General terms and conditions
Valid from 1 February 2025
This page provides the sales and delivery conditions published by separateus AG in a clear form. Contractual individual agreements, offers and order confirmations take precedence over these conditions.
1. Scope and conclusion of the contract
The conditions apply to deliveries, services and other services of separatus AG if they are included in the respective contractual relationship. Deviating conditions of the customer apply only after written recognition. Tenders, technical specifications, masses and illustrations shall be subject to reservation, unless they are expressly designated as binding.
2. Participation, advice and planning aid
The client provides correct and complete project information as well as a qualified contact person. Calculations, simulations, drawings and planning aids provided by separatus support specialized planning, but do not replace their project-related examination. The client remains responsible for release, implementation, standards, approvals and suitability in individual cases.
Recognizable defects of a service or calculation must be notified in writing immediately. Recognized defects will be corrected at the option of separatus or the affected service will be provided again, unless a priority individual agreement applies.
3. Prices, surcharges and payment
Prices are in the reported currency plus VAT, customs, transport, heavy goods duty and agreed surcharges. Price changes and commercial rounding differences are reserved. Unless otherwise agreed, invoices are payable within 14 days without deduction. In the event of default, statutory default interest and proven costs may be required.
4. Supply, packaging and transfer of risk
Delivery dates are indicative values unless confirmed in writing as binding. Partial deliveries are permitted, as far as is reasonable. Benefit and risk are generally transferred to the customer when handed over or shipped from the factory or warehouse. Construction sites shall be accessible for the agreed mode of transport; Unloading is the responsibility of the customer without a deviating agreement.
5. Testing, warranty and manufacturer's guarantees
Delivered goods must be checked upon receipt. Recognizable defects must be reported immediately in writing, hidden defects immediately after discovery. In the event of legitimate defects, separatus can, at its own discretion, repair, provide replacements, reduce the price appropriately or reverse the contract with regard to the affected service. For pure commercial goods, the warranty conditions of the manufacturer apply in addition.
Claims are omitted insofar as a defect was caused by improper storage, installation, use, modification or non-compliance with assembly, operation or maintenance specifications. Mandatory legal rights remain unaffected.
6. Returns and retention of title
Returns require a prior agreement and are in principle only possible for complete, undamaged and original packed storage items. Agreed freight and handling costs may be deducted from a credit. Delivered goods remain the property of separatus AG until full payment; a reservation of title can be entered at the expense of the customer.
7. Liability
The liability is governed by the applicable Swiss law. To the extent permitted by law, liability for slight negligence as well as indirect damages, consequential damages, loss of production and lost profit is excluded. Liability shall not be excluded insofar as an exclusion is legally inadmissible, in particular in the case of intentional or grossly negligent causation.
For events beyond reasonable control – such as natural events, war, governmental measures, significant energy, communications or supply chain disruptions – no party is liable for the delay caused as far as it takes appropriate countermeasures.
8. Rights and results of work
Pre-existing methods, models, software, technical documents, brands and know-how remain with the respective rights owner. The customer only receives the rights of use required for the agreed contract purpose. A publication, disclosure or commercial reuse requires the agreed or legal authorization.
9. Partial ineffectiveness, law and jurisdiction
The ineffectiveness of individual provisions shall not affect the other provisions. Substantive Swiss law applies to the exclusion of UN sales law, insofar as no mandatory provisions are contrary. Exclusive place of jurisdiction is, as far as permitted, St. Gallen, Switzerland.
Note: For the specific contract, the conditions included with the offer or order confirmation apply in their full version. In case of deviations, the contractually transmitted version is decisive.