General Terms and Conditions of Delivery and Payment

The following general terms and conditions apply to all deliveries and services, unless other written agreements are reached in a specific case.

1. Prices and Offers
The prices set in the supply agreement apply expressly to the contractual deliveries and services as far as scope and execution. Services that are not included in the agreement or in the definitive offer will be calculated separately. Offers are non-binding until the order has been confirmed in writing.

2. Terms and Conditions of Payment
Invoices are payable within 30 days of the invoice date without deduction; a discount of 2% is given for payment within 7 days. The prerequisite for this, however, is that the customer is not in arrears in payments to Ridzewski GmbH arising from other invoices. Payments must be made to our location. Ridzewski GmbH expressly reserves the right to refuse a cheque or bill of exchange. Acceptance is always made on account of performance. Discount and bill fees are charged to the customer and are due immediately.

3. Arrears
Interest payable on arrears in the amount of 2% above the prevailing minimum lending rate of the Deutsche Bundesbank will be calculated for late payments. In cases of part shipments, payments shall also to be made in part, according to the extent of the delivery. Payments for whose settlement date the delivery, installation, acceptance or commissioning of the ordered object is definitive shall also be due at the scheduled time, even if the delivery, etc., is delayed through no fault of our own.

4. Time of Delivery
The contractual times of delivery apply, subject to unforeseen obstacles. They shall be extended by a reasonable time in the event of Force Majeure. In all other cases of delayed delivery, the customer shall be entitled to compensation only if an agreement has expressly been reached in this regard. In no case does failure to meet the contractual time of delivery give the customer the right to withdraw the order or to claim compensation for damages.

5. Passage of Risk
Even in case of freight prepaid delivery, the risk passes to the customer when the shipment has been brought for shipping or is picked up. The risk also passes to the customer if the shipment or the delivery is delayed at the request of the customer, and, it passes over for the time of the delay.

6. Shipment
Shipment is made at the expense and risk of the customer, even in case of free delivery. Unless a special agreement has been reached, we shall arrange for transport insurance. The costs that accrue shall be charged to the customer.

7. Reservation of Ownership
The goods remain the property of the supplier until all claims due it from the customer from the business connection have been fulfilled. Before this, pledging or assignment as security is prohibited.

8. Guarantee (New Devices)
We guarantee the correct function and construction of the devices and measuring equipment that we deliver, for the period of two years from the invoicing date, in that we legally bind ourselves to repair or replace any parts that should become damaged or unusable during this period as the result of faulty design, unsuitable materials or inadequate construction, at no cost and as rapidly as possible, whereby the material that is the subject of the complaint is to be sent to our repair location with the charges prepaid by the sender. We expressly refuse any other obligation for direct or indirect damages. Replaced components become our property. Guarantee services that are provided in our facilities are at no charge if the unit to be repaired is sent to our repair location free of charge. Travel and accommodation expenses for our engineer or technician shall be charged, according to the actual costs, for guarantee services that are provided at the customer. The actual repair time is chargeable to us, while the time needed for the journey there and back is chargeable to the customer.
Our guarantee obligation expires if the delivered equipment or devices are not installed, put into operation and maintained in accordance with our instructions, or if they are improperly handled. Devices that are stored or taken out of operation for longer times are to be kept in dry areas. Likewise, the guarantee expires if the customer, either personally or through third parties, removes the lead seals placed on our products or carries out modifications or repairs without our written consent.
Excluded from the guarantee are:
Natural wear and tear on the material, damage resulting from faulty building work, freezing, excessive demand, corrosion and the like. Our separate terms and conditions apply to the provision of technical services at the customer after the expiration of the guarantee.

9. Drawings and Printed Matter
Our drawings, illustrations and printed matter, as well as our offers, are neither permitted to be reproduced nor are they permitted to be made accessible to third parties or rival companies without our permission. Likewise, use of our drawings for self-manufacture of the objects in question is not allowed without our consent. Violations obligate the violating party to pay full compensation for damages.

10. Subsequent Modifications to the Delivery
Should the technical documents sent to us by the customer not correspond to the actual circumstances, or should we not be informed of conditions that would have necessitated other material or construction, or should the working conditions of the installations not correspond to the prerequisites imposed, the costs for the revisions that become necessary shall be charged to the purchaser.

11. Jurisdictional Venue
Place of performance and exclusive jurisdictional venue for all disputes arising from this contract and its implementation is Augsburg. The contractual relationship is subject to the laws of the Federal Republic of Germany.