Terms and conditions StarMinen AG, Kreuzlingen (Kt. Thurgau, Switzerland)

1. Area of Validity
1.1 The StarMinen AG sells and delivers its products exclusively according to these General Terms of Sale.
1.2 The customer accepts the General Terms of Sale of the StarMinen AG, Kreuzlingen upon ordering or receiving the goods. These General Terms of Sale also apply for later sales and deliv-ery of goods of the StarMinen AG to the customer.
1.3 Agreements which deviate from these General Terms of Sale or the acceptance of the General Terms of Business of the customer must be put in writing.

2. Origin of the Contracts of Sale
2.1 The contract of sale comes into force with StarMinen AG’s written confirmation of the customer’s order.
2.2 The confirmation of order of the StarMinen AG which the cus-tomer does not contest within one week of receipt defines the applicable scope of delivery, quality of delivery, place and date of delivery which is binding for both parties to the contract. It has priority over specifications in catalogues, price lists and other publications.

3. Delivery of the Goods
3.1 Place of fulfilment for the services of the StarMinen AG is its headquarters in Kreuzlingen, Kanton Thurgau, Switzerland. Any other place of delivery must have the written approval of the StarMinen AG.
3.2 The StarMinen AG is entitled to make partial deliveries even when this is not expressly stated in the confirmation of order.
3.3 The deadlines for delivery and provision of services of the StarMinen AG will be extended in the event of any hindrances (such as: delays in delivery from suppliers of the StarMinen AG, strikes, force majeure) which are beyond the influence of the StarMinen AG. If these hindrances to delivery persist longer than two months, the StarMinen AG will be entitled to withdraw from the contract of sale without payments for damages.
3.4 If the customer gets into default with acceptance of the goods, the StarMinen AG will be entitled to store the goods at the cus-tomer’s cost and risk. The customer must reimburse the storage costs to the StarMinen AG even when the goods are stored on the premises of the StarMinen AG. If the customer has still failed to accept the goods after a reasonable extension of the deadline, the StarMinen AG will be entitled either to insist on the contract and to thus demand the total purchasing price including damages or to cancel the contract, dispose of the goods and to charge the customer a quarter of the purchasing price as a contract penalty.

4. Transport, Risk of Loss
4.1 The risk for the goods is transferred to the customer with the concluding of the contract of sale.
4.2 If the StarMinen AG has undertaken to send the goods, the risk is transferred to the customer at the time the goods are handed over for shipment. Should transport of the goods be delayed for reasons beyond StarMinen AG’s control, the risk is transferred within 5 days of StarMinen AG having notified the cus-tomer that the goods are ready for shipment.
4.3 The customer will take out transport insurance for the duration of transport to cover his risk of loss or damage. This insurance should cover both the risk regarding the delivered goods as well as with regard to possible consequential damages.

5. Transfer of Title, Reservation of Title
5.1 The delivered goods remain the property of the StarMinen AG until full and definitive payment of the purchasing price.
5.2 The parties hereby agree to a reservation of title of the StarMinen AG to the delivered goods. The StarMinen AG is entitled to have this reservation of title recorded in the reservation of title register or in other appropriate foreign registers.

6. Warranty, Liability
StarMinen AG guarantees the quality of its products under normal circumstances and will replace goods found to exhibit defective workmanship or materials. StarMinen AG cannot be held responsible for problems that arise after assembly or after the goods have been processed in any way. Liability is limited to the cost of replacement of defective parts only including shipment. No compensation will be offered for the cost of processing or subsequent damage.

7. Terms of Payment, Exclusion of Settlement, Letter of Credit
7.1 The purchasing price, currency, deadline for payment, place of payment are specified in the confirmation of order and are binding. Place of payment is the headquarters of the StarMinen AG in Kreuzlingen, Kanton Thurgau, Switzerland.
7.2 Discounts will only be granted when agreed by contract and when all demands of the StarMinen AG against the customer have been settled.
7.3 The customer is not entitled to offset demands of the StarMinen AG against him with counter-demands.
7.4 The StarMinen AG is entitled to demand security for the total purchasing price from the customer in the form of a letter of credit from a Swiss bank before or after conclusion of the contract of sale. Refusal will entitle the StarMinen AG to withdraw from the contract or to refuse delivery until the customer has provided the letter of credit. The reasons for withholding services under art. 83 OR are not affected.

8. Applicable Law and Place of Jurisdiction
8.1 The contract parties agree that Swiss law, in particular the Swiss Obligation Law shall be applicable to the contract of sale and delivery between the StarMinen AG and the customer. The parties exclude the application of the UN convention for international purchases of goods.
8.2 The contract parties agree that the courts at the headquarters of the StarMinen AG in Kreuzlingen/Kanton Thurgau in Switzerland are responsible for all disputes between them. The StarMinen AG reserves the right to bring court proceedings against the customer at his own seat or another place of legal jurisdiction.