General Terms and Conditions of Sale and Delivery

Last updated on: 25.04.2024

All our offers and orders are subject to the latest version of the General Terms and Conditions of Novamart AG Switzerland, which we will be happy to send you on request.

1. conclusion of contract

An order shall only be deemed to have been accepted by us if and insofar as it has been confirmed by us in writing or accepted by conclusive action (e.g. immediate delivery of the ordered goods or their collection). If the order confirmation deviates from the order, the customer shall be deemed to have given his consent if he does not object immediately.

2. scope and delivery

Our order confirmation or invoice shall be authoritative for the scope and execution of the delivery.

3. prices

1. 3.1 Unless otherwise agreed in writing, our prices are net ex works, excluding packaging, in Swiss francs, without any deductions. All ancillary costs, such as freight, insurance, export, transit, import and other licences and certifications, shall be borne by the customer. The customer shall also bear all types of taxes, duties, fees and customs duties.
2. 3.2 Changes in the general price situation due to price-increasing circumstances beyond our control shall entitle us to apply the prices valid at the time of delivery.

4. terms of payment

1. 4.1 The agreements made in our offers and order confirmations shall be authoritative for payments. If no special agreements have been made, payment shall be made net within the specified full stop.
2. 4.2 Payments shall be made by the customer without any deductions (e.g. discounts, expenses, taxes, fees, etc.) in Swiss francs or in the agreed currency.
3. 4.3 The payment dates are binding, even if transport, delivery or acceptance of the delivery is delayed or made impossible for reasons for which we are not responsible. It is not permitted to reduce or withhold payments due to complaints, claims or counterclaims of the customer not recognised by us. Payments must also be made if reworking of the delivery proves necessary.
4. 4.4 Default of payment deadlines: The invoiced amounts must be paid by the payment deadline stated on the invoice at the latest. The credit entry on the Novamart AG account is also taken into account for the time of payment. If no payment or an incomplete payment is made, the customer shall be in default without further reminder.
5. 4.5 Consequences of default: If the client is in default, Novamart AG will charge the client 5% default interest on the amount not paid as well as all resulting costs and will invoice the interest and costs. Novamart AG is authorised to charge at least CHF 30.00 per reminder. Further fees remain reserved. The provisions of this clause also apply if Novamart AG has the debt collection carried out by third parties. Novamart AG is authorised to pass on to third parties such customer data as is necessary to substantiate and assert claims against the customer.
6. 4.6 Credit notes & subsequent debits: If prices have not been debited to the customer or have been debited incorrectly, Novamart AG will request the missing amount or issue a corresponding credit note to the customer. Interest will neither be debited nor credited. No credit note will be issued if the invoice is approved in accordance with Clause 8.4.
7. 4.7 Transfer of rights and obligations, prohibition of offsetting: The transfer of rights and obligations requires the prior written consent of Novamart AG. The client is not authorised to assign claims to which he is entitled against Novamart AG or to offset them against claims of Novamart AG.
8. 4.8 If the customer defaults on a payment obligation or if we become aware of other circumstances that call the customer's creditworthiness into question, all outstanding claims shall become due immediately. At the same time, any credit commitments for all current orders shall become null and void. In such cases, we shall also be entitled to withhold deliveries or cancel the contract.
9. 4.9 For products that are processed separately according to the customer's special specifications, advance payments or down payments must be made in accordance with a special agreement.

5 Delivery time and delivery

1. 5.1 Within the scope of our production, we deliver within one month, otherwise according to the respective existing delivery possibility, which is always reserved. Delivery times or dates stated in writing shall also remain non-binding.
2. 5.2 Partial deliveries are permissible unless otherwise agreed.
3. 5.3 The stated delivery period shall apply to delivery ex works and shall commence immediately after acceptance of an order or from payment of the first instalment, provided that such payment was agreed as due at the time of ordering and provided that all formalities have been completed, import and payment authorisations have been obtained by the customer and any technical questions have been clarified.
4. 5.4 The delivery period shall be extended if:
   1. a) events of force majeure, including fire and explosion events, strikes and other unforeseeable hindrances occur at our premises or those of our suppliers. In such a case, we are entitled to postpone the delivery for the duration of the hindrance or to withdraw from the contract, to the exclusion of any claims by the customer.
   2. b) the customer is in default with the fulfilment of his contractual obligations, in particular if he does not comply with the terms of payment or is late in fulfilling them.
   3. c) if the customer subsequently requests changes and these can only be accepted by us with an extension of the deadline.
5. 5.5 The delivery deadline shall also be deemed to have been met if the goods are ready but cannot be dispatched for reasons beyond our control.
6. 5.6 The customer shall not be entitled to a contractual penalty, damages or cancellation of the contract due to delayed delivery.

6. transport

The transport of goods to Novamart AG and back is undertaken by Novamart AG against payment of the transport and packaging costs, or by the customer. All transports are carried out with means of transport of Novamart AG's choice.

1. 6.1 When goods are transported to Novamart AG, the consequences of defective packaging shall be borne by the customer. If dispatch is delayed or rendered impossible for reasons for which we are not responsible, the delivery shall be stored at the customer's expense and risk and the customer shall be notified accordingly.
2. 6.2 Complaints regarding damage or loss during transport must be reported to us by the customer immediately after receipt of the consignment by means of a standard average certificate.
3. 6.3 In the event of any transport damage, the general instructions of the insurance companies must be observed: External, recognisable damage or irregularities must be ascertained immediately by the railway, post office or carrier and certified. The extent and (probable) cause of the damage must be stated. Acceptance of the consignment must be refused if the above information is not provided.
4. 6.4 In the event of damage that is discovered after delivery, the goods must be left in the packaging in the condition in which they were found and the responsible transport company must be requested verbally and in writing (registered letter) to assess the damage immediately after discovery of the damage and at the same time be held responsible. The scope of Novamart AG's liability for any type of transport is limited to the claims it has against the carrier and/or its transport insurance company.

7. transfer of risk 

The goods handed over to us by the customer for processing shall be stored by us at the customer's risk.

8. notice of defects and acceptance of the delivery

1. 8.1 The products shall be deemed to have been accepted if they are used under production-like circumstances.
2. 8.2 When processing samples, Novamart AG may attempt to handle the sample made available to it in every possible way. The customer shall only be obliged to accept any damage to the sample without compensation if he has expressly pointed out to Novamart AG in writing that the sample may not be damaged contrary to standard practice.
3. 8.3 Novamart AG works with heat, high-pressure water jets, shot blasting or chemicals. Even with professional processing, the delivered goods may be damaged, for example by degradation of the galvanisation, deformation by high-pressure or shot blasting, by the effects of heat and by oxidation (rust) of the goods to be processed. The customer must accept damage occurring during professional processing without compensation. Novamart AG is also not liable for damage to aluminium parts & aluminium castings if the customer has not marked these parts in writing with the note "aluminium, aluminium injection moulding or aluminium casting" or similar. If steel and aluminium goods are mixed or different materials e.g. (aluminium & steel) are processed on the object, this must be noted in writing on the pallet. We must also be informed if something has to be dismantled (e.g. plastic feet for garden tables).
4. 8.4 The customer must notify us in writing of any defects within ten days of receipt of the delivery. If he fails to do so, the delivery shall be deemed to have been approved. If the delivery proves not to be in accordance with the contract upon acceptance, the customer must immediately give us the opportunity to rectify the defects as quickly as possible. Any further claims of the customer due to defective delivery, in particular for damages and cancellation of the contract, are excluded.
5. 8.5 Complaints due to incorrect delivery or missing quantities can only be considered if they are reported to us in writing immediately after discovery.

9. guarantee

The following warranty conditions apply. Exceptions and additional provisions must be made in writing and form part of the offer.

1. 9.1 Novamart AG is only liable for grossly negligent or wilful breach of obligations. The liability limit for such violations is set at CHF 2.00 per kg net of the damaged goods after paint stripping. The maximum liability limit of Novamart AG is CHF 4,000.00.
2. 9.2 In the event of incomplete paint stripping, Novamart AG's liability is limited, at its discretion, to rectification or reimbursement of the labour costs.
3. 9.3 The customer is obliged to grant Novamart AG the necessary time and opportunity to carry out rectification work.
4. 9.4 If the customer claims defective performance by Novamart AG, Novamart AG has the right to inspect the objects on which it provided the service.
5. 9.5 The right to warranty shall lapse if
   1. - the customer attempts to remedy a defect himself or through a third party without consulting Novamart AG.
   2. - the customer is in default with the fulfilment of his obligations to Novamart AG.
6. 9.6 Transport damage and consumables are not covered by the warranty.
7. 9.7 The place of fulfilment for warranty work is the supplier's factory or its branch.
8. 9.8 No guarantees are given, either expressly or implicitly, except those mentioned above. Further claims for direct or indirect damages cannot be asserted against us by the customer. Similarly, all other claims for damages by a buyer based on inadequate delivery, repair or replacement and in particular for damages and/or cancellation of the contract are hereby expressly excluded.

10. returns

1. 10.1 Returns of goods must be notified in advance, subject to our decision on acceptance. Taking back the goods alone does not mean that we recognise an obligation to take them back. Returns not agreed with us shall be returned to the sender. Any costs incurred as a result shall be borne by the sender.
2. 10.2 A return of goods that is not based on obligations or the exercise of rights is always excluded for goods that have been manufactured or modified to order in a way that deviates from the normal design.

11. rights of cancellation

In the event of suspension of payments, the opening of judicial composition or bankruptcy proceedings, the cessation of business or the transfer of business on the part of the customer, we shall be entitled, without prejudice to any further rights, to suspend further deliveries regardless of any orders still in progress.

12. place of fulfilment

The place of fulfilment for the delivery is our registered office. In Switzerland (9434 Au)

13. liability

We are liable for delivery in accordance with the contract within the scope of our warranty obligation. Any liability for direct or indirect damage (in particular loss of profit and third-party claims) resulting from the non-fulfilment of our contractual obligations or from the operation or operational standstill of the products and parts supplied by us is expressly excluded.

14 Place of jurisdiction and applicable law:

The exclusive place of jurisdiction for disputes arising from or in connection with a delivery shall be our registered office in Switzerland (9434 Au). However, we also have the right to appeal to the competent court in the customer's country. Swiss law shall always apply.

15. validity

1. 15.1 The above "General Terms and Conditions of Sale and Delivery" shall also apply exclusively if the customer makes no reference to them or refers to its own terms and conditions of purchase. Declarations, promises and agreements of any kind that deviate from or supplement our "General Terms and Conditions of Sale and Delivery" shall only be binding on us if and insofar as they have been confirmed by us in writing.
2. 15.2 If any of these provisions are found to be invalid or unenforceable in whole or in part, or invalidated or impaired in whole or in part by any law, change in law, governmental or other authority action, compliance or enforcement, the parties shall immediately notify each other and consult with each other as to how the provisions may be administered.
3. 15.3 The parties shall replace provisions that have become invalid with provisions that comply with the applicable legal system and come as close as possible to the replaced provisions in economic terms.
4. 15.4 The invalidity of individual provisions shall in no case affect the provisions in their entirety.