These General Terms and Conditions (‘GTC’) are an integral part of the contract concluded between the client and Contaxa AG, Zug (‘Contaxa’). The current and binding version of the GTC is published on the Internet at www.contaxa.ch.
1. The contract between the customer and Contaxa shall be concluded by written or verbal agreements.
2. contaxa undertakes to carry out the contract conscientiously and responsibly on the basis of the laws, regulations and any applicable codes of conduct and professional rules. Success in the sense of certain economic or other consequences is not owed. Contaxa avoids connections and activities that could impair its freedom of judgement or objectivity or that could give rise to a conflict of interest affecting the assignment.
3. contaxa shall act in accordance with the instructions given to it by the client. The rights arising from the actions performed shall be exercised by Contaxa exclusively for the account and in accordance with the instructions of the client.
4. in all cases, the limitations imposed on Contaxa by legal regulations and the professional rules of a recognised organisation remain reserved.
5. Unless expressly agreed as a guarantee, deadlines are non-binding targets.
6. the client must ensure that the documents provided and the information and instructions given are correct and complete and that Contaxa may assume the correctness and completeness of the information, facts, figures, documents and lists provided by the client when fulfilling the order. The consequences and additional expenses arising from incomplete, incorrect and/or late submission of documents and information shall be borne exclusively by the client..
7. The client shall designate to Contaxa the persons authorised to give instructions.
8. All instructions to Contaxa must always be given in writing. Contaxa is not obliged to act on its own initiative without instructions from the client. However, it may take measures on its own initiative to fulfil the order, taking the client's presumed interests into account as far as possible. Contaxa shall inform the client as soon as possible about the measures taken.
9. The client undertakes to provide Contaxa with all information, documents or technical assistance necessary for the fulfilment of the mandate. Contaxa may make the continuation of the mandate dependent on the receipt of the above-mentioned information and documents. Contaxa shall inform the client in accordance with the client's instruction.
10. Contaxa carries out its activities exclusively at the risk of the client. All relevant costs and other charges shall be borne exclusively by the client.1
11. Insofar as Contaxa acts in accordance with these provisions, it shall be exempt from liability arising from the performance of its mandate.
12. Contaxa shall only be liable for culpable and grossly negligent breaches of its contractual obligations. It is exempt from any further liability. This also applies to all persons to whom Contaxa has delegated the management of transactions in an authorised manner.
13. The client undertakes to reimburse Contaxa for all expenses it incurs within the scope of the mandate.
14. The client shall pay Contaxa remuneration for the performance of the mandate in accordance with its usual rates.
15. In the event that an advance payment is requested, an interim invoice is issued or payments are delayed, Contaxa may postpone or suspend the performance of its activities until the payment owed has been made.
16. Unless otherwise agreed in a mandate agreement, invoices must be paid by bank transfer within 30 days of the invoice date. Unless otherwise notified by the client, an invoice shall be deemed to have been accepted without objection within 10 days of receipt.
17. If the client is in arrears with his payments, reminders shall be issued with costs and default interest of 5 % shall be charged from the due date.
18 This contract may be terminated in writing by either party at any time and without notice.
19. if the cancellation is untimely, the resigning party shall be liable for the damage caused. If the cancellation is preceded by a notice period of at least three months, it shall not be considered untimely.
20. The contract shall not expire upon the death, incapacity to act or bankruptcy of the client. Contaxa undertakes to carry out the business until the client or his legal successors are able to do so themselves, provided that the termination of the order would jeopardise their interests. The provisions in connection with the payment of invoices issued remain reserved.
21. Contaxa shall be entitled, in particular in the event of imminent insolvency, over-indebtedness or repeated default in payment by the client, to terminate the order immediately and even at an inopportune moment, without Contaxa becoming liable for damages as a result.
22. In the event of termination, the customer shall pay for the services rendered by Contaxa up to the time of termination on the basis of the effective hourly expenditure and the hourly rates applicable at the time, plus the cash expenses incurred.
23. Should provisions of these GTC be declared invalid, the other provisions of the GTC shall remain unaffected. The invalid provisions shall be replaced by legal provisions that are as economically equivalent as possible.
24. The contract between the customer and Contaxa and these GTC shall be governed by Swiss law, to the exclusion of the provisions of the IPRG.
25. Place of fulfilment and jurisdiction for all types of proceedings is the registered office of Contaxa AG in 6300 Zug.
Zug, 19.07.2024 / Contaxa AG.
