a) If the Buyer is not in agreement with the content of the order confirmation or the Conditions of Sale and Delivery in all of its parts, the Buyer must object immediately in writing. Lack of communication is considered agreement.
b) Modifications, additions or any secondary agreements, even with the staff or the representatives of the Seller, require written confirmation from the Seller.
c) All of the conditions listed on the Buyer’s forms or other clauses are not valid if they are in contradiction of the language of this order confirmation or the accompanying conditions.
a) All deliveries are made at the expense and risk of the Buyer from the shipping location. This also applies to carriage-paid shipments.
b) All of the delivery dates specified by the Seller are based on the shipping confirmationsmade by the manufacturer and are therefore not binding for the Seller. Damage claims by the Buyer due to delivery dates which are not met are therefore precluded.
c) The Seller is entitled to withdraw from the agreement with the exclusion of any damage liability for a delayed or uncompleted delivery in the event of disruptions due to force majeure, particularly due to war, civil unrest, strikes, official measures of any time, fire, floods, accidents and the shortage of production materials, raw materials, fuels, electrical power, means of transport etc.
a) Items are shipped in the usual standard packaging. If this should be insufficient under some circumstances, the Seller offers no guarantee. Acceptance of the shipment without a complaint by the shipper is considered proof of proper condition of the packaging.
b) The Seller can only process transport damage claims if the damage is confirmed upon delivery by the transport driver on the waybill and are reported to the Seller immediately by sending this document.
If, on the date of the delivery, market prices are higher, particularly due to a change in customs fees, exchange rate relations, taxes, production and freight costs etc., the Seller cab require the higher price after it has notified the Buyer by telex or registered letter with a notification period of 7 days. The Buyer then is entitled to cancel the agreement within these 7 days.
a) Complaints regarding weights must be lodged within an exclusionary period of 3 days after arrival of the item at the destination. Complaints about commercial weights are only possible based on a conditioning procedure with adherence to the relevant regulations.
b) The following exclusionary period applies for the assertion of quality complaints:
Complaints on defects which refer to previously prepared or processed products can no longer be made.
c) The Seller warranty extends to good commercial quality according to the existing manufacturer specifications. It is necessary that the material which is the object of the complaint be sorted out immediately and the Seller is to be notified immediately with all required information.
d) In the event of justified complaints, the defective material is replaced upon its return if no other provision has been made in the interests of both partners. More extensive claims of any type, such as cancellation of sale, discount or compensation for damages are excluded.
a) The invoices are to be paid in a temporal order at the terms overleaf with cash/cash-like settlement, without fees and without other deductions. If the payment is not sufficient to repay the claim, a charge is first made for incidental costs and last for interest on the value of the item. Checks and bills of exchange only apply as payment after they are cashed. Payment through bills of exchange can only be made upon previous agreement and does not guarantee a claim to a discount.
b) Interest is to be charged on amounts owed when they become due without preceding late payment notices at 6% p.a. above the current Swiss Federal Bank discount rate. By charging interest, the assertion of more extensive damages due to delayed performance by the Seller are not precluded.
c) In the event of delayed payment, check or bill of exchange protests, all existing claims immediately become due immediately in deviation from all previously made agreements and the Seller is authorized to require pre-payment for shipments which are in route and are still to be made under all current sales contracts. If, during the execution of the order, the Seller becomes aware of the circumstances which cause the Seller to assume that the Buyer is not reliable or not creditworthy, it can also demand pre-payment for additional deliveries.
d) In the event of payment in euros for an invoice in a foreign currency, a credit is made on the day and at the exchange rate at which the Buyer settles the currency at its bank.
e) Set-off and retention rights of the Buyer, particularly due to complaints, are hereby implicitly excluded.
If the Buyer is delayed in calling up or accepting the item, the Seller is entitled either to cancel the agreement or to demand compensation upon rejection of performance of the contract due to lack of performance after specification of a four-week follow-up period.
a) All delivered items shall remain the property of the Seller until all claims are completely paid from the business relations.
b) The Buyer may process them while the contractual partners are already in agreement that the Seller shall be the new owner of the newly created items. If the items are mixed or combined with items for which another supplier has the reservation of ownership, it then has co-ownership of the items.
c) The Buyer may not take possession of or pledge the item either before or after processing as a security.
d) In the event of sale of the item which is subject to the reservation of ownership, the Buyer shall hereby assign its purchase price claims in the full amount to the Seller (RMB fibers AG), if necessary also including processing or installation. These assignments may only apply until the Buyer has settled all of its debts from the business relationship with the Seller.
e) If the Buyer can prove that the executable daily value from the reservation of ownership does not exceed the claims by more than 20%, then the Seller is obligated to release securities of its choice from the reservation of ownership.
f) In the event that pledges, confiscations or arrests of the item subject to the reservation of ownership or assigned claims occur, the Buyer must notify the Seller immediately with exact information.
The place of performance for all performances and for the assertion of claims of all types under this agreement is implicitly stated to be Niederweningen/Switzerland. This also applies to checks, bills of exchange and other legal documents. The place of jurisdiction is Zurich/Switzerland.
Version 2 / Last updated: 24. September 2025