General contractual and delivery conditions of the Switchblade - Warehouse and Office. In accordance with these general delivery and contractual conditions, - "Switchblade " ("we") is the
LBI TRADING C0.,LTD 111/26-27 Tanakorn Villa 2 Moo 5 Tumbon Wat Chalor Amphoe Bang Kruai Nonthaburi 11130 Thailand
- "Customer" any buyer of items delivered by and/or services from Switchblade. - "Commercial customer" any natural or legal person or legally responsible partnership which uses the items we deliver or services in the performance of its commercial or freelance work. - "Consumer" any customer who concludes transactions with us for a purpose which can neither be attributed to the commercial nor independent professional work of the customer.
I. Area of application The following General Contractual and Delivery conditions apply exclusively to items we deliver and our services in the version applicable at the time of ordering or commissioning. Agreements in variation of this or the customer’s General Terms of Business apply only insofar as their validity or inclusion is confirmed in writing by us.
II. Conclusion of the contract 1. By placing an order with Switchblade , the customer makes a binding offer to conclude a contract for the supply of the goods and/or services ordered. For the most part we accept this offer by confirming the performance of the order by sending an email, a fax or a letter. The performance of the customer’s order by us also constitutes acceptance. 2. The countries to which we are able to supply the respective brands are shown in our internet shop. For deliveries to commercial customers, we reserve the right to withdraw from the contract if delivery is to countries which are not named as a possible delivery destination. We will inform the customer of our withdrawal without delay, however no later than 7 working days after the order has been received by us. 3. The customer assures Switchblade that it is fully competent. Ordering in our shop is specifically prohibited to customers who are minors, insofar as they have not obtained the consent of their legal representative for the respective order prior to ordering. 4. Following confirmation of an order, withdrawal from or change in the order by the customer is possible only with our written consent. Legal rights of withdrawal remain unaffected. 5. The contract is concluded with the reservation that our suppliers deliver the goods to us correctly and punctually. This reservation applies only insofar as we are not liable where delivery is not punctual or not possible, in particular where we have agreed our own delivery punctually with our suppliers to fulfill the contractual obligations. 6. Our offers are subject to alteration and do not involve any obligation to accept an order. This applies even if we have performed previous deliveries.
III. Descriptions and characteristics 1. Prices and product descriptions are without obligation and not binding on our part until the offer of a contract is accepted by the customer. 2. Insofar as they are not specifically offered otherwise, our product descriptions and prices always apply only to the respective article which is offered and/or depicted, but not however to any accessories or decorations depicted with it. 3. There is deemed to be a guarantee from us only if and insofar as it is expressly described as such in a written offer or a written confirmation of order and the obligations under the guarantee are individually recorded there too.
IV. Delivery and transportation costs 1. The amount of the transportation costs is determined according to our delivery costs table at the time of ordering. Delivery is from our place of business shown above to the delivery address you give. 2. Where orders consist of 2 or more articles, we are entitled to make partial deliveries in the absence of any other arrangement. The transportation costs do not increase as a result. We bear any additional costs for partial deliveries. 3. Deliveries take place as a rule within 14 working days. Definite delivery dates require our written confirmation. We will inform the customer of exceptional delivery periods – insofar as they are foreseeable for us – before the conclusion of the contract. We are deemed to be in default only after written reminder by the customer. 4. For commercial customers, transport is undertaken only by order, at the costs of and at the risk of the customer, insofar as it is not agreed otherwise in writing.
V. Prices and settlement 1. The prices of our goods for end-customers are in Euros including the statutory sales tax and plus transportation costs as well as any transaction costs ensuing from the respective choice of payment method by the customer. The prices for commercial customers and resellers are in Euros excluding the statutory sales tax and plus transportation costs as well as any transaction costs ensuing from the respective choice of payment method by the customer. 2. The size of the delivery, transport and transaction costs is shown immediately next to the respective offer. ( See conditions of transportation and delivery) 3. We are entitled to specify or to refuse certain methods of payment. We reserve the right to deliver only against advance payment. 4. Our prices become due when charged, for payment in advance upon confirmation of the order, and are payable without any deductions within one (1) week. If the purchase price is not paid punctually, we are entitled to withdraw from the contract. In the event of withdrawal, the customer must compensate any loss we incur as a result of the non-fulfillment of the purchase contract. We are entitled to assert estimated damages of € 20.00 for the costs of non-fulfillment. We reserve the right to prove and assert a higher loss. It is up to the customer to prove the loss was lower. 5. The customer is entitled to offset amounts only with our consent or for counterclaims which are established by law or acknowledged by us in writing. 6. Account information for remittances
LBI TRADING C0, LTD 111/26-27 Tanakon Villa 2 Moo 5 Tumbon Wat Chalor Amphoe Bang Kruai Nonthaburi 11130 Thailand
shop@switchbladeonline.com
Bank details:
Account Name: LBI Trading Co.,Ltd. Account No.: 706 -2- 35581- 0 Type of account: Saving Account Bank Name: KASIKORN BANK PUBLIC COMPANY LIMITED Address: 105/1-2 BAROMRAJCHONNANEE ROAD, ARUNAMMARIN, BANGKOKNOI BANGKOK 10700 TEL: 02-884-6380-2 FAX: 02-4339920 Branch: PIN KLAO Swift No.: KASITHBK
VI. Reservation of proprietary rights 1. The goods remain our property until payment has been made in full. The customer undertakes to handle the goods with care. 2. The following arrangements apply to commercial customers: We reserve the proprietary rights for the items for delivery until all payments from the business relationship with the customer have been received. The reservation of proprietary rights extends to the accepted balance, insofar as we book claims against the customer into the current account (current account reservation). If the customer behaves contrary to the terms of the contract, in particular in the event of arrears, we are entitled, after setting a reasonable deadline, to take back the retained goods; the customer undertakes to hand over the goods. If we take back the delivery items, this always entails a withdrawal from the contract relating to the respective item. If the delivery item is seized, this also always entails the withdrawal from the contract. The customer must inform us immediately in writing of seizures or other interventions by third parties, so that we may institute proceedings according to § 771 ZPO [German Civil Procedure Act]. Insofar as the third party is not in a position to reimburse to us the judicial and extra-judicial costs of proceedings according to § 771 ZPO, the customer accepts liability for the losses we incur. The customer is entitled to sell on retained goods in accordance with the proper way of doing business. However, it now assigns to us all claims to the sum of the final amount of the invoice (including sales tax), which accrue to it from further disposal of the goods or from any other legal grounds (in particular because of damage to or destruction of the goods) against its customer or against third parties. We accept this assignment. The customer is authorised to collect this claim even after its assignment. Our authority to collect this claim ourselves remains unaffected by this; we undertake however not to collect the claim, as long as the customer correctly fulfils its payment obligations and is not in arrears. In this case we may require that the customer informs us of the assigned claims and their debtor, gives all details necessary for collection, hands over the corresponding documents and informs the debtor (third parties) of the assignment. We undertake to release the securities we are entitled to on the request of he customer, if their value exceeds the claims to be secured, insofar as these have not yet been discharged, by more than 20%. The customer undertakes to insure the goods at their replacement value against the risks which are usual in business. The customer hereby assigns to us the entitlements arising in the event of damage, in particular against the insurer or the party responsible for the damage, to the amount of our claims. We accept this assignment.
VII. Defects 1. We wish to supply only select goods of the highest quality to our customers. If goods acquired from us carry a defect, the customer must send us an immediate notification of defect, by fax or by email to the address shown above. We will provide redress within a reasonable period (at least however ten working days from notification of defect and return of the defective goods). This may be, at our discretion, by providing replacement goods or by eliminating the defect. If we fail to make redress after two attempts or if we ultimately refuse to make redress, the customer is entitled at its own discretion to cancel the purchase or to reduce the purchase price appropriately. 2. For designs commissioned by the customer, the customer vouches that the motif or the design or their combination with the delivery items does not violate the rights of third parties, in particular commercial intellectual property rights. The customer indemnifies us against any third party claims because of such an infringement of the law. This also includes the costs of legal action to a reasonable extent, restricted by law. We will inform the customer as quickly as possible of any claim from a third party. 3. Commercial customers must examine the goods delivered immediately after receipt. Any defect should be reported to us immediately in writing, no later however than the end of the 10th calendar day after receipt of the goods. The defective goods should be returned to us for inspection in the condition they were in when the defect was observed.
VIII. Liability
1. Our liability is limited to grossly negligent or intentional causing of damage. 2. However, in case of the breach of essential contractual obligations ("material obligations") we are liable for slight negligence as well. 3. For defects that are due to lack of a guaranteed condition, we are only liable for defects that should have been part of the guarantee. 4. In any case, the liability is limited to typical defects in the context of predictability; the maximum quote is usually at € 150. It is the duty of the customer to prove any damages in excess of this amount. 5. We are not liable for lost profit. 6. The limitations of liability mentioned before do not apply to damage to life, body or health or to the liability according to the product liability act.
X.Commercial resale A commercial offering or resale of goods drawn from us, especially through internet auctions, enables Switchblade to an immediate stop of any contractual relationships and to the cancellation of current deliveries. The same applies if delivered goods are put up for sale in other than the declared shops. We explicitly reserve the right to pursue other legal measures.
XI.Data protection / Credit check
The data information necessary for transactional purposes are stored by us. Any personal data will only be used for the purpose of the contractual relationship and will not be forwarded to third parties, unless a statutory duty or special authorisation applies.
We reserve the right to forward data to co-operating collection companies in case of non-payment.
We reserve the right to exclude customers from future orders in case of legitimate reasons (especially attempt to defraud or other breach of laws) and therefore save and use these customers’ data.
XII. Further clauses German law applies excluding the UN sales law. For commercial customers, the place of performance is Putte-Grasheide (Belgium) and jurisdiction is Hamburg (Germany).
Status: January 2009
LBI TRADING C0, LTD 111/26-27 Tanakon Village 2 Moo 5 Tumbon Wat Chalor Amphoe Bang Kruai Nonthaburi 11130 Thailand
