1. validity of the conditions
The deliveries, services and offers of AZ Fittings GmbH, registered office of the company: Werkstrasse 1, 8362 Balterswil, shall be made to entrepreneurs and legal entities under public law as our customers exclusively on the basis of these GTC. They shall also apply to future business relations in the current form known at the time. Deviating terms and conditions of business shall only become part of the contract if AZ Fittings confirms them in writing.

2. offer and conclusion of contract
2.1 Our offers are subject to change. Orders shall be deemed accepted after written confirmation ("Order Confirmation") or invoicing by us. The delivery of goods replaces the order confirmation. Verbal subsidiary agreements, commitments, etc. made by our employees shall only become binding upon our written confirmation.

2.2 AZ Fittings GmbH shall retain ownership rights and copyrights to illustrations, presentation objects, drawings, calculations, data and other documents.

2.3 The examination of the order and offers for completeness is the responsibility of the customer.

3. delivery and performance time, delay
3.1 The dates and deadlines stated by AZ Fittings GmbH shall not be binding unless otherwise expressly agreed in writing (e.g. in the order confirmation).

3.2 Compliance with any delivery period shall be subject to the fulfillment of the Buyer's contractual and cooperation obligations. Delivery periods shall commence at the earliest upon conclusion of the contract, but not before complete provision of all documents, releases, technical clarifications, etc. to be procured by the Buyer. Any changes or additions requested by the buyer after the conclusion of the contract shall be subject to written acceptance by AZ Fittings GmbH and shall extend the delivery deadline accordingly. In the event of unforeseen events for which AZ Fittings GmbH is not responsible and/or force majeure, the delivery deadline shall also be extended appropriately.

3.3 If AZ Fittings GmbH has not performed a due service in accordance with the contract, the buyer shall not be entitled to withdraw from the contract, to demand compensation for damages instead of the entire service and to demand compensation for futile expenses insofar as AZ Fittings GmbH's breach of duty is insignificant.

3.4 AZ Fittings GmbH shall only be in default by issuing a reminder unless otherwise stipulated by law or the contract. Reminders and setting of deadlines by the buyer must be in writing in order to be effective.

3.5 In the event of a delay in delivery, the Buyer may, after a written reminder, set us a reasonable further period of time with the indication that it will refuse to accept the subject matter of the contract after the expiry of the period.

4. transfer of risk
4.1 Unless otherwise agreed, delivery shall be agreed ex AZ Fittings GmbH's warehouse.

4.2 The risk shall pass to the buyer as soon as the shipment has been handed over to the person carrying out the transport or has left AZ Fittings GmbH's warehouse for the purpose of shipment; this shall also apply if AZ Fittings GmbH arranges the transport with its own forces on behalf of the buyer.

5. prices and payments
5.1 The prices shown in the respective current price lists of AZ Fittings GmbH shall apply, plus the respective statutory value-added tax. Additional deliveries and services shall be invoiced separately.

5.2 Unless otherwise agreed, prices are ex works / warehouse including normal transport packaging plus transport costs.

5.3 The invoice amount shall be due for payment without any deduction after the invoice date, unless otherwise agreed. If, contrary to the agreement, the goods are not called off in accordance with the contract in the case of call-off orders, we shall be entitled to claim storage costs after a reasonable period of grace has elapsed. Transport and storage shall be for the account and at the risk of the purchaser.

5.4 If AZ Fittings GmbH is aware of circumstances that call the buyer's creditworthiness into question, AZ Fittings GmbH shall be entitled to demand down payments or the provision of security even after the contract has been concluded, irrespective of any further legal claims.

5.5 Checks and bills of exchange, which AZ Fittings GmbH reserves the right to accept, shall not be considered payment until they have been credited. Any discount and bank charges shall be borne by the buyer. The buyer shall only be entitled to rights of set-off and retention if its counterclaims have been legally established, are undisputed or have been recognized by AZ Fittings GmbH.

5.6 The goods shall be delivered subject to retention of title in accordance with these conditions (clause 8).

6. claims for defects
6.1 Insofar as there is a defect in the purchased item for which AZ Fittings GmbH is responsible, AZ Fittings GmbH shall first always be given the opportunity to remedy the defect within a reasonable period of time. NLT shall be entitled to choose between rectifying the defect or supplying a replacement. Claims for defects on the part of the buyer shall be subject to the condition that he has fulfilled his statutory obligations to inspect the goods and give notice of defects. In case of a delayed notice of defects any claims are excluded.

6.2 If the supplementary performance fails, the Purchaser may, after a further fruitless grace period, withdraw from the contract or reduce the purchase price, provided that the statutory requirements are met. Claims for damages shall be governed by Section 7 of these General Terms and Conditions.

6.3 Claims for defects shall become statute-barred after the expiration of 12 months; the period shall begin with the transfer of risk. In the event of intent, gross negligence on the part of AZ Fittings GmbH, as well as injury to life and limb, the statutory provisions shall apply.

7. liability and claims for damages
7.1 Claims for compensation against AZ Fittings GmbH or its employees, regardless of the legal grounds, shall be excluded unless otherwise agreed below.

7.2 AZ Fittings GmbH shall be liable for damages and reimbursement of futile expenses pursuant to §§ 437 No. 3 or 634 No. 4 BGB in conjunction with §§ 636, 280, 281 and 281 a or § 284 BGB. §§ 636, 280, 281, 283 and 311 a or § 284 BGB (hereinafter referred to as "damages") due to a breach of contractual or non-contractual obligations only a) in the event of intent or gross negligence, b) in the event of negligent or intentional injury to life, limb or health, c) due to the assumption of a quality guarantee, d) in the event of negligent or intentional breach of essential contractual obligations, e) due to mandatory liability under the Product Liability Act or f) due to other mandatory liability.

7.3 However, damages for breach of material contractual obligations shall be limited to the foreseeable damage typical for the contract, unless caused by intent or gross negligence or based on liability for injury to life, body or health or the assumption of a quality guarantee. The value of the goods shall represent the anticipated amount of the foreseeable damage that is to be expected. The buyer shall inform AZ Fittings GmbH of any higher amount and/or special risks of damage before concluding the contract.

8. retention of title
8.1 The delivered goods shall remain the property of AZ Fittings GmbH until all claims arising from the business relationship between AZ Fittings GmbH and the buyer have been paid in full. In this respect, our individual deliveries shall be considered as one coherent delivery transaction. Recognition of the balance shall not affect the retention of title. Payment shall only be deemed to have been made when the equivalent value has been received by AZ Fittings GmbH.

8.2 In the event that the buyer acts in breach of contract, in particular in the event of default in payment, AZ Fittings GmbH shall be entitled to take back the purchased item. AZ Fittings GmbH's taking back the purchased item shall not constitute a withdrawal from the contract unless AZ Fittings GmbH has expressly declared this in writing.

8.3 If the goods are resold in accordance with their intended use, the Buyer hereby assigns to us all claims against its customers arising from the sale, together with all ancillary rights, until all our claims have been settled. We hereby accept the assignment. In the event of a justified cause, the Buyer shall notify his purchasers of the assignment to us and shall provide us with the information and hand over the documents required to assert our rights. We shall release the securities held by us if their value exceeds the claims to be secured by more than 10%.

9 Place of Performance / Jurisdiction / Applicable Law
9.1 The place of performance shall be the registered office of AZ Fittings GmbH in 8362 Balterswil.

9.2 The place of jurisdiction is 9542 Münchwilen TG.

9.3 These terms and conditions and all legal relationships between AZ Fittings GmbH and the buyer shall be governed exclusively by Swiss law.

10.special

COVID-19 Delivery conditions

As you are aware and as many cases show, current developments regarding the Corona pandemic may result in global, national or local measures, such as but not limited to supply/shipping restrictions, embargoes, travel bans/restrictions, quarantine orders, or other restrictions and/or limitations, such as government and/or administrative directives, instructions, regulations, etc.

Accordingly, the Corona pandemic may also affect delivery times. Therefore, any estimate or even agreement of delivery times is only valid under the condition that the manufacturing process as well as the delivery, shipment and services such as commissioning are not directly or indirectly affected by events related to the Corona pandemic.

Sanctions

Changes to sanctioned countries, due to the current situation, are not taken into account in this offer and can lead to the fact that we must refrain from a possible order.

11. severability clause
Should any provision in these Terms and Conditions be or become invalid, this shall not affect the validity of the remaining provisions. In such a case, the parties undertake to replace the invalid clause with a valid one that comes as close as possible to the economic purpose of the invalid clause. The same shall apply in the event of a loophole.