General Conditions of Business
Redux Energy LLC
1 General
1.1 A Contract (‘Contract’) between Redux Energy LLC (‘Redux Energy’) and its Customer (‘Customer’), together with ‘Redux Energy‘ (the ‘Parties’) regarding the sale and/or the provision of certain products and/or services is concluded if Redux Energy issues an offer to the Customer in writing and the Customer accepts this offer in writing. These General Conditions of Business are an integral part of the Contract concluded by the Parties. No other terms and conditions apply unless specifically agreed otherwise in writing.
1.2 If any provision or part-provision in these General Conditions of Business is or becomes invalid, illegal or unenforceable, the Parties agree to replace such provision by a new provision which best serves the legal and economic purpose of the invalid, illegal or unenforceable provision. If such a replacement is not possible, the relevant provision shall be deemed deleted. Any replacement or deletion of a provision under this clause shall not affect the validity and enforceability of the rest of these General Conditions of Business.
2 Payment, Conditions of Sale of Products and/or Provision of Services
2.1 Unless indicated otherwise, quoted prices are in Swiss Francs, Ex-Works (EXW), excluding VAT, transportation and delivery expenses and any levies or duties where applicable (such as recycling fees, import- and export duties, licenses, permits, etc.).
2.2 Unless specifically agreed otherwise, the Customer is responsible for the placement, installation and servicing of any products provided by Redux Energy.
2.3 Unless specifically agreed otherwise, any offer expires 30 days after the date it was issued. Prices and Product specifications are subject to change without notice and any specific conditions are subject to the discretion of Redux Energy.
2.4 Unless agreed otherwise, all invoices are to be settled in Swiss Francs (CHF) prior to delivery of any goods and/or services by Redux Energy, net of any bank transfer fees or other deductions. Any additional services to be provided by Redux Energy are due up front, regardless of time of sale of such products or services. Redux Energy reserves the right to claim back all or part of the delivered goods or services if full or partial payment is delayed or canceled. Ownership remains with Redux Energy until full settlement of all invoices related to a particular Contract.
3 Delivery of Goods and Provision of Services
3.1 Dates for the delivery of goods and provision of services are agreed and confirmed by the parties in the offer. Any changes have to be confirmed in writing by both parties with reasonable lead time.
3.2 The Customer will bear any costs associated with the delivery of goods or provision of services, including but not limited to timely procurement of any licenses, permits, approvals or else, required in order to use the ordered goods or services provided by Redux Energy, as specified in the Contract. Redux Energy will advise the Customer up front with reasonable lead time of any delay or changes that may or may not occur in the process of delivery of goods or provision of services.
3.3 Ordered goods or services will be delivered at the location specified in the Contract. The Customer will bear any costs associated with the timely preparation to take delivery of the goods and/or services, as agreed in the Contract.
3.4 Unless specified otherwise, any additional delivery costs will be the sole responsibility of the Customer and Redux Energy will be indemnified and held harmless of any such costs.
3.5 Unless specified otherwise, delayed or partial delivery shall not be a breach of contract and do not entitle the Customer to withdraw from the Contract.
3.6 Any changes to the delivery of goods or the provision of services have to be confirmed in writing by the Parties. Failure to do so does not void the Contract.
3.7 Redux Energy may, at its sole discretion, delay or cancel the delivery of goods or the provision of services in case of force majeure or any other delay caused by unforeseen events beyond its control.
3.8 The Customer will only use the goods and/or services for its intended purpose and within the limits that local laws and regulations allow. Any misuse will void the warranty. Furthermore, Redux Energy will deny any liability for product defects or liability claims or else under such conditions.
4 Technical Specifications and Confidentiality
4.1 Redux Energy reserves the right to change product specifications for as long as this does not materially impact the goods delivered or services provided to the Customer, in line with the Contract. Redux Energy further reserves the right to deliver goods or services of higher quality than what is specified in the Contract at no additional costs.
4.2 Any technical details of the goods delivered or services rendered are owned by Redux Energy and the Customer is not allowed to disclose any technical details to third parties other than those required for the safe operation of the goods or services, in order to protect the copyright and the legitimate business interests of Redux Energy.
4.3 The Customer furthermore confirms to treat any details of the goods or services with reasonable confidentiality in order to protect the copyright and the legitimate business interests of Redux Energy. Any breach of confidentiality or disclosure of confidential information will void the warranty of goods provided and may give Redux Energy cause to pursue any legal measures at its disposal.
5 Transportation
5.1 Unless agreed otherwise, any insurance against the risk of damage or loss during transportation will be the responsibility of the Customer. Redux Energy will take reasonable care that no damage can occur during transportation and will provide standard packaging to do so. However, any packaging required due to special transportation circumstances, including but not limited to air freight, heavy load road transportation or helicopter or crane lifting, will be at the sole responsibility, cost and liability of the Customer.
5.2 Furthermore, the Customer is responsible for appropriate insurance during transportation as well as during the use of the Products and/or services provided by Redux Energy.
5.3 Unless agreed otherwise and provided that the Customer has paid the total agreed amounts as per the details of the Contract, the Customer will be the owner of the goods delivered under the Contract and bearer of any risks involved once the goods have been delivered according to the product and location specifications listed in the Contract. Redux Energy will no longer be liable for the products from that point in time. This specifically includes but is not limited to the delivery to a location specified in the Contract or otherwise in writing by the Customer, where the Customer is not present at the specified location at the time of delivery and the Customer has agreed in writing the consent to complete delivery under such conditions.
6 Liability and Imdemnity
6.1 Redux Energy is not to be held liable for any harm done, injury caused or damage incurred due to the misuse of any product due to disregardful handling, acts of omission and/or improper treatment of its products in line with local safety provisions and proper safety instructions, even if such safety instructions, which are an integral part of the product warranty, were not provided by Redux Energy or any of its personel, sub-contractors or otherwise .
6.2 The Customer is expected to have proper knowledge of the products provided. If Redux Energy is made liable by a third party, the Customer is obliged to indemnify Redux Energy.
6.3 Unless agreed otherwise, Redux Energy is not liable for any defects known to the Customer at the time of purchase.
6.4 Unless agreed otherwise, the product warranty period amounts to 12 months, starting at the date of purchase. Any further details and or potential claims by the Customer caused by product defects are covered separately by the warranty policy.
6.5 Any liability is limited by the value of the products delivered and/or services provided as of the date of Contract signature. Any further liability is excluded.
7 Jurisdiction
Unless specifically agreed otherwise, the sole place of jurisdiction for any dispute is Zurich, Switzerland. Redux Energy reserves the right to pursue any legal means at its disposal in case of a dispute outside Switzerland.