GTC
GTC IT services for the procurement and maintenance of IT hardware /
software and the provision of other IT services
1 General Terms and Conditions of Optive AG
Orders can be placed verbally or in writing, in person, by telephone or via the Internet. In all cases, the following General Terms and Conditions of Optive AG, based in 9545 Wängi TG, shall apply.
2. general
Optive AG provides services in the areas of archiving, document management (DMS), workflow as well as ECM and EIM systems for companies (client). All our business activities are subject to these terms and conditions in their entirety, unless they have been amended or supplemented by written agreements.
3. installations
When calculating the time required for the installation of additional hardware or software, a standard installation that runs without errors is assumed. In addition, the software installed on the system must be available for any subsequent installations. Any additional costs incurred as a result of incomplete or faulty installation or missing software will be invoiced separately. The client accepts an additional expense of 20% compared to the quoted expense without prior verbal or written notification by Optive AG. Optive AG will inform the customer of any additional expenditure exceeding this amount. Work that has not yet been carried out will only be completed after
has been approved by the client.
4. data and system backup
The client is fully responsible for data and
system backup. He or she is obliged to carry out the necessary backups before Optive AG makes any changes to the hardware or software. Optive AG cannot be held liable at any time for any loss of data or damage caused by the complete or partial failure of one or more systems. Any loss of profit cannot be claimed either.
5. warranty
For new hardware or software, the maximum warranty provided by the manufacturer of the corresponding product can be claimed. Faulty or defective hardware or software will be repaired, exchanged or replaced at cost.
6. quotations
Our quotations are valid for a limited period of time, either in accordance with the statutory regulations or in accordance with the special information in the quotations. Unless otherwise specified, a quotation is valid for 30 days. We reserve the property rights and copyrights to all documents belonging to a quotation. At our request, these documents must be returned to us if the corresponding order is not placed. A quotation must always be treated confidentially and may not be passed on to third parties without our consent.
7 Cancellations
If an order is canceled by the client, Optive AG reserves the right to claim lost profits. In any case, costs that have already been incurred and price increases resulting from a reduction in the order must be borne by the client.
8. prices
Prices are quoted in CHF strictly net excluding VAT, plus transport, packaging and shipping costs, unless otherwise agreed. Optive AG reserves the right to make market-related price adjustments or such as a result of specific cost increases (e.g. wage and material costs or exchange rates).
9. support subscription/hotline
Prices are quoted in CHF net excluding VAT, plus transport, packaging and shipping costs, unless otherwise agreed. Optive AG reserves the right to make market-related price adjustments or those resulting from specific cost increases (e.g. wage and material costs or exchange rates).
10. notification of defects
Unless a special acceptance procedure has been agreed, the customer must inspect the products himself and report any defects in writing. If the customer fails to report defects within two weeks of delivery, the products shall be deemed free of defects in all functions and the delivery shall be deemed approved. The customer is then obliged to pay on time.
11. payment
The entire outstanding invoice amount is payable net within 30 days of the invoice date. If payment is not made as agreed, the client will be in default without a reminder. If payment is not made after the first reminder, mit Optive AG reserves the right to restrict or discontinue the service without further notice. If an order exceeds the sum of CHF 10,000, the following terms of payment apply: Software and hardware after delivery. Services monthly according to actual expenditure. Optive AG may invoice on the day the contractual service is provided.
12. confidentiality
Optive AG and the customer mutually undertake to keep confidential all
perceptions and documents that are part of the business confidentiality. This obligation does not apply to information that is demonstrably in the public domain or becomes public knowledge through no fault of the recipient of the information. The obligation to maintain confidentiality shall continue to apply after termination of the contractual relationship.
13. non-solicitation
The parties will not solicit employees or contractors from each other. This obligation applies for the duration of the contractual obligations between the customer and Optive AG and for one year thereafter.
14. change management
As part of a change management procedure, the parties may change the commercial conditions such as the scope of services, deadlines and costs at any time. Such changes can be made both in writing and verbally. However, verbal changes must always be recorded in a protocol. This must be brought to the attention of the other party. Otherwise, the verbal amendments shall be deemed not to have been made. Amendments to the contract that go beyond paragraph 1 are only valid if they are made in writing. This written form requirement can only be waived in writing.
15. supplementary law
Unless otherwise agreed, the provisions of Swiss law shall apply.
16. place of jurisdiction
The orders agreed with Optive AG are subject to Swiss law.
The place of jurisdiction is Wängi. The client expressly declares that he or she submits to the place of jurisdiction agreed here, waiving his or her ordinary place of residence.
17 Validity
These General Terms and Conditions are generally valid from February 1, 2024.