Smarty SA
Terms of delivery and payment

I General Terms

1. Area of jurisdiction and applicable law.

1.1. Area of jurisdiction is according to the preference of the seller his own domicile, the domicile of the buyer or the domicile of the buyer’s company , if disputes cannot be solved through an arbitration procedure.

2. Content of the agreement

2.1 All Sales contracts are agreed upon certain delivery conditions, quantities, articles, quality, price and payment terms. Both parties are bound to follow these conditions.

II Delivery Terms

3. Delivery
3.1 If nothing else has been agreed between the two parties, the delivery is arranged by the seller duty paid franko domicile of the buyer.
3.2 The transportation risk caries the seller.

4. Surcharges
4.1 Surcharges can be added for:
-Small shipments (less than 10 pieces)
-Big sizes (plus 10% for continental sizes 58 and 60, plus 20% for continental sizes 62 and 64)
-Deliveries ex stock / The surcharges can be accumulated according to the rules of the supplier association agreement („surcharge regulation“).
4.2 The surcharge of express delivers are charged to the party who asked for the express delivery unless there has been a delay in the shipment beyond the agreed shipment date.

5. Delivery date / Delays caused by the seller (except tailor-made garments)
5.1 Seller and buyer agree together on a delivery date. The agreed delivery date is binding, subject that neither the seller nor the buyer objects within 5 days after receipt of the order sheet respectively the order confirmation. In case of an objection both parties can agree on a new delivery date.
5.2 If at a later time delivery delays are foreseeable, the seller is responsible to immediately inform the customer, latest however 10 days before the latest shipment date. In such a case the delivery date is automatically extended by 18 days („Delivery extension“).
5.3 The delivery extension is fix according to Art. 108 Ziff. 3 of the Swiss Code of Obligations.
5.4 In case of natural disasters, strikes, official degrees or disruptions in operation beyond of our control which last longer than 1 week or tend to last at least that long, the delivery lead time respectively the receipt of goods will be extended for the time of the obstruction, longest however for 5 weeks in addition to the delivery extension.
The extension will not come into place, if the other party does not get immediately informed about the reason of the obstruction as soon as it is clear that the agreed delivery date cannot be met.

6 Notice of defects
6.1 The seller has the responsibility to thoroughly inspect the goods prior to shipment.
6.2 Visible defects have to be addressed to the attention of the seller within 14 days after receipt of the goods. The regulations of the Swiss Code of Obligations comes into effect for latent defects.
6.3 Common in trade or minor, technical unavoidable changes of the quality, colour, fitting, weight, finishing and styling cannot be complained for goods in accordance to the agreement.
6.4 The buyer cannot return the goods to the seller without providing a reasonable explanation or prior an agreement has been made between the two parties.

III Payment conditions

7. Issue invoices and fixing the value date
7.1 The date of issuing the invoice and dispatching the invoice must be identical.
7.2 If there is a discrepancy of 4 days or more between the date the invoice has been issued and the goods received, the seller is entitled to take the date when the goods have arrived as the new value date of the invoice.

8. Payment
8.1 Invoices are payable unless anything else has been agreed between the two parties:
1. by deducting a 4% Express Discount, within 10 days of the date the invoice was issued.
2. by deducting a 2% Discount, from the 11th to 30th day of the date the invoice was issued.
3. net, from the 31st to 60th day of the date the invoice was issued
8.2 Decisive for meeting the payment dates which are entitled for a discount, is the date which stands on the payment order of the buyer’s bank. In case the last day falls on a Saturday, Sunday or on a public holiday, the payment can be effected on the next official working day.
8.3 Unjustified deductions can be claimed back from the buyer

9. Payment delays
9.1 After the due date, 8% interest on late payment will be charged.
9.2 Unless the complete payment of outstanding invoices is received, inclusive of the interest on late payments, the seller does not have any obligates to arrange new shipments.
9.3 In case the buyer is delaying the payment of a due invoice or there is a sudden change in his financial circumstances, the seller can request for payment in advance.

10 Payment method
10.1 The payment has to be done in cash, cheque, Bank or Post transfer.
10.2 Only official credit notes issued from the seller can be deducted from payments. To hold back the payment of due invoices is inadmissible, this does not apply in case the seller is bankruptcy. Other deductions are inadmissible.

11 Ownership of goods
11.1 The delivered goods remain in the ownership of the seller till the entire payment of the goods has been made by the buyer. The buyer is entitled to sell the goods in accordance of running a proper business entity.