General Terms and Conditions

GTC

§ 1 General Provisions
1. These General Terms and Conditions (GTC) apply to all current and future business transactions—especially to the delivery of goods—between All Sense International (hereinafter referred to as ASI) and its customers, even if these GTC are not explicitly referenced in later contracts. They also apply if the customer refers to their own terms and conditions, unless ASI has expressly agreed to them in writing. Deviations or amendments require written form to be valid.
2. “Consumers” within the meaning of these GTC are natural persons who enter into a business relationship with ASI without engaging in a commercial or self‑employed professional activity. “Entrepreneurs” are natural or legal persons or legally capable partnerships who enter into a business relationship with ASI while carrying out a commercial or self‑employed professional activity. “Customers” are both consumers and entrepreneurs.

§ 2 Offers
1. Offers provided by ASI are always non‑binding unless expressly stated otherwise. Information on prices and availability is non‑binding unless explicitly designated as binding.
2. Orders must generally be placed in writing. They become binding for the customer upon receipt by ASI, including via fax. ASI becomes bound only after written order confirmation or delivery of the goods. Complaints regarding order confirmations must be submitted in writing within one week of receipt.
3. Contract conclusion is subject to correct and timely self‑delivery by ASI’s suppliers. This applies only if ASI is not responsible for non‑delivery, particularly in cases where ASI has concluded a congruent covering transaction with its supplier.

§ 3 Delivery Period
1. The delivery period begins upon receipt of the order by ASI, but not before an agreed prepayment has been credited or the customer has provided any required documents, permits, or approvals.
2. The delivery period is met when ASI has notified readiness for dispatch or when the goods have left ASI’s facility.
3. The delivery period is extended if unforeseen obstacles occur outside of ASI’s control (e.g., operational disruptions, delays in essential material delivery) and significantly affect delivery. This also applies if such circumstances occur at ASI’s suppliers. ASI will notify the customer as soon as possible. If delivery becomes impossible or unreasonable due to such circumstances, ASI may withdraw from the contract.
4. Partial deliveries within the indicated delivery times are permitted, as long as they do not impair usability.

§ 4 Scope of Delivery
1. The scope of delivery is determined by ASI’s written order confirmation.
2. ASI reserves the right to make design or form changes that improve technical performance or are required by law, provided they are reasonable for the customer and do not fundamentally change the delivery item.

§ 4 Scope of Delivery
1. The scope of delivery is determined by ASI’s written order confirmation.
2. ASI reserves the right to make design or form changes that improve technical performance or are required by law, provided they are reasonable for the customer and do not fundamentally change the delivery item.

§ 6 Packaging, Shipping, and Acceptance
Packaging becomes the property of the customer and is invoiced separately. Shipping and packaging costs are billed independently. ASI selects the method of shipment at its discretion. The customer is obligated to accept the delivered goods.

§ 7 Transfer of Risk
1. For entrepreneurs, the risk of accidental loss or deterioration transfers to the customer upon handover; in case of shipment, upon handover to the carrier or transport service provider.
2. For consumers, the risk transfers only upon receipt of the goods, including in case of shipment.
3. If the customer is in default of acceptance, this is deemed equivalent to delivery.
4. Goods must be inspected immediately upon receipt for completeness and visible defects.
5. If the customer refuses acceptance for more than 14 days after notification of readiness, ASI may—after setting a 14‑day grace period—withdraw from the contract or claim damages. A grace period is unnecessary if the customer clearly refuses acceptance or is evidently unable to pay.
6. If the customer declares they will not accept the goods, the risk transfers at the moment of refusal.
7. Agreements for “free delivery” do not affect the transfer of risk.

§ 8 Price Adjustments
Price adjustments are permissible if more than two months pass between contract conclusion and delivery. If wages, material costs, or market purchase prices increase within that period, ASI may adjust prices accordingly. For registered merchants or legal entities, a six‑week period applies.

§ 9 Warranty
1. For entrepreneurs, ASI may choose to remedy defects either by repair or replacement.
2. Consumers may choose between repair or replacement unless the chosen method is disproportionately costly.
3. If remedy fails, the customer may demand a price reduction or withdraw from the contract, except in cases of minor defects.
4. Entrepreneurs must report obvious defects within two weeks in writing. Consumers must report visible defects within two weeks after discovery. Failure to notify results in loss of warranty rights.
5. Upon withdrawal, no additional claims for damages may be asserted for the defect. Damage claims are limited to the difference between purchase price and defect‑related value, unless ASI acted fraudulently.
6. The warranty period is one year from delivery.
7. For entrepreneurs, only the manufacturer’s product description constitutes an agreed product quality.
8. ASI provides no warranties beyond legal requirements. Manufacturer warranties remain unaffected.

§ 10 Industrial Property Rights
1. Manufacturers guarantee that products and marketing materials do not violate the intellectual property rights of third parties. ASI and its customers are indemnified from any third‑party claims.
2. The customer must notify ASI immediately of such claims. If goods were manufactured based on customer specifications, the customer shall indemnify ASI for resulting third‑party claims.

§ 11 Retention of Title
1. For consumers, ASI retains ownership until full payment. For entrepreneurs, ownership is retained until all claims under the ongoing business relationship are settled.
2. The customer must handle goods with care. In case of breach (especially default of payment), ASI may repossess the goods at the customer’s expense.
3. Enforcement of retention of title does not constitute withdrawal from the contract unless expressly declared.
4. Entrepreneurs may resell goods in the ordinary course of business; receivables are assigned to ASI upon resale.
5. Processing of goods is deemed performed on behalf of ASI; ASI acquires proportional co‑ownership in blended or combined goods.
6. Goods may not be pledged or assigned as collateral before full payment.
7. The customer must notify ASI of third‑party enforcement actions and assist in protecting ASI’s rights.

§ 12 Limitation of Liability
1. ASI is liable for slight negligence only for foreseeable, typical direct damages. This applies also to ASI’s legal representatives or vicarious agents.
2. The limitations do not apply to product liability cases, bodily injury, health damage, or loss of life.
3. Damage claims due to defects expire one year after delivery unless ASI acted fraudulently.

§ 13 Payment Terms
1. These terms are binding unless otherwise agreed in writing.
2. Prices are cash prices; no early‑payment discounts apply.
3. Checks and bills of exchange count as payment only after clearing.
4. Payments are deemed completed once ASI has unrestricted access to the funds.
5. In case of default, interest of 12% p.a. above the ECB base rate and reminder fees apply.
6. During default, ASI may withhold further deliveries until payment is made.

§ 14 Place of Performance and Jurisdiction
1. The place of performance is the ASI facility handling the order.
2. If the customer is a merchant or legal entity, the place of jurisdiction is Dornbirn (Austria). ASI may also sue at the customer’s registered office.
3. Austrian law applies exclusively, excluding international sales law.

§ 15 Miscellaneous
1. Transfers of rights or obligations require written approval by ASI.
2. If any provision becomes invalid, the remaining provisions remain unaffected.

All Sense International | Unterstädtlistrasse 30 | Buchs | Switzerland | info@allsense.li | www.allsense.eu