General Terms and Conditions

Article 1 · Subject and Scope of GTC

1. These GTC apply to all business relationships between NWE and the Buyer, unless otherwise agreed in writing.
2. NWE acts exclusively as a commercial intermediary and supplier of industrial parts and assemblies. Manufacturing is carried out solely through contracted manufacturing partners, both local and international. The Buyer expressly confirms that it has been informed that NWE does not carry out its own manufacturing, and agrees to these GTC by placing an order or accepting a quotation.
3. Where these GTC regulate a matter differently from the Commercial Code (Act No. 513/1991 Coll., as amended, "CC"), these GTC shall prevail. Matters not regulated by these GTC or the CC shall be governed subsidiarily by the Civil Code (Act No. 40/1964 Coll., as amended).

Article 2 · Quotation and Conclusion of Contract

1. NWE's quotation is non-binding and valid for the period stated in the quotation, generally 15 calendar days from the date of issue, unless otherwise stated.
2. The contract is concluded by written confirmation of the order by NWE (by e-mail or pro forma invoice), or by the issuance of a deposit invoice.
3. NWE reserves the right to refuse an order without giving reasons, prior to its written confirmation.
4. Changes to the order after its confirmation are only possible by written agreement of both parties and may affect the price and delivery date.

Article 3 · Prices and Payment Terms

1. All prices are quoted in EUR unless otherwise stated in the quotation. Prices do not include VAT unless expressly stated.
2. Standard payment terms: 50% advance payment before production begins, 50% before shipment. For orders up to EUR 1,000: 100% payment in advance.
3. In the event of late payment, NWE is entitled to charge late payment interest of 0.05% of the outstanding amount per day of delay (in accordance with Section 369 CC).
4. NWE reserves the right to suspend production or shipment of goods in the event of non-payment of the advance payment within the specified deadline.

Article 4 · Delivery Terms and Transfer of Risk

1. Delivery dates are indicative only and NWE bears no responsibility for their non-compliance, including delays caused by the manufacturer, carrier or any other subcontractor. Delivery dates start from the confirmation of the order and receipt of the advance payment (if required).
2. The standard delivery term is DAP (Incoterms 2020), delivery location determined by the Buyer within the EU, unless otherwise agreed.
3. The risk of damage to goods passes to the Buyer in accordance with Incoterms 2020 for the DAP term.
4. Ownership of the goods passes to the Buyer only upon full payment of the purchase price.

Article 5 · Goods Inspection and Complaints

1. The Buyer is obliged to inspect the received goods within 3 working days of delivery. The inspection includes verification of quantity, external condition and conformity with the order.
2. Any visible defects, damage or discrepancies must be reported to NWE in writing (by e-mail) no later than the expiry of this period. After the expiry of this period, any liability of NWE for visible defects shall cease.
3. The complaint must include: order number, description of the defect, photographic documentation and the requested method of resolution (repair, replacement, price reduction).
4. NWE undertakes to confirm receipt of the complaint within 2 working days and to propose a method of resolution within 10 working days of receipt.
5. NWE's liability for hidden defects is governed by Section 425 et seq. CC. The Buyer is obliged to report them without undue delay after discovery, but no later than 12 months from delivery; after the expiry of this period, NWE's liability ceases.

Important: The deadline for inspection of visible defects is 3 working days from receipt of goods. After this period, NWE is not liable for visible defects.

Article 6 · Liability and Limitation of Liability

1. NWE is liable for damage caused to the Buyer solely as a result of a demonstrable breach of contractual obligations by NWE.
2. The total amount of compensation for damages is limited to the value of the relevant order in which the damage occurred.
3. NWE bears no liability for indirect damages, loss of profit, loss of customers, loss of goodwill or other consequential damages, nor for defects caused by specifications, drawings or instructions provided by the Buyer.
4. NWE is not liable for delays in production or delivery due to circumstances beyond its control (force majeure), including but not limited to natural disasters, strikes, customs restrictions, government measures, supplier failures or other unforeseeable events.

Article 7 · Confidentiality and Trade Secret Protection

1. Both parties undertake to maintain confidentiality regarding all business information, technical documents and pricing conditions obtained within the business relationship.
2. This obligation applies during and after the business relationship, for a period of 5 years.
3. Technical documentation (drawings, 3D models, specifications) provided by the Buyer remains its intellectual property and NWE will use it exclusively for the purpose of fulfilling the order.

Article 8 · Personal Data Protection (GDPR)

1. NWE, as the data controller, processes the personal data of the Buyer (including its representatives and contact persons) in accordance with Regulation (EU) 2016/679 (GDPR) and Act No. 18/2018 Coll.
2. The purpose of processing is the fulfilment of contractual obligations, issuance of documents, communication, records of business relationships, compliance with legal obligations and protection of NWE's legitimate interests.
3. The legal basis is primarily the performance of a contract, compliance with legal obligations and NWE's legitimate interests.
4. Personal data may be shared with manufacturing partners, carriers, accounting and tax advisors and other necessary subcontractors. NWE will ensure GDPR compliance by all recipients.
5. The Buyer and its representatives have rights under GDPR (access, rectification, erasure, restriction, portability, objection, complaint to the supervisory authority).
6. Contact person: Lukáš Bodiš, info@nwe-engineering.com. Details at www.nwe-engineering.com.

Article 9 · Governing Law and Dispute Resolution

1. These GTC and all contractual relationships are governed by the laws of the Slovak Republic, in particular the CC. Unregulated matters shall be governed subsidiarily by the Civil Code.
2. The parties undertake to resolve disputes preferably out of court, through negotiation and conciliation.
3. In case of failure, the competent court shall be the court of jurisdiction according to NWE's registered office.

Article 10 · Final Provisions

1. These GTC enter into force on 25 March 2026 and supersede all previous versions.
2. NWE reserves the right to amend these GTC at any time. Amendments are effective from their publication at www.nwe-engineering.com.
3. In the event of invalidity of any provision, the remaining provisions shall remain valid.
4. The language of the contract is Slovak; in the event of a conflict, the Slovak version shall prevail.