Legal Notice
Swiss Controls - The Engineering Business Unit by Rigitrade AG
Trading Register No. CHE-199.884.159
Registered Address: Tannenstrasse 16, 8424 Embrach ZH Switzerland
Office Address: Schaffhauserstrasse 550, 8052 Zurich Switzerland
Email: info@swiss-controls.com
1. General Provisions
These General Terms and Conditions ("GTC") govern all commercial relationships, quotations, contracts, deliveries, engineering activities, products, and services provided by Rigitrade AG through its engineering, automation, and technology business division operating under the brand name Swiss Controls.
Rigitrade AG is a company incorporated under Swiss law and is the exclusive legal entity responsible for all contractual relationships, commercial obligations, liabilities, intellectual property ownership, and business activities conducted under the Swiss Controls brand.
Swiss Controls is an engineering business unit of Rigitrade AG and does not independently enter into contracts, assume contractual obligations, hold liabilities, or own intellectual property rights separately from Rigitrade AG.
Unless expressly stated otherwise in a written agreement, all contractual relationships established through the Swiss Controls brand are legally entered into with:
Rigitrade AG, Switzerland as the sole contracting party.
All rights, obligations, responsibilities, and ownership interests arising from activities performed under the Swiss Controls brand belong exclusively to Rigitrade AG, including but not limited to:
- Contractual rights and obligations;
- Project responsibilities;
- Product supply obligations;
- Warranty obligations;
- Intellectual property rights;
- Software ownership;
- Engineering know-how;
- Commercial relationships;
- Legal liabilities.
Any reference to Swiss Controls in quotations, proposals, technical documents, websites, marketing materials, project documentation, or customer communication shall be understood as referring to the engineering business division and commercial brand of Rigitrade AG.
These GTC establish the legal and commercial framework governing all Swiss Controls activities worldwide, including but not limited to:
- Engineering services;
- Industrial automation solutions;
- Industrial control systems;
- Electrical engineering and electrification projects;
- Industrial digitalization and Industry 4.0 solutions;
- Software solutions and industrial applications;
- Industrial products and equipment supply;
- Technical consulting;
- System integration;
- Commissioning and startup services;
- Maintenance, support, and optimization services.
2. Scope of Activities
Through the Swiss Controls business division, Rigitrade AG provides engineering, automation, electrification, digital transformation, and industrial technology solutions for customers, manufacturers, infrastructure operators, and technology partners worldwide.
The scope of activities includes, but is not limited to, the following:
2.1 Industrial Automation & Control Systems
Services may include:
- PLC engineering and programming;
- PLC software development;
- SCADA system design, configuration, and integration;
- HMI development;
- DCS integration;
- Industrial control systems;
- Machine automation;
- Process automation;
- Automation modernization;
- Control system migration;
- Automation optimization;
- Industrial communication networks;
- Industrial Ethernet and fieldbus systems;
- Remote monitoring solutions;
- Control system diagnostics and improvement.
2.2 Electrical Engineering & Electrification
Services may include:
- Electrical engineering;
- Electrical system design;
- Control panel engineering;
- Automation cabinet design;
- Electrical documentation;
- Industrial power distribution systems;
- Motor control solutions;
- Variable frequency drive integration;
- Electrification projects;
- Energy management systems;
- Industrial electrical integration;
- Integration of electrical technologies and industrial equipment.
2.3 Digital Transformation & Industry 4.0
Services may include:
- Industrial Internet of Things (IIoT) solutions;
- Industrial data acquisition systems;
- Remote monitoring platforms;
- Industrial data platforms;
- Analytics solutions;
- Digital twins;
- AI-based condition monitoring;
- Predictive maintenance solutions;
- Machine and equipment health monitoring;
- Industrial software solutions;
- Connected industrial asset management.
2.4 Engineering Consulting and Technical Services
Services may include:
- Feasibility studies;
- Technical assessments;
- Engineering consulting;
- System architecture design;
- Automation concept development;
- Technical project management;
- System integration;
- Commissioning support;
- Troubleshooting;
- Optimization services;
- Technical documentation;
- Training and knowledge transfer.
2.5 Industrial Products and Equipment
Rigitrade AG, through the Swiss Controls brand, may supply, integrate, or coordinate the delivery of:
- Industrial automation components;
- PLC, SCADA, HMI, and control system hardware;
- Electrical equipment;
- Industrial communication equipment;
- Industrial computers and edge devices;
- Software licenses;
- Industrial hardware;
- Spare parts;
- Technical products;
- Third-party manufactured equipment.
Product supply may be performed directly by Rigitrade AG or through approved:
- Manufacturers;
- Suppliers;
- Technology partners;
- Distributors;
- Engineering partners;
- Subcontractors.
Third-party products remain subject to the respective manufacturer's specifications, warranty conditions, license agreements, and commercial terms.
3. Company Structure and International Operations
Swiss Controls operates as the engineering, automation, and technology business division of:
Rigitrade AG, Switzerland.
Swiss Controls is a registered business brand and commercial identity of Rigitrade AG and does not constitute a separate company, subsidiary, or independent legal entity.
The contractual entity responsible for all activities performed under the Swiss Controls brand remains:
Rigitrade AG
unless another legal entity is expressly identified in a written agreement signed by authorized representatives of Rigitrade AG.
Rigitrade AG may perform Swiss Controls activities through:
- Swiss headquarters;
- International offices;
- Representative offices;
- Affiliated companies;
- Strategic business partners;
- Technology partners;
- Qualified subcontractors;
- Engineering partners.
Swiss Controls may provide services and products internationally, including but not limited to:
- Switzerland;
- European markets;
- United Arab Emirates;
- Kingdom of Saudi Arabia;
- Egypt;
- Middle East;
- Africa;
- Other international markets.
The applicable contracting entity, project responsibility, delivery obligations, payment conditions, and commercial terms shall be defined exclusively through the applicable contractual documents, including:
- Quotations;
- Contracts;
- Statements of work;
- Purchase orders;
- Project agreements;
- Supply agreements;
- Service agreements.
4. Applicability of These General Terms and Conditions
These General Terms and Conditions apply to all commercial relationships between Rigitrade AG, operating under the Swiss Controls brand, and its customers, partners, suppliers, and other contractual parties.
Unless expressly agreed otherwise in a written agreement signed by authorized representatives of Rigitrade AG, these GTC form an integral part of all business transactions conducted under the Swiss Controls brand.
These GTC apply to, but are not limited to:
- Engineering contracts;
- Automation projects;
- Control system projects;
- Electrical engineering projects;
- Software development projects;
- Digitalization and Industry 4.0 solutions;
- Product supply agreements;
- Technical consulting services;
- System integration projects;
- Commissioning services;
- Maintenance and support agreements;
- International deliveries and technology solutions.
Any deviation from these GTC shall only be valid if all of the following conditions are fulfilled:
- The deviation is specifically identified;
- The deviation is individually negotiated;
- The deviation is accepted in writing;
- The deviation is signed by an authorized representative of Rigitrade AG.
Customer purchase orders, procurement conditions, supplier manuals, electronic platforms, or other customer documents shall not automatically modify or replace these GTC.
5. Contractual Document Priority
The contractual relationship between the customer and Rigitrade AG shall be governed according to the following order of priority:
- Individually negotiated and signed agreements between the parties;
- Specific project agreements or statements of work;
- Accepted Rigitrade AG / Swiss Controls quotations and commercial offers;
- These General Terms and Conditions;
- Technical specifications, drawings, and project documentation.
In case of contradictions between documents, the higher-ranking document shall prevail.
No customer document, communication, purchase order, supplier portal condition, or procurement requirement shall modify these GTC unless expressly accepted in writing by an authorized representative of Rigitrade AG.
6. Battle of Forms Protection
Customer terms and conditions, procurement conditions, purchase order terms, supplier manuals, supplier portals, electronic ordering conditions, or other customer-issued contractual documents shall not automatically become part of the contractual relationship.
Rigitrade AG expressly rejects any customer terms that:
- Conflict with these GTC;
- Impose additional obligations;
- Create unlimited liability;
- Introduce automatic penalties;
- Require unconditional performance guarantees;
- Transfer intellectual property rights without agreement;
- Override Rigitrade AG contractual protections;
- Create obligations not expressly accepted by Rigitrade AG.
The acceptance, review, processing, or fulfilment of customer documents shall not constitute acceptance of conflicting customer terms.
6.1 Procurement Systems and Electronic Platforms
Customer procurement systems, supplier registration portals, electronic ordering platforms, and digital purchasing procedures are considered administrative tools only.
The following actions shall not constitute acceptance of customer contractual terms:
- Registration in a supplier portal;
- Completing supplier onboarding procedures;
- Accessing customer procurement systems;
- Uploading quotations or technical documents;
- Receiving electronic purchase orders;
- Processing customer administrative requirements.
Electronic acknowledgements, automated confirmations, system-generated messages, or digital platform notifications shall have no contractual effect unless expressly accepted in writing by an authorized representative of Rigitrade AG.
The execution of engineering services, delivery of products, or commencement of project activities by Rigitrade AG shall not constitute implicit acceptance of conflicting customer conditions.
Customer terms shall only become applicable if:
- They are expressly identified;
- They are individually negotiated;
- They are accepted in writing;
- They are signed by an authorized representative of Rigitrade AG.
7. Contract Formation
A legally binding contractual relationship between the customer and Rigitrade AG is created only through one of the following:
- Written acceptance of a Rigitrade AG / Swiss Controls quotation;
- A contract signed by both parties;
- Written confirmation of a purchase order by Rigitrade AG;
- An accepted statement of work;
- Another written confirmation of commercial agreement issued by authorized representatives of Rigitrade AG.
Quotations remain valid only for the period specified in the quotation document.
Technical scope, pricing, delivery schedules, project obligations, and commercial commitments become binding only after formal contractual acceptance.
Rigitrade AG reserves the right to modify or withdraw quotations before contractual acceptance, unless otherwise expressly agreed in writing.
8. Customer Responsibilities and Cooperation Obligations
Successful project execution requires active cooperation from the customer.
The customer shall provide all information, resources, and support reasonably required for proper project execution, including:
- Complete and accurate technical requirements;
- Drawings, specifications, and documentation;
- Access to facilities and systems;
- Necessary approvals and permits;
- Availability of responsible personnel;
- Timely decisions and feedback;
- Required operating information;
- Safe working conditions.
The customer remains responsible for:
- Accuracy and completeness of information provided;
- Suitability of the application;
- Definition of operational requirements;
- Compliance with applicable local regulations;
- Workplace safety requirements;
- Regulatory approvals;
- Final acceptance and operation of implemented solutions.
Rigitrade AG shall not be responsible for delays, additional costs, performance issues, or project impacts resulting from:
- Incorrect or incomplete customer information;
- Customer delays;
- Missing approvals;
- Unavailable facilities;
- Changes requested by the customer;
- Customer-side restrictions;
- Failure of customer systems or infrastructure.
9. Engineering Scope and Changes
Engineering solutions provided by Rigitrade AG through Swiss Controls are developed based on:
- Agreed customer requirements;
- Available technical information;
- Defined project assumptions;
- Applicable standards and specifications.
Changes to any of the following may require adjustments to the project scope:
- Technical specifications;
- Operating conditions;
- Interfaces;
- Site conditions;
- Regulatory requirements;
- Customer requirements;
- Third-party systems;
- Available technologies.
Such changes may affect:
- Engineering scope;
- Technical solutions;
- Project schedules;
- Delivery conditions;
- Pricing;
- Required resources.
Additional work resulting from changes shall only be performed based on:
- Approved change requests;
- Revised quotations;
- Written agreements between the parties.
Rigitrade AG reserves the right to adjust project conditions where changes materially affect the originally agreed scope.
10. Intellectual Property Rights
All intellectual property rights owned, developed, created, acquired, licensed, maintained, or used within the Swiss Controls business division remain the exclusive property of Rigitrade AG, regardless of whether such intellectual property was developed before, during, or after a customer project. unless expressly transferred to another party through a separate written agreement signed by authorized representatives of Rigitrade AG.
This includes, but is not limited to:
- Engineering methodologies;
- Technical concepts;
- Automation architectures;
- System designs;
- Software frameworks;
- PLC libraries;
- SCADA frameworks;
- HMI templates;
- Reusable function blocks;
- Algorithms;
- Artificial intelligence models;
- Technical know-how;
- Development tools;
- Engineering documentation templates;
- Internal processes and procedures.
Payment for engineering services, software development, system implementation, or product delivery does not automatically transfer ownership of Rigitrade AG intellectual property.
The customer receives only the rights expressly granted under the applicable contract and only to the extent required for operation of the delivered solution.
11. Software, PLC, SCADA, HMI and Source Code Protection
Payment for engineering services, automation implementation, software development, or system integration does not automatically transfer ownership of software-related intellectual property.
Unless expressly agreed through a separate written intellectual property transfer agreement, Rigitrade AG retains full ownership and control over all proprietary intellectual property developed, created, maintained, or commercially exploited through the Swiss Controls business division, including:
- PLC source code;
- PLC program libraries;
- SCADA source projects;
- HMI source files;
- DCS configurations;
- Software libraries;
- Reusable software modules;
- Function blocks;
- Templates;
- Algorithms;
- AI models;
- Internal engineering tools;
- Development frameworks;
- Configuration standards.
Third-party intellectual property remains the property of its respective owners and is subject to applicable:
- License agreements;
- Manufacturer terms;
- Subscription conditions;
- Usage restrictions.
Unless otherwise agreed in writing, the customer receives only the operational rights necessary to use the delivered solution.
Where applicable, Rigitrade AG may provide:
- Executable software;
- Runtime licenses;
- User documentation;
- Operating access;
- Agreed maintenance access.
Transfer of source code ownership, software ownership, or intellectual property rights requires:
- A separate written agreement;
- Clearly defined transfer scope;
- Agreed commercial compensation;
- Signature of authorized representatives of both parties.
12. Third-Party Technologies and Components
Rigitrade AG, through the Swiss Controls business division, may integrate, supply, configure, or utilize products, technologies, and solutions provided by third parties, including but not limited to:
- Siemens;
- ABB;
- Schneider Electric;
- Rockwell Automation;
- Beckhoff;
- Phoenix Contact;
- Other manufacturers, suppliers, and technology providers.
Third-party technologies may include:
- Industrial automation hardware;
- Software platforms;
- Operating systems;
- Cloud services;
- Industrial communication solutions;
- Development environments;
- Engineering tools;
- Licenses and subscriptions;
- Industrial equipment.
Third-party products and technologies remain subject to the respective:
- Manufacturer warranties;
- Supplier conditions;
- License agreements;
- Subscription terms;
- Technical limitations;
- End-user agreements.
Rigitrade AG does not provide independent warranties for third-party products unless expressly agreed in writing.
Defects, failures, limitations, discontinuations, or compatibility issues originating from third-party products or services shall be handled according to the applicable manufacturer or supplier terms.
Rigitrade AG shall not be liable for:
- Production losses;
- Downtime;
- Operational interruptions;
- Data losses;
- Consequential damages;
caused solely by third-party products, technologies, platforms, or systems outside the direct control of Rigitrade AG.
13. International Delivery and Supply Conditions
Where Rigitrade AG supplies products, equipment, components, software licenses, or technical systems through the Swiss Controls brand, the applicable delivery conditions shall be defined in:
- Quotations;
- Contracts;
- Purchase orders;
- Statements of work;
- Project agreements;
- Supply agreements;
- Agreed Incoterms, where applicable.
Unless expressly agreed otherwise in writing:
- Delivery dates are estimated and based on information available at the time of quotation;
- Delivery schedules depend on customer cooperation and supplier availability;
- Partial deliveries are permitted where commercially reasonable;
- Delays caused by suppliers, manufacturers, logistics providers, authorities, or customer actions shall not constitute a breach of contract.
13.1 Delivery Dates and Project Schedules
Any delivery date, commissioning date, milestone, or project schedule provided by Rigitrade AG is based on assumptions available at the time of quotation.
Schedules may be extended due to:
- Customer delays;
- Late approvals;
- Incomplete technical information;
- Delayed payments;
- Changes in project scope;
- Supplier delays;
- Manufacturing delays;
- Logistics disruptions;
- Regulatory requirements;
- Force majeure events.
Rigitrade AG shall inform the customer of relevant delays within a reasonable period after becoming aware of the circumstances.
13.2 Transfer of Risk
Transfer of risk shall occur according to:
- Agreed Incoterms;
- Contractual delivery conditions;
- Applicable Swiss law.
Where no specific agreement exists, the statutory provisions of Swiss law shall apply.
13.3 Import, Customs and Local Compliance
For international deliveries, the customer is responsible for:
- Import permits;
- Customs clearance;
- Customs duties;
- Import taxes;
- Local taxes;
- Local approvals;
- Destination-country regulatory requirements.
Rigitrade AG shall not be responsible for delays, costs, penalties, or additional expenses resulting from:
- Import restrictions;
- Customs procedures;
- Missing permits;
- Incorrect customer documentation;
- Customer non-compliance with destination-country requirements.
14. Export Control, Sanctions and International Trade Compliance
Rigitrade AG conducts international business activities in accordance with applicable:
- Swiss export control regulations;
- Customs regulations;
- Sanctions requirements;
- International trade compliance obligations.
Products, software, technical information, engineering services, and technology solutions supplied through Swiss Controls may be subject to export restrictions or approval requirements.
Rigitrade AG reserves the right to:
- Conduct customer screening;
- Request end-user information;
- Request compliance documentation;
- Verify intended use;
- Refuse or suspend transactions where legally required.
14.1 Customer Export Compliance Obligations
The customer shall ensure:
- Lawful use of supplied products and services;
- Compliance with destination-country laws;
- Accurate end-user information;
- Required import approvals;
- Compliance with applicable sanctions and export regulations.
The customer shall not use supplied products, software, technical information, or engineering services for prohibited activities or unauthorized purposes.
15. Prices and Commercial Conditions
Prices, fees, and commercial conditions shall be defined in:
- Quotations;
- Contracts;
- Statements of work;
- Commercial agreements;
- Purchase orders accepted by Rigitrade AG.
Unless expressly agreed otherwise, all prices exclude:
- VAT;
- Customs duties;
- Import taxes;
- Local taxes;
- Government charges;
- Travel expenses;
- Accommodation costs;
- Additional customer-requested services.
The customer shall pay all amounts according to the agreed payment schedule.
16. Payment Terms
Payment terms shall be specified in the applicable quotation, contract, or commercial agreement.
Rigitrade AG may require:
- Advance payments;
- Milestone payments;
- Progress payments;
- Payment security;
- Retention arrangements;
- Other commercially reasonable payment structures.
For engineering, automation, software, and system integration projects, payment milestones may include:
- Contract award;
- Project start;
- Engineering completion;
- Design approval;
- Software development completion;
- Factory Acceptance Test (FAT);
- Equipment delivery;
- Site commissioning;
- Site Acceptance Test (SAT);
- Final acceptance.
Payment obligations remain valid regardless of internal customer approval processes, procurement procedures, or administrative delays.
17. Late Payment and Right of Suspension
If the customer fails to make payments when due, Rigitrade AG may, without limiting other contractual rights:
- Charge applicable statutory interest;
- Suspend engineering activities;
- Suspend deliveries;
- Postpone commissioning activities;
- Withhold documentation;
- Restrict software access where contractually permitted;
- Require advance payment;
- Request additional payment security.
17.1 Suspension Due to Payment Default
Suspension of services or deliveries due to customer payment default shall not constitute a breach of contract by Rigitrade AG.
Rigitrade AG shall not be liable for:
- Project delays;
- Production delays;
- Additional costs;
- Contractual consequences;
- Customer losses;
resulting from suspension caused by unpaid amounts.
Project schedules, milestones, and delivery obligations shall automatically be extended for the period affected by the payment default and any reasonable recovery period.
18. Customer Cooperation During Project Execution
The customer shall provide all cooperation reasonably required for successful project execution.
This includes:
- Facility access;
- Technical documentation;
- System access;
- Operating conditions;
- Required personnel;
- Safety approvals;
- Necessary permits;
- Timely decisions and approvals.
Failure by the customer to provide required cooperation may result in:
- Schedule extensions;
- Additional costs;
- Revised project conditions;
- Suspension of activities.
Rigitrade AG shall not be responsible for delays, failures, or additional expenses resulting from insufficient customer cooperation.
19. Engineering Execution Standards
Rigitrade AG performs engineering services according to:
- Accepted professional engineering practices;
- Agreed technical specifications;
- Contract requirements;
- Applicable Swiss standards where relevant;
- Industry-recognized engineering principles.
Unless expressly guaranteed in a written agreement, Rigitrade AG does not guarantee:
- Specific production output;
- Specific operational results;
- Energy savings;
- Financial returns;
- Business performance improvements.
Actual results depend on numerous factors outside Rigitrade AG’s control, including:
- Customer processes;
- Existing equipment condition;
- Operating conditions;
- Maintenance practices;
- Production requirements;
- External factors.
20. Commissioning and Site Services
Where included in the applicable contract, commissioning services may include:
- Installation supervision;
- System configuration;
- Testing;
- Startup assistance;
- Optimization;
- Functional verification;
- Operator training;
- Technical support.
The customer shall ensure:
- Safe site conditions;
- Completed installation work;
- Availability of required equipment;
- Required permits;
- Availability of operational personnel;
- Readiness for commissioning activities.
Rigitrade AG shall not be responsible for delays or additional costs caused by:
- Incomplete installation;
- Unavailable equipment;
- Unsafe working conditions;
- Third-party contractors;
- Customer decisions;
- Customer operational restrictions.
21. Testing, Inspection and Acceptance
Testing, Inspection and Acceptance of the delivered system does not constitute acceptance of customer terms and conditions.
Where testing, inspection, or acceptance procedures are agreed in the applicable contract, such procedures shall be performed according to the contractual documents, agreed specifications, and applicable project requirements.
Acceptance procedures may include, where applicable:
- Factory Acceptance Testing (FAT);
- Site Acceptance Testing (SAT);
- Functional testing;
- Performance verification;
- Software validation;
- System commissioning tests.
The customer shall provide all necessary cooperation, personnel, facilities, operating conditions, and technical information required to perform acceptance activities.
21.1 Acceptance Criteria
A system, product, engineering service, or project deliverable shall be considered accepted when any of the following occurs:
- Acceptance documents are signed by the customer;
- The customer uses the delivered system, product, or service commercially;
- The customer fails to notify Rigitrade AG in writing of substantial defects within the agreed acceptance period;
- The customer continues operation of the delivered solution without formal rejection.
Minor defects, deviations, documentation corrections, or issues that do not materially affect the functionality or intended use of the delivered solution shall not prevent acceptance.
Acceptance does not transfer ownership of Rigitrade AG intellectual property unless expressly agreed through a separate written agreement.
22. Documentation and Deliverables
Documentation provided by Rigitrade AG shall be limited to the scope expressly agreed in the applicable quotation, contract, or statement of work.
Depending on the project scope, deliverables may include:
- Electrical drawings;
- System descriptions;
- Functional specifications;
- Software documentation;
- Operating manuals;
- Commissioning reports;
- User documentation;
- Maintenance documentation;
- Technical reports.
Additional documentation requests, modifications, translations, or customer-specific documentation requirements outside the agreed scope may be charged separately.
Unless expressly agreed otherwise, internal engineering documentation, development tools, software frameworks, reusable libraries, methodologies, and internal project files remain the exclusive property of Rigitrade AG.
23. Warranty for Services and Products
Rigitrade AG warrants that contracted services shall be performed:
- Professionally;
- According to agreed requirements;
- With reasonable engineering care;
- In accordance with applicable contractual obligations.
The warranty applies only to defects directly caused by Rigitrade AG.
Warranty obligations do not extend to issues resulting from factors outside Rigitrade AG’s reasonable control.
23.1 Warranty Exclusions
The warranty provided under Section 23 does not cover defects, failures, performance degradation, or operational issues resulting from factors outside Rigitrade AG’s reasonable control.
Rigitrade AG expressly excludes all warranty obligations, liabilities, and remediation costs for issues directly or indirectly caused by, or arising from, any of the following:
- Customer Modifications: Any unauthorized modifications, alterations, reverse-engineering, parameter adjustments, rewiring, or reconfigurations of the delivered software, PLC code, SCADA/HMI projects, electrical circuits, or hardware components performed by the customer, end-user, or any non-authorized third party without the express prior written consent of an authorized representative of Rigitrade AG.
- Improper Operation and Misuse: Operation of the delivered automation systems, electrical equipment, or machinery outside the technical specifications, environmental boundaries, load capacities, or operational guidelines defined in the project documentation, user manuals, or manufacturer data sheets.
- Deficient Maintenance: Inadequate, delayed, or improper maintenance, service, or calibration of the plant infrastructure, mechanical components, instruments, or auxiliary equipment connected to or interfacing with the delivered system.
- Incorrect Input Information: Errors, inefficiencies, or system failures caused by incorrect, incomplete, or outdated technical specifications, electrical data, process parameters, or architectural assumptions provided by the customer during the design and engineering phases.
- Environmental and Site Conditions: External influences such as unstable power grids, severe voltage fluctuations, electromagnetic interference (EMI) exceeding standard industrial tolerances, lightning strikes, floods, fire, chemical contamination, extreme ambient temperatures, high humidity, or excessive dust and vibration not explicitly designed for in the technical scope.
- Third-Party Interferences: Software conflicts, communication drops, or system errors caused by updates, modifications, or failures in third-party operating systems, network firewalls, database systems, cloud infrastructures, or external hardware platforms integrated into the plant environment.
- Normal Wear and Tear: Natural and expected degradation, wear, aging, or depletion of consumable components, mechanical parts, backup batteries, or electronic relays subjected to continuous industrial operations.
23.2 Loss of Warranty Status
Any warranty claim shall be rendered immediately null and void if the customer, without the prior written approval of Rigitrade AG, attempts to repair, patch, reprogram, override, or troubleshoot substantial system faults independently or through an uncertified third-party contractor, or if the customer fails to implement critical security patches, software hotfixes, or operational warnings issued by Rigitrade AG or its technology partners.
23.3 Warranty Claim Procedure
The customer shall notify Rigitrade AG of alleged defects:
- Without undue delay;
- In writing;
- With sufficient technical information;
- Including relevant documentation and evidence.
Rigitrade AG shall have the opportunity to:
- Investigate the issue;
- Diagnose the cause;
- Verify whether the defect falls within warranty scope;
- Correct justified defects.
The preferred remedy may include:
- Correction of the defect;
- Replacement of defective components;
- Software correction;
- Alternative agreed solutions.
24. Maintenance and Support Services
Maintenance and support services shall be provided only according to separate agreements where applicable.
Such services may include:
- Remote technical support;
- Troubleshooting;
- Preventive maintenance;
- Software updates;
- System optimization;
- Technical assistance;
- Performance monitoring.
Response times, availability levels, service windows, and support commitments shall apply only where expressly agreed in writing.
Unless included in a specific service agreement, Rigitrade AG does not guarantee continuous availability, immediate response times, or unlimited technical support.
25. Cybersecurity Responsibility
Rigitrade AG applies appropriate technical, architectural, and organizational measures during the design, engineering, integration, and delivery of automation and digital solutions under the Swiss Controls brand. Depending on the project scope, cybersecurity measures may include secure system architecture design, access control concepts, network segregation recommendations, and secure configuration practices based on industry-recognized industrial security standards (such as IEC 62443).
Industrial cybersecurity depends inherently on the complete operational environment, including customer IT infrastructure, operational technology (OT) network design, user access management, third-party software applications, and facility maintenance procedures. Consequently, cybersecurity responsibility is shared between all parties involved.
25.1 Customer Cybersecurity Responsibility After Handover
Following delivery, commissioning, factory/site acceptance, or the commencement of commercial operational use by the customer, the customer assumes exclusive responsibility for the maintaining, managing, and monitoring the cybersecurity environment of its own facilities. The customer is strictly responsible for:
- Firewall configurations, network security boundaries, and secure remote access channels;
- User access management, strict password policies, account permissions, and role-based access controls;
- Comprehensive system backups, disaster recovery plans, and regular data retention workflows;
- The deployment and configuration of appropriate antivirus, antimalware, and intrusion detection tools;
- The timely implementation of software updates, operating system patches, firmware upgrades, and security hotfixes;
- Establishing, training, and auditing organizational cybersecurity policies and personnel procedures.
Rigitrade AG shall not be liable for any cybersecurity incidents, data breaches, unauthorized modifications, ransomware infections, production stops, or consequential damages resulting from vulnerabilities within the customer’s infrastructure, customer negligence, unauthorized system access, insufficient security measures, third-party systems, or the customer’s failure to apply recommended updates or security practices.
25.2 Cybersecurity Recommendations and Assessments
Where Rigitrade AG provides cybersecurity assessments, architectural recommendations, or hardening services, such analysis is based on information available at the time of execution. Such services do not constitute an absolute guarantee against all cyber threats, nor can they eliminate all operational risks. The customer remains responsible for executing continuous risk assessments and implementing appropriate security measures.
26. AI-Based Solutions and Predictive Analytics Disclaimer
Rigitrade AG, through the Swiss Controls business division, may provide data-driven solutions, including predictive maintenance software, condition monitoring systems, industrial data analytics, anomaly detection models, and optimization algorithms.
AI-based and analytics solutions are designed strictly to support operational engineering decisions. They are advisory in nature and do not replace professional human engineering judgment, hard-wired safety systems, mandatory equipment interlocks, plant operational procedures, manufacturer maintenance manuals, or statutory local inspection requirements.
Outputs, alerts, predictions, and recommendations generated by automated models depend entirely on data quality, sensor communication stability, configuration standards, variable operating conditions, and the accuracy of available historical information. Rigitrade AG does not guarantee that data-driven or AI-based solutions will predict every equipment malfunction, prevent all mechanical failures, eliminate operational downtime, or achieve specific production or financial results.
27. Industrial Safety and Operational Responsibility
Unless expressly agreed otherwise in a separate, written safety agreement, the customer retains sole and exclusive operational responsibility for overall plant safety, workplace safety protocols, production choices, emergency shutdown procedures, compliance with local health and safety regulations, regulatory operating approvals, and final operational acceptance.
Rigitrade AG engineered solutions are built based on agreed customer requirements. Rigitrade AG does not assume general responsibility for the customer's total industrial facility operation. The customer must ensure that delivered systems are operated safely, correctly, within specified technical limits, and strictly according to applicable machine safety standards.
28. No Guaranteed Production or Business Outcome
Automation systems, digital solutions, and engineering services are designed to improve operational tracking, system visibility, control efficiency, and asset management. However, unless explicitly guaranteed through a specific, legally binding performance contract containing agreed technical parameters and calculation metrics, Rigitrade AG does not guarantee:
- Specific production volumes or manufacturing throughput;
- Absolute plant or equipment availability percentages;
- Quantifiable energy savings or utility cost reductions;
- Defined financial returns on investment or business performance improvements.
Actual performance depends on numerous external variables outside the control of Rigitrade AG, including customer process designs, existing plant equipment conditions, raw material quality, ambient operating conditions, and maintenance execution.
29. Confidentiality Obligations
Both parties shall maintain strict confidentiality regarding all confidential information received from the other party during the business relationship. Confidential information includes technical drawings, circuit designs, functional specifications, software code, source code, engineering methods, customer data, pricing models, business strategies, proprietary industrial processes, and operational know-how.
Confidential information shall only be used for the agreed contractual purpose, shall not be disclosed to unauthorized third parties, and shall be protected using at least the same degree of care the receiving party uses to protect its own highly confidential information.
29.1 Exceptions to Confidentiality
Confidentiality obligations do not apply to information that was publicly available before disclosure, becomes publicly available without breach of this agreement, was lawfully received from an independent third party without restriction, or must be disclosed by mandatory law, court order, or an official authority decision.
30. Data Protection
Rigitrade AG processes personal data in accordance with applicable data protection laws, including the Swiss Federal Act on Data Protection (revFADP), the EU General Data Protection Regulation (GDPR) where contractually or geographically applicable, and other mandatory local regulations.
Personal data may be processed for customer communication, quotation preparation, contract execution, project management, technical support, corporate administration, and legal compliance. Detailed information regarding personal data processing is provided in the Rigitrade AG / Swiss Controls Privacy Policy, which forms an integral part of the company's legal documentation framework.
31. Customer Data and Technical Information Rights
The customer remains responsible for ensuring that all technical information, drawings, specifications, data assets, and operational logs provided to Rigitrade AG are accurate, legally obtained, and may lawfully be used for project engineering and execution.
The customer grants Rigitrade AG a non-exclusive, worldwide, royalty-free right to use, process, and analyze the provided technical information solely for engineering execution, system integration, technical support, and contractual performance. The customer confirms that provided information does not infringe third-party intellectual property rights, confidentiality obligations, or statutory data rights.
32. Intellectual Property Rights After Project Completion
The successful completion of an engineering project, the final delivery of technical systems, or the complete payment of commercial invoices does not transfer ownership of Rigitrade AG’s background intellectual property, core software code, or development tools to the customer.
Unless expressly transferred through a separate written intellectual property transfer agreement signed by authorized corporate representatives of Rigitrade AG, all engineering methods, software architectures, reusable code modules, PLC libraries, SCADA/HMI templates, algorithms, AI models, technical know-how, and development methodologies remain the exclusive property of Rigitrade AG. The customer receives only the non-exclusive, non-transferable right to use the delivered solution for its intended operational purpose.
33. Liability Principles
Rigitrade AG shall only be liable for direct damages caused intentionally or by gross negligence (grobe Fahrlässigkeit), subject to the mandatory provisions of Swiss law.
To the maximum extent permitted by applicable Swiss law, Rigitrade AG expressly excludes all liability for indirect damages, consequential damages, loss of profit, loss of revenue, loss of production, production interruptions, plant downtime costs, loss of business opportunities, loss of anticipated savings, reputational damage, or any loss or corruption of digital data assets.
34. Liquidated Damages, Delay Penalties, and Performance Guarantees
Customer demands regarding liquidated damages, delay penalties, contractual penalties (Konventionalstrafen), production-loss compensation, or specific performance guarantees shall only be valid if they have been explicitly negotiated, clearly quantified, and expressly included in the text of an individual contract signed by authorized corporate representatives of Rigitrade AG.
Automatic penalties, liability obligations, or performance deductions contained in customer purchase orders, procurement system conditions, corporate supplier manuals, or electronic platforms shall not apply unless explicitly accepted in accordance with this clause.
35. Maximum Liability Cap
Regardless of the legal or contractual basis of a claim (including breach of contract, warranty claims, tort, or indemnification), the total cumulative liability of Rigitrade AG arising from or in connection with any individual contract, project, or delivery shall be strictly limited to a maximum financial ceiling equal to the total net contractual fees actually received by Rigitrade AG under that specific contract.
This financial limitation does not apply where prohibited by mandatory Swiss law, specifically in cases of verified intentional misconduct (Absicht) or gross negligence (grobe Fahrlässigkeit), or where liability cannot be legally restricted by statute.
36. Force Majeure
Rigitrade AG shall not be liable for delays, non-performance, or failure to fulfil contractual obligations where such failure results from events beyond its reasonable control.
Such events include, but are not limited to: natural disasters, earthquakes, volcanic eruptions, floods, fire, war, military actions, terrorism, civil unrest, revolutions, governmental restrictions, trade embargoes, sanctions, export control blockages, pandemics, epidemics, labor disputes, strikes, supply chain disruptions, shortage of materials, general shortage of energy or utilities, telecommunications failures, internet routing blackouts, infrastructure provider failures, cyber incidents affecting critical third-party systems, and severe failures or delays of suppliers, manufacturers, or subcontractors.
The affected party shall notify the other party within a reasonable period after becoming aware of the force majeure event. The contractual obligations affected by the force majeure event shall be suspended for the duration of the event. Project schedules, delivery dates, and contractual deadlines shall automatically be extended for the period affected by the force majeure event plus a reasonable recovery period. If a force majeure event continues for more than ninety (90) consecutive days and materially prevents contractual performance, either party may terminate the individual project contract upon written notice, without affecting payment obligations for services already performed.
37. Subcontractors, Suppliers, and Technology Partners
Rigitrade AG reserves the right to engage qualified subcontractors, engineering partners, external software developers, manufacturers, technology providers, consultants, and service providers to support the execution of activities under the Swiss Controls brand.
The involvement of subcontractors does not create any direct contractual relationship or liability between the customer and such third parties. Rigitrade AG remains responsible for the selection, management, and quality control of its subcontractors, ensuring that their performance aligns with the requirements of the individual project agreement.
38. Third-Party Software, Licenses, and Cloud Services
Rigitrade AG, through the Swiss Controls business division, may integrate or utilize third-party software, operating systems, industrial databases, cloud platforms, and open-source components.
The customer acknowledges that such third-party elements are governed exclusively by their respective manufacturer end-user license agreements (EULAs), subscription terms, or service-level commitments. Rigitrade AG provides no independent warranty regarding the continuous availability, cloud hosting uptime, or future software version compatibility of these third-party environments. Any ongoing subscription fees, cloud infrastructure costs, or mandatory software update licensing required to maintain system compatibility after final acceptance remain the exclusive financial and administrative burden of the customer.
39. Severability, No-Waiver, and Written Form Requirements
Should individual provisions or sub-clauses of these GTC be found invalid, unlawful, or unenforceable under applicable law, the validity, lawfulness, and enforceability of the remaining provisions shall not be affected or impaired in any way. The invalid provision shall be replaced by a valid provision that most closely reflects the original commercial and legal intent of the parties.
The failure of Rigitrade AG to enforce any right or provision under these GTC at any given time shall not constitute a waiver of such right, nor shall it restrict the future enforcement of that provision.
Any amendments, modifications, deviations, or side agreements altering these GTC or individual project contracts must be made in writing and signed by the authorized corporate representatives of Rigitrade AG to achieve legal validity.
40. Applicable Law and Jurisdiction
All commercial relationships, quotations, contracts, project agreements, and claims arising out of or in connection with these GTC—including disputes regarding their valid formation, interpretation, performance, or breach—shall be governed exclusively by Swiss substantive law, to the exclusion of its conflict of laws rules and the United Nations Convention on Contracts for the International Sale of Goods (CISG).
The exclusive place of jurisdiction for all disputes arising from or in connection with the business activities of Swiss Controls and Rigitrade AG shall be the Handelsgericht des Kantons Zürich (Commercial Court of the Canton of Zurich, Switzerland).
The English language version of these GTC shall remain the sole legally binding text for all international transactions, contract interpretations, and legal proceedings.
Corporate and Legal Operations
Swiss Controls
c/o Rigitrade AG
Tannenstrasse 16, 8424 Embrach ZH, Switzerland
Trading Register No. UID CHE-199.884.159 Canton of Zurich
Copyright © 2026 All Rights Reserved - Rigitrade AG
updated: 02.02.2026