General terms and conditions
These general terms and conditions (GTC) govern the contractual relationships between WERAX AG (in formation), Ringstrasse 12, 8600 Dübendorf, Switzerland, and its customers in connection with consulting, planning, engineering, supply, installation, integration, operation, maintenance and further services relating to industrial battery storage, charging infrastructure, energy management and associated services.
1. Scope
These GTC apply to all offers, orders, deliveries and services of WERAX to companies, public-law entities, professional customers and qualified investors, unless otherwise agreed in writing in individual cases. The customerâs general terms apply only if WERAX expressly agrees to them in writing.
2. Offer and conclusion of contract
Offers from WERAX are non-binding unless expressly designated as binding or containing a specific acceptance period. A contract is concluded when WERAX confirms an order in writing, both parties sign a contract, or WERAX begins performance with the customerâs consent. Information in brochures, presentations, on the website or in technical documents serves as information and only becomes part of the contract if expressly mentioned in the offer or order confirmation.
3. Scope of services
The type, scope, technical specifications, delivery limits, dates, duties to cooperate and remuneration result from the respective offer, the order confirmation or a separate written agreement. WERAX may use suitable subcontractors, manufacturers, planners, installation and service partners, but remains responsible to the customer for the contractual performance.
4. Customer duties to cooperate
The customer provides WERAX in good time with all information, documents and access required for the service, in particular site data, load-profile and consumption data, technical connection conditions, plans, permits, details of the grid connection, building services and safety requirements. The customer is responsible for ensuring that the information provided is complete and correct and that necessary on-site conditions, official permits and access rights are in place, unless WERAX has expressly been commissioned with this.
5. Changes and additional services
Changes to the scope of services, subsequent customer requests, official requirements, adjustments by grid operators, site conditions or incomplete information may affect dates, costs and technical design. Such changes are charged according to effort or by separate amendment, unless already included in the agreed scope.
6. Prices, invoicing and payment
The prices stated in the offer or order confirmation apply. Unless otherwise stated, all prices are exclusive of VAT, duties, fees, customs, transport, insurance and incidental costs. Invoices are payable without deduction within 14 days of the invoice date, unless otherwise agreed in writing. In the event of late payment, WERAX may charge default interest of 5% per year as well as reasonable reminder and collection costs and withhold further services until full payment.
7. Delivery, performance and dates
Delivery and performance dates are binding only if confirmed in writing as binding. Dates are extended appropriately if delays arise from missing cooperation, late approvals, official procedures, grid operators, supply shortages, force majeure or other circumstances for which WERAX is not responsible. Partial deliveries and services are permitted insofar as they are reasonable for the customer.
8. Acceptance and duty to inspect
The customer inspects deliveries and services immediately after receipt or commissioning and reports obvious defects in writing within 10 calendar days. Hidden defects must be reported in writing within 10 calendar days of discovery. A service is deemed accepted when an acceptance protocol has been signed, the installation is used productively, or the customer delays acceptance without good cause.
9. Retention of title and transfer of risk
Delivered goods remain the property of WERAX until full payment of all claims from the relevant order. The customer authorises WERAX to register a retention of title in the relevant registers and to make all declarations required for this. Benefit and risk pass to the customer upon handover for deliveries, and upon acceptance or productive use for works or installation services, unless otherwise agreed.
10. Warranty and manufacturer guarantees
WERAX warrants that the agreed services are performed with reasonable care and according to the recognised rules of technology. For defects reported in good time, WERAX may, at its option, rectify, deliver a replacement or grant a reasonable reduction. Further claims are excluded to the extent permitted by law. Manufacturer guarantees for batteries, inverters, charge points, software, controls and other components are governed by the respective manufacturer guarantee terms and remain unaffected.
11. Exclusions from warranty
There is no warranty for defects or damage caused by improper operation, lack of maintenance, third-party intervention, unsuitable site conditions, grid faults, external influences, wear, changes to the installation without WERAXâs consent, or operating conditions for which WERAX is not responsible. Forecasts of savings, revenues, self-consumption rates, grid services, charging behaviour or market prices are non-binding calculations unless expressly guaranteed in writing.
12. Operation, maintenance, monitoring and software
Where operation, maintenance, remote access, monitoring, software, data analysis or energy management are agreed, the service contents described in the offer or a separate service agreement apply in addition. The customer ensures the necessary connectivity, power supply, access options and safe operating conditions. Updates, security adjustments and technical further developments may be carried out provided they do not materially impair the agreed core function.
13. Confidentiality and rights to documents
Plans, concepts, calculations, technical documentation, business-case models, software, presentations and other documents from WERAX remain, unless otherwise agreed, the property of WERAX or the respective rights holders. They may only be used for the agreed purpose and not be made available to third parties without WERAXâs consent. Both parties treat the other partyâs confidential information with appropriate care.
14. Data protection
WERAX processes personal data in accordance with the privacy policy. Where load-profile, consumption, site, contact or operating data is processed within a project, it may be used for project review, sizing, quote preparation, contract performance, operational optimisation, maintenance and documentation. The customerâs business and operating data is treated confidentially.
15. Liability
WERAX is liable without limitation for damage caused intentionally or by gross negligence, as well as for personal injury where mandatory law so provides. Otherwise, the liability of WERAX is, to the extent permitted by law, limited to foreseeable, direct damage and to a maximum of the net order value of the affected service. Excluded, to the extent permitted by law, is any liability for indirect damage, consequential damage, lost profit, loss of production, data loss, lost energy revenue, market-price changes or damage from business interruption.
16. Force majeure
Neither party is liable for delays or non-performance to the extent these are due to events beyond its reasonable control, in particular natural events, war, terror, strikes, official measures, pandemics, cyberattacks, failures of energy or communication networks, supply-chain disruptions or significant transport and production bottlenecks. The affected party informs the other party appropriately and takes reasonable measures to limit the effects.
17. Notes on investments
Information on the website, in presentations or in conversations about storage parks, project companies or participation opportunities does not constitute investment advice, asset management or a public offering to acquire financial instruments. Investments are made exclusively on the basis of separate contract and offer documents and are aimed, where provided, at qualified investors.
18. Assignment and transfer
The customer may only assign or transfer rights and obligations from a contract with the prior written consent of WERAX. WERAX may assign claims and transfer contracts in the context of restructuring, project financing or cooperation with affiliated companies and project partners, provided the legitimate interests of the customer are preserved.
19. Applicable law and place of jurisdiction
Swiss substantive law applies, excluding conflict-of-law provisions and the Vienna Sales Convention. The exclusive place of jurisdiction is, to the extent permitted by law, the registered office of WERAX in Dübendorf, Switzerland. WERAX is also entitled to assert claims at the customerâs registered office or domicile.
20. Final provisions
Should individual provisions of these GTC be invalid or unenforceable, the validity of the remaining provisions remains unaffected. The parties replace the invalid provision with a valid arrangement that comes as close as possible to the economic purpose. Amendments and additions to a contract require written form; email is sufficient unless a stricter form has been agreed.
Last updated: 18 June 2026