General terms and conditions of business with
ASTE Group Swiss AG / ASTE Group int.
- Initial situation
1.1 ASTE Group.int is generally obliged to take care and to provide its services and deliveries with excellent quality. Furthermore, ASTE Group int is obliged to carefully select, train and work professionally its employees. It also guarantees the careful selection of suppliers, sub-suppliers and other partners.
0.2 These general business conditions govern the relationship between ASTE Group.int and the customer.
- Scope of application
2.1 These general terms and conditions of business apply to all contractual services and deliveries of ASTE Group.int in Europe and the Balkans. Deviations from them must be agreed separately in writing. The general terms and conditions of the customer do not apply to legal relationships with ASTE Group.int. ASTE Group.int excludes, unless otherwise agreed in writing in individual cases, the acceptance of the general terms and conditions of the customer.
2.2 The services and deliveries mentioned in these general business conditions refer to the building(s) at the disposal of the customer.
- Content and scope of services and deliveries as well as delivery time
3.1 ASTE Group.int offers are valid for 30 days. Price increases confirmed by ASTE Group.int suppliers remain reserved in any case and are transferred to the customer.
3.2 Acceptance of the offer by the customer occurs when he signs the offer/order confirmation and returns it to ASTE Group.int. The signed offer is considered as confirmation of the order. If the customer later wishes to change the terms agreed in the order confirmation, ASTE Group.int is no longer bound by the initial offer and will create a new offer.
3.3 The date of placing the order is considered the day of receipt of the offer/order confirmation signed by the client at ASTE Group.int
3.4 The scope and execution of ASTE Group.int's services and deliveries are included in the respective signed order offer/confirmation.
3.5 ASTE Group.int is obliged to provide the agreed services and deliveries within the deadlines specified in the signed offer/order confirmation. The Client is obliged to accept and pay for these services and deliveries within the agreed deadlines.
3.6 The deadlines specified in the signed offer/order confirmation are extended to a reasonable extent if the delay is due to circumstances beyond the control of ASTE Group.int (force majeure). Such circumstances include natural events, snow, storms, war, epidemics, pandemics, accidents, illnesses, significant work stoppages, strikes, lockouts, delays or incorrect delivery of supplies, etc. This list is not exhaustive.
3.7 If services and deliveries are delayed for a reason that is the responsibility of ASTE Group.int and that extends the deadlines, the customer may withdraw from the contract or claim damages for failure to comply with the deadlines only if he has previously given ASTE Group.int an additional period of 8 weeks for the fulfillment of its obligations in writing, threatening to withdraw from the contract. If the customer claims damages for failure to comply with the agreed deadlines, his claims – except in the case of gross negligence on the part of ASTE Group.int – are limited to the direct damage foreseen at the time of signing the contract by ASTE Group.int, but not more than 8% of the contract value (limitation of liability). For further damages see No. 12.
3.8 If the customer does not accept the services and deliveries of ASTE Group.int in a timely manner, ASTE Group.int is entitled to grant the customer an additional period of at least 20 calendar days and after the expiry of this period to withdraw from the contract and demand compensation for the costs incurred or damages for the failure to fulfill obligations. If ASTE Group.int offers deliveries that are not accepted in a timely manner, it is entitled to place the relevant materials in a warehouse at the expense of the customer.
3.9 The offer is made on the basis of a standard general analysis of the building (visual or digital inspection). If the service of ASTE Group.int becomes difficult or impossible for reasons that were not apparent in the standard analysis (for photovoltaics: asbestos-containing materials, unusual roof construction, special construction areas, new network requirements) ASTE Group.int has the right to withdraw from the contract without compensation and to send a new and revised offer. The customer can choose whether to accept the new revised offer or not to enter into a new contract. The works and costs carried out by ASTE Group.int or subcontractors will be invoiced to the customer in the event of interruption of work.
3.10 Building statics: ASTE Group.int assumes that the building is built according to current building standards and that the static reserves comply with the valid norms. The customer is obliged to inform ASTE Group.int before signing the contract about any special construction method. ASTE Group.int only checks the materials installed by it (e.g. supporting structure, modules) and not the entire statics of the building. The customer is aware that due to the installation of a system (solar modules, supporting structure, inverter, battery, etc.) noise emissions may occur during operation and he accepts these.
- Prices and payment terms
4.1 The prices specified in the order confirmation apply to the services and deliveries of ASTE Group.int. Value added tax is borne by the customer.
4.2 Unless otherwise agreed in writing, the following payment terms apply: 40% down payment for material, project start-up and planning costs (partially based on the gross price in the order confirmation, without deductions and before deduction of any possible assistance), 20 net days after placing the order, final invoice 20 net days after technical start-up (first energy production) or acceptance of the work (according to the order confirmation). If a construction service (e.g. electrical work) prevents the start-up of the completed system, the final invoice will also become due.
4.3 ASTE Group.int begins deliveries and assembly only when the prepayment for the material according to point 4.2 has been made by the customer.
4.4 A payment date specified in the order confirmation is a fixed expiry date, i.e. the customer is in default upon expiry of this date, without the need for a warning from ASTE Group.int.
4.5 In case of late payment, a late payment interest of 7% will be paid from the date of payment.
4.6 Reservation of ownership: The goods delivered by ASTE Group.int remain its property until full payment by the customer. ASTE Group.int is irrevocably authorized by the customer to make the registration and application to the relevant institutions. The customer labels the goods that remain the property of ASTE Group.int as its property.
- Seeking subsidies and permits
5.1 If the application for subsidies or permits (e.g. state subsidies) is agreed as part of the services of ASTE Group.int it acts as the authorized representative of the client vis-à-vis the authorities.
5.2 Between ASTE Group.int and the client (land or building owner) – if services have been agreed under point 5.1 – a written authorization statement is created and signed separately.
5.3 In such a case, ASTE Group.int carries out the necessary application and request procedures for the client and follows them.
5.4 ASTE Group.int does not guarantee the granting and approval of subsidies or permits.
5.5 Furthermore, ASTE Group.int does not guarantee compliance with the deadlines of the authorities. Monitoring the deadlines is the responsibility of the client and is his sole responsibility.
5.6 Invoices issued by ASTE Group.int are payable even if the approval or permit procedures by the authorities have not yet been completed or if subsidies or permits are refused by the authorities.
- Collateral
General conditions
6.1 The customer is obliged to check the delivered goods within 20 days of delivery at the agreed place. If there are obvious defects or if goods other than those ordered have been delivered, the customer must notify this immediately, but no later than 20 days after delivery, in writing to
ASTE Group.int .Otherwise, the goods are considered accepted. Non-visible defects must be notified immediately after their discovery in writing to ASTE Group.int
6.2 The customer has no right to demand that the aesthetic requirements or wishes he expresses be actually implemented. In particular, legal requirements or reasons attributable to the manufacturer or supplier may mean that he is not entitled to implement the aesthetic requirements.
6.3 If the customer carries out modifications, assemblies, repairs or maintenance work manually or through third parties, the ASTE Group.int warranty for the affected parts is completely void.
6.4 ASTE Group.int does not take responsibility for costs such as tax changes, changes in the rental value of self-use or fees that are not included in the offer (e.g. electricity fees)
Warranty for goods sold (in simple sales contracts):
6.5 If ASTE Group.int acts only as a seller (e.g. in the case of installation of goods by third parties or by the customer himself or for goods that are not installed), the customer's warranty claims for defects expire one year after delivery of the goods to the customer. The benefit and risk pass in this case at the time of delivery of the goods from the supplier/manufacturer to the customer or to ASTE Group.int. If the goods are installed by ASTE Group.int in a stationary facility, the warranty expiration period for the installed components is two years from the date of technical start of operation of the system or part of the system. According to No. 10, the benefit and risk pass to the customer in the case of installation in a stationary facility on the date of technical start of operation.
6.6 ASTE Group.int reserves the right to decide in the event of a defect whether a full refund, discount, replacement or repair (warranty) will be made.
Guarantee for employment contracts:
6.7 If ASTE Group.int has a work contract with the customer, the customer's warranty claims for installed components (such as inverters, solar modules, supporting structures, batteries, cable ducts, cables, connectors, surge protection components, all, safety elements, storage) unless another written Warranty has been agreed by ASTE Group.int expire two years from the date of technical start of operation (or acceptance) of the system or part of the system.
6.8 If only the installed components are defective (product defect, No. 6.7), while the assembly was free of defects, ASTE Group.int provides only this defective component free of charge to the customer. The costs of fault finding, assembly, travel to and from work related to the replacement of the defective components must be paid by the customer to ASTE Group.int (according to the working time rates in force at the time of the warranty).
6.9 ASTE Group.int reserves the right to decide in the event of a defect whether a full refund, discount, replacement or repair (warranty) will be made.
- Special conditions for the photovoltaic system:
Warranty for simple assembly work:
7.1 ASTE Group.int provides a warranty for simple assembly work for a period of two years. The warranty for self-assembled components is subject to No. 6.7. The warranty period for assembly work begins on the day of the technical start of operation of the system or part of the system.
7.2 ASTE Group.int shall bear, within the scope of the assembly guarantee, all costs for the correction of assembly defects, if it is proven that the assembly was improper. The defect must be proven by the customer. If after the first intervention or after the completion of the costs of searching for defects, it is discovered that there is a case of No. 6.7, ASTE Group.int may transfer the costs incurred (according to the working time rates in force at the time of the guarantee) to the customer and the customer is obliged to pay these costs.
7.3 ASTE Group.int reserves the right to decide in the event of a defect whether a full refund, discount, replacement or repair (warranty) will be made.
Transfer of product and performance warranty from manufacturers to customer:
7.4 For purchased components such as inverters, battery storage systems, support structure systems, solar modules, etc., ASTE Group.int only provides a warranty to the extent that the suppliers actually provide warranty services. If the suppliers refuse a warranty service or can no longer provide it, the warranty is lost. ASTE Group.int transfers the manufacturer's warranty rights for the purchased components directly to the customer. The customer accepts this transfer and will claim the warranty rights himself and directly from the manufacturer.
Production warranty:
7.5 ASTE Group.int does not provide any warranty for the product.
7.6 As a reference value, the PVGis production calculation tool (http://re.jrc.ec.europa.eu/pvgis/) with a total system loss of 14% and the Climate-SAF database is used.
7.7 The calculated energy production is a theoretical value. Objects that create shadows (such as chimneys, windows, trees, mountains, houses, etc.) must be taken into account (subtracted). In addition, module degradation and cleaning of the system from heavy pollution must be taken into account. Lack of production is excluded if the PV system does not produce and ASTE Group.int is not responsible for this (e.g. the PV system is switched off, a defective inverter is not replaced, etc.).
7.8 The customer can conclude a monitoring maintenance contract with ASTE Group.int. The PV system will be monitored directly by ASTE Group.int so that the actual production can be checked and recorded. The productions from the ASTE Group.int monitoring portal are considered as actual values. The energy measurement takes place at the inverter and not at the metering point of the electricity supplier.
7.9 Consumption / Offer and Contract: During the design of the system, the customer's current consumption is taken into account. ASTE Group.int plans and implements the system according to the customer's data and in accordance with current guidelines and laws. ASTE Group.int assumes no responsibility for the loss of the customer's consumption status.
- Special conditions for battery storage system:
8.1 For battery storage systems, in addition to the general terms and conditions of ASTE Group.int, the general terms and conditions of the manufacturer or supplier of the battery storage system also apply. These will be made available to the customer in addition to the general terms and conditions of ASTE Group.int. Any other warranty is excluded.
8.2 The guarantee is limited to the contract value (the invoice amount or the part corresponding to the part of the delivery or service complained of).
- Benefit and risk
Benefit and risk pass – unless otherwise agreed in writing and excluding No. 6.5 – upon technical start of operation (first energy production) or acceptance at the customer's place of residence.
- Information obligations
ASTE Group.int and the customer are jointly obliged to inform each other in a timely manner of special local or construction conditions, as well as of legal, authoritative or other provisions that are important for the installation and use of ASTE Group.int's deliveries. The parties also inform each other immediately of obstacles that may call into question the fulfillment of the signed contract or lead to inappropriate or undesirable results.
- LIABILITY
ASTE Group.int is liable for direct and immediate damages that it has culpably caused during the performance of the contract up to a maximum amount of 40'000.- Euro. Any further liability for damages of any kind and on any legal basis is excluded to the extent permitted by law, including in particular liability for indirect and immediate damages, consequential damages, incidental damages and pure financial damages (e.g. loss of income, lost profits, lost savings, claims for reimbursement, loss of energy injection bonuses, etc. Liability for personal damages remains unlimited).
- Applicable law and place of jurisdiction
13.1 The legal relationship is subject exclusively to Swiss-Kosovo law. The provisions of the “Vienna Convention” (CISG) and the conflict of law rules on private international law are expressly excluded.
- The exclusive place of jurisdiction is the headquarters of ASTE Group Swiss AG / ASTE Group.int
014- Final provisions
14.1 In the case of partnerships of persons as clients, the partners of ASTE Group.int are liable as joint and several debtors.
14.2 The rights and obligations under the contract may only be transferred by the customer to third parties with the written consent of Soltron ASTE Group.int. The rights and obligations of ASTE Group.int may be transferred to third parties without the oral or written consent of the customer.
14.3 Together with the contract/employment contract, these general terms and conditions comprise the entire contractual intent of the contracting parties. The contract/employment contract and the general terms and conditions replace all previous written and oral agreements between the parties. No side agreements have been made between the parties. Any additions to or amendments to these general terms and conditions or the corresponding contracts must be in writing and confirmed by the parties in order to be effective. This also applies to the waiver of the requirement of written form.
14.4 If a provision of these general terms and conditions is unenforceable or invalid, it shall be stricken only to the extent of its unenforceability or invalidity and shall be replaced by a valid and enforceable provision that a party in good faith would consider to be an economically sufficient substitute for the invalid and/or unenforceable provision. The other provisions of these general terms and conditions shall remain binding in all circumstances. This shall also apply in the event of a regulatory error.
14.5 ASTE Group.int expressly reserves the right to change these general conditions at any time. The new conditions will be notified to the customer and will be deemed approved within one month without objection.