1. Formation of contract
The contractual liability of Jansen AG only arises after a written confirmation has been given by Jansen AG. Agreements differing from this written confirmation require the written approval of Jansen AG.
2. Passing of risk and transport damage
All consignments travel at the cost and risk of the customer. To the extent permissible by law, Jansen AG excludes all liability for damage which arises in connection with carriage of the goods, including also if the damage has been caused by independent contractors. All liability is excluded for accidents occurring on loading or unloading the products of Jansen AG, or in connection with aids, such as belts, ropes, binding wire etc.
The period for delivery begins with the date of definitive and full confirmation of order. The delivery period re-commences if Jansen AG does agree to subsequent alterations. Jansen AG rejects all liability for any delays in delivery. Delays in delivery do not entitle cancellation of the contract. In all cases of force majeure, in particular including the occurrence of unexpected incidents during manufacture or in sale, for example, as a consequence of delayed deliveries of raw materials or supplies of other products, boycotts, lock-outs strikes etc., whether with suppliers or haulage carriers, Jansen AG is released from observation of the delivery dates without the customer having the right to cancel the contract and / or enforce claims for compensation.
4. Warranty, duty to test and complain
The goods are to be inspected immediately by the customer or recipient. All warranty liabilities of Jansen AG are excluded if the inspection is not made or if defects found are not notified to Jansen AG within 8 days following receipt of the consignment. The warranty given by Jansen AG is limited to replacement free of charge or, at its own discretion, repair of parts free of charge which are acknowledged by Jansen AG to be defective. All other claims for warranty or guaranty by the customer are excluded
5. Prohibition of set-off
The customer may not set off payments due for payment or alleged counter claims.
6. Reservation of ownership
The goods delivered remain the property of Jansen AG until full payment including all ancillary claims. It may arrange for the reservation of ownership to be registered. The customer must notify Jansen AG immediately if the goods are encumbered by a third party or an encroachment is otherwise made on the rights of ownership of Jansen AG. The proceeds received in the event of re-sale are deemed to be surrendered in advance to Jansen AG notwithstanding further claims by AG
7. Drawings and tools
Jansen AG reserves right of ownership and copyright in drawings, sample books, brochures and other documentation. These my not be duplicated or made accessible to third parties. Tools and similar items including for which the customer has undertaken part payment, remain in the ownership of Jansen AG. Jansen AG may dispose of the tools without giving prior notice on expiry of two years from the date of the last delivery.
All sketches, drawings, brochures or other designs, processes and ideas recommended by Jansen AG are given to the customer for examination, without obligation. It is the concern of the supplier to ensure by manufacture of prototypes or by other suitable measures that these designs, processes and ideas are suitable for his purposes and that no industrial property rights, standards and regulations are infringed by their use. The liability of Jansen AG for such recommendations and advice is expressly excluded
9. Applicable law and place of jurisdiction
The contractual arrangements of the parties are subject to the law of Switzerland to the exclusion of private international law and the Vienna Sale of Goods Law. The courts of justice at the location of the registered office of Jansen AG (Switzerland) shall be competent to decide on all disputes arising from or in connection with the contractual relationship of the parties. Jansen AG reserves the right to commence proceedings against the customer at his place of registered / head office.