Terms & condition

General Terms and Conditions of GRANOVIT AG

A General Provisions (applicable to all contracts)

1. Scope of Application
These General Terms and Conditions (GTC) apply to all sales transactions between GRANOVIT AG, Rinaustrasse 380, CH 4303 Kaiseraugst (hereinafter “Granovit”) and its customers (hereinafter “the Customer”). 
These GTC shall be deemed accepted upon the Customer’s acceptance of the offer. Within the framework of an existing business relationship, the GTC shall apply even if no specific reference is made to them in an individual order. 
The Customer’s general terms and conditions are excluded. Any agreements deviating from these GTC shall only be effective if they are agreed in writing between the parties.

2. Conclusion of Contract
Every order placed by the Customer is binding. The purchase contract is concluded upon receipt of the order confirmation.

3. Prices
All prices are quoted in Swiss Francs (CHF). 

4. Payment Terms / Advance Payment / Late Payment
Unless otherwise expressly agreed in writing, invoices issued by Granovit must be paid by the customer within 30 days of the invoice date, without any discount. Granovit reserves the right, at any time and notwithstanding the contractually agreed payment terms, to deliver goods only against advance payment. In the event of late payment, Granovit is entitled to charge handling fees and any interest on arrears. The customer shall bear all fees, costs and expenses incurred in connection with any legally successful legal action taken against them.
If the customer is in arrears with a (partial) payment for any reason, or if Granovit has serious grounds to fear, due to circumstances arising after the conclusion of the contract, that it will not receive the customer’s payments, or will not receive them on time, Granovit is entitled, without prejudice to its other claims, to suspend further performance of the contract and to withhold deliveries ready for dispatch until new payment and delivery terms have been agreed and Granovit has received sufficient security. If such an agreement cannot be reached within a reasonable period and no sufficient security is provided, Granovit shall be entitled to withdraw from the contract and claim damages, including compensation for loss of profit. Without written consent, the customer is not entitled to set off any existing or alleged claims against those of Granovit.

5. Deliveries
Granovit endeavours to make deliveries within the scheduled delivery period. However, dates and delivery dates are in no way binding. Where Granovit provides information regarding delivery times, these are estimated delivery times; they are non-binding.
Granovit is entitled to deliver products in partial deliveries.

6. Retention of title
Ownership of all goods and materials delivered by Granovit to the customer shall only pass to the customer upon full payment. Until the agreed remuneration has been paid in full, Granovit is entitled, at the customer’s expense, to arrange for the registration of any retention of title in respect of all goods and materials owned by Granovit but in the customer’s possession.

7. Warranty
Granovit warrants that products manufactured in-house comply with all legal requirements in Switzerland.
For products manufactured by third parties, the warranty provisions of the respective third-party manufacturers shall apply.
Advice, information and details regarding the possible applications and processing of products supplied by Granovit are provided to the best of our knowledge, but are non-binding and exclude any liability.
The customer must inform Granovit, prior to order confirmation, of any circumstances relevant to the performance of the contract by Granovit which are not generally known to Granovit. Any additional costs incurred by Granovit as a result shall be reimbursed by the customer. The customer shall indemnify Granovit in the event that Granovit suffers any loss or damage as a result of missing or insufficient information provided by the customer.

8. Complaints / Notification of defects
Upon delivery of the products, the customer or their agents, or the persons commissioned by the customer to handle the transport, are obliged to inspect the products. Any defects must be reported by the customer or their agents within three working days.
If the customer fails to inspect the products in good time, the purchased and delivered products shall be deemed to have been approved, unless the defects were not apparent despite careful inspection (so-called hidden defects). In the case of hidden defects, written notification must be given to Granovit within three working days of their discovery. The rights relating to defects expire 30 calendar days after the products have been handed over by Granovit.
Should Granovit’s products be defective, Granovit shall have the sole right to decide whether to offer the customer replacement products, a reduction in the purchase price, or the return of the products, taking into account the repayment of any payment already made, or a refund in the form of a voucher.

9. Liability
Granovit shall be liable exclusively for direct damage caused by wilful misconduct or gross negligence to the goods supplied. Liability for slight negligence is excluded. Granovit shall not be liable for damage not caused to the goods supplied; in particular, Granovit shall not be liable for indirect damage or damage resulting from the defective goods. In particular, Granovit shall not be liable for costs arising from loss of production or for consequential damages of any kind resulting from the use of the defective products. To the extent permitted by law, liability for Granovit’s vicarious agents is excluded. The customer must take all reasonable measures to prevent the occurrence or exacerbation of any damage as far as possible. Furthermore, Granovit cannot be held liable if force majeure, operational disruptions, environmental events, strikes, civil unrest, acts of war, traffic disruptions or orders from higher authorities at home or abroad prevent the fulfilment of contractual 
obligations.
Granovit’s liability arising from or in connection with the contract or its improper performance is limited in total to the price paid by the customer for the purchased products. This exclusion of liability does not apply in cases of gross negligence or unlawful intent, or insofar as it is precluded by mandatory law. To the extent permitted by law, liability for loss of profit and for Granovit’s agents is excluded.

10. Data Protection
Granovit’s data protection provisions apply.

11. Assignment of Rights and Obligations
Granovit is entitled to assign individual rights and obligations arising from the contractual relationship to a third party without the customer’s consent.

12. Applicable Law / Jurisdiction
The contract between Granovit and the customer is governed by Swiss law, to the exclusion of private international law/conflict of laws and the UN Convention on Contracts for the International Sale of Goods (CISG).
The parties shall endeavour to settle any disputes amicably.
The place of jurisdiction is Kaiseraugst.

13. Severability clause
Should individual parts of the contract between the parties be invalid, this shall not affect the validity of the remaining provisions. In such a case, the parties shall interpret and adapt the contract in such a way that the economic purpose intended by the void or legally invalid parts is nevertheless achieved as far as possible.

14. Precedence of the German version
These General Terms and Conditions are drawn up in German, French and English. In the event of discrepancies, the German text shall prevail.

B Special Section for the ‘Agri’ Division
This section supplements the General Section and takes precedence in the event of any 
inconsistencies.

15. Formulation Changes & Quantity
Products may differ in composition from the original quotation or a previous delivery. Granovit, its suppliers and/or third-party manufacturers are entitled, even after acceptance of the order, to make changes or improvements to the product or to alter the formulation. Where specific formulations have been explicitly agreed, Granovit is also entitled to offer the customer alternative and equivalent products or formulations. Should the customer refuse to accept the alternative and equivalent products, Granovit is entitled to cancel the order without compensation. The customer shall have no claim for damages.
Likewise, the actual quantity of products delivered may differ from the quantity ordered. For the fulfilment of Granovit’s contractual obligations, the quality and condition of the goods as determined at the time of loading at the point of departure and recorded on the delivery documents, as well as the net weight determined at the time of loading at the point of departure and recorded on the delivery documents, shall be decisive. This is subject to any obvious differences in quality and weight correctly identified by the customer at the place of receipt at the start of unloading for all products sold by 
Granovit. Any discrepancies in weight resulting from faulty transport equipment must be investigated by a third party (transport agents, authorities, experts, etc.).

16. Transfer of Risk
All products are made available to the customer or their carrier at the Granovit factory. Unless expressly agreed otherwise in writing, the collection of the goods is arranged by the customer themselves and is carried out at their expense and risk. The “Ex Works” (EXW; Incoterms 2020) principle applies. Risk and danger pass to the customer upon notification that the products are ready for dispatch. It is at the customer’s discretion to insure the products against transport damage and/or loss.

17. Deliveries
By signing the delivery note, the customer confirms that they have received the products in accordance with the details on the delivery note. The customer must make any claims arising from transport damage or the loss or partial loss of the products against the carrier. The customer tacitly accepts the delivery even if the driver has signed on their behalf in their absence. If, in this case, the delivery does not correspond to the details on the delivery note, Granovit must be informed within three working days. In the event of a failed delivery by Granovit, the customer must also contact Granovit within three working days.
In the event of restricted access to roads or other obstacles that limit, delay or prevent delivery to the customer, Granovit must be informed in advance. Otherwise, Granovit reserves the right to charge additional costs for the delivery.

18. Prices / Surcharges
Unless expressly agreed otherwise in writing, the prices shall be the current gross daily prices less any official discounts or those agreed with the customer. Prices are exclusive of statutory VAT and any other statutory charges. Should the gross prices change between the order date and the delivery of the goods, the prices valid on the day of delivery shall apply. 
Granovit may charge surcharges for express orders.
Transport costs, packaging costs, cash-on-delivery charges, express surcharges, insurance costs, as well as all other costs, fees and customs duties shall be borne by the customer.

C Special Section for the Online Shop
This section supplements the General Section and takes precedence in the event of any 
contradictions.

19. Prices / Shipping / Delivery Area / Costs
Prices include VAT and any applicable statutory charges.
Granovit ships its products exclusively to delivery addresses in Switzerland.
Shipping costs are clearly displayed in the online shop.
Granovit reserves the right to make price changes and correct any errors.

20. Payment
Payments can be made using the payment methods specified in the online shop.

21. Transfer of risk
Risk passes to the customer upon handover of the goods to the contracted carrier.

22. Storage conditions
The products must be stored as follows:
• In a dark (UV-protected) and dry environment (15–25°C).
• Temperature fluctuations of 10°C must NOT be exceeded. This is to prevent condensation. 
• To ensure the extruded products remain in good condition, temperatures below 0°C must be avoided. Do not freeze. 
• The feed must be stored in sealed bags, not directly on the floor (only on pallets or shelves) and without direct contact with the walls. The relative humidity must be between 45–65%. 
• All plastic and pallet protection films must be removed immediately upon receipt of the delivered feed.