General Terms and Conditions (GTC) soxes AG

 

1. Subject matter

These regulations form the basis for all orders placed with soxes AG, Sennweidstrasse 1b, 8608 Bubikon/ZH (hereinafter referred to as “soxes”), unless other written agreements have been made in individual cases. Any general terms and conditions of the customer shall only apply if they have been accepted by soxes in writing. These general terms and conditions form an integral part of all individual contracts between soxes and the customer.

2. Liability

soxes tries within its possibilities to ensure a continuous availability of the services for the customer, but does not guarantee an uninterrupted and problem-free service provision. In the event of service interruptions, e.g. as a result of technical problems or maintenance work (also by third parties), the customer shall have no claims against soxes. soxes excludes any liability to the extent permitted by law. In particular, liability for all damages caused by soxes or its vicarious agents other than intentionally or through gross negligence is excluded. Unless otherwise agreed in writing, delivery periods and dates are planning dates without due date or fixed date character and shall be observed by soxes to the best of its ability.

3. Guarantee

soxes guarantees that the software delivered and/or installed by it together with the hardware delivered and installed by it will perform as specified in writing in the agreed hardware and software environment. The parties are aware, however, that according to the current state of the art it is not possible to create software in such a way that it works error-free in all applications and combinations. soxes does not guarantee that certain results can be achieved by using the services or software. The warranty period is three months from the date of acceptance. The productive use of the software delivered by soxes is considered as acceptance if no other agreement has been made. Reproducible errors reported in writing during the warranty period shall be remedied by soxes within a reasonable period of time. Instead of rectification work, soxes may also deliver a subsequent version of the software or provide a workaround. Other legal warranty claims are expressly excluded, but shall be revived if the defect has not been remedied even after five attempts at repair or replacement. If modifications have been made to software, documents or data supplied by soxes by the customer or by third parties, all warranty claims shall lapse. For third party software delivered by soxes, soxes only guarantees the program properties that correspond to the contractual specifications or the specifications guaranteed by the manufacturer.

4. Use

The customer guarantees that no unauthorised persons or third parties gain access to the servers of soxes via the access options open to him or place their data / information there. When using server hosting and housing services, the customer may only install his own scripts and other own programs in consultation with and with the approval of soxes. The customer undertakes to comply with the applicable law when using the services. In particular, the use of the services for legally prohibited or immoral purposes or for their advertising is prohibited. soxes reserves the right to exclude the customer from the services in case of violations. Upon full payment of the agreed goods (e.g. software and source), the work result becomes the property of the customer. soxes has the right to change the work result in any way, to make copies of it and to use it further, under observance of the confidentiality obligations. Documents created by soxes (offers, concepts, diagrams, etc.) shall remain the property of soxes unless otherwise agreed and may only be copied or passed on to third parties with the express written consent of soxes.

5. Prices / Terms of payment

All prices are net in Swiss francs, excluding VAT. Unless otherwise agreed (monthly invoice, advance payment, etc.), payment shall be made as follows: 50% of the total amount is payable upon order confirmation, 50% after delivery and within 20 days without deduction. Server hosting and housing services provided as a courtesy will not be invoiced, nor will there be any claim to availability. If the customer is in default of payment, soxes shall set a grace period of 10 days in writing. After expiry of the grace period, soxes is entitled to either continue to demand payment or to withdraw from the contract, to repossess the affected products and to claim damages. A default interest of 7% is owed. soxes undertakes to provide the employees necessary for the timely processing of the order when the order is placed. Should the client temporarily stop or completely cancel the project after placing the order for reasons for which soxes is not responsible, the client’s claim to promised project staff shall expire.

6. Retention of title

The delivered services/products remain the property of soxes until full payment has been made. soxes is entitled to have a reservation of title entered in the relevant register and, if necessary, to inform landlords or other parties who may be entitled to access vis-à-vis the customer about soxes’ ownership of the products.

7. Enticement

The employment or use of services in any form of employees and subcontractors of the contracting parties during the term of the contract and within two years after the conclusion of the contract may only take place with mutual written consent.

8. Data protection

soxes shall process personal data (such as names, addresses, e-mail addresses, etc.) in accordance with the applicable data protection legislation. soxes has in particular taken appropriate technical and organisational measures to protect personal data against loss and unauthorised access. soxes is authorised to pass on personal data to third parties in the context of the performance of the contract. soxes shall take appropriate measures to ensure that third parties process the personal data in compliance with the applicable data protection legislation. soxes as well as any third parties called in by soxes may use personal data in the following ways in particular: a) to verify the prerequisites for concluding a contract, b) to fulfil contractual obligations towards the customer, c) to validate addresses, d) to prevent unlawful use of the services, e) for invoicing, f) for financing and collection purposes and g) to prepare creditworthiness and credit reports. The personal data disclosed by the customer to soxes shall be stored by soxes for as long as necessary for the processing of the contract. The customer acknowledges that longer retention periods may result from mandatory applicable law. The Customer has, within the framework of the applicable law, the following rights in connection with the processing of his personal data: The customer has the right to know which personal data soxes processes about him. The customer also has the right to request that incorrect personal data be corrected or that personal data be deleted. The customer may revoke or restrict his consent to the processing of personal data at any time. The client also has the right to receive personal data on a computer-readable data carrier. The customer acknowledges that restrictions on the processing or deletion of his/her personal data may result in soxes no longer being able to fulfil its contractual obligations towards the customer.

If the customer has any questions or concerns regarding the processing of his or her personal data, he or she may contact the following office:

soxes,
Sennweidstrasse 1b, CH-8608 Bubikon,
Tel. +41 (0)55 253 00 53,
Fax +41 (0)55 253 00 51,
E-mail: sales@soxes.ch.

9. Final provisions

soxes may amend these General Terms and Conditions at any time. The changes will be communicated to the Customer in writing and shall be deemed to have been approved if no written objection has been received within a period of 30 days. Should individual provisions of these General Terms and Conditions be or become invalid, this shall not affect the validity of the remaining provisions. Instead, the invalid provision shall be replaced by a substitute provision which corresponds or at least comes close to the purpose of the agreement and which the parties would have agreed to achieve the same economic result if they had known of the invalidity of this provision. The same shall apply accordingly to the incompleteness of these provisions. In case of disagreement, soxes as well as the customer undertake to attempt to reach an amicable settlement before resorting to the courts and to give at least the other party sufficient opportunity to submit a written statement. This provision as well as all underlying individual contracts shall be governed by Swiss law, excluding its conflict of laws rules. The United Nations Convention on Contracts for the International Sale of Goods shall not apply. The place of jurisdiction for all disputes arising from this contract shall be the competent court for the registered office of soxes.