General Terms and Conditions
of Invisia AG / Status 1.10.18

1. General information

1.1
These General Terms and Conditions (hereinafter “GTC”) apply to orders of goods from the product range of Invisia AG as well as to all services, offers, deliveries and other services of Invisia AG in the version valid at the time of the order.

1.2
The customer’s contractual partner is Invisia AG, Hertistrasse 2, 8442 Hettlingen, Switzerland, tel. + 41 52 770 07 24, e-mail: hallo@invisia.ch (hereinafter “Invisia”) with business premises at Katharina-Sulzer-Platz 4, 8400 Winterthur.

1.3
These GTC form an integral part of the contract concluded between Invisia and the customer. Provisions deviating from the GTC are only legally binding if they are expressly accepted by Invisia in writing. Invisia does not accept any general terms and conditions of customers or partner companies.

2. Order process, quotation and conclusion of contract

2.1
The offers in catalogues or on the website of Invisia are not binding offers. In the case of orders received in person, by telephone, by post or by fax, a contract is not concluded until Invisia’s declaration of acceptance, i.e. an order confirmation sent to the customer by e-mail, post or fax, but no later than the dispatch of the ordered goods or the notification of collection.

2.2
If the ordered goods are not available, Invisia reserves the right not to accept the customer’s offer, so that no contract is concluded. The customer will be informed of this by e-mail. Any payments already made for the ordered goods will be refunded to the customer in this case.

2.3
Should it transpire after conclusion of the contract that the ordered goods cannot be delivered either in part or in full as a result of force majeure or for other reasons for which Invisia is not responsible, Invisia is entitled to withdraw from the contract in whole or in part. The customer will be informed of this by e-mail. Any payments already made for the corresponding goods will be refunded to the customer either in full (in the event of complete cancellation) or in relation to the goods that cannot be delivered (in the event of partial cancellation). The customer may not assert any further claims.

2.4
Invisia’s written offers for the development of systems and the provision of consulting, project planning, installation, assembly or other services are non-binding for Invisia until the order is confirmed in writing. Invisia reserves the right to make adjustments to the prices quoted, even if they have been confirmed in writing, should there be changes to our calculation basis during the execution of the order due to price increases, additional fiscal burdens, customs increases or currency fluctuations.

2.5
All information, service descriptions, photos, media data, product details, product photos, technical specifications, accessory relationships etc. on the Invisia website are provided without guarantee. Invisia also accepts no liability for the content of external websites and linked partner shops.

2.6
All product and project descriptions, images, photos, text and media data, plans, systems, diagrams, models and designs originate from Invisia – unless expressly labelled otherwise – and are subject to the exclusive right of use by Invisia. Intellectual property rights associated with these remain the intellectual property of Invisia in all cases.

3. Delivery

3.1
If the customer decides in favour of shipping goods, he will be notified by e-mail when the goods have been handed over to the carrier for shipping. Invisia reserves the right to select the carrier. For deliveries abroad, customs duties, taxes and fees may be incurred which are not included in the total price shown.

3.2
The risk of the goods is transferred to the customer when the goods are handed over to the carrier. The goods are insured by Invisia against transport damage if the value of the goods exceeds the maximum liability limit of the carrier. The insurance covers the actual damage incurred in transit, up to a maximum of the value of the goods at the time of the order. In order to safeguard claims against the carrier and/or the insurance company, the customer must check the goods for intactness and completeness upon acceptance of the consignment. In the event of externally recognisable transport damage or differences in quantity, the customer must make a precise and detailed reservation with the carrier. Transport damage or differences in quantity that are not externally recognisable must be reported to Invisia’s customer service immediately, but within five days at the latest (tel. + 41 52 770 07 24 or e-mail: hallo@invisia.ch). In the event of complaints, all parts of the original packaging must be retained. If the goods are accepted without reservation (in the case of externally recognisable transport damage or differences in quantity) or after expiry of the five-day period (in the case of externally unrecognisable transport damage or differences in quantity), the claim against the carrier and/or the insurance company shall be forfeited.

3.3
The customer is obliged to accept the consignment. If a consignment proves to be undeliverable and the goods are returned to Invisia by the carrier, Invisia reserves the right to waive the subsequent fulfilment of the customer’s obligations without setting a grace period for the goods not accepted. Invisia is also entitled to claim damages for non-fulfilment of the contract.

3.4
If the customer decides to collect the goods from Invisia’s premises, he will be notified by e-mail when the order is ready for collection. The risk of the goods is transferred to the customer upon notification of collection. The customer must present the collection notification and a photo ID issued by a public authority (identity card, driving licence, passport, etc.) for collection. The customer is obliged to collect the order from Invisia within 10 days of receiving the collection notification. If the customer does not collect the order within this period, Invisia reserves the right to waive subsequent fulfilment of the customer’s obligations without setting a grace period for the uncollected goods. Invisia is also entitled to claim damages for non-fulfilment of the contract.

3.5
The delivery times stated by Invisia are only indicative. They are not binding. If a delivery deadline cannot be met, the customer may withdraw from the order placed after a grace period of at least 30 days to be notified by him in writing. The customer may not assert any further claims.

4. Price and payment

4.1
All prices on the website or in Invisia catalogues are quoted in Swiss francs (CHF) and are exclusive of statutory VAT, exclusive of the advance recycling fee and exclusive of copyright levies. Shipping and any other additional costs (e.g. surcharges according to the selected means of payment) are shown separately and charged to the customer additionally. For development, consulting, project planning, installation, assembly or other services provided by Invisia, the prices are net. The applicable statutory value added tax will be charged additionally.

4.2
Payment can be made in advance, by cash or by card on collection, by PayPal, by credit card or by invoice. When purchasing on account, the total amount must be transferred to the specified account within 30 days. When purchasing in advance, the invoice must be paid within 10 days. Otherwise Invisia may cancel the order. Invisia may exclude individual means of payment in general or for individual customers without further justification. For development, consulting, project planning, installation, assembly or other services to be provided by Invisia, the payment of a deposit can be agreed with the customer.

4.3
The agreed price, shipping and any other additional costs are due for payment immediately. The customer shall be in default without reminder upon first delivery or unsuccessful delivery attempt of the goods, first collection or upon expiry of the ten-day collection period (see section 3.4) or upon expiry of the payment periods for payment by invoice (see section 4.2). Invisia is free to stop all further deliveries or services in whole or in part until all due claims have been settled. Invisia also reserves the right, after the expiry of a grace period of at least 10 days set by Invisia, to waive the subsequent fulfilment of the customer’s obligations in full or in part, to demand the return of any goods already delivered in full or in part and to claim damages for non-fulfilment of the contract.

5. Retention of title

The goods shall remain the property of Invisia until full payment of all claims arising from or in connection with the purchase made or the project commissioned. The customer authorises Invisia to make a corresponding entry in the retention of title register at the customer’s expense.

6. Right of return

6.1
Invisia grants the customer a voluntary right of return for a period of 14 days from the first delivery or collection of the goods. The right of return is subject to the condition that the goods are undamaged, show no signs of use and are returned complete (including all accessories and other packaging enclosures) in the original packaging and with the delivery note/guarantee note enclosed. Explicitly excluded from the right of return are cases of misuse at the discretion of Invisia. In all cases, the return transport or return shipment shall be at the expense and risk of the customer.

6.2
Invisia has the right to refund the price in the form of a voucher and reserves the right to waive reimbursement of any additional costs (e.g. costs for the original dispatch, transport or assembly).

7. Warranty and liability

7.1
Invisia guarantees the functions and the contractually agreed performance and characteristics of the systems for a period of 2 years from the first commissioning, provided that the customer complies with the statutory inspection and complaint obligations, provided that Invisia designs the diagrams, carries out the programming, regulates and commissions the systems. Third-party companies authorised by Invisia may be called in for electrical installations without this limiting the warranty, provided that the work is carried out by licensed installation companies. If the function of the system is disrupted during the warranty period, Invisia will rectify the fault free of charge, provided that Invisia has been notified of the fault during normal working hours; any other claims by the customer are excluded. In any case, a warranty claim only exists if the system solutions developed by Invisia have been installed according to Invisia’s specifications, if no external interventions have been made and if proper maintenance has been guaranteed. The customer’s warranty claim expires in the event of technical intervention and defects that are due to improper handling, excessive use, improper use, external influences (moisture damage, contact with liquids, impacts, etc.) or non-compliance with Invisia’s instructions for use or maintenance. Furthermore, failure to fulfil the terms of payment will invalidate Invisia’s warranty.

7.2

Invisia guarantees its own equipment and component deliveries in new condition for 2 years from the date of delivery. The warranty covers verifiable material or manufacturing defects. In the event of a warranty claim, the device will be repaired or replaced at Invisia’s discretion; any other claims by the customer are excluded. Before handing over storage media to Invisia, the customer must make backup copies of data stored on computers, hard discs or other storage media, as these may be lost or damaged (e.g. during a repair). Invisia accepts no liability for data loss or damage. The customer’s warranty claim expires in the event of technical intervention and defects that are due to improper handling, excessive use, improper use, external influences (moisture damage, contact with liquids, impacts, etc.) or non-compliance with Invisia’s instructions for use or maintenance. Failure to fulfil the terms of payment will invalidate the warranty. The warranty conditions of the supplier apply to third-party material.

7.3
Invisia shall only be liable and provide warranty for parts delivered and installed by the customer if defects were not recognisable during a proper inspection of the goods and the products sold are used as intended. Furthermore, the assembly and installation instructions must be observed, the products must not be overloaded, overstressed or disassembled, and no unsuitable third-party parts may be used. The installation must be carried out professionally.

7.4
All information (product descriptions, illustrations, films, dimensions, weights, technical specifications, accessory relationships and other information) on the website or in Invisia catalogues are subject to errors and do not constitute a guarantee of properties. The customer’s obligation to inspect and give notice of defects is governed by the statutory provisions. The assignment of warranty claims is excluded.

7.5
To the extent permitted by law, Invisia excludes all liability regardless of the basis of liability. Invisia accepts no liability whatsoever for goods supplied by third parties or partner companies of Invisia or for development, consulting, project planning, installation, assembly or other services rendered.

8. Software usage

8.1
If software is included in the scope of the order, Invisia grants the Customer a non-exclusive, non-transferable and only project-related right to use the delivered software including its documentation. This licence of use is valid exclusively for the Customer’s own use on the designated system and at the designated location. Use of the software on more than one system is prohibited. Copies may only be made for archiving and backup purposes. The use of the software is regulated in a special licence agreement to be concluded between the customer and Invisia.

9. Data privacy

9.1
Invisia processes the customer’s personal data in strict compliance with the applicable provisions of the Swiss Data Protection Act.

9.2
Invisia collects, stores, uses and processes the Customer’s personal data only in accordance with the special licence agreement between the Customer and Invisia and the applicable data protection provisions of Invisia. These are available on the website as a PDF download in printable form.

9.3
The Customer warrants compliance with all legal provisions regarding the recording and/or processing of images, sound and personal data and shall indemnify Invisia against any violations of these provisions.

10. Final provisions

10.1
Should any clause in these GTC be or become invalid, illegal or unenforceable, this shall not affect the validity of the other clauses.

10.2
Swiss substantive law, excluding the conflict of laws and international law, in particular the UN Convention on Contracts for the International Sale of Goods, shall apply exclusively.

10.3
To the extent permitted by law, the exclusive place of jurisdiction for disputes arising from or in connection with these GTC or otherwise from the legal relationship between the customer and Invisia, irrespective of their legal nature, shall be Winterthur, Switzerland.

10.4
The German version of these GTC shall prevail in the event of discrepancies with the version in another language.

Winterthur, September 2018
Invisia AG