Terms & Conditions
1. General terms of service
The present terms of service constitute the entire agreement regarding the order of services provided by IP Stance for the benefit of the client. The contract is concluded upon receipt of written confirmation from IP Stance (hereinafter referred to as “Agent”) stating that it accepts the customer’s order (order confirmation). All other declarations of the agent – to the extent that they are not reported as being of a contractual nature – are not an obligation and remain free of all undertakings. In particular, prospectuses and technical data sheets are not binding and may be changed without notice. The present terms of service of the agent become an integral part of the contract upon receipt of the order confirmation sent in writing. Divergent or additional conditions of the principal are valid only to the extent that they have been expressly accepted in writing by the agent. If there should be contradictions between the contract and these terms of service, it is in the first place the rules contained in the contract and secondly those contained in the terms of service that are authentic.
The nature and extent of the services corresponds to the accepted offer (order) or are settled in the contract with the customer. During the performance of the services, the two partners in the contract may at any time propose in writing changes to the agreed services. In the event of a change request from the principal, the representative must inform him in writing or by e-mail if the modification is possible and what will be the consequences on the contract, in particular with regard to prices and deadlines. With the acceptance of these changes in writing or by E-mail from the principal, the adaptation of the contract legally enters into force.
The agent commits himself to a careful realization and in the rules of the art of the contract. It preserves the interests of the principal in his soul and conscience. The mandatary informs the principal regularly of the progress of the work and informs him without delay and in writing, of all the circumstances that may jeopardize the proper fulfillment of the contract. The principal has at all times a right of control and information about all parts of the contract. The principal’s obligations of collaboration are regulated in the offer, or even in the official act of the contract. Delays and additional costs caused by the deficient implementation of the collaboration obligations are the responsibility of the principal.
4. Reception of the services
A report of reception is established for the reception of the services carried out by the agent. By signing, the client certifies that all the services under the order have been completed and transmitted and that the order has been completed. If partial benefits are achieved, this regulation is applicable accordingly. Where the agent provides services for the benefit of the principal after the handing over of the project, these will be invoiced separately and on the basis of the agent’s current tariff list, insofar as nothing different has been agreed upon. . The principal is required to proceed to the receipt of services as soon as the agent has informed him of the completion of the work. If the principal neglects to proceed to the acceptance when he is under an obligation to do so, the partial benefits or benefits in question shall be deemed to be accepted within four weeks after the agent has transferred the service or partial service or she announced the completion of the works. In addition, the services or partial services are deemed to have been accepted to the extent that the start of production activity has been carried out by the agent.
In the case of remuneration depending on the expenditure, billing takes place every month and for firm prices, it comes after the performance of the services or according to the payment plan to the extent that such a plan has been established. Invoices must be paid within 30 days of receipt. All prices are net amounts, ie the value added tax will always be charged in addition to any deductions or deductions. Value-added tax adjustments are excluded from the firm price regulation.
6. Warranty / Assumption / Liability
To the extent that nothing else has been agreed in writing, the principal controls the deliveries in full as to quality defects and the entire delivery. Complaints concerning defective quality of the products must be sent in writing to the representative, within 14 days of receipt of the goods. Claims made later can not be taken into account. In the case of defects which can only be identified after the end of this inspection period, the principal must immediately inform the representative in writing. Claims for defects that are reported out of time are prescribed. In the case of defects that have been the subject of a timely complaint, the agent provides the following guarantees: The agent guarantees the principal that the delivery is free of defects as to the intended functionality. This insurance is valid for one year from the day of delivery. At the end, the rights are prescribed. The principal must make a complaint without delay and in writing concerning the defects, in the contrary case the rights are obsolete.
The principal may require the agent that, in the free choice of the agent, the non-compliance with the contract is offset by a refurbishment operation or a free replacement delivery. More extensive warranty rights are thus expressly excluded. There is no guarantee in the case where the representative is not responsible for defects that have been asserted, for example, because the defects have appeared due to modifications, maintenance defects, improper use, non-compliance with instructions or a non-conforming change. Contractual liability and non-contractual liability (Article 41 et seq. Of the Swiss Code of Obligations) are thus entirely rejected within the limits of the law. In particular, the attorney assumes liability only in case of willful act or gross negligence. The attorney assumes liability only for direct damages and only to the extent that the principal is able to justify that such damages were caused by the agent voluntarily or by obvious negligence. Liability is limited to the price of the service in question. The mandatary assumes no responsibility for auxiliary persons. Any extended liability of the attorney for damages of any kind is excluded. In particular, the principal can not claim, under any circumstances, compensation for damages resulting in particular from production stoppages, loss of use or data, loss of orders, loss of profits, as well as indirect or consequential damages. consequential damage.
7. Confidentiality and data protection
The two signatory partners of the contract undertake for themselves and their collaborators and associates to maintain mutual confidentiality with respect to all documents and information which are not publicly disclosed and which relate to the professional sphere of the other partner to the contract and of which they would have known during the preparation and execution of this contract. This obligation continues even at the end of the contract, as long as this information is of any legitimate interest. The partners in the contract undertake to respect the provisions in force regarding the protection of the data and to use the personal data only within the framework agreed by contract. In particular, employees of both parties should be required to keep confidential all the information about personal data or other information that they may have known from time to time in the course of their activity for the benefit of the parties.
8. Place of fulfillment and place of jurisdiction
This contract and all rights and obligations arising therefrom are subject to Swiss law, to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods. The place of realization and jurisdiction are located in Geneva, Switzerland.
9. Litigation – Safeguard Clause
In the event that there are differences in interpretation and if a provision of these terms is invalid, the remaining part of the provisions continues to apply in the spirit.