Conditions générales de vente
1. Validity
Between the OPAL Associates Holding AG Group and its associated companies (OPAL Associates AG (Switzerland), OPAL Associates GmbH (Germany), OPAL Associates APS (Denmark), OPAL Solutions GmbH (Germany), OPAL Associates GesmbH (Austria) and ADC Distribution GmbH (Germany) and the customer, the following conditions apply to all business transactions (contracts, orders, etc.). These terms and conditions take precedence over any other conditions sent by the customer or contained in his documents, unless OPAL has accepted them in writing.
2. Prices
All prices are exclusive of VAT and plus transport and packaging costs. All prices are non-binding and are continuously adjusted to the market. For express deliveries we charge a surcharge of at least € 20.- or CHF. 30.- . For deliveries with an order value of less than € 50.- / CHF 75.-, OPAL charges a minimum quantity surcharge of Euro 20.- / CHF 30.-.
3. Delivery
OPAL ships the goods well packed and in perfect condition. If, however, transport damage should occur, this must be reported immediately to the relevant carrier with the protocols provided for this purpose by the carrier. Shipment of the goods is at the customer’s risk. Deliveries are generally insured. It is the customer’s responsibility to put the delivered products into operation. This means that the customer first tests the products extensively before taking them into productive operation. OPAL is prepared to support the customer during installation on request and for a fee. For labels and ribbons, deliveries of +/- 10% of the ordered quantity (rounded to whole rolls) are customary in the industry and will be invoiced accordingly.
4. Delivery times
OPAL endeavours to meet the stated delivery dates. For articles that are not delivered from stock, the stated delivery periods are based on information from the respective upstream suppliers and are therefore non-binding. Delay in delivery therefore excludes the right to compensation. If OPAL is in default of delivery, the customer can set a reasonable grace period and withdraw from the contract after expiry of this period.
5. Right to return
According to EU guidelines, consumers have a right of return of at least 14 days. OPAL expressly points out that these rules only apply for the protection of consumers in the sense of the respective legal texts. The products distributed by OPAL are capital goods and are sold exclusively to companies. Therefore all our deliveries are generally excluded from the right of return. If the customer has been given the right to return the goods in writing, altering our general terms and conditions, the goods must be returned undamaged and complete in perfect original packaging with a copy of the delivery note and invoice no later than 8 days after receipt. OPAL charges a minimum of € 50.- / CHF 75.- plus any costs for replacement of damaged packaging and/or damaged/incomplete goods for the return and inspection of the goods. In addition, OPAL reserves the right to return the goods unprocessed at the recipient’s expense in the event of improper returns. The right of return never exists with unsealed data carriers or with delivery of goods, which were made after customer specifications (e.g. services, order programming, labels or software).
6. Payment
Our invoices are due for payment within 21 days of the invoice date. If the customer is in default of payment, we are entitled to demand interest on arrears. If we are in a position to prove a higher damage caused by default, we are entitled to assert this. The retention of payments or the offsetting with any claims is excluded. Deliveries to unknown new customers are carried out against cash on delivery, cash in advance (check) or cash payment. OPAL also reserves the right to make deliveries to existing customers only against cash on delivery, advance payment or cash payment; if the order amount is above average, the credit limit is exceeded, or if the customer pays irregularly or late.
7. Retention of title and withdrawal
The delivered goods remain the property of OPAL until full payment has been made and OPAL is entitled to make a corresponding entry in the register. If the customer is in default of payment of the purchase price, OPAL is entitled to withdraw from the contract and take back the goods in its possession. The customer already now gives us his consent to take away the goods. For labels produced according to customer specifications, cost shares for clichés and die-cutting dies are charged. However, the OPAL retains ownership of the clichés and cutting dies at all times.
8. Guarantee
a. General information
OPAL warrants devices and accessories of the respective manufacturers. The warranty period for all standard hardware supplied by us is 1 year or the manufacturer’s period applies if this is longer. A copy of the invoice must be enclosed with each warranty claim. Excluded from the warranty are wear parts (e.g. print heads, batteries, etc.) and damage due to wear and tear and force majeure, disregard of operating instructions and interference with the goods by the customer or third parties. We accept no liability for incorrect information in product descriptions or operating instructions due to inadequate advice and its consequences. If the terms of payment are not fulfilled, our warranty obligation expires. For services (e.g. custom programming), OPAL guarantees only the scope of functions formulated in writing.
b. Hardware
i. We warrant that the hardware has the warranted characteristics and is not afflicted with defects which cancel or reduce the value or the suitability for the normal or after the contract presupposed use; an insignificant reduction of the value or the suitability remains out of consideration.
ii. In terms of content, our warranty obligations correspond to those warranty obligations which the manufacturer issues for the corresponding item.
iii. The customer must immediately report any defects occurring during the warranty period to us in all discernible details and, within the bounds of reasonableness, observe our notes on problem analysis and error determination.
iv. Within the scope of our warranty, we can repair or replace faulty devices, elements, additional equipment or parts. The customer is not entitled to free replacement devices during this period.
c. Labels
For labels, only the material used is guaranteed. The complaint period is 3 months from the date of delivery.
d. Standard software
i. The contracting parties agree that it is not possible to develop programs according to the state of the art in such a way that they are error-free for all conditions of use. For each standard software offered by us, we keep a performance specification available which is kept up to date and which specifies the intended use and the conditions of use of the program.
ii. In the event of a fault, the customer is responsible for preparing the fault documentation in accordance with the relevant information in the application documentation. Upon receipt of the defect documents, we shall forward them to the upstream supplier and provide a warranty in terms of content to the extent generally granted by the upstream supplier.
e. Individual Software
i. The contracting parties agree that it is not possible to develop programs according to the state of the art in such a way that they are error-free for all conditions of use. After delivery, the customer tests the delivered software and its documentation extensively. Any defects must be reported to OPAL within 3 weeks of delivery and will be rectified by OPAL as soon as possible. The software is considered accepted if no defects are reported during this period which unreasonably restrict the intended use of the software. Individual contracts with OPAL may include other agreements.
ii. In the event of a fault, the customer is responsible for the preparation of the fault documentation.
f. Repairs
i. The warranty period for the work performed and spare parts used is 3 months. Wear parts are excluded from this.
9. Notices of defects
Complaints can be considered within 7 days after receipt of the goods. Notices of defects must be made in writing.
10. Technical Specifications
We reserve the right to make design and technical changes that improve the functionality and quality of a product. Listed technical information, data and dimensions are based on the data of the manufacturers. They are only binding in this context.
11. Contents of our Internet pages
All contents on our Internet pages have been carefully checked. Nevertheless, we do not take over any guarantee for the topicality, correctness, correctness, completeness or quality of the information made available in the Internet. Before using the products purchased from us, the instructions for use contained in the products must always be observed. Some of the information we make available on the Internet contains links, hyperlinks to content from other content providers. We are only responsible for such contents if we are aware of possibly incorrect, illegal or criminal contents and if it is technically possible and reasonable for us to prevent their use. We endeavour to observe the copyrights of the graphics and texts used in all publications, to use graphics and texts created by us or to fall back on license-free graphics and texts. All brands and trademarks mentioned within the Internet offer and possibly protected by third parties are subject without restriction to the provisions of the respectively valid trademark law and the ownership rights of the respective registered owners. The mere mention of a brand or trademark should not lead to the conclusion that it is not protected by third-party rights. The design of our Internet pages are subject to our worldwide copyrights, provided that this does not infringe the rights of third parties. The unauthorized use, reproduction or passing on of individual contents or pages without our written consent will be prosecuted under criminal and civil law. Some of our Internet pages use cookies. These are used exclusively for automatic user identification of the software to enable service functions. Furthermore, the usual user data is recorded automatically but is only used by us for technical maintenance of the pages. Contact data and information deliberately passed on to us by visitors will be used exclusively by companies of the OPAL Group and will not be passed on to third parties. OPAL cannot guarantee that the Internet pages or transmitted files and emails are free of viruses and accepts no liability for any resulting damage. All our Internet pages are subject exclusively to Swiss law. All offers are subject to change and non-binding. We expressly reserve the right to change, supplement or delete parts of our Internet pages or the entire offer without separate announcement. There is no claim to availability of our offer.
12. Legal validity of these terms and conditions
If sections or individual terms of this statement are not legal or correct, the content or validity of the other parts remain uninfluenced by this fact.
13. Place of Performance and Jurisdiction
The place of performance and jurisdiction for our deliveries of goods and for your purchase price payments (unless expressly agreed otherwise) shall be the place of business of the respective OPAL company. Our business activities are based exclusively on the respective national law.