1. General
1.1
These General Terms and Conditions of Business (GTB) are an integral component of the mutual contractual agreement between terravera AG and the purchaser.
1.2
Differing terms and conditions of customers of terravera AG will only be recognized provided that they have been accepted in writing. All offers, invoices and contracts, price lists, and prices quoted and suchlike, are exclusive of VAT to the extent that the latter is not expressly specified as included.
2. Payment
2.1
The payment terms confirmed by terravera AG shall apply. In the event that the purchaser fails to comply with the agreed payment terms, he shall be deemed to fall behind schedule after previous written notice and shall be obliged to pay default interest from the due date stated. We reserve the right to claim compensation for further damage. The payment deadline must also be met in the event that it was not possible for delivery or acceptance of the goods to take place, or to take place in a timely manner, for reasons for which terravera AG is not responsible. In addition, the payment deadline shall also remain binding in the case of notification of defects; any withholding of payments or offsetting are generally excluded.
2.2
Invoices are payable within 30 days of invoicing date, without discount and further deductions (30 days net). Differing payment terms shall only constitute a valid agreement in the event of mutual written agreement.
2.3
Non-fulfillment or untimely fulfillment of agreed payments shall release terravera AG from the obligation to deliver or to comply with delivery deadlines.
3. Delivery
3.1
The binding delivery quantities are specified in the confirmation of contract with terravera AG. Unless otherwise agreed, terravera AG shall also be entitled to make partial deliveries.
4. Goods inspection / notification of defects
4.1
The purchaser shall be obliged to inspect the goods supplied immediately after their arrival, at the latest 7 days after their receipt, and to notify terravera AG of any defects in writing.
In the event that the purchaser fails to carry out this inspection, the delivery shall be deemed to have been accepted unconditionally.
The terms of trade of the Swiss grain exchange in Lucerne apply to grain.
4.2
In the event that fulfillment becomes impossible as the result of circumstances for which the vendor is not responsible, his obligation to perform shall be deemed to have lapsed.
4.3
In the event that timely fulfillment is prevented by force majeure or unforeseen circumstances such as war, civil disorder, strikes or lock-outs, the fulfillment deadline shall be extended by the duration of the hindrance plus an additional 15 days. In the event of the hindrance lasting more than 60 days, the vendor’s obligation to perform shall be deemed to have lapsed. The vendor shall inform the purchaser within 2 days of receiving news of the hindrance.
5. Official measures
5.1
All obligations imposed on the vendor as the result of official measures shall be apply to the goods.
6. Court of jurisdiction and applicable law
6.1
The competent courts for disputes arising between the customer and terravera AG shall be those ordinary courts having jurisdiction at the domicile of terravera AG. Swiss law shall apply exclusively.
7. Final provisions
7.1
All modifications of these terms are only binding to the extent that they are agreed in writing mutually.
