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B2B retail Supply Terms and Conditions
1. Subject
The Supplier agrees to supply and the Retailer agrees to purchase the following goods for resale
in Switzerland:
- Product Range: [List of Product Categories or Specific Items]
- Brand(s): [If applicable]
- Product Specifications: As provided in the annexes or agreed separately in writing.
2. Orders and Deliveries
2.1 Orders shall be placed in writing (email or EDI) by the Retailer.
2.2 The Supplier shall confirm each order within 2 business days.
2.3 Delivery shall occur within 7-14 business days of confirmation unless otherwise agreed.
2.4 Delivery over 20 kilos will be charged to the Retailer.
3. Prices and Payment Terms
3.1 Prices are stated in CHF (Swiss Francs) and are exclusive of VAT unless otherwise stated.
3.2 Payment terms: [e.g. Net 30 days after invoice date]
3.3 Invoices are issued upon delivery. Late payments may incur default interest under Art. 104
OR (Swiss Code of Obligations).
3.4 a B2B is granted with a 10% discount for loose products and 15% discount for bulk orders in
boxes
4. Delivery and Risk Transfer
4.1 Delivery terms follow Incoterms [e.g., DDP, EXW] to [Delivery Address].
4.2 Risk transfers upon delivery acceptance by the Retailer.
4.3 Any delays or foreseeable disruptions must be promptly communicated.
5. Inspection and Returns
5.1 The Retailer must inspect the goods upon receipt and notify any visible defects within 5 days
(Art. 201 OR).
5.2 Hidden defects must be reported promptly after discovery by email with pictorial proof.
5.3 Returns of Food Products are not accepted. In case of lack of quality or any product defects
Accepted returns (for non food) products or refund (for food products) must be coordinated
with the Supplier and shipped back at [Supplier’s/Buyer’s] cost depending on fault.
6. Product Standards and Warranties
6.1 Products shall comply with applicable Swiss safety and labeling regulations.
6.2 The Supplier warrants that goods are free from material and legal defects for a period of
[e.g., 12 months].
7. Marketing and Branding
7.1 The Retailer shall be authorized to use the Supplier’s brand name and marketing materials
for resale purposes.
7.2 The use must be in accordance with the brand guidelines provided.
8. Exclusivity and Territory
8.1 Selling products outside of Switzerland on behalf of kabayancorner.ch is not permitted.
9. Confidentiality
Both Parties agree to maintain confidentiality regarding pricing, trade secrets, and terms
disclosed under this Terms and Conditions..
10. Duration and Termination
10.1 This Agreement enters into force after singing in the online shop as B2B
10.2 Termination does not release either party from outstanding obligations.
11. Governing Law and Jurisdiction
11.1 This Agreement shall be governed by Swiss law, excluding the UN Sales Convention (CISG).
11.2 Jurisdiction is the competent court at the Supplier’s registered office, unless otherwise
agreed.