General Terms and Conditions

Subject Matter of the Contract

This document contains Scewo’s General Terms and Conditions (“GTC”) and, together with any quotation or order confirmation, forms the “Agreement”. The GTC apply to all past, present and future Scewo Services that you purchase or use, unless otherwise agreed in writing in advance. The customer’s general terms and conditions or other pre-formulated terms and conditions shall not apply, even if Scewo has been made aware of them.

Entry into Force

If Scewo has provided you with these GTC and/or a quotation, the Agreement enters into force upon your implied or express consent, which may be communicated by email, via a digital platform provided by Scewo (see Section 7.3), or by other means. Unless otherwise stated in the quotation, a quotation remains binding for 10 days, after which Scewo is no longer bound by it.

If you order Scewo Services via the Scewo Online Shop, your order constitutes an offer to Scewo to provide the ordered services, and the Agreement enters into force upon Scewo issuing the order confirmation. Your offer remains binding on you for 10 days, after which you are no longer bound by it.

Contract Term

Scewo undertakes to provide you with the Scewo Services in accordance with the quotation or order confirmation. Once Scewo has fulfilled its obligations, Scewo is not obliged to provide any further services under this Agreement.

Place of Performance

The place of performance for all services under this agreement shall be Scewo’s registered office.

Collection and Delivery

All products must be collected from Scewo’s registered office, and all Scewo Services shall be provided at Scewo’s registered office. At the customer’s request and expense, products that have been purchased or on which Scewo Services have been performed may also be delivered. The place of performance shall nevertheless remain Scewo’s registered office. Benefit and risk shall pass to the customer upon conclusion of the agreement.

Dates and Deadlines

All information regarding dates and deadlines, such as delivery dates, is provided for guidance only. In the event of delays, the customer shall have no claims of any kind; in particular, there shall be no right to withdraw from the agreement or claim damages.

Subcontractors

Scewo is entitled to engage subcontractors for the provision of its services. Scewo shall only be liable for the careful selection, instruction and, where applicable, supervision of such subcontractors.

You undertake to comply with Scewo’s safety obligations. The current safety obligations are available at the following link: https://www.scewo.com/en/security-obligations/

Inspection and Documentation by the Customer

Scewo warrants that the Scewo Products you have purchased, or on which Scewo Services have been performed, substantially function in accordance with their description and are free from any apparent or hidden defects at the time of handover. Any representations or warranties made are set out in the quotation or order confirmation.

As the customer, you are required to inspect the Scewo Products upon handover and immediately notify Scewo in writing of any defects in the Scewo Product or the Scewo Services performed. If hidden defects are discovered at a later date, these must be reported to Scewo in writing without delay, and no later than within 5 days. Any identified defects must be described in detail and, where visually identifiable, documented with photographs.

The warranty period is two years from the date of purchase for Scewo Products, or from the date of handover for Scewo Products on which Scewo Services have been performed. In the latter case, the warranty applies only to those parts on which Scewo Services were performed.

Repair and Replacement

If defects are present and have been reported in due time with the information required under Section 3.1 of these GTC, Scewo has the right, at its discretion, to remedy the defects first by repair or replacement. Repairs are carried out at Scewo’s registered office, and you are responsible for transporting the product there at your own expense.

Only if repair or replacement is not possible, or if Scewo has waived its right to repair or replace in writing, are you additionally entitled to a reduction of the remuneration paid for the Scewo Product or Scewo Service (so-called price reduction) or, in the case of significant defects, to rescission of the contract (so-called cancellation). In the event of rescission, the costs of transporting the product to Scewo’s registered office shall be borne by you.

No Defect

If no defect exists, if it subsequently becomes apparent that the issue was not a defect, or if the defect was not reported in due time or without all information required under Section 3.1 of these GTC, Scewo may, without acknowledging any obligation, invoice the expenses already incurred, with any transport costs to be borne by the customer, and may submit a quotation for any further work that may be required. The customer undertakes to pay all invoiced expenses, including any work for which a quotation may have been issued.

Exclusion of Warranty

If any modifications are made to the products, all warranty claims shall lapse in full. In addition, wear parts and consumables, such as batteries, rubber tracks, etc., are excluded from the warranty.

Remuneration

By accepting the quotation or submitting an offer, the customer undertakes to pay the agreed remuneration (plus any applicable transport costs) (“Remuneration”).

Collection of Scewo Products

The customer undertakes to collect, or arrange delivery of, any Scewo products purchased or held by Scewo for the provision of Scewo Services no later than two weeks after being notified that they are ready for collection. After this period has expired, Scewo is entitled to have the Scewo product delivered to the customer at the customer’s expense or to charge the customer a storage fee.

Invoicing

Invoices shall be issued in the currency specified in the quotation or order confirmation. For the purchase of Scewo products, invoicing takes place upon conclusion of the agreement; for Scewo Services, invoicing takes place after completion of the services. Unless otherwise agreed in the quotation or order confirmation, Scewo Services shall be charged based on time and effort. Remuneration based on time and effort shall be calculated according to the time required and the hourly rate specified in the quotation or order confirmation. If no hourly rate has been agreed, Scewo’s standard rates shall apply.

Invoices are payable in full within 15 days of the invoice date. If payment is not made, Scewo is entitled to suspend services for that customer. Scewo accepts no liability for any damage incurred by the customer as a result.

Taxes, Duties and Fees

Unless otherwise stated, all prices are net prices and exclude VAT, sales tax, or any other taxes or duties, all of which shall be borne by the customer. In particular, any import, export, or customs duties shall be borne by the customer. If such costs are invoiced directly to Scewo by third parties, Scewo is entitled to recover these amounts from the customer.

Exclusion of Set-Off

The customer is only entitled to set off claims against Scewo’s claims if such counterclaims have been expressly acknowledged by Scewo in writing or have been finally established by a legally binding decision.

To the extent permitted by law, Scewo excludes all liability arising out of or in connection with this agreement. This applies in particular to all types of indirect or consequential damages, loss of profit, liability for auxiliary persons, and liability for slight negligence.

Assignment of Rights

You may assign your rights or obligations under this agreement to third parties only with Scewo’s prior written consent. Scewo is entitled to assign its rights or obligations under this agreement, in whole or in part, to third parties.

Entire Agreement

This agreement constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous arrangements and agreements relating to the subject matter of this agreement. There are no ancillary agreements concerning this subject matter. Any agreements relating to other matters, such as terms of use, remain unaffected.

Form of Agreement

The parties agree to this agreement in accordance with the provisions of Section 1.2, namely by email, via a digital platform provided by Scewo, by issuance of an order confirmation, or otherwise. Amendments or additions to this agreement or parts thereof (including this Section 7.3) may be agreed via the same platform, another platform designated by Scewo, by email, or in writing. An amendment or addition by email is only valid if the relevant email explicitly refers to the provision of this agreement that is to be amended or supplemented. If a party claims that it did not agree to this agreement, or did not validly agree to it, that party bears the burden of proof.

Severability Clause

If individual provisions of this agreement are or become wholly or partially invalid or unenforceable, or if this agreement contains a gap, the validity or enforceability of the remaining provisions shall not be affected. The invalid or unenforceable provision or gap shall be replaced by a valid provision that, from the parties’ perspective, comes as close as possible in economic terms to the purpose intended by the invalid or unenforceable provision.

Applicable Law

This agreement shall be governed by substantive Swiss law, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG) and conflict-of-law rules.

Jurisdiction

The courts of Winterthur, Switzerland, shall have exclusive jurisdiction over any disputes arising out of or in connection with this agreement. Scewo is also entitled to seek legal protection from courts in other jurisdictions in the event of an actual or threatened infringement of its rights.