General terms and conditions for services Swissmem «Service Plus»

These general terms and conditions (GTC) govern the conclusion and content of contracts for the supply of services (in particular in the fields of consulting, seminars, webinars, workshops and training). By placing their order or accepting the quotation, the customer accepts these GTC.

The service will be provided on the basis of a quotation. The quotation is binding over the period specified in the quotation. If no period is specified, a period of three months from submission of the quotation shall apply. The parties enter into a written or oral agreement. In both cases, these general terms and conditions shall apply.

Swissmem undertakes to perform the contractual services with due diligence. Swissmem shall inform the customer of the progress of the work and notify them of any circumstances adversely affecting or posing a risk to fulfilment according to the contract.

Swissmem shall assign only carefully selected and well-trained employees. Swissmem alone shall be responsible for deciding which employees shall be assigned to perform a particular service. Swissmem may substitute the assigned employees at any time.

At its own discretion, Swissmem may at any time involve third parties in the delivery of its services. Swissmem shall remain responsible for fulfilment according to the contract.

Depending on the underlying agreement, Swissmem shall provide the services either on a time and material basis or at a fixed price. Costs for travel, meals, accommodation, etc. will be invoiced separately based on effective outlay.
Where remuneration is on a time and material basis, Swissmem shall issue a statement of charges showing the time spent for each activity. The charges will be rounded to the nearest quarter hour.
Swissmem will invoice at least once a month. VAT will be shown separately on the invoice. Payment is due within 30 days of the invoice date.
Swissmem is entitled to request an advance payment at any time and to start work only after receipt of payment and to the value of the amount paid.

Swissmem shall be responsible for exercising due care in providing the service and shall be liable for damages arising from lack of care which are caused either by gross negligence or intentionally. With respect to the conduct of employees and auxiliary personnel, Swissmem shall only be liable for damages caused intentionally. Any further liability on the part of Swissmem, on whatever legal basis, is excluded.

All rights to the outcomes of the services, in particular property rights, intellectual property rights (especially copyrights and other intangible and industrial property rights, irrespective of registrability),
rights to know-how and the right to register, amend and transfer protective rights shall remain the property of Swissmem.
Rights and know-how already in existence before the contract is concluded shall remain the property of Swissmem.

The parties shall treat as confidential all facts and information which are neither evident nor generally accessible nor already known to the parties and for which, due to their nature, there is an interest, in good faith, in maintaining confidentiality. In case of doubt, facts and information are to be treated as confidential. The obligation to maintain confidentiality shall endure after the contractual relationship has come to an end. The parties shall be released from the obligation to maintain confidentiality if a court order requires them to disclose such information and if required to enforce outstanding claims.

The parties undertake to comply with the provisions of Swiss data protection legislation and to effectively protect the data accruing within the scope of contract execution from unauthorized access by third parties.

In principle, the cancellation and termination conditions stipulated in the quotation for the relevant service shall apply.
By agreement with Swissmem, the customer has the option to allow persons other than the originally intended participants to access the seminar.
Unless otherwise agreed in the quotation, the order may be terminated in writing at any time by any party. If the agreement is terminated before the service has been performed in full, the customer remains committed to pay Swissmem for the services provided up to that point.

Amendments and additions to the contract, as well as cancellation, must be communicated in writing. In the event of discrepancies between the provisions, the following order of precedence shall apply: contract document, quotation, GTC. Should individual contract provisions prove invalid, this shall not affect the validity of the contract as a whole. The provision in question shall be replaced by one which is as close as possible to the economic intent of the original. The same shall apply in the event of a contractual gap.

The contractual relationship is governed exclusively by substantive Swiss law. The exclusive place of jurisdiction is Zurich.