1.1 These General Terms & Conditions (hereinafter “GTC”), of the Riverdi sp. z o. o. Sp. k. seated in Gdańsk (Poland), with company number KRS 0000715225 and VAT ID PL5842767153 (hereinafter “Riverdi”), are the basis of any and all offers, deliveries and services of Riverdi. Riverdi concludes any and all contracts solely on the basis of these GTC. Contradicting terms of conditions of other parties (business partners) are only relevant if Riverdi has so accepted in writing beforehand.
1.2 The valid version of these GTC is currently published on Riverdi’ website www.riverdi.com, where it can be read and printed.
1.3 This GTC are valid towards all contractual partners of Riverdi (“customers”), hence towards entrepreneurs only. An entrepreneur shall be a natural person, a legal person and an organizational unit, that carries on economic or professional activity on their own behalf.
1.4 Riverdi concludes contracts exclusively with entrepreneurs.
1.5 If an order has been placed by a person who does not meet these prerequisites (1.3 and 1.4), Riverdi is entitled to call the contract void within a reasonable time period after the said defect has been perceived by Riverdi.
2. Offer and Conclusion of the Contract
2.1 All offers on Riverdi’s website www.riverdi.com do not constitute an offer within the meaning of the Polish Civil Code and are non-binding. A contract binding for Riverdi is only concluded by the following actions and/or declarations by Riverdi:
- dispatch of the written order confirmation, or
- dispatch of the ordered goods, or
- providing the ordered service.
2.2 Riverdi reserves the right to refuse acceptance of any order without reasons to be given.
2.3 In case Riverdi cannot accept an order from a customer, for example, because the ordered product or service is not available, Riverdi is obliged to both inform the customer without any delay and return any payments already made. Same applies if the offer of a customer is not accepted by Riverdi. This obligation does not apply if the processing of the order is obstructed by a technical defect (such as mail server crash etc.).
3.0 RMA, Return Material Approval
The customer is obliged to apply for an RMA number in writing before returning a product purchased from Riverdi. Said RMA number must be stated on the package in a legibly and prominent way. Unannounced or not adequately labeled return shipments will – without exception – not be accepted. Any costs incurred thereby shall be borne by the sender.
4. Precondition of Availability
If a service or good already ordered from Riverdi turns out not to be available any longer for any reason whatsoever, Riverdi shall be entitled, to either offer goods or services of equivalent quality and price or to call the contract void. Riverdi’ offer of a replacement or a withdrawal will be issued without undue delay, at the latest within three working days after receipt of order. Said offers shall be issued without undue delay, at the latest within three working days after receipt of such order. In case of said avoidance of a contract, Riverdi will refund the payment immediately.
5.1 Unless explicitly stated otherwise, any and all prices listed by Riverdi exclude applicable taxes and fees.
5.2 In case of essentially erroneous or essentially incomplete information on products or prices issued by Riverdi, Riverdi will notify the customer immediately after recognizing such error or incompleteness. Subsequently, both contracting parties have the right to reaffirm or void the contract within fourteen days. In case of said avoidance of a contract, the last sentence of sec 4. above applies.
6. Terms of Payment
6.1 If not stated otherwise in the description of a certain product, Riverdi offers only the following advance payment options: wire transfer and credit card.
6.2 Payments are only considered made at the time of receipt (value date) on the bank account of Riverdi and have to be carried out without any deductions for Riverdi. The ordered goods or services will not be provided before receipt of full payment by Riverdi.
6.3 Additional costs, such as taxes, fees, duties etc. might incur for deliveries to countries outside the European Union.
7. Supply, Transport, Delay of Acceptance
7.1 The goods will be delivered to the delivery address specified by the customer (see section 11.2).
7.2 With handing over the goods to the carrier, costs, and risk are transferred to the customer according to EXW Gdańsk (Incoterms 2010). Delivery dates stated by Riverdi are not binding. All shipments are insured against damage or loss.
7.3 All events of force majeure will cause the agreed delivery schedule to be postponed by a period corresponding to the duration of the particular event of force majeure.
7.4 If the customer has not accepted the goods as agreed upon (delayed acceptance), and a reasonable respite has elapsed without orderly acceptance, Riverdi is entitled to charge any cost caused thereby to the customer. Furthermore, in such case, Riverdi has the choice (i) either to insist on the fulfillment of the contract, or (ii) to call the contract void subject to a period of grace of at least two weeks and to then use the goods otherwise.
8. Retention of Title
Delivered goods remain the property of Riverdi until full payment has been received. Same applies to goods replaced by Riverdi in the context of warranty fulfillment.
9. Warranty & Compensation for Damages
9.1 Riverdi grants the guarantee for the proper operation of the goods for a period of 12 months from the date of possession of the goods. If as a consequence of performing the obligation resulting from this guarantee the customer received a good free of defect instead of the defective good, then the period for the effectiveness of the guarantee shall commence anew from the moment the customer receives the good free of defects.
9.2 In case of malfunctioning or damaged goods, the customer will observe the following RMA conditions and procedure:
- If the customer reports that a good is not working properly, the customer shall let know Riverdi’s technical support team about the details of the issue. After collecting all relevant information about the malfunction Riverdi’s technical support team decides if the repair may be made by the customer. If not, together with the invoice and date of the end customer purchase, the item shall be delivered to the Riverdi.
- Based on information provided by the customer, Riverdi shall determine whether the good(s) can be repaired and whether the good(s) can be repaired under guarantee.
- If the Product(s) can be repaired under guarantee, and this cannot be done remotely, Riverdi will provide the customer with an RMA number and ask the customer to ship back the malfunctioning good(s) for repair or replacement. The RMA will include precise instructions about the return procedure.
- Customer must send back all the malfunctioning product(s) at customer’s cost with the RMA number(s) clearly visible on the packaging. Packages without visible RMA numbers on the packaging will not be accepted.
- After examining and testing the returned good(s) Riverdi will either (i) repair or (ii) replace the good(s) to the customer at Riverdi’s cost and earliest convenience, but not later than 30 (thirty) days after receiving the relevant package.
9.3 Riverdi shall not be liable in the event of a breach in the dates performing a repair or delivery to the customer if this delay is caused by force majeure.
9.4 The guarantee does not include:
- damage of the good caused by its user in connection with the inappropriate use of the good or use of the good in a manner not compliant with the operating instructions which also relates to its installation and maintenance;
- damage of the good caused by its use in a manner that is contrary with its intended use;
- maintenance activities foreseen in the operating instructions;
- damage to the good caused as a consequence of performing a repair to it by a person other than Riverdi;
- adaptation or construction changes in the good made by a person other than Riverdi;
- damage to the good caused by external factors (i.e. atmospheric discharges, incorrect operation of the electrical, water, power network, etc.);
- damage to the good arising during its delivery.
9.5 In the event of an unjustified demand for a repair, the customer shall bear all the costs connected with delivering the good(s) and its repair.
9.6 The provisions of the Civil Code (in particular the provision of articles 577 – 581) shall be excluded.
9.7 Riverdi does not offer a guarantee for used goods.
10.4 The customer is obliged to adequately secure the already existing data on the computer systems before installing any software whatsoever purchased from Riverdi. Riverdi is not liable for any loss of data.
10.1 Liability under warranty under Polish Civil Code is excluded.
10.2 With regard to property damage (damage of things), any possible liability of Riverdi for infringement of essential contractual obligations (cardinal duty) is limited to the foreseeable typical and average damage.
10.3 As far as Riverdi violates non-essential contractual obligations only with slight negligence, the obligation to pay compensation is limited to the contract value.
11. Change of Address
As long as the contractual transaction is not fulfilled by both parties, the customer is obliged to inform Riverdi immediately about any changes in his core data (address, etc.). In the case of omission of such information, the data recently provided to Riverdi by the customer is deemed valid. Riverdi is not liable for damages or losses caused by the customer’s omission to the timely inform Riverdi about a data change.
12. Choice of Law and Forum, Contract Language, Place of Fulfillment and Final Provisions
12.1 The law of the Republic of Poland, excluding the rules on the conflict of laws, is applicable to all legal relationships between the contracting parties. The UN Convention on Contracts for the International Sale of Goods (UNCITRAL) is not applicable and is expressly excluded.
12.2 Regarding all contracts, the contract language is English.
12.3 The courts of Poland shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this contract (including any question regarding its subject matter, existence, validity or termination and including non-contractual disputes or claims).
12.4 If any provision of the contract between the customer and Riverdi including these terms and conditions are or will be completely or partially invalid or should contain void provisions, the validity of the remaining provisions shall not be affected.
13. Customer Information
Contractual partner is:
Riverdi sp. z o. o. Sp. k
Nowy Swiat 36
Telephone: +48 58 7703116
Email: [email protected]
CEO: Radosław Fularczyk