Terms and Conditions

INTERPRETATION

In these Conditions:

• ‘Customer’ means the person whose order for the goods is accepted by the Company
• ‘Goods’ means the goods / packaging (including any instalment of the goods or any parts for them) which the Company is to supply in accordance with these conditions.
• ‘Company’ means Swiss Pack and associated trading affiliates (trading division of Icone International Ltd , registered in England under number 04675816)
• ‘Conditions’ means the standard terms and conditions of sale set out in this document and (unless the context otherwise requires) includes any special terms and conditions agreed in writing between the Customer and the Company
• ‘Contract’ means the contract for the purchase and sale of the Goods
• ‘Writing’ includes letter / document, telex, email, facsimile transmission and comparable means of communication.

Scope

These terms and conditions apply to all offers, order confirmations, deliveries and contracts concluded for the sale of products by the company to its customers not withstanding any conditions to the contrary in any purchase order or otherwise except expressly agreed to in writing and acknowledged by the company.

Retention of Title and Pledge

Property of any goods supplied shall remain vested in the company and shall not pass to the customer or any other party until the invoice relative to such goods shall have been duly and fully paid. The Company is entitled to recover the items supplied at any time up to the point of payment. Notwithstanding the foregoing all parts and goods are at the risk of the customer from the time of supply.

All cylinders, tools, moulds and other equipment made, prepared or obtained by the Company shall be and remain the property of the Company whether or not a charge is made to the Customer in respect thereof and the Company shall have the exclusive rights to any patents, registered designs, trademarks, copyright or other intellectual property rights retained therein.

Recommendations, Advice & Liability

Recommendations and advice regarding the usage and treatments of its products are submitted by Swiss Pack to the best of its knowledge. No liability can be accepted for recommendations or advice. In particular the Company cannot guarantee that the goods supplied are suitable for the applications intended by the customer. The Company accepts no liability for any packed items. It is the responsibility of the customer to ensure any packaging meets any legal requirements required for their specific products. The limit of any claim against the company shall be the invoiced amount and no claim for consequential loss will be recoverable against the company.

Ordering

The Customer is expected to confirm the following details when placing an order : quantity, style of packaging ( stand up resealable , gusset, three side seal, roll ) , size of packaging ( inclusive of length, width and gusset measurements), material finish (matt or gloss), window options, colour, additions ( euro hole & degassing valve) and material specification. The Company accepts no liability for any orders unless the above items are expressly communicated in full at point of ordering. The Customer is expected to check thoroughly all items detailed in any Proforma invoices raised by the Company. Any payment received will form a binding contract related to the specific details in the Proforma invoice. Any change following this point is to remain at the discretion of the Company.

Prices

The price of the Goods is the price quoted on the face hereof. All prices quoted are valid for thirty (30) days only or until earlier acceptance by the Customer, after which time they may be altered by the Company without giving notice to the Customer.

The Company reserves the right, by giving notice to the Customer at any time before delivery, to increase the price of the Goods to reflect any increase in cost to the Company which is due to any factor beyond the control of the Customer (such as, without limitation, any foreign exchange fluctuation, currency regulation, alteration of duties, significant increase in the costs of labour, materials or other costs of manufacture), any change in delivery dates, quantities or specifications for the Goods which is requested by the Customer, or any delay caused by any instructions of the Customer or failure of the Customer to give the Company adequate information or instructions.

Except as otherwise stated, and unless agreed in writing between the Customer and the Company, all prices are given by the Company on an ex works basis, and where the Company agrees to deliver the Goods otherwise than at the premises, the Customer shall be liable to pay the Company’s charges for transport, packaging and insurance.

The price is exclusive of any applicable value added tax, which the Customer shall be additionally liable to pay to the Company.

The cost of pallets, boxes, packages and other returnable containers may be charged to the Customer in addition to the price of the Goods, but full credit will be given to the Customer provided they are returned to the Company before the due payment date.

All prices will be quoted in Pounds Sterling unless expressly requested otherwise. The Company reserves the right to accept and invoice any currency it stipulates.

Tax Charges

All UK orders will have 20% VAT added (or the prevailing rate set at the time). All EU orders will also be liable to VAT charges unless a valid local Tax number is provided by the customer at the time of ordering. There is no VAT applied to orders originating outside of the EU. The Company is not liable for any local duties or taxes related to importation or delivery of goods either to or by the Customer

Payment Terms

Payment terms are strictly in advance unless otherwise agreed in writing with the customer. Where credit terms are provided, a maximum term of 30 days is allowable from the date of invoice. The company shall be entitled to charge interest at the rate of 10% per annum or part of a month in respect of accounts overdue for payment. The Company expects full payment of the full net amounts that have been invoiced with any subsequent collection or remittance expenses to be borne exclusively by the customer.

Order Confirmation

No order submitted by the Customer shall be deemed to be accepted by Swiss Pack unless and until confirmed through the provision of a proforma invoice.

Specifications, descriptions and drawings

Swiss Pack accepts no liability for any artwork supplied by the Customer. Once artwork has been supplied and cylinders produced the Customer cannot make any changes without incurring additional costs. The Company is not liable for any misprints, printing errors or mistakes that have been overlooked by the Customer. The customer is liable for all designs up to the point of production, irrespective if the design has been created or amended by the Company. Changes that are passed on orally must be confirmed by the Customer in writing.

All drawings, designs, sketches and samples prepared by Swiss Pack and the copyright therein shall remain the property of the Swiss Pack and shall be returned to it by the Customer on demand. All such drawings, designs, sketches and samples are confidential and shall not be copied or reproduced or disclosed to any third party without the prior written consent of Swiss Pack. All tools supplied by Swiss Pack in relation to the Goods remain the property of Swiss Pack whether or not a charge is made to the Customer in respect of their use or any of them.

If the goods are to be manufactured or designed by Swiss Pack in accordance with a specification submitted by the Customer, the Customer shall indemnify Swiss Pack against all damages, costs and Swiss Pack Europe 2011 expenses awarded against or incurred by the Company in connection with or paid or agreed to be paid by the Company in settlement of any claim for infringement of any patent, copyright, design, trade mark or other industrial or intellectual property rights of any other person which results from the company’s’ use of the Customers specification.

Cylinders will only be valid for 2 years and for 500,000 prints after which they need replacing and the Customer would need to pay the costs. All cylinders are scrapped after a 2 year period.

Patents and Trade Marks

No representation, warranty or indemnity is given by the Company that the Goods do not infringe any letters patent, trademarks, registered designs or other industrial property rights.

Deviations on stock and custom printed orders

Due to the manufacturing process and access to raw materials, deviations can occur on any items supplied by Swiss Pack. The deviations below are deemed acceptable. When assessing whether a deviation falls outside the permissible limit, then the average has to be taken from the delivery:

Quantity Deviation of Stock Pouches

With respect to the ordered amounts the following deviations are deemed permissible:

Volumes up to 50,000 units +/–10% deviation tolerance
Volumes in excess of 100,000 units +/–7% deviation tolerance

The Customer is expected to notify Swiss Pack within 7 days of any under supply or deviation from the original volume ordered. Where there is any undersupply, Swiss Pack reserves the right within 30 days of notification from the Customer to either provide a credit note for the balance of packaging or provide additional stock to make up the original order.

Quantity Deviation for Custom Printed Pouches

Dependent upon the use of different raw materials, we must reserve the right to make the following over and underproduction tolerances.

Volumes up to 10,000 units +/– 35% deviation tolerance
Volumes up to 20,000 units +/– 20% deviation tolerance
Volumes up to 50,000 units +/–10% deviation tolerance
Volumes in excess of 100,000 units +/–7% deviation tolerance

Through written or oral confirmation and payment of an order (inclusive of part payment), the Customer is obliged to commit to any overproduction volumes where applicable. Payment for any overproduction must be made prior to delivery unless otherwise specified. The Company will provide advance notice up to the date of delivery of any order if any overproduction has occurred for custom printed packaging.

The Customer is expected to notify Swiss Pack within 7 days of any under supply or deviation from the original volume ordered. Where there is any undersupply, Swiss Pack reserves the right within 30 days of notification from the Customer to either provide a credit note for the balance of packaging or provide additional stock to make up the original order.

Size

Dimensions may vary in length, width and gussets measurements within a deviation tolerance of 5% (within a maximum of 2cm)

Sealing Width

Sealing widths may vary in size within a deviation tolerance of 3mm.

Thickness

Material thickness may vary within a deviation tolerance of:

Up to 50 micron - +/- 7 microns tolerance

Up to 100 microns - +/- 10 microns tolerance

In excess of 150 micron - +/- 20 microns tolerance

Colour

Deviations in the colour of the print are permissible insofar as these deviations result from the applied procedure and material and accepted as being inevitable. A deviation tolerance of +/- 20% is allowable on any specific pantone shade provided. Where there is either a mixture of gloss and matt finish or matt finish exclusively the allowable deviation colour tolerance is +/- 25%. There is also the possibility of differing shades on the same size of pouch as well as differing sizes which is also deemed acceptable.

General

Slight deviations in quality, print registration, colouring, side seal widths, cutter mark locations, tear notches, valve positions, zipper positions and transparency etc will not be accepted as a reason for rejection

Delivery and Lead Times

Delivery of the Goods shall be made by the Customer collecting the Goods at the Company’s premises at any time after the Company has notified the Customer that the Goods are ready for collection or, if some other place for delivery is agreed by the Company, by the company delivering the Goods to that place. All deliveries will be conducted by third parties.

Any dates quoted for lead time of delivery of the Goods are approximate only and the Company shall not be liable for any delay in delivery of the Goods however caused. Time for delivery shall not be of the essence of the Contract unless previously agreed by the Company in writing. The Goods may be delivered by the Company in advance of the quoted delivery date upon giving reasonable notice to the Customer.

Where the goods are to be delivered in instalments, each delivery shall constitute a separate Contract and failure by the Company to deliver any one or more of the instalments in accordance with these Conditions or any claim by the Customer in respect of any one or more instalments shall not entitle the Customer to treat the Contract as a whole as repudiated.

If the Customer fails to take delivery of the Goods or fails to give the Company adequate delivery instructions at the time stated for delivery (otherwise than by reason of any cause beyond the company’s fault) then, without prejudice to any other right available to the Company, the Company may store the Goods until actual delivery and charge the Customer for the reasonable costs (including insurance) of storage.

All domestic and international deliveries are not time specific unless otherwise stated. Customers will be expected to accept deliveries being made anytime during the working week (Mon – Fri) between 8am – 8pm. Should a delivery fail on its first attempt to the Customer, then the Customer remains liable for any re-delivery charge or any fees related to the goods having to be returned to the Company.

Any query regarding delivery documentation and invoices shall be notified to the Company within thirty (30) days of the date of invoice. If the Customer does not notify the Company accordingly the Customer shall be deemed to have accepted the sufficiency and accuracy of such delivery documentation and invoices.

The Company accepts no liability for delivery when the Customer requests deliveries to be made by specific or nominated agents.

Back Orders

If the goods the Customer is ordering are not in stock, the Company will back order the goods for the Customer and quote an estimated delivery date or offer a suitable alternative if the item is no longer available. The Customer will always be emailed with the option to cancel their order if they do not accept the new delivery date or the alternative item offered is not acceptable.

Order Cancellations

No order which has been accepted by Swiss Pack may be cancelled by the Customer except with the agreement in writing of the Company and on terms that the Customer shall indemnify Swiss Pack in full against all loss (including loss of profit), costs (including the cost of labour and materials used), damages, charges and expenses incurred by Swiss Pack as a result of the cancellation.

Returns

There is a handling charge of 10% of the invoice value on any good returned other than through where agreed in advance or through faulty manufacture or transit damage.

Insolvency of Buyer

This clause applies if: the Customer makes any voluntary arrangement with its creditors or (being an individual or firm) becomes bankrupt or (being a company) becomes subject to an administration order or goes into liquidation (otherwise than for the purposes of amalgamation or reconstruction); Swiss Pack Europe 2011 or an encumbrancer takes possession, or a receiver is appointed, of any of the property or assets of the Customer; or the Customer ceases , or threatens to cease, to carry on business; or the Company reasonably apprehends that any of the events mentioned above is about to occur in relation to the Customer and notifies the Customer accordingly.

If this clause applies then, without prejudice to any other right or remedy available to the Company, the Customer representative becomes personally liable for the debt and can be pursued accordingly. The Company shall be entitled to cancel the Contract or suspend any further deliveries under the Contract without any liability to the Customer, and if the Goods have been delivered but not paid for the price shall become immediately due and payable notwithstanding any previous agreement or arrangement to the contrary.

The Company is entitled to recover any delivered items from the Customer premises without noice for any items that have not been paid for in full.

Export terms

In these conditions ‘incoterms’ means the international rules for the interpretation of trade terms of the International Chamber of Commerce as in force at the date when the defined of given particular meaning by the provisions of Incoterms shall have the same meaning in these conditions, but if there is any conflict between the provisions of Incoterms and these conditions, the latter shall prevail.

The Customer shall be responsible for complying with any legislation or regulations governing the importation of the Goods into the country of destination and for the payment of any duties on them.

Force Majeure

The Company shall have no liability to the Customer for any failure or delay in supply or delivery or for any damage or defect to the goods supplied or delivered caused by any event or circumstance beyond the Company's reasonable control.

Website

Visitors to any Swiss Pack related websites are required to accept the following terms and conditions in return for the information given to them on this website.

We use our reasonable efforts to include accurate and up to date information on all pages of our websites. Information is for guidance only and is not intended to form any part of a contract and can be subject to change without notice. We shall not be liable for any direct, indirect, incidental, consequential or cumulative losses or damages arising out of the use or inability to use these pages, any errors, misrepresentations or omissions on the material contained on them.

The information on the pages of our website has been prepared with reasonable care and is believed by us to be legal, honest, decent and truthful as of the date of its preparation.

Any material downloaded or otherwise accessed through the use of the web pages on our websites is obtained entirely at the customers own risk and that the customer is entirely responsible for any resulting damage to software or computer systems and/or any resulting loss of data even if we have been advised of the possibility of any such damage.

We do not accept any liability in connection with any third party websites which may be linked or accessible through our own website and we do not endorse or approve the contents of any such site.

Except where expressly stated to the contrary the text and graphics in the information contained in this website is the copyright of Swiss Pack. Any temporary or Permanent copying or storage of whole or part of this website or the information contained in it or reproduction or incorporation of any part of it in any other work or publication whether on paper or electronic media or any other form is expressly prohibited.

The entire contents of any Company websites’ remain the property of Swiss Pack and is copyright with all rights reserved.