Terms & Conditions

**General Terms and Conditions of Sale and Delivery**

1. **Purpose**

These general terms and conditions of sale and delivery govern the business relations between you and us, TLD Photonics AG.

2. **Delivery Agreement**

The individual delivery agreement is concluded either orally (by phone) or in writing (fax, letter, email).

3. **Prices**

Prices are understood in the listed currency, net from our domicile. Not included are value-added and other taxes, unless separately listed, duties and fees, and costs for transport and insurance. For small quantities, we may charge a small quantity surcharge or set a minimum invoice amount.

4. **Payment Terms**

Our general payment terms are 50% at the time of order, 40% before delivery, and 10% 30 days after delivery, net from the date of the invoice. We accept drafts and checks free of cost and expense if specifically agreed. Partial deliveries are to be paid for in the scope of the individual delivery. You must also adhere to the payment deadlines if delivery, transport, installation, commissioning, or acceptance is delayed for reasons not attributable to us.

You may not reduce or withhold payments due to complaints or unaccepted claims. In case of late payment, we will charge the current bank interest rates and any further incurred costs without further notice.

5. **Delivery Deadlines**

The delivery deadlines are agreed upon in the specific delivery agreement. We are entitled to a reasonable extension of delivery deadlines if force majeure or other circumstances beyond our control delay timely delivery, as well as if you are in arrears with payments from previous deliveries.

A delay in delivery does not entitle you to damages or a penalty. If delivery is delayed or made impossible for reasons not attributable to us, we will store the goods at your expense and risk.

6. **Delivery Address**

The delivery address is standardly defined as the correspondence/offer address. If a different delivery location is agreed upon, it will be separately indicated.

7. **Transport and Insurance**

Transportation is at your expense and risk. However, we choose the most suitable method of shipping. Please direct complaints directly to the transporter. You are responsible for arranging transport and other insurances. At your request, we will conclude the necessary insurances at your expense.

8. **Transfer of Benefits and Risks**

Benefits and risks transfer to you upon shipment of the goods from our domicile or, in the case of storage due to delayed or non-delivery, at that point.

9. **Retention of Title**

The delivered or stored goods remain our property until full payment of the purchase price. We can have the retention of title registered. You are obliged to cooperate in measures necessary to protect the property.

10. **Acceptance**

You must inspect the delivered goods within a maximum of ten days and report any defects in writing, attaching the delivery note. If you fail to do so, the goods are considered accepted.

11. **Warranty**

12 months after shipment, except for all optical components such as fibers and optical systems.

12. **Warranty**

As a trading company, we guarantee the defect-free and proper functioning of the delivered goods to the extent of the supplier's warranties. Unfortunately, defects can never be completely avoided. However, we handle complaints expediently and generously. Defects occurring during the warranty period will be rectified by us free of charge, provided you have reported them in a timely and proper manner, and you have not caused or are responsible for them, either by repair or replacement of the defective part of the goods. Complained goods must be returned to us in the original packaging. We are responsible for the replacement of defective parts, but not for consequential costs resulting from faulty components.

13. **Other Provisions**

Other provisions, such as your own, are only valid insofar as we have agreed to them in writing.

14. **Place of Performance, Applicable Law, and Jurisdiction**

The place of performance is our business location. The legal relationship is subject to Swiss law unless another jurisdiction has been agreed upon. We aim to resolve any differences amicably whenever possible. If an amicable agreement cannot be reached, the ordinary courts will decide. Jurisdiction is Zurich.