General Terms and Conditions (GTC)
The following applies between you as a customer, the aumico platform (aumico services) and aumico AG, Hardturmstrasse 161, CH-8005 Zurich, Switzerland:
Scope and conclusion of contract
These GTC are applicable to all services provided to the customer by aumico .
The customer agrees to the validity of these GTC by accepting the offer of aumico or by concluding a contract via the aumico services, whereby a customer contract between the customer and aumico comes into existence. All contractual components are defined in the customer contract.
aumico undertakes towards the customer in the sense of a main service under the customer contract to provide aumico services. The aumico services and the conditions of use are described in the customer contract.
aumico endeavours to offer the aumico services on a continuous basis. However, aumico is not responsible for the permanent availability of the aumico services. aumico may temporarily restrict availability if this is necessary, for example, with regard to capacity limits or the security or integrity of the servers or to carry out technical maintenance or repair work and this serves the purpose of providing or improving the aumico services properly (maintenance work). In doing so, aumico endeavours to take the interests of the customers into account.
Any agreed Service Level Agreement (SLA) shall take precedence.
Right of use and intellectual property rights
Right of use
The right to use the aumico services arises from the time agreed in the customer contract.
The right to use aumico services enables the customer to use aumico services as intended, non-exclusively, limited to the term, non-transferable and non-sublicensable to the extent subscribed to by the customer.
Subject to a written agreement to the contrary with aumico , this clause conclusively regulates the use of aumico services. Any further use of aumico services is not permitted.
Intellectual property rights
By opening a customer account, the customer acknowledges that the rights to the aumico platform belong to aumico (or contractual partners of aumico).
The customer is not permitted to copy, redistribute, make accessible via framing or other methods any content of the aumico services in whole or in part. Under no circumstances is it permitted to publish non-public content from aumico outside the aumico services.
Remunerations, invoicing, payment modalities
User fees and other remuneration
Upon conclusion of the contract, the client undertakes to pay the agreed remuneration.
If aumico provides the customer with supplementary services at a charge, the customer is obliged to pay the remuneration specified for this (remuneration for set-up, training, etc.).
Unless contractually agreed, there is no entitlement to reimbursement of remuneration owed or paid.
aumico reserves the right to increase usage fees. aumico will give reasonable and timely advance notice of such increases. The customer has the right to terminate the customer contract on the date on which the increase in the usage fees comes into effect in accordance with the notification from aumico , if he declares this in writing to aumico within 30 days of receipt of the notification.
Terms of payment
Unless otherwise agreed in writing, invoices shall be paid in full within 30 days of the invoice date. After expiry of this payment period, the customer shall be in default without further notice.
Unless otherwise notified by aumico , prices quoted by aumico are always exclusive of any value added tax and expenses.
Exclusion of offsetting
Neither party is entitled to set off claims against the other party against payment obligations to the other party.
Customer obligations and assurances
Obligations and assurances of the customer
The client undertakes to pay the remuneration owed by him to aumico within the payment deadline.
The customer undertakes to keep the information provided to aumico up to date, accurate and complete.
The customer undertakes to protect his authentication data against unauthorised access in accordance with the state of the art and to inform aumico immediately if there is any suspicion of unauthorised access to the customer account.
Procurement, installation, maintenance and operation of any necessary software and hardware within the Customer's control are the sole responsibility of the Customer. aumico shall not be responsible or liable in any way for the Client's Internet access, including, without limitation, any connection speed, bandwidth or latency issues affecting the Client's access to or use of the aumico Services.
The customer shall endeavour to report defects and technical faults to aumico within a reasonable period of time. In doing so, the customer shall take into account the information provided by aumico for the analysis of the problem within the scope of what is reasonable for the customer and shall forward to aumico all information available to the customer which is necessary for the elimination of the fault.
Term, termination, suspension
The term results from the customer contract.
aumico may at any time terminate the Customer Agreement with immediate effect or interrupt the provision of the service after notifying the Customer thereof, if the Customer has breached material provisions of the Customer Agreement and this breach either cannot be remedied or has not been remedied within a period of 20 days after being requested to do so. If the customer is in default of payment of remuneration, this shall be deemed to be a breach of a material provision of the customer agreement; the customer shall have this special right of termination by analogy.
Effects of the termination of the contract
Upon termination of the contract, aumico deletes the customer account including the data and documents in the customer account. The customer may request that the documents in the customer account remain accessible for 30 days after termination of the contract so that the customer can download his documents.
Outstanding payment obligations as well as rights and obligations which expressly or according to their nature remain unaffected by a termination of this agreement shall survive the termination of this agreement. aumico is not obliged to refund to the customer any remuneration already paid.
For all information on the handling of customer data, aumico refers to its separate data protection provisions (https://aumico.ch/data-protection). The customer ensures and warrants that it complies with all legal and regulatory requirements and observes the provisions of data protection law when processing personal customer data.
Irrespective of the reason for liability (contractual, non-contractual, breach of warranty, etc.) and irrespective of the number and time of occurrence of the damaging events, aumico shall be liable to the customer for the direct and immediate damages which aumico has demonstrably and culpably caused to the customer arising from or in connection with the customer contract, up to a maximum and total amount of CHF 20,000.
The liability of aumico for other or further damages, for indirect, special, incidental or consequential damages, loss of profit, loss of use, unrealised savings, loss of earnings, interruption of business or production, loss of data and loss of reputation, for whatever reason, is excluded.
aumico excludes any liability for damage caused mainly or exclusively by the customer, such as non-compliance with the customer contract, damage caused by incompatibility of the terminal equipment or software used by the customer with the system operated by aumico , interruption of data transmission, deactivation of necessary cookies or damage caused by a lack of access security on the part of the customer.
aumico excludes any liability for damages that could arise due to the lack of availability of the aumico services.
The above liability provisions shall also apply with regard to the liability of aumico for further vicarious agents and legal representatives.
aumico shall be liable without limitation for any legal reason in the event of intent or gross negligence, in the event of negligent or intentional injury to life, limb or health, or on the basis of mandatory liability such as under the Product Liability Act.
If a third party disputes the ownership and/or the rights of use of the aumico services, aumico undertakes to indemnify the customer and their representatives, employees and vicarious agents against all claims arising from the use of the aumico services by the customer without restriction and to defend them against this and to pay the customer damages (also for reasonable costs of legal defence).
The customer undertakes to fully indemnify and defend aumico and its representatives, employees and vicarious agents against all claims arising from the customer's use of the aumico services and to pay compensation to aumico (including for reasonable legal defence costs). This concerns the following cases: (a) breach of any provision of this Agreement, in particular the misuse of aumico services; (c) violation of applicable law and/or infringement of third party rights.
The injured party shall immediately inform the other party if a third party asserts such claims. The parties will consult each other regarding the defence of claims. The parties will provide each other with reasonable assistance in the defence and will keep each other informed of the progress of the proceedings on an ongoing basis and without delay.
aumico shall not be liable to the customer if the provision of the service is temporarily interrupted, wholly or partially restricted or impossible due to force majeure.
Force majeure includes in particular natural events of particular intensity (avalanches, floods, landslides, etc.), warlike events, riots, unforeseeable official restrictions and pandemics.
If aumico is unable to meet its own contractual obligations, the performance of the contract or the date for the performance of the contract shall be postponed in accordance with the event that has occurred. aumico shall not be liable for any damages incurred by the customer as a result of the postponement of the performance of the contract.
Any amendment of the customer contract or the GTC requires the written consent of the parties.
For the purposes of this Agreement, written means (i) in writing (paper and original signatures) or (ii) minimum advanced electronic signature.
All employees of aumico (incl. its group companies) sign a confidentiality agreement and undertake to keep confidential information secret and to use it exclusively in the context of the aforementioned activity for the company and for no other purposes.
If a client is subject to official, professional or banking secrecy, the undersigned expressly undertakes to observe the resulting confidentiality requirements at all times.
Prohibition of transfer
The customer may only transfer the rights and obligations arising from this agreement to third parties with the prior written consent of aumico .
Preservation of validity
Should individual provisions or parts of these GTC prove to be void or ineffective or incomplete, this shall not affect the validity of the legal relationship established with these GTC in other respects. The invalidity and/or incompleteness of a provision shall not affect the validity of the other provisions.
The void, ineffective and/or incomplete provision shall be replaced by the legally valid substitute provision that comes closest to the ineffective or incomplete provision.
Applicable law and place of jurisdiction
The legal relationship existing under these GTC between the customer and aumico shall be governed by Swiss law, to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods of 11 April 1980.
The exclusive place of jurisdiction for all disputes relating to these GTC is Zurich, Switzerland. aumico is, however, in any case entitled to bring an action before the court at the customer's place of business.