General terms and conditions of business
Valid from 1 February 2025
separatus AG
Bahnhofplatz 12, 9430 St. Margrethen
Email: office@separatus.ch
Phone: +41 71 5522 350
Website: https://separatus.ch
Note on changes
separatus AG may change or update these legal notices, terms, and conditions at any time. By using our documents, brochures, and content on the separatus website, you declare that you have understood and accepted the currently valid version of the Terms and Conditions.
Scope
These General Terms and Conditions apply to all contracts for deliveries, services and other performances with separatus AG.
The General Terms and Conditions apply as soon as they become part of the contract with the customer. This is the case when they are expressly stated as the basis of the contract, for example, by reference in offers, order confirmations, delivery notes, or invoices. They also apply when reference is made to them, for example, by attaching them or by providing a link to the separatus website, where the General Terms and Conditions can be viewed.
In addition to these General Terms and Conditions, the current product-specific terms and conditions of sale and delivery of separatus AG and/or its direct suppliers apply. Other agreements, including other general terms and conditions, are only legally valid if they are acknowledged in writing by separatus AG as part of the contract. Furthermore, the terms and conditions, surcharges, and costs of direct suppliers apply.
Copyright and trademark rights
The content and components of our websites and documents are owned by or licensed to separatus AG, including, but not limited to, copyrights, trademarks, and other intellectual property and protective rights. All intellectual property rights are and remain the exclusive property of separatus AG, with the exception of certain rights that are partially subject to the copyright of third parties.
The content is freely available and may be downloaded, copied, or printed for personal use, but this does not grant the user any rights. Reproduction or copying of any elements is permitted only with the prior written consent of the author. Use of the content of this website or linking to our website for commercial, public, or business purposes is prohibited without the prior written consent of separatus AG. Unless otherwise stated, all trademarks on this website and in our documents are protected by trademark law for separatus AG or by third parties, including trademarks and logos.
Any use and reproduction without the prior written consent of separatus AG is inadmissible and prohibited.
Patents, trademarks, intellectual property, and copyrights are protected. Unless expressly stated otherwise, our website or our documentation does not grant any licenses to use the aforementioned copyrights of separatus AG or third parties.
Information about our website
The information, content, or materials published on our website are intended solely for informational purposes about separatus AG, its products, systems, and services. This separatus website and all content available therein have been created and maintained with the utmost care.
separatus AG assumes no liability or guarantee that the information provided or the tools/functions offered on our website are correct, reliable, complete, or up-to-date. All information and all information published on the separatus website may be changed, supplemented, or deleted without prior notice. Information or statements may not be used or considered as an offer, advice, or legally binding performance or declaration to purchase products, systems, or services from separatus AG. Visiting or opening our website or transmitting or retrieving information from our website does not create a contractual relationship between the user of our website and separatus AG. separatus AG also reserves the right to interrupt the operation of this website at any time.
Consulting, planning, usage rights and instructions
The client will appoint a qualified contact person to oversee the services. The client is responsible for all decisions related to the services, the use or implementation of the results of the services provided by separatus AG, and the decision as to the extent to which the services are suitable for your purposes. The client ensures that all information and resources required to provide the services are made available. All information provided by the client (client information) must be correct and complete. The client ensures that the client information provided does not infringe any copyrights or other rights of third parties. separatus AG is entitled to rely on the client information provided and, unless expressly agreed otherwise, is not responsible for evaluating it or verifying its accuracy.
For services rendered, the client is also obligated to review the service for accuracy, execution, and quality. Complaints (notice of defects of any kind) must also be submitted in writing within three days of service provision; otherwise, the service is deemed to have been accepted and accepted. The service is also deemed to have been accepted and accepted as soon as the client partially or fully implements or implements the result. separatus AG is entitled to destroy any files, documents, etc. belonging to the client in its possession one year after the conclusion of the mandate, unless the client requests them back. We are entitled to engage third parties to fulfill the contract. separatus AG is only liable for third parties it engages solely and then only for the careful selection and instruction of third parties. separatus AG assumes no liability for third parties who are jointly selected and engaged.
The client is entitled to include summaries, calculations, or tables contained in a work product based on client information in documents the client intends to use, but not our recommendations, conclusions, or findings. The client assumes sole responsibility for the content of such documents and is not authorized to refer to separatus AG in this context to third parties, directly or indirectly.
In providing the services, separatus AG is entitled to use data, software, samples, aids, tools, models, systems, as well as other methods and specialist knowledge ("Know-how") already owned by separatus AG. Regardless of the delivery of the work results, the intellectual property rights to the Know-how (including improvements developed or knowledge acquired in the course of providing the services) and to all working documents compiled in the course of providing the services (with the exception of existing client information) remain with separatus AG.
During implementation, it is the responsibility of the client to ensure, by producing prototypes or by taking other appropriate measures, that these designs, processes and ideas are suitable for its purposes and that their use does not infringe any intellectual property rights, standards or regulations.
Within the scope of instruction from separatus AG, its experts do not undertake any assembly, installation, or testing work. These must be performed by the client, who has no authority to issue instructions to separatus AG's experts.
The tests, calculations, and simulations performed by separatus AG are based solely on the information provided to separatus AG by the client. We do not review this information for completeness, timeliness, or accuracy. The information and documents are used as provided, and all tests and calculations may only be used for the specific case for which they were created. separatus AG does not review site specifications.
In the planning case, sovereignty rests exclusively with the client at all times. Any defects attributable to separatus AG must be reported to us in writing immediately, but no later than two working days after their discovery; otherwise, the tests and calculations are deemed approved. The warranty period is one year from the date separatus AG makes the tests and calculations available to the client. Defects in the tests and calculations accepted by separatus AG will be corrected free of charge. Beyond this, all warranty claims are excluded.
Planning tools, tools and simulations
separatus AG does not offer planning services or planning activities in the true sense of the word. On our website, in our online shop, or elsewhere, you will find resources such as planning tools, CAD data, technical drawings, simulation services, data and documentation, and various other resources, so-called "tools/simulations." Regarding simulations, separatus AG offers exclusively the simulation service with corresponding simulation programs. Neither the input data nor the results are verified or evaluated. Where necessary, these tools/simulations are intended solely to support your planning and make no claim to accuracy or completeness.
Such tools/simulations and the information, data, results, and simulation outputs contained therein may be inaccurate, and the user is obligated to check and verify the plausibility of the tools, data, and results in each case. In particular, if the tools/services are used incorrectly, or if you enter false or outdated information, for example, due to false assumptions, typos, etc., the use of the tools/simulations may be limited, or the results may be incorrect.
The results or content of the tools/simulations cannot be guaranteed to be exact. The user is solely responsible for the deployment or use of the tools/simulations of any kind. If the user bases their planning on the results or content of a tool/simulation, the user must verify this data/content, including automatically generated data and information, such as simulations, etc., accordingly. separatus AG assumes no liability for the accuracy, completeness, or timeliness of the results, content, and data, including any subsequent actions by the user or third parties. It is advisable, especially with simulations, to have their results reviewed by an appropriate engineering or planning firm.
The tools/simulations do not constitute an offer, quotation, or legally binding declaration to conclude a contract, nor does the use of a tool/simulation create a contractual relationship between you and separatus AG. To the extent permitted by law, separatus AG expressly and completely excludes any liability for direct, indirect, or consequential damages of any kind that occur in connection with or based on the tools/simulations, as well as their results, content, and data, or that may occur with the user or third parties.
Prices, surcharges and returns
All prices are in Swiss francs or the currency specified in the price list, excluding VAT, customs duties, LSVA (high vehicle tax) in Switzerland or heavy goods vehicle taxes in other countries, and transport surcharges. We reserve the right to over- or under-deliver goods by up to 15%. Price changes and rounding differences are subject to change at any time.
In particular, the following surcharges apply:
Freight and postage costs are billed according to the actual costs. This excludes orders placed via the online shop. In these cases, the freight costs stated when the goods are ordered apply.
Unloading with the truck crane will be charged separately.
Prices and surcharges are subject to change without notice. We reserve the right to adjust them without prior notice.
Returns of goods and resulting credits are only possible by prior arrangement and for stock items in perfect condition, in their original packaging, and complete sales units. The credit is calculated as follows: the invoiced price less 15%, but at least CHF 50 handling costs per item. Freight costs are non-refundable.
Payment terms
Unless otherwise agreed in writing, invoices are payable net and without deductions within 14 days of the invoice date. Unauthorized deductions made by separatus AG will be charged retroactively. Interest on arrears at a rate of 5% will be charged, and offsetting against customer claims against separatus AG is excluded.
We reserve the right to obtain credit reports prior to delivery. Furthermore, we reserve the right to make deliveries of previously confirmed orders and the acceptance of further orders dependent on the payment of outstanding amounts.
Offers
Offers, dimensions, and illustrations are always subject to change and non-binding. Verbal or telephone agreements are only binding if confirmed by us in writing.
Quality and information
Unless otherwise agreed, we deliver the products and materials in commercially acceptable quality, subject to factory tolerances. separatus AG does not verify the suitability of the products and materials it distributes or produces for the customer's intended use.
All information in our catalogs, on our website, and in our online shop, such as illustrations, dimensions, standards, weights, and all other technical details, are provided without guarantee. Subject to change without notice.
Electronic orders
Orders can also be placed through our online shop. In such a case, you will be required to open a personal user account and select a username and password (so-called "access data"). You agree to treat these access data as strictly confidential and, in particular, not to disclose them to third parties or otherwise make them accessible.
You are solely responsible for the use, application, and security of your access data and your user account, as well as for any orders placed using these access data, even without your knowledge or involvement. If you suspect or become aware of misuse of your access data (e.g., a third party knows your access data) and/or your user account, you are obligated to notify us immediately.
Delivery times and packaging
Delivery times specified by separatus AG are non-binding guidelines, but will be adhered to wherever possible. We reserve the right to make partial deliveries at any time, and in the event of delivery delays or delivery failures, the customer is not entitled to compensation or cancellation of the order due to delayed delivery.
Packaging costs will be charged separately. Packaging, except for rental containers, is non-returnable. Unless otherwise requested by the customer, we will select the packaging method we deem most appropriate.
Warranty and guarantees
The goods must be inspected immediately upon receipt, and any visible defects must be reported in writing within 24 hours of receipt. Hidden defects must be reported in writing immediately upon discovery. The warranty or guarantee expires two years after the invoice date.
The warranty and guarantee are void if the product is not handled, installed, used or if the installation, operating and maintenance instructions are not followed.
In the event of material or workmanship defects proven in writing, we are entitled, at our discretion, to remedy the defect, deliver a replacement, grant a price reduction, or cancel the contract by returning the goods already received. Warranty claims and liability for damages resulting from the defect, such as consequential damages, lost profits, production downtime, and the like, are excluded to the extent permitted by law.
Warranty claims expire one year after the goods have been invoiced. This also applies to goods that have been integrated into an immovable structure as intended. The guarantee and warranty for goods that separatus AG distributes solely as a reseller is governed by the respective manufacturer's warranty and guarantee provisions. Our warranty obligation is excluded for these goods.
Transfer of risk and benefit
Upon handover or dispatch from the factory or warehouse, benefit and risk are transferred to the customer. If the product is not accepted by the agreed date, we are entitled to invoice the customer for the product and store it at the customer's expense and risk.
For truck deliveries to construction sites, transport is only payable to the extent that the customer's construction site is normally accessible by truck. Unless otherwise agreed, unloading of products is the responsibility of the customer, and any transport damage is at the customer's expense.
For system components installed by separatus AG, the benefit and risk are transferred to the customer upon completion of installation or, if agreed upon, upon acceptance.
Exclusion of liability
To the extent permitted by law, separatus AG expressly and completely excludes liability for all direct and indirect damages, including consequential damages, lost profits, third-party claims, and consequential damages (including, in particular, damages resulting from operational and production downtime) incurred by the customer, recipient, or third parties in connection with the order, delivery, replacement delivery, and/or otherwise in connection with this contract. separatus AG is only liable for intentional or grossly negligent damages, and this applies in particular to damages related to the provision of services or the breach of ancillary obligations.
The content presented in our brochures, documents, and on our website is created and updated by separatus AG with the greatest possible care. However, no guarantee can be given for the accuracy, timeliness, and completeness of the information provided. Any liability for damages arising directly or indirectly from the use of our brochures, documents, and our website and/or their content, including consequential damages, is excluded. Furthermore, separatus AG excludes any liability for errors, incompleteness, or misrepresentations regarding the information and content on our website, or for any direct or indirect loss, damage, costs, or expenses incurred by a user of the website or any other person as a result of using our website. Furthermore, we exclude liability for interactions with our website, for example, through email communication, transmission errors, viruses, etc., or for the trustworthiness of information or statements of any kind published on the website.
Disclaimer of liability for cyber risks
If this website or the online shop contains references or links to third-party websites, separatus AG assumes no responsibility for their functionality, freedom from viruses, or their content.
To the extent permitted by law, separatus AG expressly and completely excludes liability for direct or indirect damages as well as consequential damages which you or third parties may incur, in particular as a result of cyber attacks, hacker attacks, power or energy outages, viruses, spam emails, transmission errors, technical malfunctions or interruptions, misuse and disruptions of the Internet on our website, the websites linked to our website, our web services and our web shop of separatus AG, the network, the IT infrastructure or telecommunications network as well as data misuse by third parties or data loss.
Force majeure
Force majeure is defined as any unforeseeable or unavoidable event or a chain of events and occurrences (such as war, natural disasters, cyberattacks, etc.) that are beyond the reasonable control of either party and prevent the fulfillment of contractual obligations. separatus AG shall not be liable for any delay or other non-fulfillment that is wholly or partially attributable to force majeure.
Retention of title
Goods delivered by us remain the property of separatus AG until the purchase price has been paid in full. We are entitled to have the retention of title registered in the retention of title register at the purchaser's/recipient's expense. Until ownership has been transferred to the buyer, these goods may neither be sold nor pledged.
Severability clause
Should one or more provisions of these Terms and Conditions of Sale and Delivery be or become invalid, this shall not affect or impair the validity and enforceability of the remaining provisions in any way. In such a case, the parties undertake to replace the invalid provision with a legally valid alternative provision that comes as close as possible to the economic intent of these Terms and Conditions of Sale and Delivery.
Applicable law and place of jurisdiction
All disputes between the contractual partner and separatus AG shall be governed by Swiss substantive law, excluding the United Nations Convention on Contracts of April 11, 1980 (CISG) and the provisions of private international law. The exclusive place of jurisdiction is St. Gallen, Switzerland.