Reck & Co. (Suisse) AG: Terms and Conditions of Sale

  1. These “Conditions” apply to all legal relationships between the seller and the bidder, buyer and other third parties, with regard to the tender and sale of damaged and/or distressed goods of all kinds. These conditions of sale take precedence over all other terms and conditions of buyers, bidders or other third parties. Agreements deviating from these conditions must be made in writing, and expressly accepted in writing by the seller, otherwise they are ineffective.
  2. With regard to the goods, the seller shall act towards bidders, buyers and other third parties in the name, and for the account of, whoever is concerned, unless a specific client is expressly named as such in the tender.
  3. Tenders and sales are carried out by the seller with customary care. All information is given to the best of our knowledge, in accordance with the information provided by the seller’s client and the goods documents available to the seller at the time of the tender. Furthermore, the seller assumes no liability for the accuracy and completeness of the information, nor for any missing information relating to defects or damage to the goods.

Since damaged or distressed goods are advertised for sale, each interested party is responsible for finding out about the condition of the goods by themselves. This also applies if the seller was believed to have previously inspected the goods in another capacity.

  1. The description of the goods in the tender, the sales offer, or additional information, does not under any circumstances guarantee any quality of the goods.
  2. The seller offers, as far as is possible and reasonable, an opportunity to inspect the goods during normal local working hours at the storage location, which is at the expense and risk of the interested party, and for which the interested party is bound to cover any costs incurred by the seller and/or the warehouse keeper.”

The seller can also request the interested party, bidder or buyer, to pay a reasonable share of the expected costs before the goods are inspected.

The interested parties, bidders or buyers, guarantee the seller that they will indemnify the seller against all possible claims and demands for all consequences resulting from a failure to carry out an inspection, or insufficient inspection, of the goods.

The seller and his client are in no case liable for the consequences of potentially insufficient opportunities for inspection and examination.

  1. Bids must be received by the seller within the period stated in the tender.

6.1 Each bidder is bound by his bid for a period of 48 hours after the end of the bidding period.

6.2 The seller is under no obligation to a bidder to accept his bid.

  1. The purchase contract for the goods is concluded when the seller accepts the bid. If the tender does not contain any other provision, the payment of the purchase price including value added tax, customs duty, import sales tax or other public charges is then due immediately. Storage or demurrage costs and the like are only to be borne by the seller up to 3 working days after the conclusion of the purchase. Delivery costs are also to be borne by the buyer. Any documents required for import and export, or other marketing of the goods, are the sole responsibility of the buyer.

7.1 The calculation of the purchase price is based on the dimensions specified in the tender (quantity, weight, volume, etc.). This is recognized by the buyer as final, provided it does not deviate from the actual size by at least 5%, which the buyer must have determined at his own expense by independent experts within a maximum of 3 days. Here the buyer must also notify the seller of this within 7 days. The seller must be given the opportunity to participate in this process of determining the size. The same applies if an approximate size was specified in the tender.

7.2 The goods are sold in their current condition and are without liability and guarantee with regard to grade, quality and condition. From the conclusion of the purchase contract, the buyer bears the risk of accidental loss of the goods. In no event shall the seller, and his principal, be liable for any deterioration in the goods between the time the buyer inspected them, or could have inspected them, and the delivery of the goods to the buyer, unless their legal representatives or officers have caused the deterioration as a result of gross negligence.

7.3 The bidder/buyer acknowledges that by submitting his bid or other declaration leading to the conclusion of the purchase, he is aware that the goods are damaged, or in some way distressed, which may include faults, defects and damage – including those which have remained undetected – and which make use, or consumption, unsuitable, and, in individual cases, can also cause consequential damage. The seller and his client are not liable for this. The seller will refer that buyer within the framework of the Product Liability Act and similar regulations to his client, whom he will then name upon request. The observance of health regulations and/or other public law regulations is the sole responsibility of the buyer.

7.4 If the buyer does not pay the purchase price on time, the seller has the right, after a one-time reminder after a 2-day period, to freely sell the goods elsewhere at the expense of the buyer. The original buyer and bidder remains obliged to compensate for a loss in proceeds and any costs as well as to compensate for other disadvantages. However, the buyer has no claim to any additional proceeds.

  1. All declarations, tenders, contract acceptances, etc. by the customer/seller are subject to timely, correct and complete delivery, insofar as the customer/seller does actually have the power of disposal over the goods when submitting the above declarations etc.

This also applies if the stated declarations etc. do not contain any reference to a lack of power of disposal over the goods, for which there is no obligation. If the seller does not have the legal authority to dispose of the goods, his liability is limited to the repayment of the purchase price already paid. The buyer is not entitled to any further claims. The buyer fully indemnifies the seller from third-party claims.

  1. In the event of a defect in title, the liability of the client represented by the seller is limited to the reimbursement, possibly also in part, of the purchase price, to the exclusion of any further compensation. A liability of the seller himself, however, does not exist under any circumstances.
  2. The liability of the seller, his employees, his vicarious agents, his legal representatives and his customer for claims for compensation of whatever type and legal basis is – unless liability is completely excluded according to the above conditions or otherwise regulated – limited to cases of gross negligence.

10.1 Direct claims against employees, vicarious agents and other third parties used by the seller/his client are excluded – except in the case of intent by these persons, insofar as they acted within the framework of the contractual obligations assigned to them.

10.2 Compensation is only payable for direct damage and, insofar as this was foreseeable, as is typical for the contract.

10.3 Any liability for damages on the part of the seller or his client is limited to a maximum total of CHF 10,000.00, except in the case of gross negligence on the part of the aforementioned party (the seller or his client), or one of their senior employees.

11 Claims of any kind against the seller, his vicarious agents, legal representatives and his client, expire six months after the conclusion of the contract in accordance with Section 7.1.

12 . It is expressly agreed that offsetting, or the assertion of a right of retention by the buyer, is excluded.

13 . Swiss law applies exclusively to all legal relationships to which these conditions apply, with the exception of the provisions of the UN Sales Convention.

13.1 The place of performance for all obligations of the buyer is the seller’s registered office in Basel, Switzerland.

13.2 The exclusive place of jurisdiction for all claims against the seller, its various divisions or associated corporate bodies or employees, is Basel, Switzerland.

13.3 Should individual conditions be wholly or partially invalid, this does not affect the rest of the conditions. Invalid provisions, or parts thereof, will be replaced and gaps will be filled by the relevant statutory provisions.

Est. January, 2015

Reck & Co. (Suisse) AG