» version 188.8.131.52 - posted on 2011-09-03
New skins and improvements
EULA - End User License Agreement
Terms and Conditions
You, the customer, the person, who purchases products from CBL Electronics AG
We, CBL Electronics AG - Dersbachstrasse 310 - CH-6330 Cham, Switzerland and our servicepartners
Order Confirmation a written confimation from CBL Electronics AG listing the products you have ordered
CBL Brand products computer hardware products, that are branded "CBL" including all their components.
Third Party products Products, that are not CBL branded products.
Integration products Third party products or goods that you have at your disposal for integration with CBL brand products.
Price The price which is on offer and quoted in the Order Confirmation
Products The products that have been listed in the Order Confirmation: including CBL brand products, third party products and /or services.
Third Party products The products that are on offer and listed in the Order Confirmation, that are neither CBL branded nor produced by CBL Electronics AG
Services The overall range of services offered by CBL Electronics AG , which are either carried out by CBL Electronics AG or by CBL's service partners according to the service offer in question
Service offer The listed service in the Order Confirmation, as described more precisely in the CBL Electronics AG description of services
Service Partners CBL Electronics AG or the companies appointed by us for services
Software Operating or application software
2. Area of operation
These general terms and conditions apply to the business contract herewith (e.g. purchase or service) between CBL Electronics AG and you, the customer, as well as all the related information provided for this purpose in brochures, price lists, advertising etc, in all their forms: oral, written or by internet. Changes in a concluded agreement/closed deal must be requested in writing. Different conditions to the ones quoted here will however not be recognised. When you place an order, you automatically accept the enforcement of the herewith-stated conditions. These conditions are not applicable if you do not purchase your products direct from CBL Electronics AG and they do not act as a contractual basis for business that involves a resale or an intermediary trade.
Our offers are exclusively provided in writing. If no details of the offer validity are included, the offer is valid for a time period of 10 days. You can place your order in writing, by Internet, by telephone or by fax. It is only binding from the moment CBL Electronics AG sends you a written Order Confirmation. Please check this document carefully and inform us immediately in writing if there are any issues in your order that need to be re-examined, because the content of the Order Confirmation is the basis of the business contract. CBL Electronics AG reserves the right to change its products (including Third party products) at any time, whereas the changed products will not be of lesser functionality or performance.
4. Prices/Payment Conditions
The price for products, despatch, insurance and installation as well as all applicable taxes is reflected on your invoice. CBL Electronics AG reserves the right to accordingly change and adjust the prices in the case of exchange rates, customs, taxes, freight and insurance cost as well as purchase costs (e.g. for components or services). Unless otherwise agreed, advance payments will be made (by credit card). CBL Electronics AG reserves the right to hold back the delivery of the product and/or the services in the event of payment delay, or to charge interest on late payments according to the statutory interest rate and an administration charge. No cheques are accepted.
5. Delivery/Passing of the risk
Delivery times or times of performance are only estimatedy. CBL Electronics AG has the right to deliver in stages. The place of delivery is stated in the Order Confirmation. In the event of delay of collection, all the involved costs, particularly storage, will be charged. CBL Electronics AG will only accept a formal notice of default in writing, that must be sent two weeks after the end of the noncommittal delivery date. A withdrawal from the contract at an earlier stage will not be accepted. The risk of a product going missing or its damage will be taken on by you upon delivery. Externally recognised damage or proof of incomplete delivery are to be documented on the delivery receipt.
6. Checking of the products
You are obliged to check the delivered products in their entirety immediately upon receipt and to notify any damage, defects or complaints immediately, no later than 7 days following their delivery. Otherwise the delivered products will be viewed as accepted. Should CBL Electronics AG accept to take back the products for reasons of fairness and goodwill, they must be returned in their original packaging together with a proof of return and a purchase order. You will be responsible for return delivery costs
We guarantee that our products and services at their time of delivery conform to the contractual specifications (if available) and the customary standards of our trade and are processed with care. Any further guarantee will be ruled out.
You have the right only to rectify defects or to demand a replacement delivery, depending on what is available to us. In this case we have the right to choose to inspect the products/services in your premises or ours. In the event that rectification or replacement deliveries fail, you have the right to claim the effective minimal value of the goods (reduction of value), but not to demand the withdrawal of the purchase (redhibitory action), except if the effective minimal value is the same as the original price.
In the case of rectification/replacement CBL Electronics AG acquires ownership of the rectified/replaced components/equipment.
CBL Electronics AG does not take on the guarantee for defaults that have not been caused by the company, and most particularly not for:
Faults, that are proved to have been caused by false installation by yourself or by a third party appointed by you, handling errors, attempts to modify the product by yourself or an unauthorised third party, as well as external effects or exposures to the products,
The appropriateness of the products for a particular purpose;
The compatibility and well-functioning with other products, other than what has been clearly stated;
Third Party products (which are the responsibility of the respective manufacturer)
Integration products (cf. Art. 9.);
Services, that have fulfilled their guidelines accordingly
Within the framework of the product manufacturing, CBL Electronics AG uses replacement parts or components that are new or reconditioned according to normal industry standards. CBL Electronics AG reserves the right to utilise new or revised replacement parts/components for the repair of its products.
Servicing jobs will be undertaken by CBL Electronics AG or by CBL Electronics AG appointed service partners. Timing is agreed approximately and can vary according to each individual case (e.g. locations that are difficult to reach). Servicing can also be done by phone or via the Internet. You are obliged to allow CBL Electronics AG to examine the products either at their actual location or in our premises. In the case of the replacement of components/equipment, CBL Electronics acquires ownership of the demounted/replaced components/equipment. Non-returned components/equipment will be invoiced.
Unless otherwise agreed, the following is not included in our range of servicing offers. Working outside of standard office hours, at weekends or public holidays, cases, which are listed in Art. 7 as being outside our warranty, configuration work, product location changes, preventive maintenance (servicing), replacement of expendable items, work on floppy discs and batteries, jobs that are not required for corrective maintenance, work involving the customers electrical system, software takeover or database takeover, elimination of viruses. For third party products, the guarantee ordinance of the respective manufacturer solely applies. Agreed reaction times do not apply for replacement parts/components, that are not absolutely imperative for the correct functioning of the equipment (e.g. hinges, hatches, cosmetic parts, parts of the framework).
9. Customer-specific services
We will carry out jobs involving combining customer-specific products with our brand products or other specific services according to your instructions and specifications. You will provide us with the products to be integrated in time for the commencement of production or you will specifically instruct us to obtain them for you. CBL Electronics AG will thereby check the products to be integrated, whether they can be integrated and if so work out a configuration which can be done by people of your selection or by technicians. If the configurations are not technically contrivable, CBL Electronics AG is not obliged to execute them.
We are absolutely liable for intentional or wantonly negligent actions or dealings. Our liability does not include cover of collateral and instantaneous damages (e.g. loss of profit) in the permissible frame of the law. The following Art. 14 excepted.
Claims according to the product liability law, or for fraudulent unrevealed faults, or for damages to health, life and limb remain untouched by the aforesaid liability limitations.
11. Intellectual Property Rights
All Intellectual Property Rights, that are embodied in the products or services, are uniquely the property of CBL Electronics AG. CBL Electronics AG will exempt you from claims of Third party IPR infringement, if you have a contract that states this when using one of our products and you have promptly informed us about it in writing and have allowed us all the necessary legal measures of defence (this includes for instance the conduct of a case including the reaching of an agreement).. In this way you will be supporting CBL Electronics AG to a certain extent. CBL Electronics AG will either modify violating products or exchange them for non-violating products or reimburse you with an adequate compensation fee. The preceding exemption does not include the following cases: (i) third Party products and software, (ii) modifications that havent been permitted by CBL Electronics AG, (iii) claims that are based on the use of products or services that have not been delivered by us.
You exempt CBL Electronics AG and/or its production plants from claims that third parties may lodge against CBL Electronics AG and/or its production plants, in that CBL Electronics AG has included integration products or IPR into its products according to your instructions.
The conditions of the respective software manufacturer licence contract apply for software that is delivered by CBL Electronics AG and not manufactured by us. These are included with the respective product. If you do not accept the software licence conditions, CBL Electronics has the right to retract/redeem the entire product by reimbursing the purchase price. Software that is manufactured by us is subject to author protection rights and may in no circumstance be copied except for personal use.
The delivered products may include technologies and software that are subject to export control regulations in Switzerland or in the United States of America or countries in which the products are delivered or used. You agree to adhere to these terms and conditions.
According to the previously listed export conditions, the products may not be delivered or licensed without the permission of the US or Swiss governments to defined users or defined countries or users that are involved in weapons of mass destruction. You declare yourself aware that the export control regulations of different products have different restriction/constraints that can be changed regularly and you declare your will to consult the relevant regulations before exporting or re-exporting the products.
14. Force Majeure
CBL Electronics AG will not be held responsible for the lack of fulfilment of contractual duties or for damages caused by obstacles outside of our sphere of influence or jurisdiction (here we refer especially to strikes, terrorist activities, warring disputes, non delivery of subcontractor components, production or transport hindrances, exchange rate fluctuations, mandatory measures) and agreed delivery times are seen as extended. Should the reason fort he hindrances last longer than 2 months, each party has the right to cancel the contract without complying to the official period of cancellation. Further claims are precluded.
Within the period of the business relationship, the contract partners swear to the secrecy of the information, which the other party has told them is secret or which has been clearly labelled as confidential.
We have the right to end the contractual relationship, in the event that your payment of the agreed goods has been delayed for a period of two weeks or if you have breached the export terms. Each party has the right to cancel the contract in the following cases: breach of an important point in the contract by the other party, or a serious breach in contractual obligation, which hasnt been corrected within a period of 30 days after the receipt of a summons from the affected party, opening of brankruptcy proceedings of the other party).
17. Your obligation as a customer
The following issues lie in your own field of responsibility:
Choice of the product and appropriateness for a particular purpose;
Your communication expenses with CBL Electronics AG
Specific assignments and instructions
Specific integration products, their features, licences as well as their required authorisation
Integration products that feature in your order, not however for the use of setting up a configuration;
Nondisclosure of all information that is recorded and saved on the product.
Furthermore, and above all, you declare yourself willing to declare all information about our performance, to allow us access to the products as well as to bring forward necessary proofs of cooperation dealings. Before the guarantee or service jobs are carried out, you are responsible for the removal of all inbuilt products that are not from CBL Electronics AG as well as for the creation of backup copies of files and programmes.
18. Data Protection
Your details and data are subject to the conditions of the electronic data processing Business Terms and Conditions. CBL Electronics AG will act according to the regulations of the federal law regarding Data protection when using person-related data.
Swiss law applies. The United Nations Convention on the International Sales of Goods dated 11 April 1980 (CISG) does not apply. All disputes arising from or in connection with this contract will only be settled before a competent court of law in Zug, Switzerland.
Should individual terms in these business conditions be totally or partly ineffective, this does not by the way affect the validity of the contract. CBL Electronics AG has the right to honour its obligation through subcontractors or to assign third parties. Contract relevant declarations, such as e.g. contract withdrawals or cancellations, must be done in writing and must be sent by registered post.
Further information about CBL Electronics AG, e.g. products and service offers and their respective conditions as well as a regular update of these can be found at www.e-mix.com