General Terms and Conditions (GTC)

1. Scope of application

The following terms and conditions are an integral part of all contracts for deliveries, services, and offers from Gotham AG (hereinafter referred to as Gotham). Sales/deliveries are made exclusively on the basis of the following terms and conditions. By placing an order, but no later than upon receipt of the delivery or service, the customer accepts these terms and conditions. All subsidiary agreements and contract amendments are only valid in written form (also valid by email). Orders and notifications are valid by email if receipt of the email has also been confirmed by Gotham. Unilateral emails without confirmation of receipt are considered undelivered.

The current and binding version of the General Terms and Conditions is available at www.gotham.ch (in the “About Us” section). The German text is authoritative; any translations are not binding.
 

2. Offers

We generally calculate in CHF (Swiss francs) only, but can make deliveries in CHF/EUR or USD. All offers from Gotham are subject to change and non-binding, even if they are not marked as such. Deviations and technical changes from our illustrations or descriptions are possible. The respective catalog/price list loses its validity upon publication of a new edition. Individual quotations/offers lose their validity 30 days after the date of the offer, unless otherwise stated. In general, we reserve the right to sell the goods to other customers until we receive confirmation of the order and any down payment (if required). In special cases, we reserve the right to change prices/conditions retrospectively. In such cases, the customer will be informed and is not obliged to accept the change.
 

3. Prices

All prices include VAT unless otherwise stated. VAT is shown separately. We generally calculate in CHF (Swiss francs) only, but can make deliveries in CHF/EUR or USD. Foreign currency invoices must always be paid in the respective invoice currency. Corresponding foreign currency accounts are available.
 

4. Delivery (within Switzerland)

The delivery/shipping of the goods is always at the expense and risk of the buyer (ex works). Shipping within Switzerland by us is generally insured against transport damage and loss, and the insurance costs are included in the sales price and/or shipping costs. Suitable shipping packaging is included in the sales price and will be taken back free of charge. Shipping costs for the return of packaging material and cable reels shall be borne by the buyer. The buyer shall also bear the costs of return shipping in the event of a warranty claim. The transport and insurance costs for any return delivery shall be borne by the buyer, unless otherwise expressly agreed in writing. It is possible to collect the material free of shipping costs from our premises in Dietikon during office hours (please notify us in advance).
 

5. Delivery times

The delivery times communicated/specified apply. All deliveries are subject to correct and timely delivery by our suppliers. Partial deliveries are permitted. Gotham is not responsible for delays in delivery and performance due to force majeure and events that make delivery significantly more difficult or impossible, such as strikes, operational disruptions, official orders, material procurement difficulties, etc., even if they occur at Gotham's suppliers, even in the case of bindingly agreed deadlines and dates. In the event of non-delivery, the customer shall be entitled to withdraw from the contract at the earliest four (4) weeks after the agreed date. Dates are approximate and are in no way binding.
Custom-made and special-purpose products, such as individually manufactured cables, cannot be canceled/changed after the order has been placed and confirmed by us. Acceptance of the ordered and delivered goods is a primary obligation of the buyer. If the buyer refuses or fails to accept the goods, the buyer is in default. After a second unsuccessful delivery attempt, Gotham reserves the right to claim the transport and assembly costs incurred as compensation. This is without prejudice to the possibility of proving higher damages.
 

6. Delivery abroad (export)

Deliveries abroad are possible. Unless otherwise agreed, the buyer shall bear the shipping costs (ex works Dietikon). Swiss VAT does not apply to export deliveries. Otherwise, the conditions set out in Articles 4 & 5 (domestic delivery) apply.
 

7. Terms of payment

The following payment options are available: prepayment, cash payment (in CHF or Euro) upon collection, invoice, and possibly PayPal up to a maximum of CHF 400.00 in CHF. The buyer always bears the costs of the chosen payment method. Payment must always be made in the currency of the invoice. The customer will receive a confirmation email immediately after placing the order. Unless
otherwise agreed, a printed net commercial invoice will be enclosed with the delivery. After shipment, this commercial invoice will also be sent by email. The delivery note shows the
gross price of the material for information purposes. However, this information is not relevant to the actual amount to be charged (listed price). When paying by invoice, the customer is liable for any damages resulting from a
delay in payment.
 

8. Late payment

In the event of late payment, interest on arrears of at least 8% p.a. will be charged. The interest on arrears may also be adjusted upwards to the maximum permitted by law. After 3 days of late payment, a chargeable reminder (by email) may be sent and interest on arrears will be payable from the value date of the invoice (even without a reminder having been sent). The reminder fee is CHF 20 per reminder; a maximum of 2 chargeable reminders within 30 days are permitted. Any collection costs, including extreme ones, shall be borne by the customer and are a recognized part of any claim.
 

9. Retention of title

Gotham retains ownership of the goods until all claims by Gotham against the customer arising from the business relationship—including future claims arising from contracts concluded at the same time or later—have been settled. This also applies if individual or all claims of the seller have been included in a current invoice and the balance has been drawn and acknowledged. The customer is only entitled to resell the goods subject to retention of title if they hereby assign to Gotham all claims arising from the resale against buyers or third parties. Gotham has the right to raise a defense of set-off and may also retain material delivered by the customer until all outstanding claims against the customer have been paid in full. (Right of retention vis-à-vis the customer)
 

10. Complaints, warranty

Gotham warrants—within the scope of the statutory warranty provisions—that all goods delivered by it are free from material and manufacturing defects at the time of transfer of risk. With the following proviso: The customer undertakes to check all deliveries from Gotham for defects and correctness upon receipt. Short or incorrect deliveries as well as obvious defects must be reported by the customer in writing within 7 days of receipt of the delivery. This also applies to merchants in the event of recognizable incorrect delivery by Gotham, especially if the delivery contains products that are subject to rapid depreciation. In such cases, the goods must be returned to Gotham immediately. The warranty period begins on the date of invoicing and/or delivery. The warranty expires if the customer modifies the delivered goods.
 

11. Right of return

Returns are not possible; exchanges are only possible by arrangement.
 

12. Manufacturer's warranty (bring-in warranty) Part 2

The warranty does not cover mechanical damage caused by customer negligence, wear and tear from use, incorrect operation, water damage, overload due to incorrect power supply, force majeure, failure to observe general technical guidelines, or improper work by others. In the event of a warranty claim, the customer is obliged to deliver the material to Gotham in suitable packaging, including a detailed description of the fault. The manufacturer's original serial number must be clearly visible and legible. Material with a removed, illegible, and/or tampered serial number will be returned to the sender without inspection and without postage. The buyer shall bear the transport costs for delivery and return. The manufacturer's warranty shall be void without replacement in the event of repair attempts and modifications by the customer. Neither Gotham nor the manufacturer shall be liable in any way for any failures and/or any further damage caused by the defective device. Where possible, Gotham shall provide a replacement product for the duration of the warranty repair as a gesture of goodwill. However, the customer has no express claim to this.
 

13. Place of performance, place of jurisdiction

Dietikon (Zurich) is the exclusive place of jurisdiction for all disputes with Gotham arising directly or indirectly. Should individual points of these terms and conditions be invalid, this shall not affect the validity of the remaining provisions. Ineffective provisions shall be replaced by effective provisions that come as close as possible to the intended purpose. This contract is subject to Swiss law, in particular the Swiss Code of Obligations.
 

GOTHAM AG (LDT/SA)  
Heimstrasse 27 - CH 8953 Dietikon, Switzerland
Tel. +41 (0) 44 / 840 01 44 - Fax: +41 (0) 44 / 744 25 22
UID#: CHE-108.113.335, ZAZ #:2935-5
DE UID#: DE-2771886655, Eori #: DE783125133421651
Web: http://www.gotham.ch - Email: info@gotham.ch
Managing Director/Owner:  Franz R. Ammann