AGB

Preamble

The present terms and conditions regulate the relationship between Stilus AG (hereinafter referred to as Stilus) as provider and the customers (hereinafter referred to as Partners). Both parties shall observe fair business practices and shall refrain from publishing the business practices that have been mutually agreed upon.

These GTC form an integral part of all contracts for the supply of products and services or other provisions by Stilus. Deviating or additional conditions, in particular the General Terms and Conditions of Purchase of the customer, as well as verbal agreements are only binding if accepted by Stilus in writing. A waiver of this formal requirement must also be in writing.

Prices

The applicable price is the Stilus price valid at the time of receipt of the order.
All prices are in Swiss Francs. The costs for packaging, transport, insurance, vRG, SUISA and other fees as well as the VAT valid at the time of invoicing will be charged separately.
In the event of price reductions or increases, the Partner shall be charged the prices valid at the time of order entry. Prices may be changed at any time without prior notice.

Orders

Stilus accepts orders via the Internet, by telephone and in written form. Orders placed by telephone or via the Internet (Web Shop) are just as binding for the partner as orders placed in writing.

Cancellation of orders

After consultation and the written consent of Stilus SA, the customer may cancel their order, even if there is no violation of the delay in delivery.

In the event of cancellation of the order, any costs and expenses incurred will be invoiced. The amount of the cancellation costs depends on the expenses incurred and may amount to up to 50% of the net amount of the order value concerned.

Terms of delivery/delivery deadlines/delivery restrictions

Packaging costs, transport costs and insurance will be invoiced separately.

In the absence of any express written assurance to the contrary, the delivery dates given by Stilus are to be regarded as indicative only. Delivery dates are given to the best of our knowledge, but without guarantee. This applies in particular in the event of delays in delivery, e.g., as a result of supply problems at the manufacturer. 

Should a delivery be delayed beyond a delivery date expressly guaranteed by Stilus in writing, the Customer may, after the expiry of an additional grace period of at least three weeks to be set by them in writing, consider Stilus to be in default and, after the unsuccessful expiry of an appropriate additional period, subsequently withdraw from the order in question. Stilus declines all liability for late deliveries.

Delivery of goods by Stilus is deemed to have taken place when the goods are ready for collection at the premises designated by Stilus. The risk of dispatch and transport will in any case be borne by the purchaser, even if freight or postage-free delivery of goods has been agreed.

In the event of shipping or transport damage, the Partner must immediately arrange for a statement of facts with the shipping or transport company. This applies even if the packaging of the goods does not show any external damage. Claims for damages must be filed with the shipping or transport company. The means of transport and the mode of dispatch will be chosen by Stilus. Deviations requested by the Partner will be invoiced.

Delivery restrictions which Stilus has entered into vis-à-vis its manufacturers shall be transferred to the Partner and must be complied with by the latter. Exports of branded products abroad are only permissible in compliance with the rights of the respective brand owners. If the Partner passes goods on to a third party, such a delivery restriction is also to be transferred to this third party.

Acceptance and inspection / return of goods

The Partner must inspect the goods immediately on receipt and report any delivery defects in writing within 5 working days (DOA). In the case of deliveries with transport damage, the Customer must also immediately record a damage report, which must be signed by the forwarding agent (see also Delivery conditions).

There is no general right of return. Returns are subject to mutual agreement and must include the return number (RMA) issued by Stilus.

The return shipment is at the Partner's expense and risk. The Partner is responsible for professional and insured transport. The return must be made within 5 days after receipt of the return number. Goods returned later may be rejected by Stilus. A return slip with a valid return number and a copy of the delivery note or invoice must always be enclosed.

Excluded from return are in particular:

New goods which have remained with the Partner for more than 30 days.

• Products which were not purchased from Stilus
• Products without original packaging
• Damaged products
• Products that have been put into operation
• Products which are no longer in the product range or which have exceeded the EOL date by more than 12 months.
• Products which have been explicitly ordered and/or manufactured for the customer (articles with an obligation to purchase).

A return will result in a general deduction (flat-rate expense charge) of x% of the net value, but at least CHF 18. Further deductions will be made as indicated on the RMA form.

Property rights

All delivered products and goods remain the sole property of Stilus until all claims of Stilus have been settled in full. As long as the goods are Stilus' property, the purchaser must take all reasonable measures to protect Stilus' property. The Customer must maintain the goods at their own expense and insure these for the benefit of Stilus against theft, breakdown, fire, water and other risks. Furthermore, the Partner must store the unpaid products separately from their own products and with the note "Property of Stilus" and take all measures to ensure that Stilus' property is not endangered in any way.

Data and documents

Technical data and documents such as descriptions, illustrations, data concerning dimensions and properties as well as information on standards are for information purposes only and are not to be regarded as guaranteed quality. Stilus reserves the right to make any necessary changes at any time due to technical developments. Stilus also reserves the right to remove any products and services listed in the sales documentation and price lists from its product range. All information is without guarantee.

The customer agrees that their personal data may be disclosed to Stilus or to third parties if the execution of the contract requires such disclosure.

Guarantee / warranty periods

The warranty for products delivered by Stilus in Switzerland and the Principality of Liechtenstein is governed by Swiss law.

Further warranty services of Stilus are determined in every respect by the warranty conditions of the respective manufacturer/supplier in Switzerland and the Principality of Liechtenstein. The Partner waives any further warranty claims against Stilus and the manufacturer/supplier. Stilus' sole obligation is to assign to the Customer any warranty claims of its own against the manufacturer/supplier.

Stilus will guarantee that the article sold by Stilus to its contract partners is free of defects for the period mentioned in the separate list (enclosure GTC) from the date of purchase (see also beginning of guarantee).

Stilus can provide the guarantee/warranty either by repairing the item free of charge or by replacing it with an equivalent item. Further claims are excluded.

The guarantee does not cover normal wear and tear or the consequences of improper handling or damage by the purchaser or third parties. The guarantee also does not cover defects caused by external circumstances. Stilus accepts no liability whatsoever for indirect damage or consequential damage caused by defects on the part of the purchaser.

Guarantee for exchange devices: If, in the case of a guarantee or warranty claim, the defective product is exchanged for an identical new product free of charge, the guarantee/warranty period will not begin anew. 

Guarantee for repairs: In the case of repairs carried out by Stilus, the legal guarantee is waived and a guarantee of 6 months is given on the replaced components.

Warranty for used equipment: For second-hand devices (demo devices, refurbished devices), the legal warranty is excluded and a warranty of 12 months is given (conversion or refund of the purchase price).

Start of guarantee: The guarantee begins on the date of sale from the Partner to the end customer, but no later than six months after delivery to the Partner. Stilus will accept the sales receipt from the Partner to the consumer as proof of the guarantee.

Terms of payment

20 days net
Interest on arrears 5% per year
Reminder charges from 2nd reminder CHF 20.

Stilus is entitled to suspend deliveries due to payment delays or credit limit overruns of the partner, to reduce or cancel the credit limit and to demand any outstanding amounts as well as to demand advance payment or a bank guarantee for future deliveries and for delivery of goods already ordered.

Stilus is entitled to offset claims in the sense of article 120 of the Swiss Code of Obligations. This applies in particular to interest on arrears, reminder charges, surcharges for small quantities, shipping costs, etc.

Support Hotline

Support and consultancy services are not included in the price for goods. If support or consultancy services are required by the Partner or their customers, these will be agreed individually with Stilus.

Liability

Stilus or its vicarious agents are only liable for damages caused by gross negligence or intentionally. Any liability for indirect or consequential damages, consequential harm caused by a defect, loss of profit, unrealised savings as well as loss of earnings is excluded as far as legally permissible.

Miscellaneous

The Partner may not transfer rights and obligations of this agreement to third parties. These terms and conditions supplant all previous agreements between the parties in this regard. Amendments and supplements to these terms and conditions as well as collateral agreements must be made in writing.

These terms and conditions are subject to Swiss law, excluding the UN Convention on Contracts for the International Sale of Goods.

Place of jurisdiction

The place of jurisdiction is Uster.

Uster, 1 March 2022