In collaboration with our customers, we fulfil orders in the field of information technology and related areas (e.g. telematics, telecommunications, etc.) and provide services to the extent of our knowledge and ability. We do this in a trusting and respectful manner with people, materials and the environment. The general terms and conditions are intended to help implement the business relationship with customers and to create clear conditions for all parties involved.
The General Terms and Conditions of TwinCap First AG (TCF) govern the most important conditions for business relationships with customers. These apply unless there are any written agreements with the customer that differ from these. TCF reserves the right to change these GTC at any time and without prior notice; TCF will send the new GTC to the customer. If the customer does not reject the new GTC in writing within 30 days of receipt, the new GTC will apply. If the customer rejects the new GTC in writing within the period stipulated, the previous GTC shall continue to apply unchanged. The customer shall not have the right to terminate the contract.
The contract comes into effect upon signature or written confirmation by the customer and acceptance by TCF (by e-mail or other form of communication). The content and scope of the contract are determined by the TCF offer, the appendices and other terms and conditions published on the website at that time, as well as the general terms and conditions (depending on the type of service/business model) and the present GTC. They also apply to all other services provided by TwinCap First AG to its customers.
If and to the extent that TwinCap First AG has subsequently agreed to provide the following services for customers in accordance with the written contract
TCF acts as a trading partner of third parties (in particular, but not exclusively, Microsoft, Printix, SkyKick, etc.) with regard to the services of such third parties and represents the customer in the commissioning of the corresponding services vis-à-vis the third party. TCF is therefore exclusively a representative and agent, but not a contractual party of the customer. TCF has no influence on errors, updates, changes to functionality, etc. in the third-party programmes and online services, such as Exchange Online, SharePoint Online, Microsoft Office Outlook, Outlook Online, Active-Sync, etc. TCF does not provide any guarantee or assume any liability for these services and functionalities of the third-party provider. The third-party provider’s current version of the applicable contractual basis for the corresponding services can be viewed. The corresponding links can be requested from TCF. The customer expressly declares that he agrees to the terms and conditions, his rights and obligations and is aware that these apply solely to the third-party provider and not to TCF.
The customer shall pay a corresponding fee in accordance with the provisions of the respective order confirmations and contracts. Unless expressly stated otherwise, all prices are exclusive; i.e. additional costs such as value added tax, transport costs or other expenses shall be charged to the customer according to the actual costs incurred. These additional costs shall be shown separately on the invoice.
Where TCF is based on services provided by third parties (e.g. licences from third parties, tariffs/telecoms charges), TCF will pass on price changes to the customer. Changes will be published on the websites. The customer can request the links for the corresponding websites from TCF. In the event of model changes, TCF will endeavour to provide a model that is as equivalent as possible.
Unless otherwise agreed in writing, the time spent travelling to the customer is considered working time and will be charged accordingly. Costs for travel (hotel, flights, train tickets, taxis, etc.) will be charged to the customer 1:1, and if incurred abroad, will be charged at the daily exchange rate. Travel expenses will only be incurred with the prior consent of the customer.
Offers and all their constituent parts are confidential and may only be processed and viewed by the customer as the addressee. All copyrights and other intellectual property rights and know-how in all cost estimates, diagrams, sketches and drafts or other constituent parts of the offer remain with TCF.
With the exception of offers, all documents (catalogues, product sheets, mailings, price lists, offers on paper or in electronic form, including information on TCF websites), in particular the price information contained therein, are always non-binding and do not constitute an offer on the part of TCF.
Deliveries are made exclusively in Switzerland and Liechtenstein or in electronic form. The transfer of benefits and risks to the buyer takes place at the time of dispatch of the purchased item. The customer is responsible for ensuring that technical devices are installed in a suitable location and that the necessary electrical and electronic connections are available.
Communicated shipping dates or deadlines are non-binding, unless their binding nature has been expressly confirmed in writing. TCF shall not automatically be in default if it fails to meet deadlines or periods. A delay in delivery shall not entitle the customer to claim damages, a price reduction or to withdraw from the contract.
Undamaged, functional, complete goods in perfect and unopened original packaging can normally be returned by the customer. The right of return does not apply to items that have been specially procured or manufactured at the customer’s request.
TCF may request advance or instalment payments at any time. Invoices are to be paid within 30 days of the invoice date, unless the contractual agreements provide for other payment periods.
If the payment deadline is not met, the customer shall be in default without further notice and shall owe interest on arrears of 4%. If the customer is in default of payment, TCF may withhold all services intended or agreed for this customer or discontinue the provision of services or terminate the contract with immediate effect.
TCF’s right to withdraw from or terminate the contract in the event of default by the customer applies not only to the services provided directly by TCF but also to the services of third parties (see section 1.5) whose services are invoiced via TCF. Accordingly, TCF is also entitled to terminate the corresponding contracts between the customer and the third-party provider with immediate effect on behalf of the customer.
The customer may only offset claims or demands with the prior written consent of TCF.
If the customer refuses to accept or take delivery of goods or services without justification, TCF has the following options:
a) To keep the goods or services ready for collection or call-off at TCF at the customer’s expense and risk; the full order value remains due;
b) Withdrawal from the contract, whereby the customer must compensate TCF for any expenses incurred to date, but in any case at least 30% of the order value.
TCF may adjust its prices at the beginning of each new contract year to reflect increases in costs such as labour and material costs. Such adjustments will be notified in advance in writing or by e-mail. Taxes, customs duties or other fees or charges will be passed on at cost.
TCF reserves the right of ownership of all products until the purchase price has been paid in full, including any reminder fees and interest on arrears. The customer hereby agrees to the registration of the reservation of ownership at the domicile or place of residence.
TCF always provides its services with due care. Further claims by the customer (including the right to a reduction in the fee or to compensation for damages) are expressly excluded, unless explicitly stated otherwise in the contract.
For its own services under a contract for work and services, TCF guarantees that they will have the expressly warranted property(ies). The customer must inspect services under a contract for work and services immediately and claim any defects within 30 days of the delivery date, documented in writing and in a comprehensible (reproducible) manner. Defects will be remedied free of charge within this warranty period.
TCF may, at its discretion, remedy any defects that are claimed in this way free of charge or reimburse a reduction in value that it considers appropriate. Any claims for cancellation of the contract, reduction in price or compensation that differ from this are excluded.
The customer acknowledges that TCF cannot provide any guarantees or assume any responsibility for software (in particular cloud solutions) that it has arranged, because the corresponding contracts are concluded directly between the customer and the third parties (software rights holders) and TCF is not a party to the contract. Accordingly, the customer’s warranty rights arise from the warranty provisions of such third-party suppliers (see section 1.5).
The customer must report any defects in writing within 10 days of receiving the service or goods, otherwise his claims against TCF will be invalidated.
TCF shall deploy the personnel required for the work to be carried out and may also involve external third parties. The customers undertake not to actively or passively entice away any employees involved in the execution of the contract. In the event of a breach of this obligation, a contractual penalty (without proof of damage) in the amount of CHF 20.000 shall be due; in addition, TCF may demand compensation for damages. Payment of the contractual penalty does not replace actual fulfilment. TCF can enforce the prohibition in real terms. The prohibition on poaching applies for the entire duration of the contractual relationship and for two years after its termination.
The following surcharges apply outside regular working hours (06:00 – 20:00 on weekdays):
Surcharge of 25%
Surcharge of 50%
The contract term is one year from the date of conclusion of the contract, unless a different commencement date or duration has been specified or offered. The contract is automatically renewed for a further year unless it is cancelled by the customer by registered letter three months before expiry. Individual services may have different terms, which shall apply accordingly.
Both parties have the right to terminate the contract with immediate effect if the other party continues to seriously violate important provisions of the contract despite a written warning by registered letter and the setting of a reasonable period of grace. This applies in particular to default of payment.
In particular, TCF has the right to terminate contracts in the telecommunications sector (flat subscriptions, tariff agreements, etc.) and the sale of software as a service (Microsoft CSP, Office 365, Azure, Printix, Skykick, etc.) at any time and without giving reasons, with a notice period of one month, and to then immediately terminate the provision of services. In the event of default, termination may be effected without notice.
TCF commits itself not to hand over any documents to third parties without the customer’s consent, nor to give them the opportunity to inspect them. Developments made by TCF employees for the customer (e.g. scripts, source codes or similar) may be reused by TCF and also used commercially for other customers, unless there is a written agreement with the customer explicitly prohibiting this.
The ownership and all intellectual property rights to the operating resources (in particular in the form of object or source codes, including development documentation), to project services and any additional services are the property of TCF or the licensor or lessor of TCF, regardless of the copyright protection, provided that the customer does not purchase the operating resources itself or procure them itself through a licence or lease.
The copyrights and other intellectual property rights relating to the inventions and developments realised in the course of the performance of the services under this contract shall remain with TCF. The customer shall receive a free, comprehensive, transferable and non-exclusive right of use and disposal (licence) that is not subject to any restrictions in terms of time or place.
In any case, TCF has the non-compensable right to use the ideas, concepts, documents (stored on paper or electronically) and procedures that it has acquired in the course of providing consultancy, project and operational services, either alone or together with the customer and third parties, in the course of providing similar services for itself and/or other contractual partners.
The customer, for his part, informs TCF of planned work in advance.
In the event of a fault, the customer is obliged to conclude maintenance contracts or guarantee/extension agreements with the manufacturers for the hardware/software used. TCF will in particular rectify minor faults caused by the customer (e.g. through incorrect manipulation), third parties or other equipment.
Finally, the customer must provide TCF with all the information necessary for the careful fulfilment of TCF’s services, without being asked and in good time.
Both parties to the contract are obliged to maintain confidentiality. This obligation shall continue to apply even after the contract has ended.
TCF is only liable for damages caused by TCF intentionally or through gross negligence. Liability for indirect or consequential damages such as consequential damages, third-party claims, lost profits, data loss, etc. is hereby excluded to the extent permitted by law, as is liability for slight negligence.
TCF is not liable if the provision of the service is temporarily interrupted, partially or completely restricted or impossible due to force majeure. Force majeure includes, in particular, power outages and the occurrence of harmful software (e.g. virus attacks).
Should individual provisions of the agreement violate applicable law, this shall not render the entire contract null and void. The invalid provisions shall be replaced by provisions that are consistent with the meaning and purpose of the contract.
This contract is subject exclusively to Swiss law, excluding any references to the Swiss Federal Act on International Private Law and excluding the Vienna Convention on the International Sale of Goods (CISG). The ordinary courts at the registered office of TCF shall have exclusive jurisdiction over all disputes and/or claims arising from or in connection with the contract.
These GTC shall in any case take precedence over any other general terms and conditions of the customer. The cancellation, amendment and/or supplementation of the contract and of individual obligations arising therefrom shall be made in writing to be binding.
The contract replaces all previous verbal or written agreements between the parties and definitively regulates the legal transaction entered into between the parties with this contract. The contract or individual rights and obligations arising from it may only be assigned or transferred to third parties with the prior written consent of the other party. The provisions agreed in writing by the parties, in particular an offer from TCF accepted by the customer, take precedence over the provisions in these GTC.
TCF is entitled to engage third parties as suppliers, auxiliary persons or subcontractors to provide its services. However, in the event of a takeover or restructuring of a party, the contract shall be transferred unchanged to the successor organisation.
If a party waives its right to enforce a contractual right in a particular case, this cannot be regarded as a general waiver of such rights.
Any changes of address must be notified to the parties in writing.
Book a Microsoft Teams meeting appointment with Christoph Schoch. After booking, you will receive an appointment invitation. There you will find a link for the Teams meeting. Of course you can also send us an e-mail or call us directly.
If you have any questions, please use our Help Centre and/or open a ticket for your request.
Schweiz
Deutschland