1.        Deliveries, services and offers of Nautic Electronics GmbH (hereinafter referred to as the ''Vendor'') take place solely on the basis of these General Terms and Conditions. These General Terms and Conditions are thus also valid for all future business relationships, even when they have not been expressly agreed upon once again. These regulations are at the latest regarded as having been adopted on acceptance of the goods or service. Services in return by the client are thus contradicted under consideration of his business or purchase conditions.

2.        Deviations from these General Terms and Conditions are only effective when the Vendor has confirmed this in writing with the contractual partner (Purchaser)

1.        The Vendor’s offers are subject to confirmation and all orders are to be confirmed by letter, e-mail or fax by the Vendor in order to be effective in law. This is also the case for amendments, alterations or additional agreements.

2.        Drawings, figures, technical specifications, measurements and weights or other service data are only binding when they have been expressly agreed upon in writing. The Vendor retains proprietary rights and copyright of all quotes, drawings and other documents. They are not allowed to be made accessible to third parties. The Vendor is only obligated to make plans available to third parties, which have been stated as confidential by the Purchaser, with the agreement of the Purchaser.

3.        Delivery replaces confirmation.

4.        Vendor and Purchaser are only permitted to transfer their contract laws to third parties after the agreement of the appropriate contractual partner

1.        The dates and deadlines stated by the Vendor are not binding, unless other dates and deadlines have been expressly agreed upon in writing.

2.        The Vendor is not to act on delivery and service delays due to force majeure and due to events making delivery extremely difficult or impossible for the Vendor – these include among others also subsequently occurring difficulties in attaining materials, operating disturbances, strikes, lockouts, lack of personnel, lack of transport means, official regulations etc. even when they occur among manufacturers, sub-suppliers of the Vendor or their sub- suppliers – even if binding deadlines and dates have been agreed upon. They authorise the Vendor to defer delivery or service by the duration period of the hindrance plus an appropriate start-up period or to partially or completely withdraw from the contract due to the part which has not yet been fulfilled.

3.        The Vendor is authorised at all times to carry out part delivery and partial services.

4.        Delivery takes place solely at the expense and risk of the Purchaser.

1.        Risk is transferred on dispatch of the delivery parts from the business location of the Vendor to the Purchaser at the latest also when part delivery takes place or the Vendor has transferred other services – i.e. dispatch costs or delivery and assembly. By request of the Purchaser the dispatch by the Vendor is insured for theft, breakages, damages due to transport, fire or water or other insurable risks at the expense of the Purchaser.

2.        If dispatch is delayed due to circumstances caused by the Purchaser, then the risk is transferred to the Purchaser on the day of dispatch disposition, although the Vendor is obligated to take out insurance at the request and cost of the Purchaser if required by the Purchaser.

3.        Delivered goods are to be accepted by the Vendor, even when they show minor flaws. On refusal of acceptance by the Purchaser, the Vendor is authorised to invoice the Purchaser with a charge to the amount of 15% of the invoice amount, but of at least CHF 300.--.

1.        The Purchaser can withdraw from the contract when the overall service is rendered finally impossible prior to the transfer of risks. This is also the case with the incapacity of the Vendor. Claims for damages by the Purchasers are excluded in case of such a withdrawal. The Purchaser can also withdraw from the contract when the dispatch of a part of delivery is rendered impossible on ordering similar goods and where the Purchaser has a legitimate interest in refusing a part delivery; if this is not the case then the Purchaser can appropriately lower services in return.

2.        If there is a delay in services and the Purchaser grants the Vendor, who is behind schedule, an appropriate peiod of grace with the express declaration stating that he will refuse to accept the service after the date of accepting services has expired and will not keep to the period of grace then the Purchaser is authorised to withdraw.

3.        If the impossibility of service occurs during the delay of acceptance or due to the fault of the Purchaser, then the Purchaser is obligated to services in return in the amount of at least 15% of the invoice amount.

4.        The Purchaser also has the right to withdraw, when the Vendor lets an appropriate period of grace elapse in vain for the improvement or replacement delivery regarding a flaw represented and caused by the Vendor himself as stated in terms of the delivery conditions. The Purchaser also has the right to withdraw in case of impossibility of improvement or replacement delivery by the Vendor.

5.        Excluded are, where legally permitted, all other further claims of the Purchaser, especially conversions, terminations, reductions or mutual invoicing as well as claims for damages of all kinds, namely also for such damages, which are not originated in the object of delivery itself.

1.        The published prices are quoted excluding the legal VAT for a delivery ex factory and exclusive of packaging and dispatch costs. Additional services linked to the deliveries are to be invoiced separately according to expenses, provided that special agreements between the Purchaser and Vendor have not been agreed upon for this purpose. The prices valid on the day of delivery are invoiced. In case of price and cost increases between the conclusion of contract and delivery, the Vendor is authorised to carry out an appropriately adequate price adjustment, provided that a period of over four months lies between conclusion of contract and delivery. Repairs are only carried out
against advance payments or cash on delivery.

2.        All prices mentioned on the Vendor’s website refer to appropriately current prices excluding VAT. Despite the careful drawing up of prices, the Vendor is not liable for possible printing errors or incorrect price specifications. The prices which are confirmed in writing by the Vendor to the Purchaser are always valid.

1.        The deliveries and services of the Vendor are, insofar as nothing else has been agreed upon, to be paid within 30 days of the date of invoice. In case of opening transactions and new clients, the Vendor reserves the right to only deliver deliveries against advance payment or cash on delivery. The goods are also regarded as delivered when they are not recalled immediately by the Purchaser after he has received information on the dispatch disposition of the Vendor to the Purchaser. It is a prerequisite that all previous invoices are already paid by the Purchaser when discounts are granted. The net invoice amount after deduction of VAT, discounts, transportation charges etc. is significant for the calculation of discounts. The Vendor is not obligated to accept checks or bills of exchange.
Payment by the Purchaser via check is only regarded as valid after its encashment. It is also regarded as valid when a credit note has been placed on the Vendor’s bank account as a transacted payment. The claim and its payment date remain unaffected till this point in time. The Vendor accepts no warranty for the timely encashment and protest. Possible discount, protest and collection charges are charged to the account of the Purchaser. If numerous claims against the Purchaser are in existence, then the Vendor determines the setting off of incoming payments.

2.        In the case of payment delay by the Purchaser, the Vendor is entitled to exercise the following rights:

1.        withdrawing from the contract or demanding damages due to non-fulfilment, exercising retention of title, taking on ownership of delivered goods, demanding securities, utilising securities provided and demanding all outstanding payments immediately. The Vendor also has the right to have receivables entered in the retention of title register at the expense of the Purchaser without further announcements being made to the Purchaser. In case of delay, goods delivered by the Vendor are to be stored separately and labelled clearly as being the property of the Vendor. The goods delivered to the Purchaser by the Vendor are not allowed to be further sold or pledged.

2.        The Vendor can charge the Purchaser default interest for outstanding receivables from the payment date to the amount of at least 1% per month as well as for all costs required for the collection of outstanding receivables. Alterations in the business form of the Purchaser, ownership or other circumstances ffecting economic conditions as well as address changes of the person or the economic conditions of the Purchaser entitle the Vendor according to his evaluation and choice.

a) demanding payment or provision of securities as a result of due or deferred claims from all existing  
            contracts.
        b) refusing fulfilment of existing contracts till advance payment or provision of securities, withdrawing from
            the contract or demanding claims for damages due to non-fulfilment.

 3.     Offsetting and deferment are excluded, also in case of assertion of warranty claims, unless the claim is 
         undisputed or has been determined legally binding.

1.        Up to payment of all claims from the business connection including possible refinancing or reverse bill of exchange, the Vendor reserves the right to ownership of all goods deliveries, which are only allowed to be disposed of in proper business dealings.

2.        The Purchaser acquires no ownership of the completely or partially processed items due to the processing of these goods. The processing of these goods is only carried out free of charge for the Vendor. Should the retention of title still expire due to certain circumstances, then Vendor and Purchaser are already agreed that the ownership of goods with processing is to be transferred to the Vendor, who accepts the overall agreement. The Purchaser remains their gratuitous custodian.

3.        On processing goods which are still owned by others, the Vendor acquires co-ownership of these new goods. The extent of this co-ownership is determined by the relationship of the invoice value of the goods delivered by the Vendor to the invoice value of the remaining goods.

4.        The Purchaser thus assigns the claim from further sale of the goods subject to reservation of title to the Vendor when the goods have been processed. When the processed product only receives goods, alongside goods subject to retention of title belonging to the Vendor, which either belonged to the Purchaser or which were only delivered under so-called simple retention of title then the Purchaser cedes the total purchase price claim to the Vendor. In other cases, i.e. on meeting advance cessions to numerous suppliers, the Vendor is entitled to a fraction of the claim according to the relationship of the invoice value of his goods subject to reservation of title to the invoice value of the other items to be processed.

5.        When the total claims of the Vendor are doubtlessly secured by such cessions to over 125% then the surplus of accounts receivable is released by request of the Purchaser after selection by the Vendor.

6.        The Purchaser can, as long as he meets his payment obligations to the Vendor, collect accounts receivable till cancellation. The right to further sales or processing of goods and the collection of accounts receivable expires with the expiry of payment, application for or opening of insolvency proceedings, judicial or extrajudicial composition proceedings, check or bill of exchange protest or completed distraint. Subsequent incoming ceded accounts receivable are then immediately to be collected onto a special account.

7.        Possible withdrawal of goods always only takes place as a precaution; this does however not mean a withdrawal from the contract, even when subsequent instalments are granted.

1.        There is a guarantee of at least 12 months as of entering the order on the products offered by the Vendor. A longer guarantee period is also in part granted depending on the manufacturer. The guarantee refers to material flaws in the products offered by the Vendor, but not to workings or possible consequential damages.

2.        The guarantee period begins on the date of delivery. If operating or maintenance instructions are not followed, alterations to the product carried out, parts exchanged or consumables used, which do not meet original specifications, then the guarantee does not apply.

3.        The Purchaser is to convey flaws immediately but at the latest within a week of receiving the object of delivery in writing to the Vendor. Flaws which could not be discovered during this period also after careful inspection are to be conveyed to the Vendor in writing immediately after having been discovered.

4.        In case of a notification by the Purchaser that the products do not meet the guarantee stated, then according the Vendor either demands that
a) the faulty part or device is sent for repair and then returned to the Vendor;
b) the Vendor holds ready the faulty part or device and a service technician of the Vendor is sent to the Purchaser in order to carry out the repair work. If the Purchaser demands that work carried out under guarantee takes place on site, then the Vendor can meet this demand whereby parts falling under the guarantee are not calculated while expenses such as working hours and travelling expenses are to be reimbursed to the Vendor.

5.        If a subsequent improvement fails after the appropriate deadline, then the Purchaser can either demand the reduction of remuneration or cancellation of the contract.

6.        Liability for normal wear and tear is excluded. The Vendor is not liable for flaws in the functioning of devices, when the installation and / or start-up of the device is not carried out by the Vendor or a representative authorised by the Vendor.

7.        Software products that have been opened are not subject to guarantee and cannot be withdrawn.

1.        Swiss law is regarded as agreed upon for this business relationship and the complete legal relations between Vendor and Purchaser.

2.        The place of jurisdiction - 6300 Zug, Switzerland - is regarded as agreed upon for disputes arising from the legal relations concluded between the Vendor and Purchaser.

3.        Should a regulation of this business condition or a condition within the framework or other agreements be ineffective or become ineffective then the effectiveness thereof of all other regulations or agreements is not harmed. The Swiss law of obligation is principally valid in cases of doubt or non-defined regulations.