General Conditions of Business for zai
1 Scope of validity
These General Conditions of Business (GCB) apply to purchase agreements with
private customers (hereinafter «customer(s)») closed directly with zai AG, Via dalla Stampa 8,CH-7180 Disentis (hereinafter «zai») without involving an agent or intermediary.
These GCB replace all previous General Conditions of Business for zai direct sales agreements closed prior to 28.11.2008.
2 Contract closure
2.1. Immediate direct sales
The sales agreement comes into effect as soon as zai accepts the customer’s offer to purchase the respective product(s) at the given price. The sales agreement can be validly closed either verbally or in the written form. These GCB are communicated to the customer in written form upon closing purchase agreement and form an integral part of the same unless immediately rejected by the customer.
Immediate direct sales are defined for example as purchases made at presentations or during the course of special events in which zai participates, such as ski test days, sales events, trade fairs, exhibition openings, etc.
2.2. Remote direct sales
In the case of direct sales conducted electronically (by Internet or e-mail), by telephone, by telefax or by post, zai confirms the customer’s order either in written form or verbally. The agreement is deemed closed as soon as the customer has received such confirmation of order by zai. These GCB are communicated to the customer in written form and are an integral part of the sales agreement unless rejected by the customer in written form to be received by zai within 10 (ten) workdays.
Apart from the high-end skis made by zai in Switzerland (hereinafter «zai skis»), the zai brand also includes products (hereinafter «zai products») of third-party manufacture such as ski poles and binding system, skiing helmet and goggles, and ski bag.
All zai skis are sold in sets (hereinafter «zai ski set») complete with fitted binding system including plate, as well as ski poles and ski bag. Customized zai ski sets are possible by agreement.
4 Prices and payment
Sales prices are in Swiss francs, Euros and/or US dollars and include any value-added tax or other levies prescribed by law as indicated in the price list. Delivery charges (including transport insurance) are invoiced separately. While zai
reserves the right to change prices at any time, the binding price is that stated by zai on closing contract (see item 2 above).
Unless expressly agreed otherwise in the written form, net payment is due within 10 (ten) workdays of receipt. Until receipt of payment in full, all zai skis and zai products delivered remain the legal property of zai, who reserves the right to deliver only against prepayment and/or publicly registered retention of title.
Every effort will be made by zai to comply with the delivery deadline agreed upon ordering. The agreed delivery deadline is not contractually fixed. Delayed delivery does not entitle the customer to claim compensation for damages or for any other consequences of delay, or to withdraw from contract.
6 Warranty and liability
6.1. Warranty conditions
The customer is obliged to check the respective zai skis and/or zai products immediately on receipt and report any deficiencies to zai without delay. Faults or deficiencies that are not immediately obvious can be reported to zai later, but must be reported as soon as discovered. If the customer fails to report faults/deficiencies to zai in good time, the respective zai skis and/or zai products will be deemed accepted by the customer and any warranty and/or liability claims against zai by the customer will be rendered null and void. Warranty claims are furthermore conditional upon the customer presenting to zai the appropriately signed warranty certificate.
6.2. Scope of warranty
For a period of 24 months from date of closing contract (see item 2 above), zai guarantees zai skis to comply in full with the stated properties as well as the given materials and specification, and to be free of any faults or deficiencies negatively affecting suitability for the intended utilization. All zai products are exclusively subject to the warranty conditions of the respective third party manufacturers, and zai cannot be held liable for any scope of warranty extending beyond the same.
6.3. Warranty performance
During the warranty period, zai will make good without charge any recognized faults or deficiencies to zai skis or zai products. Alternatively, zai can at own discretion take back from the customer any zai skis or zai products with recognized faults or deficiencies and either replace them free of charge with equivalent zai skis or zai products or reimburse the purchase price. All other warranty claims by the customer are excluded thereby.
6.4. Exclusion of liability
With respect to faults or deficiencies covered by warranty, zai excludes any claims extending beyond repair, replacement or reimbursement of purchase price at zai’s discretion. Excluded in particular are claims for redhibition, price reduction, or compensation for direct or indirect damages. No liability will be accepted by zai for damages attributable to faulty care and maintenance or improper utilization of zai skis or zai products.
7 Place of contractual performance, transfer of risk
Place of contractual performance is the zai domicile in Disentis, Switzerland. Usufruct and risk pertaining to zai skis and zai products are transferred to the customer upon closing contract (see item 2 above).
8 Applicable law and court of legal jurisdiction
If one or several items of the GCB are or become invalid the other items of these AGB remain effective. In case of invalidity or ineffectiveness of an item, this is replaced by an item that comes as close as possible in economic intent to the ineffective item.
The purchase contract (including these General Conditions of Business) are subject to Swiss law, namely as stated in the Swiss Code of Obligations (SR 220), excluding the United Nations Convention on Contracts for the International Sale of Goods (SR 0.221.211.1).
Court of legal jurisdiction is at the zai domicile in Disentis, Switzerland.