General Terms and Conditions
These General Terms and Conditions ("GTC") set out the legal framework under which Avalon ("Avalon", "we", "our" or "us") supplies products and services to business customers worldwide. All quotations issued by Avalon expressly refer to these GTC, which become part of the contract once a customer accepts a written quotation. No products are sold or paid for directly via our website; every commercial transaction is concluded individually by quotation and order confirmation. Conflicting or additional terms proposed by the customer are valid only if Avalon accepts them in writing.
1. Definitions
"Quotation" means Avalon's written commercial offer describing products, services, prices and delivery terms. "Order Confirmation" is Avalon's written acknowledgement of the customer's acceptance of the quotation. Together they form the "Contract" governed by these GTC. "Products" refers to tooling, spare parts, digital dashboards and related documentation. "Services" covers engineering consultancy, training, maintenance and any other activity performed for the customer.
2. Formation of Contract
All quotations are non‑binding until accepted in writing by the customer within the validity period stated in the offer. Upon timely acceptance, Avalon issues an Order Confirmation—usually by e‑mail—at which point the Contract is deemed concluded. If the customer requests changes after accepting the quotation, those changes require a new quotation or an amended Order Confirmation.
3. Prices and Payment
Prices quoted are net, ex‑works Genève (Incoterms 2020) and exclude VAT, customs duties, freight and insurance unless expressly stated otherwise. Invoices are issued upon shipment of Products or completion of Services and are payable within thirty (30) calendar days from invoice date. Late payments accrue default interest at five percent (5 %) per annum above the Swiss National Bank policy rate. Avalon may suspend performance of any ongoing contracts until overdue amounts are settled.
4. Delivery and Transfer of Risk
Delivery dates indicated in the quotation are estimates. Confirmed delivery windows will be stated in the Order Confirmation. Risk of accidental loss passes to the customer when the goods are handed over to the first carrier at Avalon's facility.
5. Retention of Title
Products remain Avalon's property until the purchase price has been paid in full. The customer shall assist in any measures necessary to protect Avalon's ownership rights, including registration of the retention of title if required under local law.
6. Inspection and Warranty
The customer shall inspect delivered Products promptly and notify Avalon in writing of any apparent defects within ten (10) days. Hidden defects must be reported without undue delay after discovery. Avalon warrants that Products are free from material and manufacturing defects for twelve (12) months from delivery. Avalon's sole obligation is to repair, replace or credit defective Products at its discretion.
7. Limitation of Liability
Avalon's liability is limited to direct damages not exceeding the net contract value of the defective Products or Services. Avalon is not liable for indirect or consequential losses such as lost profits, production downtime or data loss, except in cases of wilful misconduct or gross negligence.
8. Force Majeure
Avalon shall not be liable for failure to perform its obligations due to events beyond its reasonable control, including natural disasters, epidemics, strikes, government actions, war or shortages of raw materials. Delivery times will be extended by the duration of the force‑majeure event plus a reasonable start‑up period.
9. Intellectual Property
All intellectual property rights in the Products, Services and related documentation remain with Avalon or its licensors. The customer receives only those rights necessary for the intended use of the Products and Services.
10. Compliance and Export Control
The customer agrees to comply with applicable export‑control and sanctions regulations and to obtain any licences required for re‑exporting the Products. The Products shall not be used for any purpose prohibited by Swiss, EU or U.S. laws.
11. Confidentiality
Both parties undertake to keep confidential all non‑public information obtained from the other party in connection with the contract and to use it only for the purpose of performing the agreement. This obligation survives for five (5) years after the business relationship ends.
12. Data Protection
Avalon processes any personal data in accordance with its Privacy Policy, available on our website. The customer undertakes to inform affected employees or representatives accordingly.
13. Governing Law and Jurisdiction
These GTC are governed exclusively by Swiss substantive law, excluding its conflict‑of‑law rules and the United Nations Convention on Contracts for the International Sale of Goods (CISG). Any dispute shall be submitted to the exclusive jurisdiction of the competent courts of the Canton of Geneva, Switzerland.
14. Final Provisions
If any provision of these GTC is held invalid, the remaining provisions remain in full force and effect. The invalid clause shall be replaced by a valid one closest to the intended economic purpose. These GTC together with the quotation and Order Confirmation constitute the entire agreement and may be amended only in writing.
Last updated: 20 May 2025