General terms & conditions (agB)
1. General information
This page (together with the documents to which it refers) informs you about the General Conditions of Purchase, on the basis of which we offer all products (“Products”) and services (“Services”) on our website www.sphery.ch (“our Site”) and through personal sales. Please read these Terms and Conditions of Purchase carefully before ordering any of our products or services. Please note that by ordering any of the Products or Services, your agreement to the applicability of the General Order Terms is implied.
We recommend that you make a printout of these General Conditions of Purchase for your own documentation.
We ask for your understanding that if you do not agree with the Terms and Conditions of Purchase, orders for products cannot be executed.
2. About us
www.sphery.ch is operated by Sphery AG, Industriestrasse 26, 9434 Au SG, Switzerland (“we” or “Sphery”). We are registered in Switzerland under the VAT number CHE-284.816.563 and have our registered office at the above address and a Gym in Zurich at the Asylstrasse 64, 8032 Zurich.
3. About you
3.1 By placing an order via our website or via E-Mail you declare bindingly that
- you have the legal capacity to conclude binding contracts
- you are at least 18 years old
- you order the products or services for your commercial use
4. Conclusion of contract
4.1 Your order is an offer to us to order a product or service. All orders must be accepted by us. We will expressly declare acceptance by sending you an e-mail stating that your order has been accepted (order confirmation). The contract between us is only and exclusively concluded when we send you an order confirmation.
4.2 The contract relates only to those products or services whose delivery and provision we have confirmed in the order confirmation. We are not obliged to supply any other products or services which you have specified in your order unless these products or services have been confirmed in a separate order confirmation.
5. Consumer law/right of withdrawal
5.1 You can revoke your contractual declaration within 2 weeks without giving reasons in writing (e.g. letter, fax, e-mail) or by returning the goods. The period begins at the earliest with receipt of this instruction. The timely dispatch of the revocation or the goods is sufficient to comply with the revocation period. The revocation is to be addressed to:
9434 Au SG
5.2 In the event of an effective revocation, any services received by either party shall be returned and any benefits derived shall be surrendered. If you are unable to return the received goods or services in whole or in part or only in a deteriorated condition, you must compensate us for lost value. This does not apply to the surrender of goods if the deterioration of the goods is exclusively attributable to their inspection – as would have been possible for you in a retail shop. In addition, you can avoid the obligation to pay compensation by not using the goods as if they were your property and by refraining from doing anything that could impair their value.
5.3 Items that can be shipped by parcel post are to be returned at the expense and risk of Sphery. Items that cannot be sent by parcel post will be collected from you. You must fulfil obligations to reimburse payments within 30 days of sending your declaration of revocation.
6. Availability and delivery times
Your order will be delivered on the date stated in the order confirmation. If no delivery date is stated there, the order will be delivered within a reasonable time from the date of the order confirmation, unless extraordinary hindrances occur.
The approximate delivery time is 40 days from the date of the order confirmation (for credit card payments) or from the receipt of the payment confirmation for electronic funds transfer. The date of delivery will be arranged by us in consultation with our local agents and depends on the delivery address, the type of products, etc.
7. Transfer of risk and retention of title
7.1 The risk is transferred to you upon delivery.
7.2 Sphery retains ownership of the products delivered to the customer until final and complete payment of the delivered goods. The same applies to products that are exchanged under warranty or guarantee.
8. Pricing & payment
8.1 The price of each product and service is based on the information provided on our website and the yearly updated price lists which Sphery AG provides to its customers up on demand, with the exception of obvious errors.
8.2 Unless we expressly state otherwise, the prices include the statutory value added tax, to which must be added the costs for shipping, which we state in each case. In the event that you are entitled to pay a lower VAT rate, we will only grant you the VAT reduction after you have provided us with the necessary and appropriate documents required to implement the VAT reduction.
8.3 Prices are subject to change, subsequent price changes are irrelevant for orders confirmed by us via order confirmation.
8.4 We will not be obliged to deliver the product or service to you at an incorrect price which is too low, even if you have received an order confirmation, if the pricing error was obvious and unambiguous and was reasonably noticeable by you.
8.5 Payment for all products and services must be made by bank transfer or credit card. We will not charge your credit card until we process your order. Payment must be made in one instalment, before delivery, and can be made as follows:
a) Credit Card: American Express, VISA and MasterCard guaranteed by Paypal. The order will go through the information system of Paypal, which Sphery will confirm the validity of the card.
b) Electronic money transfer to:
Credit Suisse (Switzerland) AG
Account number: 1552298-91
IBAN: CH85 0483 5155 2298 9100 0
8.6 In the case of payment by credit card, the prerequisite for processing is the confirmation of the payment transaction by the bank of Sphery. In the case of payment by electronic bank transfer, the order will only be executed after receipt of a copy of the bank confirmation for the transfer, which must be available within 7 days of the day of the conclusion of the contract by order confirmation.
If Sphery does not receive the bank confirmation within the aforementioned period, Sphery is entitled to consider the order as null and void and to consider the contract as terminated without written notification to the Purchaser. Delivery is dependent on proof of payment. The delivery time starts only after receipt of the receipt which provides proof of payment.
9.1 If you wish to return a product, please contact us using the contact details given below or use the form provided to you when the product was delivered Sphery AG, Industriestrasse 26, 9434 Au SG, Switzerland Email: firstname.lastname@example.org Website: https://www.sphery.ch
9.2 If you return a product
a) Because you have revoked the contract within the revocation period according to clause 5.1, we will reimburse you for payments already made as soon as possible, but in any case within 30 days after you have revoked the contract. In this case we will refund the full price minus all the costs generated during the assembly and dismantling as well as costs for commissioning and training to you, unless the product is damaged through your fault.
b) For other reasons (for example, because you have informed us in accordance with § 19 that you do not agree to a change in the terms of the order or any other procedure, or you claim that the Product is defective), we will examine the returned Product and inform you of the refund by e-mail within a reasonable time.
Normally we will pay the refund as soon as possible and in any case within 30 days of confirming to you that you are entitled to a refund for the returned or damaged product.
Defective returned products will be refunded in full, including a refund of delivery charges, both for delivery to you and for return delivery to us. The refund is excluded and reduced if the product has been damaged during your possession for reasons not related to the defect complained about, unless you are not responsible for the damage. Please be aware that we will invoice all generated costs regarding the assembly and dismantling as well as costs for commissioning and training separately.
9.3 As a rule, we transfer refund amounts by electronic bank transfer.
10. Transport, insurance & packaging
Unless otherwise agreed, the goods travel at the expense and risk of the customer. Transport insurance will only be taken out by us at the express and timely request of the customer and at his expense. Any complaints in connection with the transport shall be addressed by the customer to the last carrier immediately upon receipt of the delivery or the freight documents. For our part, packaging is carried out with all due care. Unless expressly included in the price, it will be invoiced at cost price and will not be taken back, unless expressly agreed otherwise.
11. Assembly and commissioning
The general assembly conditions of Swissmem shall apply to assembly work carried out by our personnel. The commissioning of the objects or installations supplied by us shall be carried out in accordance with special agreements.
12. Limited liability and warranty
12.1 for a period of two years from the date of delivery, we shall be liable for the product purchased from us functioning in accordance with the product description if it is used in accordance with the operating instructions, irrespective of the usual wear and tear for which no liability is accepted. The liability for material defects includes the replacement of all defective parts free of charge with the aim of restoring the functionality of the product, or – at our discretion – the replacement of the entire product if we assume that it cannot be repaired with spare parts. The liability for material defects includes labour costs and transport costs.
We are not liable for the use of the fitness equipment contrary to the operating instructions and the instructions in the illustrative material. We are not liable for use by persons in an unsuitable state of health, as the users are responsible for determining and ascertaining their state of health. The purchased fitness equipment should only be used after reading the instruction manual in full and under your own responsibility. The fitness equipment may only be used in strict compliance with the safety regulations.
12.2 The liability under clause 12.1 does not apply to defects in cables, upholstery material and plastic parts. Only the normal statutory liability for material defects applies to these parts.
12.3 In the event of a material defect according to 12.1, our liability is initially limited to the replacement of the damaged parts and – at our option – to the new delivery of the product.
12.4 We warrant that any service we provide to you will be performed with reasonable skill and care and in accordance with applicable laws.
12.5 We are liable for damages as a result of a non-contractual performance on our part only in the amount of the purchase price, if there is no grossly negligent breach of duty by Sphery or intentional or grossly negligent breach of duty by a legal representative or vicarious agent of Sphery.
12.6 The liability is not limited in the following cases:
a) Injury to life, body and health of the customer, which is based a negligent breach of duty by Sphery or an intentional or negligent breach of duty by a legal representative or vicarious agent of Sphery.
b) for fraud or fraudulent misrepresentation or
c) in other cases in which an exclusion of liability is not legally possible
13. Communication channels
In principle, notifications and information should be in writing. When using our website, you accept that we will communicate with you predominantly by electronic messages.
We will contact you by e-mail and inform you by posting information on our website. For contractual purposes, you agree to the use of electronic means of communication. You acknowledge that all contracts, notices and information, and other communications that we may send to you electronically comply with the law and that such communications will be deemed to be in writing. Your legal rights are not affected by these provisions.
14. Addressee of messages
All messages you send to us must be sent to:
Industrial road 26
9434 Au SG
We will send you messages either by e-mail or to the postal address you provide with your order or by other means. Messages will be considered received and properly answered as soon as they are posted on our website, 24 hours after an email is sent or three days after the day a letter is sent. In order to prove receipt of a message, it is sufficient that, in the case of a letter, it is proven that the letter has been properly addressed, stamped and delivered to the post office, and in the case of an e-mail, that the e-mail was sent to the e-mail address of the addressee as published.
15. Assignment of rights and transfer of obligations
15.1 The contract between you and us binds you and any legal successor of Sphery.
15.2 The transfer of rights or obligations under this contract is prohibited for you without the prior written consent of Sphery.
15.3 Sphery is entitled at any time to transfer rights and obligations from this contract to third parties.
16. Force majeure
16.1 We shall not be liable and responsible for any impediments and delays in the provision of services caused by events beyond our control (force majeure).
16.2 Force majeure includes any act, event, failure to perform, or failure to perform any event beyond our reasonable control, and includes, but is not limited to, the following events
a) strikes, lock-outs and labour disputes
(b) riots, insurrections, invasions, terrorist attacks or the threat of terrorist attacks, war (whether or not expressly declared), imminent war or preparations for war
(c) fire, explosion, storm, flood, earthquake, landslide, subsidence, epidemic or other natural disaster
(d) inability to use railways, shipping, air transport, road transport or private or public transport
(e) impossibility of using the public or private telephone network
(f) laws, decrees, legislation and regulations or restrictions imposed by governments and parliaments
16.3 Our performance obligations under the Agreement shall be deemed to be suspended for the period during which the Force Majeure lasts. The performance period shall be extended by the duration of the force majeure. We will use all reasonable endeavours to bring the Force Majeure to an end or to find a solution whereby we can fulfil our obligations under the Contract despite the Force Majeure.
17.1 If, during the term of the Agreement, we fail to require strict performance of your obligations under the Agreement or to comply with these General Purchase Order Terms, or if we fail to exercise our rights and remedies under this Agreement, this shall not constitute a waiver of such rights and remedies. You are not thereby released from the performance of your obligations.
17.2 A waiver in the event of defective performance shall not constitute a waiver of any subsequent defective performance.
17.3 No waiver of any of your rights under these Order Terms and the Contract shall be effective unless expressly stated to be a waiver and confirmed in writing in accordance with clause 11 of these Terms.
18. Severability clause
If any of these terms and conditions or contractual provisions are held by a court to be invalid or unlawful or unenforceable, the invalidity shall be limited to such term or provision. The parties undertake to agree on a provision that comes as close as possible to the economic purpose of the invalid provision.
19.1 These order conditions and all documents to which the order conditions refer represent the complete regulations in connection with the concluded contract and replace all previous agreements or arrangements in this regard, both oral and written.
19.2 It is understood that when the contract was concluded neither party relied on representations, commitments or promises made by the other party or statements made in the course of negotiations, unless these are expressly mentioned in the contract or the Order Terms.
19.3 Incorrect statements made by the other party, either verbally or in writing, prior to the conclusion of the contract shall not give rise to any rights, unless the incorrect statements were made fraudulently or maliciously. In the event of fraudulent statements, the other party to the contract may assert the rights under these order conditions.
20. Amendments to the general ordering conditions
20.1 We are entitled to revise and amend these order conditions to take account of changes in market conditions affecting our business, changes in technology, changes in payment methods, changes in legislation or legislative requirements or changes in the performance of our system.
20.2 The terms and conditions in force at the time of your order will continue to apply until any change to these terms and conditions is required by law or administrative authority (in which case the terms and conditions will only apply to orders previously placed), or if we inform you that we are going to change the statements or order conditions before we send you the order confirmation. In this case, the validity of the new declarations and order conditions shall be deemed to be agreed unless you notify us of your objection within 7 days of receipt of the products.
21. Applicable law and place of jurisdiction
The contract is subject to Swiss material law (excluding conflict of law rules); the courts of Switzerland have jurisdiction over all disputes arising from the contractual relationship.