ecovolta is a division of ecocoach AG
- General provisions
- The following General Terms & Conditions are applicable to ecocoach AG. They are also applicable to its internal divisions existing today and to be created in the future as well as to its subsidiaries existing today and to be created in the future.
- The contractual relationship between ecocoach AG (hereinafter referred to as supplier) and the contracting party is binding upon receipt of the written confirmation by the supplier. Likewise, the contractual relationship comes into effect by clicking the appropriate link in the confirmation e-mail sent by the supplier.
- The following General Terms and Conditions are binding if they are declared applicable in the offer. Any other General Terms and Conditions by the contracting party shall only be valid if expressly accepted by the supplier in writing. Individual agreements with the contracting party take precedence over these General Terms and Conditions.
- Amendments to any contract must be made in writing and approved by the contracting parties to be valid. Communication by e-mail is accepted as equivalent to the written form.
- Scope of delivery and service
The scope of deliveries and/or services is determined by the supplier's order confirmation. The supplier is authorized to make changes that lead to improvements, provided that these changes do not result in a price increase.
- Brochures, catalogues and Data sheets
Brochures, catalogues and Data sheets are non-binding and serve solely informative purposes for existing and prospective clients and partners of the supplier.
- Unless otherwise agreed, all prices are net, ex works, without packaging and in Swiss francs. All additional costs e.g. but not limited to freight, insurance, export, transit, import and other authorizations by public or private entities as well as notarizations shall be borne by the contracting party. Likewise, the contracting party shall bear all types of taxes, duties, fees, customs duties and the associated administrative costs which are levied in connection with the contract or its performance.
- If the following events occur between the time of offer and the fulfillment of contractual obligations the supplier reserves the right to make price adjustments:
- the delivery period is subsequently extended for one of the reasons stated in Clause 8, or
- the nature or scope of the agreed deliveries and/or services have undergone a change, or
- the material or workmanship is subject to changes because the documents supplied by the contracting party did not correspond to the actual circumstances or were incomplete, or
- changes of laws, regulations, interpretation or application principles
- Terms of Payment
- 50 % within 30 days of order confirmation date.
- 50 % within 30 days of delivery date.
- The payment deadlines shall also be observed if transport, delivery, assembly, commissioning or acceptance of the deliveries and/or services are delayed or rendered impossible for reasons for which the supplier is not responsible, or if insignificant parts are missing or rework proves necessary which does not render the use of the deliveries impossible.
- If a partial sum is not paid in accordance with the contract, the supplier is entitled to adhere to the contract or to withdraw from the contract and to claim damages in both cases.
- If the contracting party does not meet the agreed payment deadlines, it must pay interest on arrears of 5% from the due date mentioned in the payment reminder.
- Reservation of proprietary rights
- The supplier remains the owner of all his deliveries until he has received all payments in accordance with the contract.
- The contracting party shall maintain the delivered goods at his own expense for the duration of the retention of title and insure them in favor of the supplier against theft, breakage, fire and water damage.
- Intellectual property rights
All intellectual property rights existing before the conclusion of the contract, particularly but not limited to inventions, copyrights, trademarks, designs and know-how remain with ecocoach also during the cooperation. The legal and financial consequences of new products and intellectual property rights arising from a cooperation are regulated separately when the project or product is specified.
- Delivery deadline
- The delivery period begins as soon as the contract enters into effect and the down payment has been made.
- Compliance with the delivery period presupposes the fulfilment of the contractual obligations by the contracting party.
- Otherwise the delivery period shall be extended accordingly. This can occur in but is not limited to the following circumstances:
- if the supplier does not receive the information required for his fulfilment of the contract in time or if the contracting party subsequently modifies the contract and thereby causes a delay in the deliveries and/or services;
- if obstacles occur which the supplier cannot avert despite exercising the necessary care, irrespective of whether they arise at the supplier, the contracting party or at a third party. Such obstacles include epidemics, mobilization, war, civil war, terrorist acts, riots, political unrest, revolutions, sabotage, significant disruption of operations, accidents, industrial disputes, delayed or defective delivery of the necessary raw materials, semi-finished or finished products, rejects of important workpieces, measures or omissions by authorities, state or supranational bodies, embargoes, unforeseeable transport obstacles, fire, explosion, natural events;
- if the contracting party or third parties are in arrears with the work to be carried out by them or with the fulfilment of their contractual obligations, or if the contracting party does not comply with the terms of payment.
- The contracting party has no further rights or claims than those mentioned above due to delays in deliveries or services. This restriction does not apply to unlawful intent or gross negligence on the part of the supplier.
supplier shall invoice the packaging separately and shall not take it back. However, if it has been designated as the Supplier's property, it must be returned to the place of departure carriage paid by the contracting party. This applies unless a legal provision specifies a duty by the supplier to take back the wrapper.
- Transfer of benefits and risks
- Benefit and risk shall pass to the contracting party at the latest upon dispatch of the deliveries ex works.
- If dispatch is delayed at the request of the contracting party or for other reasons for which the supplier is not responsible, the risk shall pass to the contracting party at the time originally planned for delivery ex works.
- Shipping, transport and insurance
- The supplier must be informed in good time of any special wishes regarding dispatch, transport and insurance. Transport is at the expense and risk of the contracting party.
- Complaints in connection with dispatch or transport must be addressed by the contracting party to the last carrier immediately upon receipt of the deliveries or the freight documents.
- Insurance against damage of any kind is the responsibility of the contracting party.
- Inspection of deliveries and services
- The contracting party must inspect the deliveries and services within two weeks and report any defects to the supplier in writing without delay.
- If he fails to do so, the deliveries and services shall be deemed to have been approved.
- Warranty, liability for defects
- Warranty period
The warranty period is 24 months. It begins with the departure of the deliveries ex works or, if the supplier has also taken over the assembly, with their completion. If dispatch, acceptance or assembly are delayed for reasons for which the supplier is not responsible, the warranty period ends at the latest 30 months after notification of readiness for dispatch.
Warranty for repaired or replaced parts that have been replaced under this warranty clause is provided for the remainder of the original warranty period. The warranty expires prematurely if persons not authorized by the supplier make changes or repairs or if the contracting party, if a defect has occurred, does not immediately take all suitable measures to reduce the damage and gives the supplier the opportunity to remedy the defect.
- Unjustified claims
If the contracting party has complained of a defect and there is no defect for which the Supplier is responsible, the contracting party shall owe the Supplier a remuneration for the work and reimbursement of further expenses and costs
- Secondary obligations
The Supplier shall only be liable for claims of the contracting party due to defective advice and the like or due to the violation of any secondary obligations in the event of unlawful intent or gross negligence.
- Warranty period
- Failure to comply, poor performance and its consequences
- In all cases of defective performance or non-performance not expressly provided for in these conditions, in particular if the supplier begins the performance of the deliveries and services so late for no reason that the timely completion can no longer be foreseen, a non-conforming performance attributable to the fault of the supplier is to be foreseen or deliveries or services have been performed in breach of contract through the fault of the supplier, the contracting party is entitled to set the supplier a reasonable grace period for the affected deliveries or services under threat of withdrawal for the case of omission. If this grace period expires unused due to the fault of the Supplier, the contracting party may withdraw from the contract with regard to deliveries or services which have been performed in breach of contract or whose execution in breach of contract is to be foreseen to a certain extent and may demand repayment of the portion of payments already made thereon.
- In such a case, a limit of 10% of the contract price of the deliveries and services for which the withdrawal is made shall apply to any claim for damages. This limitation does not apply to intent and gross negligence.
- Adjustment of the contract by the supplier
If unforeseen events significantly change the economic significance or the content of the deliveries or services or have a significant effect on the work of the supplier, as well as in the event of subsequent impossibility of performance, the contract shall be adjusted accordingly.
- Data Protection
The supplier is entitled to process the contracting party's personal data as part of the processing of the contract. In particular, the contracting party agrees that the Supplier may also disclose such data to third parties in Switzerland and abroad in order to process the business relations between the parties. The data protection directive of the supplier available under www.ecocoach.com/privacy is integral part of these terms and conditions. In case of any questions thereto, feel free to contact the supplier under firstname.lastname@example.org.
- Obligation of secrecy
- If within this cooperation the contracting parties obtain information or data which are not publicly accessible and have not been released by us, both parties are obliged to keep them secret. This information may only be used to fulfil the contractual relationship
- The contracting parties mutually guarantee in particular that such information is neither passed on to unauthorized third parties nor made accessible to third parties in any other form and that all appropriate precautions are taken to avoid the access of third parties to the data and information
- If due to legal information obligations, legal regulations, legal orders, official regulations or legally binding decisions the contracting party is forced to disclose such information, the supplier has to be informed immediately in writing
- The duty of confidentiality continues for another five years after termination of the cooperation and applies to all persons involved in the business relationship
- In case of breach of the duty of confidentiality, a penalty payment of
10 % of the contracting sum, but at least 100’000 CHF by the infringing party is due. The assertion of further damages remains reserved.
- Right of recourse of the supplier
If persons are injured or objects of third parties are damaged by actions or omissions of the contracting party or his auxiliary persons and if claims are made against the supplier for this reason, the supplier has a right of recourse against the contracting party.
- Place of jurisdiction and applicable law
- The place of jurisdiction for the contracting parties is the registered office of the supplier. However, the Supplier shall be entitled to sue the contracting party at its place of business or in case the contracting party is a natural person at his or her place of residence in accordance with Swiss law.
- This legal relationship is subject to Swiss law to the exclusion of Swiss Private International Law and the Vienna Convention on Contracts for the International Sale of Goods.