1 Scope of Application

1.1 These Terms and Conditions of Sale and Delivery apply exclusively to our offers, deliveries, services, and contracts with contractors, unless expressly agreed otherwise in writing.

1.2 Deviating terms and conditions will only become part of the contract if SKAWA Automation agrees to them in a specific case.

2 Offers

2.1 Offers from SKAWA are always non-binding unless a binding offer is expressly made.

2.2 Unavoidable cost overruns exceeding 10% may be passed on to the customer.

2.3 All offer and project documents received from SKAWA may not be reproduced or passed on to third parties without consent.

3. Contract Conclusion

3.1 The contract is considered concluded when SKAWA confirms the customer's order in writing, including the delivery date.

3.2 The first down payment constitutes acceptance of the anticipated delivery date.

4. Delivery Terms

4.1 The binding nature of the agreed delivery dates is contingent upon the fulfillment of all obligations incumbent upon the contractor. This includes, for example, the provision of required drawings, product details, etc.

4.2 SKAWA may involve subcontractors in the project.

4.3 Delivery dates are always non-binding unless expressly agreed upon as binding.

4.4 SKAWA is permitted to issue partial invoices.

4.5 Unless otherwise agreed, the client shall bear the shipping costs.

4.6 In the event of the return shipment of the rocket stove and glass tube, the client shall bear the costs.

4.7 If the rocket stove or glass tube is accepted by the parcel service despite damage, the client shall bear the resulting shipping costs (return shipment + replacement shipment).

5 Acceptance

5.1 The client shall bear all costs incurred for the acceptance inspection.

5.2 Acceptance must take place within one month of the completion notification; otherwise, the agreed "payment after preliminary acceptance" will be made without it.

6. Retention of Title

6.1 Goods delivered, installed, or otherwise transferred by us remain our property until full payment has been received.

6.2 Resale is only permitted if we are notified in advance, in a timely manner, of the buyer's name and full address, and we consent to the resale. In the event of our consent, the purchase price claim is hereby assigned to us.

6.3 Until full payment of the fee or purchase price, the customer must note this assignment in their books and on their invoices and inform their respective debtors accordingly. Upon request, they must provide us with all documents and information necessary to enforce the assigned claims and rights.

6.4 If the customer defaults on payment, we are entitled, after granting a reasonable grace period, to demand the return of the goods subject to retention of title.

6.5 The customer must notify us immediately before the commencement of insolvency proceedings against their assets or the seizure of our goods subject to retention of title.

6.6 The customer expressly agrees that we may enter the location of the goods subject to retention of title in order to enforce our retention of title.

6.7 The customer shall bear all necessary and reasonable costs incurred in pursuing legal action.

6.8 The assertion of our retention of title shall only constitute a withdrawal from the contract if this is expressly declared.

6.9 We may dispose of the repossessed goods subject to retention of title at our discretion and in the best possible manner.

6.10 Until full payment of all our claims, the object of performance/purchase may not be pledged, assigned as security, or otherwise encumbered with third-party rights. In the event of seizure or other legal action, the customer is obligated to point out our ownership rights and to notify us immediately.

7. Third-Party Intellectual Property Rights

7.1 For goods manufactured according to customer specifications (design data, drawings, models, or other specifications, etc.), the customer is solely responsible for ensuring that the manufacture of these goods does not infringe any third-party intellectual property rights.

7.2 If third-party intellectual property rights are nevertheless asserted, we are entitled to suspend the manufacture of the goods at the customer's risk until the third-party rights have been clarified, unless the claims are manifestly unfounded.

7.3 The customer shall indemnify and hold us harmless in this respect.

7.4 We are entitled to demand reasonable advance payments from business customers for any legal costs.

7.5 We may also claim reimbursement from the customer for necessary and useful expenses incurred by us.

7.6 We are entitled to demand reasonable advance payments for any legal costs.

8 Our Intellectual Property

8.1 Delivered goods and related execution documents, plans, sketches, cost estimates, and other documents, as well as software provided by us or created with our contribution, remain our intellectual property.

8.2 Their use, in particular their disclosure, reproduction, publication, and making available, including copying even in part, as well as their imitation, modification, or exploitation, requires our express consent.

8.3 The customer further undertakes to maintain the confidentiality of any knowledge acquired through the business relationship with us and not to disclose it to third parties.

9 Warranty

9.1 The warranty period for our services is one year from the date of delivery.

9.2 Unless otherwise agreed (e.g., formal acceptance), the date of delivery is the date of completion, or at the latest when the customer has taken possession of the service or has refused acceptance without stating reasons. If the customer is notified of completion on the day the service is delivered, the service is deemed to have been taken into their possession unless acceptance is refused with justification.

9.3 If a joint handover is scheduled and the customer fails to attend the notified handover appointment, the handover is deemed to have taken place on that day.

9.4 Remedying a defect claimed by the customer does not constitute an acknowledgment of the defect.

9.5 The customer must always prove that the defect already existed at the time of delivery.

9.6 In order to remedy defects, the customer shall make the system or the equipment accessible to us without undue delay and grant us the opportunity to inspect it, either by us or by experts appointed by us.

9.7 Any complaints or claims regarding defects must be submitted in writing to our company headquarters immediately (no later than 25 working days after the initial notification), including a precise description of the defect and its possible causes, otherwise all warranty claims will be forfeited. The customer must return the goods or services in question, if feasible.

9.8 If the customer's claims of defects are unjustified, the customer is obligated to reimburse us for any expenses incurred in determining the absence of defects or in remedying them.

9.9 Any use or processing of the defective goods that threatens further damage or hinders or prevents the rectification of the defect must be discontinued by the customer immediately, unless this is unreasonable.

9.10 We are entitled to conduct or have conducted any investigation we deem necessary, even if this renders the goods or workpieces unusable. If this investigation reveals that we are not responsible for any defects, the customer shall bear the costs of this investigation at a reasonable fee.

9.11 Transport and travel expenses incurred in connection with the rectification of defects shall be borne by the customer. Upon our request, the customer shall provide the necessary personnel, energy, and premises free of charge and shall cooperate in accordance with point 7.

9.12 The customer must grant us at least two attempts to remedy any defects.

9.13 We can avert a request for rescission of the contract by remedying the defect or providing an appropriate price reduction, provided the defect is not substantial and irreparable.

9.14 If the goods are manufactured based on information, drawings, plans, models, or other specifications provided by the customer, we only warrant that they conform to those specifications.

9.15 The fact that the work is not fully suitable for the agreed use does not constitute a defect if this is solely due to discrepancies between the actual circumstances and the information provided to us at the time of performance, because the customer failed to fulfill their duty to cooperate.

9.16 Likewise, the fact that the customer's technical equipment, such as supply lines, cabling, networks, etc., is not in technically sound and operational condition or is incompatible with the delivered goods does not constitute a defect.

10 Liability

10.1 We are liable for financial losses due to breach of contractual or pre-contractual obligations, in particular due to impossibility of performance, delay, etc., only in cases of intent or gross negligence due to technical limitations.

10.2 Liability is limited to the maximum coverage amount of any liability insurance policy we may have taken out.

10.3 This limitation also applies to damage to property that we have accepted for processing.

10.4 Claims for damages must be asserted in court within two years, otherwise they will be forfeited.

10.5 The limitations and exclusions of liability also extend to claims against our employees, representatives, and agents for damages they cause to the customer without reference to a contract between them and the customer.

10.6 We exclude liability for damage caused by improper handling or storage, excessive use, failure to follow operating and installation instructions, faulty assembly, commissioning, maintenance, repair by the customer or unauthorized third parties, or natural wear and tear, provided that this event was the cause of the damage. Liability is also excluded for failure to perform necessary maintenance.

10.7 If and to the extent that the customer can claim insurance benefits for damages for which we are liable through their own or a third-party liability insurance policy (e.g., liability insurance, comprehensive insurance, transport insurance, fire insurance, business interruption insurance, and others), the customer is obligated to claim such insurance benefits, and our liability to the customer is limited to the disadvantages incurred by the customer as a result of claiming on this insurance (e.g., higher insurance premiums).

10.8 We are obligated to provide those product characteristics that the customer can reasonably expect, taking into account their knowledge and experience, in light of the approval regulations, operating instructions, and other product-related instructions and information (especially regarding inspection and maintenance) provided by us, third-party manufacturers, or importers. The customer, as a reseller, is obligated to obtain adequate product liability insurance and to indemnify and hold us harmless from any recourse claims.

11 Severability Clause

11.1 Should any provision of these Terms and Conditions be invalid, the validity of the remaining provisions shall not be affected.

11.2 The parties hereby agree to replace the invalid provision with a valid provision that most closely approximates the economic outcome of the invalid provision, taking into account industry standards.

12 General Provisions

12.1 Austrian law applies.

12.2 The UN Convention on Contracts for the International Sale of Goods (CISG) is excluded.

12.3 The place of performance is the company's registered office (9130 Poggersdorf, Austria).

12.4 The court with jurisdiction for all disputes arising from the contractual relationship or future contracts between us and the customer is the court with local jurisdiction over our registered office.

12.5 The customer must notify us immediately in writing of any changes to their name, company name, address, legal form, or other relevant information.