General Terms and Conditions – What applies to both you and us
Our General Terms and Conditions define the basis of our collaboration. Here you can find out which rights and obligations apply.
Applicability
The General Terms and Conditions apply if the parties expressly or implicitly accept them. Amendments are only valid if confirmed in writing by the supplier.
Scope/Execution
The scope and execution of deliveries or services are determined by the order confirmation or, if none exists, by the supplier’s offer.
Changes
Changes are only permissible if the deliveries or services continue to fulfil the same functions or purposes. However, if already manufactured or delivered products are affected, the supplier is not obliged to implement such changes.
Any change requests must be submitted to the supplier in writing and must clearly describe the desired modifications. All change requests are subject to additional costs.
Prices
Unless otherwise agreed, all prices are understood to be net, excluding VAT, EXW (Ex Works), without packaging, payable in freely available Swiss francs, and without any deductions.
All ancillary costs – such as freight, insurance, export, transit, import and other permits as well as certifications – are borne by the purchaser. The purchaser is also responsible for all taxes, charges, fees, customs duties, and similar costs arising in connection with the contract or its fulfilment.
As a general rule, unless otherwise agreed, prices are calculated based on normal working hours, Monday to Friday, 07:00 – 17:00.
Work performed outside these hours or on other days will be charged with the surcharges specified in the applicable rate schedule.
Terms of Payment
Payments must be made by the purchaser in accordance with the agreed payment terms, at the supplier’s registered office, on time and without any deduction for discounts, expenses, taxes, duties, fees, customs, or similar charges.
Payment terms: 10 days net.
Bank Guarantees / Sureties
If the customer requests a bank guarantee or similar security, a minimum fee of CHF 300 will be charged to cover the bank’s issuance costs and administrative expenses. Depending on the guarantee amount, a fee of 1.8% of the total sum will apply. The guarantee will be issued for a limited duration.
Reservation of Title
The delivered goods remain the property of the supplier until full payment has been received, provided that such a retention of title is valid under the applicable law.
At the supplier’s request, the customer shall assist in protecting the supplier’s ownership rights in the relevant country.
Order Cancellation / Indemnification
The client is not obliged to compensate the supplier for any costs incurred if the order is cancelled.
If the customer alters, manipulates, or repairs the product or equipment without the consent of Soloc Automation GmbH (formerly tecamag) or misuses any copyrighted work, Soloc Automation GmbH shall be released from all liability unless gross negligence or intent can be proven.
The customer agrees to indemnify Soloc Automation GmbH from any claims for damages arising from such alterations, repairs, misuse, or adaptations.
Documents and Technical Information
All information contained in brochures and catalogues is non-binding unless otherwise agreed.
Technical documentation is binding only if explicitly confirmed in writing.
Each contracting party retains all rights to the drawings and technical documents provided to the other.
The receiving party acknowledges these rights and agrees not to disclose such documents, in whole or in part, to third parties or use them for purposes other than those for which they were provided, without prior written consent.
Proper Use
The customer is responsible for the correct and proper use of the delivered goods or services, as well as for their integration with other products, in particular IT systems or electrical devices and installations.
The customer must exercise due care and comply with all supplier instructions.
Furthermore, the customer is obliged to communicate all safety-relevant information appropriately to the end users.
Transfer of Risk
Responsibility for loss of or damage to the goods passes to the customer in accordance with the applicable Incoterms, which shall be interpreted in line with current trade regulations.
Conclusion of Contract
The contract becomes valid once the supplier has confirmed the order in writing (order confirmation).
Quotations without a specified acceptance period are non-binding.
Warranty
The warranty period begins either upon commissioning or no later than 30 days after delivery and lasts for 12 months or 2,500 operating hours, whichever occurs first. Wear parts are excluded from the warranty.
The purchaser forfeits warranty claims if they make modifications or repairs without authorization, or if they fail to take immediate and reasonable measures to mitigate damage and allow the supplier to remedy the defect.
Confidentiality
Both parties agree not to disclose any information relating to the other party’s business that is not publicly accessible or generally known. Each party shall take all reasonable steps to prevent third parties from gaining access to such information.
However, either party may use knowledge acquired during the course of business in its own operations.
Both parties shall impose this confidentiality obligation on their employees, staff, and agents.
Export Regulations
The customer acknowledges that the goods may be subject to Swiss and/or foreign export control laws and regulations. They may not be sold, leased, or transferred without the required export or re-export authorization from the competent authority, and only for the intended use by the customer.
The customer agrees to comply with all applicable regulations and acknowledges that such rules are subject to change and apply in their current version at the time of contract execution.
Defects
The supplier shall not be liable for defects or malfunctions caused by circumstances beyond its control, such as natural wear and tear, force majeure, improper handling, interference by the customer or third parties, excessive strain, unsuitable operating materials, interference from other machines or installations, unstable power supply, or unusual climatic or environmental conditions.
Minor defects that do not impair the use of the goods or services do not entitle the customer to any claims.
For significant defects, the purchaser must grant the supplier a reasonable period for remedy (repair or replacement).
Rectification will take place, at the supplier’s discretion, either at the supplier’s premises or at the purchaser’s site; the purchaser must grant access as needed.
All costs for removal, installation, transport, packaging, travel, and accommodation are borne by the purchaser.
Replacement parts become the property of the supplier.
The warranty period is not extended or renewed by repair or replacement.
In cases of gross negligence, the purchaser is entitled to compensation for actual damage—whether through repair, reduction, or contract cancellation—up to a maximum of 20% of the defective delivery’s value.
Compensation for loss of profit or any other indirect or consequential damages is excluded.
Limitation of Liability – Supplier
All cases of contractual breach and their legal consequences, as well as all claims of the customer arising from or related to the contract, are conclusively governed by these General Terms and Conditions.
Any claims are limited to the amount paid by the customer for the goods or services.
All other claims—such as damages, reduction, cancellation, or withdrawal—are excluded.
The supplier shall not be liable for damages not occurring on the goods themselves, such as production loss, downtime, order loss, recall costs, loss of profit, or other direct or indirect damages.
Claims by third parties for alleged infringement of intellectual property rights are also excluded.
This limitation of liability does not apply in cases of intentional misconduct or gross negligence by the supplier but does apply to its agents or subcontractors.
To the extent permitted by law, the supplier’s liability for direct or indirect damages (personal injury, property, or financial loss) arising from or in connection with the contractual relationship is excluded, unless caused intentionally or through gross negligence.
Product liability claims are also excluded. This exclusion includes liability under Art. 55 CO and Art. 101 CO (Swiss Code of Obligations).
Non-Solicitation / Employment Restriction
The recruitment, direct or indirect employment, or use of the services of any employee or assistant of the other party who is involved in the performance of services under this agreement requires the prior written consent of the other party for the duration of the agreement and for one year after its termination. In the event of a breach of this non-solicitation and employment restriction, the breaching party shall pay the other party a contractual penalty of CHF 30,000. Payment of the contractual penalty does not release the breaching party from the obligation to comply with this clause in the future and does not exclude further claims for damages.
Force Majeure
Each party has the right to suspend the fulfilment of its contractual obligations if any of the following circumstances make such fulfilment impossible or unreasonably difficult:
labour disputes, fire, armed conflicts, war, mobilisation, riots, requisition, confiscation, embargo, restrictions on energy consumption, and failure or delay of deliveries by subcontractors due to any of the aforementioned causes. If such circumstances existed before the contract was concluded, a party may suspend performance only to the extent that the effects on performance could not reasonably have been foreseen at the time of conclusion of the contract.
Intellectual Property
The customer may use the supplied software, work results, know-how, data carriers, and documentation within the scope of the applicable licence conditions. If such conditions are not provided and the extent of permissible use cannot be derived from the purpose of the transfer, the customer and its end user are entitled only to use these items together with the corresponding products – not to sell or distribute them separately. Ownership and all further rights of use remain with the supplier or its licensors, even if the customer subsequently modifies the software, work results, or know-how records. The customer shall take all necessary measures to protect computer programs, work results, and documents against unauthorised access or misuse. The customer may create any necessary backup copies, which must be properly labelled, stored separately, and kept secure.
Applicable Law / Place of Jurisdiction
This contractual relationship is governed by substantive Swiss law. The place of jurisdiction shall be the court located closest to the supplier’s registered office.
These General Terms and Conditions are effective from 1 January 2025.