GENERAL BUSINESS TERMS

1. GENERAL TERMS

1.1 These terms shall apply exclusively for all transactions. Any divergent or supplementary conditions of the order, as well as any subsidiary agreements shall only be binding if they shall have been confirmed by us in writing.

1.2 Price and perfomance details shall only be binding for us if they shall have been confirmed by us in writing.

1.3 If individual provisions of these terms should be ineffective, the validity of the other regulations shall not be affected by this.

2. OFFERS

2.1Offers are made on principle without obligation, in so far as nothing to the contrary shall be agreed. They are valid for 4 weeks.

2.2 Orders received only become binding with acknowledgement.

3. PRICES

3.1 Prices are ex works, in accordance with the acknowledgement of order, without customs duty and taxes.

3.2 The prices applicable on the day of the conclusion of the contract will be taken as the basis for calculation of the price, if delivery shall be made later then 2 months after conclusion of the contract. Then the prices applicable on the day of the delivery will be charged.

3.3 If other arrangements shall not have been confirmed in writing, the prices shall apply ex works. Packaging will not be taken back.

4. TERMS OF PAYMENT

4.1 In so far nothing to the contrary shall be agreed, a down payment of 33%-50% of the total order value is to be made, as well as a bank guarantee for the remaining amout as security. The discount rate of the time being, which is 2% on 01.01.98 may be deducted from the total value of the order.

4.2 If the order shall become overdue in whole or in part with his payment obligation then, irrespective of all our other rights, he will have to pay interest on the arrears from that time on of the amount as shall actually be incurred by us, but at least 2% per month above the interest of the time being on a current account with the Union Bank of Switzerland.

4.3 If the order shall suspend payments, if the commencement of composition or bankruptcy proceedings shall not be honoured, the total claim will fall due immediately.

4.4 Any right or retention by the orderer, in so far as it shall not be based on the same contractual relationship, as well as the set-off against disputed or not legally bindingly established claims shall be excluded.

5. RESERVATION OF OWNERSHIP

5.1 The goods shall remain our property until all claims against the orderer to which we shall be entitled shall have been fulfilled (conditional goods), even if the indivudual item of merchandise shall have been paid, Any pledging or transfer of ownership by way of security shall not be permissible.

5.2 In the case of the resale of conditional goods, until payment shall have been made of all our claims, by way of security, the orderer assigns even now the future claims against his customer arising out of the resale, without the requirement of later, special declarations. Until rewoked, the orderer shall be authorised to collect the assigned claims, he shall not, however, be entitled to dispose of them in any other way. At our request, the orderer shall have to inform the customer of the assignement and to hand over to us the documents necessary for us to assert our rights against the customer, and to give us all the information necessary. The orderer shall bear the cos.

5.3 If the orderer shall not fulfil his payment obligations, shall not honour cheques or bills of exchange, if there shall be over-indebtedness or a suspension of payments, or if application shall have been made for composition or bankruptcy, we shall be entitled to take back immediately all items of merchandise still under reservation of ownership, to turn them to account with carre and to satisfy our claims from the proceeds of the same, taking the open claims into account.

5.4 So long as the reservation of ownership shall exist, the orderer shall be obliged to keep the goods safe in an orderly manner, and to insure them against damage by fire, water or theft for the amount of their full value, and to expressly agree with the insurance shall include third parties items.

6. DELIVERY

6.1 Delivery periods shall only be binding if they shall have been confirmed by us in writing.

6.2 The delivery period shall begin on the day on which we shall have confirmed the order in writing and the down payment shall have been received in our bank or post office account. It shall be complied with if the goods shall be delayed for reasons for which we shall not be responsible, then the period shall be regarded as having been complied with the announcement of readiness for dispatch shall be made within the agreed period.

6.3 If the orderer shall cause a delay when sending the print copy, we shall be entitled to charge the orderer for the additional costs incurred by us through this.

6.4 If non-compliance with the delivery period shall be attributable to force majeure or other unforeseen obstacles lying outside of our intention or that of our suppliers, then the period shall be extended appropriately. In these cases, the orderer and we shall be entitled to withdraw from the contract after the expiry of 2 months.

6.5 If we shall become overdue, the orderer may claim charges for the delay of 0.5% for each full week of the delay, up to 5% at the most of the value of the goods delivered late, submitting evidence of the damage incurred by this.

6.6 If the orderer shall cause a delay in the dispatch or delivery of the goods, we shall be entitled to charge the orderer for the additional costs incurred by us through this.

6.7 Apart from this, the orderer’s right to withdrawal after fruitless expiry of a reasonable extension of the original time shall be unaffected.

6.8 Part deliveries shall be permissible, unless they shall be contrary to the orderer’s interests. In the case of items manufactured to special order, we shall be entitled to exceed or fall short of the quantities ordered by 10%.

7. DISPATCH

7.1 Dispatch will be made on principle at the risk and to the charge of the orderer, even if carriage paid delivery shall have been agreed.

7.2 Without the orderer’s special request, a delivery will not be insured against theft, transportation and fire damage.

7.3 Dispatch will be made ex factory.

8. WARRANTY

8.1 The liability for faults in the delivery under the warranty, including warranted qualities, will be accepted in so far as the same shall demonstrably be a case of a production or material fault.

8.2 Faults must be notified to us without delay in writing, visible faults, however, within 8 days at the latest after receipt of the goods.

8.3 We undertake, at our option, to remedy faults or supply a new item free of charge within 12 months after passing of the risk. The orderer shall have to give us the necessary time and opportunity of reasonable amount to remedy the fault. If he shall refuse this, then we shall be dispensed from remedying faults.

8.4 If we shall allow a reasonable additional period of time granted to us to pass without remedying the fault, if any remedying of the fault shall be impossible, shall be refused or shall not lead to the correction of the fault and the orderer cannot be reasonably expected to put up with any further remedying of the fault, then the orderer shall have the right to assert diminution of the price; if an agreement shall not be reached between the orderer and us on the diminution of the price, then the orderer shall also be entitled to cancellation of the contract.

8.5 The liability for faults under the warranty shall be cancelled if the goods shall have suffered through incorrect treatment or storage, or in changes or operations shall have been carried out in an inexpert manner.

8.6 In the case of complaints, the orderer shall not have the right to withhold any amounts.

8.7 Further claims by the orderer against us and the persons employed by us to perform our services shall be excluded, in particular any claim for replacement for damage which shall not have occurred on the goods themselves. This shall not apply in so far as in cases of intent, gross negligence or the lack of warranted qualities there shall be obligatory liability.

9. LIABILITY

9.1 In so far as nothing to the contrary shall have been expressly stipulated in these terms, claims against us and the persons employed by us to perform our services or our vicarious agents for damage of any kind, including consequential damage which shall accrue to the orderer or a third party, in particular also such action as shall have been commited through fault at the time of completing the contract, culpable breach of an obligation and through negligence, shall be excluded.

9.2 This shall not apply in so far as in cases of intent, gross negligence or the lach of warranted qualities there shall be obligatory liability.

PLACE OF PERFORMANCE AN LEGAL VENUE FOR ALL DISPUTES SHALL BE THE DISTRICT COURT WITH JURISDICTION FOR GRENCHEN.