General Terms And Conditions For Proficiency Testing Services
1. Basis of the Contractual Relationship
For all services provided by Qualitech AG (hereinafter referred to as “Qualitech”) in the course of proficiency testing, the following General Terms and Conditions (hereinafter referred to as “T&C”) apply between Qualitech and the Client (hereinafter referred to as the “Parties”).
Every service ordered in the course of proficiency testing, together with these T&C, forms an Individual Contract. The entirety of all Individual Contracts between the Parties is referred to hereinafter as the Contractual Relationship.
In cases of inconsistencies between these T&C on the one hand and ordered proficiency testing services on the other, order confirmations or service contracts shall take precedence.
These T&C shall also apply in particular for all future business dealings, even if this is not expressly agreed again in individual cases.
2. Subject Matter of Individual Contracts
The subject matter of Individual Contracts is services ordered in the area of proficiency testing.
The subject matter of a particular Individual Contract shall be defined in the order confirmation of the service proficiency testing being ordered.
3. Formation of Individual Contracts
A contract is formed by an order placed online by the Client combined with a subsequent order confirmation by Qualitech. Oral agreements are not binding unless confirmed in writing by Qualitech (including by email).
These T&C constitute an integral part of every Individual Contract, and shall be considered accepted by the Client when the order is confirmed.
The proficiency testing services ordered are provided by Qualitech.
Qualitech provides the Client with the sample material for the ordered service (test method, chemical analysis, etc.) according to the chosen proficiency test.
The Client is forbidden to pass the sample material, in any form, on to other laboratories or companies taking part in the proficiency test. The Client is also forbidden to accept sample material from other laboratories or companies taking part in the proficiency test. Communication on the subject of the proficiency test between Client personnel and personnel of other laboratories or companies taking part in the proficiency test is forbidden. The Client is also forbidden to enquire at Qualitech about target values for the particular proficiency test.
Upon completion of the tests/analyses conducted by the Client within the framework of a proficiency test, the Client shall transmit the obtained results to Qualitech for data processing. This data processing and formulation of the final report are conducted in Qualitech’s own premises. As a record of the ordered and provided services within the framework of a proficiency test, Qualitech will compile a final report which will be distributed to the participants of the proficiency test.
The Client shall visually inspect the sample material received from Qualitech immediately upon delivery. In the case that the sample material is found to be visibly damaged or otherwise defective, it shall be returned to Qualitech. Qualitech shall not be held liable for any obvious damage or defects present upon delivery, which are only reported by the Client after tests have already been performed. Qualitech shall not be held liable for any hidden defects in the sample material which were not visible at the time of sample preparation. Qualitech may, however, supply replacement sample material to ensure that the Client can carry out the ordered proficiency test. Willful alteration of the sample material by the Client or a third party shall result in the immediate exclusion of the Client from the proficiency test.
Qualitech’s warranty and liabilities exclude all deficiencies incurred in the Client’s laboratory / company during the course of a proficiency test, e.g. physical injury of personnel, normal wear and tear, improper maintenance, failure to observe operating instructions, deficiencies stemming from the Client’s own technical documentation, or any other cause beyond Qualitech’s control.
All further warrantees and liabilities on the part of Qualitech resulting from or in connection with the Contractual Relationship are excluded.
If requested by the Client and at the Client’s expense, Qualitech shall store the samples tested during the course of the proficiency test for a period of one year after conclusion of the proficiency test.
The selection of appropriately-qualified personnel to perform the tests on samples in the client’s own laboratory or company during the course of the proficiency test is at the client’s discretion.
Qualitech guarantees to comply with agreed deadlines for the transmission of the proficiency test results in a final report to participating laboratories / companies only under the precondition that all participants submit their results of the particular proficiency test to Qualitech for processing by the contractually-agreed submission deadline. In all other cases, Qualitech shall strive to meet the agreed deadlines, but is not obliged to do so. Qualitech shall not be liable for any late fulfilment of its duties.
6. Prices / Payment
Qualitech performs the proficiency testing services ordered by the client on a fixed-price basis.
Unless otherwise agreed in writing, all prices shall be understood as ex-works (EXW in accordance with Incoterms,latest edition) in Swiss francs, but excluding packing and shipping charges. Shipping charges are shown separately and transparently. The Client shall bear all costs relating to taxes, charges, fees, customs duties and the like that may be payable in connection with the performance of the Individual Contract.
Value added tax (VAT) is not included in the prices and is to be paid extra by the Client, unless the Parties have expressly agreed otherwise in writing.
Payment shall be made by the Client in advance. Payment may be made by means of either credit card or bank transfer.
7. Right of Withdrawal
The client is, within fourteen days of contract formation, entitled to withdraw from said contract without stating any reasons. The client must exercise the right of withdrawal in writing, either by mail or e-mail, addressed to the following contact:
Swiss Institute for Interlaboratory Proficiency
If the client makes use of his right of withdrawal, he will receive (e.g. be e-mail) a confirmation of the receipt of the withdrawal forthwith. The withdrawal deadline is met as long as dispatch of the withdrawal notice executed before the withdrawal period expires (date of post stamp or sent e-mail).
When the client withdraws from the contract his payment will be reimbursed within fourteen days. Reimbursement will occur either by crediting the credit card used for the original payment, or a bank transfer according to the bank details supplied by the client.
8. Complaints / Liability / Confidentiality / Diligence
The Client is entitled at any time to lodge a complaint with regard to the analyses and conclusions presented in the final report. The written complaint can be submitted either directly on the homepage swissproficiency.com (contact form), or by e-mail to email@example.com.
In performing its duties in relation to proficiency testing in accordance with a particular Individual Contract, Qualitech shall observe Swiss legal requirements. Qualitech shall perform its duties with due diligence and attention to the state of the art and generally-accepted rules of engineering. Qualitech shall safeguard the Client’s interests and data generated during the course of a proficiency test in all best conscience.
Cancellation of the Contractual Relationship shall not be legally valid unless agreed in written form and signed by both Parties. This applies in particular also to this clause.
After evaluation of a dataset by Qualitech during the course of a proficiency test, the Client shall use the evaluation results at the Client’s own risk.
Qualitech shall only be liable either if it deliberately breaches its duty of care, or as a result of gross negligence. All further warrantees and liabilities on the part of Qualitech for damages or consequential losses resulting from or in connection with the Contractual Relationship are excluded.
In particular, Qualitech shall not be liable to the Client for interruption of production or operations, loss of orders or business opportunities, personal injury, losses resulting from delays or for any indirect or consequential damages of any sort in connection with the Individual Contract. Qualitech’s liability shall not, in any case, exceed 100% of the agreed price in accordance with the Individual Contract.
Qualitech shall not be liable for support personnel provided by the Client.
Each Party shall treat with confidence all information and documentation entrusted to it by the other Party or otherwise received as a result of the Contractual Relationship. Transmission of results/sample data obtained during the course of a proficiency test to a Third Party is expressely forbidden.
The obligation to confidentiality does not apply to information that is already generally available and/or that was demonstrably already known to the Parties.
9. Applicable law and arbitration clause
The Contractual Relationship is subject to Swiss substantive law without giving effect to conflict of laws rules and international treaties.
Any disputes between the Parties shall be settled, wherever possible, by mutual agreement.
Any dispute, controversy or claim arising out of, or in relation to, the Contractual Relationship, including the validity, invalidity, breach, or termination thereof, shall be resolved by arbitration in accordance with the Swiss Rules of International Arbitration of the Swiss Chambers’ Arbitration Institution in force on the date on which the Notice of Arbitration is submitted in accordance with these Rules. The number of arbitrators shall be one. The seat of the arbitration shall be Zurich, Switzerland. The arbitral proceedings shall be conducted in German.