with such inspections.

ARTICLE 4 - PRICE

4.1 The prices are subject to change prior to acceptance of Purchaser’s order by Supplier.

4.2 Unless otherwise agreed in writing, the prices are in EUR and do not include VAT.

4.3 Unless otherwise agreed, the prices are for delivery ex works pursuant to INCOTERMS 2020 and include any costs, which are for the Supplier’s account according to this Contract. Howev