General Terms and Conditions of OPAL Associates Holding AG
1. Validity
The following terms and conditions apply to all business transactions (conclusion of contracts, orders, etc.) between the OPAL Associates Holding AG Group and its affiliated companies (OPAL Associates AG (Switzerland), OPAL Associates GmbH (Germany), OPAL Associates APS (Denmark), OPAL Solutions GmbH (Germany), OPAL Associates GesmbH (Austria) and ADC Distribution GmbH (Germany)) and the customer. These General Terms and Conditions shall take precedence over any conflicting terms and conditions submitted by the customer or contained in the customer’s documents, unless such terms have been accepted by OPAL in writing.
2. Prices
All prices are exclusive of the applicable value-added tax and exclusive of transport and packaging costs. All prices are non-binding and are continuously adjusted to market conditions.
For express deliveries, we charge a surcharge of at least €20 or CHF 30. For deliveries with an order value of less than €50 / CHF 75, OPAL charges a minimum order surcharge of €20 / CHF 30.
3. Delivery
OPAL dispatches goods properly packaged and in perfect condition. Should transport damage nevertheless occur, it must be reported immediately to the respective carrier using the reports and procedures provided by the carrier for this purpose.
Goods are shipped at the customer’s risk. Deliveries are generally insured.
It is the customer’s responsibility to put the delivered products into operation. This includes thoroughly testing the products before putting them into productive operation.
OPAL is prepared to assist the customer with installation upon request and against payment.
For labels and ribbons, deliveries of +/- 10% of the ordered quantity, rounded to whole rolls, are customary in the industry and will be invoiced accordingly.
4. Delivery Periods
OPAL endeavours to meet the stated delivery dates.
For items that cannot be supplied from stock, the stated delivery times are based on information provided by the respective upstream suppliers and are therefore non-binding.
Delays in delivery therefore exclude any entitlement to compensation for damages. If OPAL is in default with a delivery, the customer may set a reasonable grace period and withdraw from the contract after expiry of this period.
5. Right of Return
According to EU directives, consumers are entitled to a right of return of at least 14 days. OPAL expressly points out that these rules apply only to the protection of consumers within the meaning of the respective legal provisions.
The products distributed by OPAL are capital goods and are sold exclusively to companies. All our deliveries are therefore generally excluded from the right of return.
If, in deviation from our General Terms and Conditions, the customer has been granted a right of return in writing, the goods must be returned no later than 8 days after receipt, in perfect original packaging, together with copies of the delivery note and invoice, undamaged and complete.
OPAL charges a minimum of €50 / CHF 75 for accepting and inspecting returned goods, plus any costs incurred for replacing damaged packaging and/or damaged or incomplete goods.
In addition, in the event of improper returns, OPAL reserves the right to return the goods unprocessed at the recipient’s expense.
There is never a right of return for unsealed data carriers or for goods manufactured according to customer specifications, such as services, custom programming, labels or software.
6. Payment
Our invoices are due for payment within 21 days of the invoice date.
If the customer is in default of payment, we are entitled to charge default interest. If we are able to prove a higher loss caused by the delay, we are entitled to claim such loss.
The withholding of payments or offsetting against any claims is excluded.
Deliveries to unknown new customers are made by cash on delivery, advance payment (cheque) or cash payment.
OPAL also reserves the right to make deliveries to existing customers only against cash on delivery, advance payment or cash payment if the order amount is unusually high, the credit limit is exceeded, or the customer pays irregularly or late.
7. Retention of Title and Withdrawal
The delivered goods remain the property of OPAL until payment has been made in full, and OPAL is entitled to make a corresponding entry in the relevant register.
If the customer defaults on payment of the purchase price, OPAL is entitled to withdraw from the contract and take back possession of the goods. The customer hereby gives its consent to the removal of the goods.
For labels manufactured according to customer specifications, portions of the costs for printing plates and die-cutting tools will be charged. However, the printing plates and die-cutting tools shall at all times remain the property of OPAL.
8. Warranty
a. General
OPAL provides the respective manufacturer’s warranty for devices and accessories.
The warranty period for all standard hardware supplied by us is 1 year, or the manufacturer’s warranty period applies if it is longer.
A copy of the invoice must be enclosed with every warranty claim.
Excluded from the warranty are wear parts, such as printheads and batteries, as well as damage caused by wear and tear, force majeure, failure to comply with operating instructions, or modifications to the goods by the customer or third parties.
We accept no liability for incorrect information in product descriptions or operating instructions, inadequate advice or the consequences thereof.
If the payment terms are not complied with, our warranty obligation shall lapse.
For services, such as custom programming, OPAL warrants only the scope of functionality specified in writing.
b. Hardware
i. We warrant that the hardware has the warranted characteristics and is free from defects that eliminate or reduce its value or suitability for ordinary use or for the use assumed under the contract. An insignificant reduction in value or suitability shall be disregarded.
ii. The scope of our warranty obligations corresponds to the warranty obligations granted by the manufacturer for the respective item.
iii. The customer must notify us immediately of any defects occurring during the warranty period, providing all details that are apparent to the customer and, insofar as reasonably possible, following our instructions regarding problem analysis and fault determination.
iv. Within the scope of our warranty, we may repair or replace defective devices, components, additional equipment or parts. During this period, the customer is not entitled to free replacement equipment.
c. Labels
For labels, the warranty applies only to the material used. The period for submitting complaints is 3 months from the date of delivery.
d. Standard Software
i. The contracting parties agree that, according to the current state of technology, it is not possible to develop programs that are free from errors under all operating conditions.
For each standard software product offered by us, we maintain an up-to-date specification describing the intended use and operating conditions of the program.
ii. In the event of a malfunction, the customer is responsible for preparing the fault documentation in accordance with the relevant instructions in the application documentation.
Upon receipt of the fault documentation, we forward it to the upstream supplier and provide warranty coverage to the extent generally granted by that supplier.
e. Custom Software
i. The contracting parties agree that, according to the current state of technology, it is not possible to develop programs that are free from errors under all operating conditions.
Following delivery, the customer shall thoroughly test the delivered software and its documentation.
Any defects must be reported to OPAL within 3 weeks of delivery and will be rectified by OPAL as quickly as possible.
The software shall be deemed accepted if, during this period, no defects are reported that unreasonably restrict the intended use of the software.
Individual contracts with OPAL may contain different provisions.
ii. In the event of a malfunction, the customer is responsible for preparing the fault documentation.
f. Repairs
i. The warranty period for work performed and spare parts used is 3 months. Wear parts are excluded.
9. Complaints Regarding Defects
Complaints regarding defects can be considered within 7 days of receipt of the goods.
Complaints regarding defects must be submitted in writing.
10. Technical Data
We reserve the right to make design and technical changes that improve the functionality and quality of a product.
The technical information, data and dimensions stated are based on information provided by the manufacturers. They are binding only within this framework.
11. Content of Our Websites
For all matters relating to data protection, please refer to our separate Privacy Policy:
https://www.opal-holding.com/en/privacy-policy/
The following applies to our newsletter:
If you have provided us with your email address when purchasing goods or services, we reserve the right to send you topic-specific information by email in the future.
We do not need to obtain separate consent from you for this purpose.
In this respect, data processing is carried out solely on the basis of our legitimate interest in personalised direct advertising pursuant to Art. 6(1)(f) GDPR.
If you initially objected to the use of your email address for this purpose, we will not send you such emails.
You are entitled to object at any time, with effect for the future, to the use of your email address for the aforementioned advertising purpose by notifying the controller named at the beginning.
Upon receipt of your objection, the use of your email address for advertising purposes will be discontinued immediately.
All content on our websites has been carefully reviewed. Nevertheless, we provide no guarantee whatsoever regarding the timeliness, accuracy, correctness, completeness or quality of the information provided on the Internet.
Before using products purchased from us, the instructions contained in the operating manuals supplied with the products must always be observed.
Some of the information we provide on the Internet contains links or hyperlinks to content provided by other content providers. We are responsible for such content only if we are aware of potentially incorrect, unlawful or criminal content and it is technically possible and reasonable for us to prevent its use.
We endeavour in all publications to respect the copyrights of graphics and texts used, to use graphics and texts created by us, or to use licence-free graphics and texts.
All brands and trademarks mentioned within the Internet offering and possibly protected by third parties are subject without restriction to the provisions of the applicable trademark law and the ownership rights of the respective registered owners.
The mere mention of a brand or trademark does not imply that it is not protected by third-party rights.
The design of our websites is subject to our copyright worldwide, provided that this does not infringe the rights of third parties.
Unauthorised use, reproduction or distribution of individual content or pages without our written consent will be prosecuted under criminal and civil law.
Some of our websites use cookies. These are used exclusively for the automatic identification of users by the software in order to enable service functions.
In addition, standard user data is automatically collected but is used by us solely for the technical maintenance of the websites.
Contact details and information deliberately provided to us by visitors are used exclusively by companies of the OPAL Group and are not passed on to third parties.
OPAL cannot guarantee that the websites or transmitted files and emails are free of viruses and accepts no liability for any resulting damage.
All our websites are exclusively subject to Swiss law.
All offers are subject to change and non-binding.
We expressly reserve the right to modify, supplement or delete parts of our websites or the entire offering without separate notice.
There is no entitlement to the availability of our offering.
12. Legal Effectiveness of These General Terms and Conditions
Should parts or individual formulations of this text not, no longer or not completely comply with the applicable legal situation, the remaining parts of the document shall remain unaffected in terms of their content and validity.
13. Place of Performance and Jurisdiction
Unless expressly agreed otherwise, the registered office of the respective OPAL company shall be the place of performance and jurisdiction both for our deliveries of goods and for the customer’s payment of the purchase price.
Our business activities are based exclusively on the applicable national law.