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B2B retail Supply Terms and Conditions
1. SubjectThe Supplier agrees to supply and the Retailer agrees to purchase the following goods for resalein 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 Deliveries2.1 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 15-20 business days of confirmation unless otherwise agreed.2.4 Delivery charge to endplace will be sent thru email to the retailer3. Prices and Payment Terms3.1 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. 104OR (Swiss Code of Obligations).3.4 a B2B is granted with a 10% discount for loose products and 15% discount for bulk orders inboxes4. Delivery and Risk Transfer4.1 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 Returns5.1 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 defectsAccepted returns (for non food) products or refund (for food products) must be coordinatedwith the Supplier and shipped back at [Supplier’s/Buyer’s] cost depending on fault.6. Product Standards and Warranties6.1 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 Branding7.1 The Retailer shall be authorized to use the Supplier’s brand name and marketing materialsfor resale purposes.7.2 The use must be in accordance with the brand guidelines provided.8. Exclusivity and Territory8.1 Selling products outside of Switzerland on behalf of kabayancorner.ch is not permitted.9. ConfidentialityBoth Parties agree to maintain confidentiality regarding pricing, trade secrets, and termsdisclosed under this Terms and Conditions..10. Duration and Termination10.1 This Agreement enters into force after singing in the online shop as B2B10.2 Termination does not release either party from outstanding obligations.11. Governing Law and Jurisdiction11.1 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 otherwiseagreed.