General Terms and Conditions (GTC)

1 Perfect Media delivers software to the customer according to the order confirmation or contract. In particular, the scope of delivery, function, and performance are specified in the order confirmation. The written statements and comments made by PERFECT MEDIA during the quotation phase, possibly limiting, are considered supplements to these documents.

2 The customer is granted a non-transferable and non-exclusive right to use the software, unless explicitly agreed otherwise contractually.

3 Specifications and other requirement catalogs are only part of the contract if this is expressly mentioned in the order confirmation. In this case, the written, possibly limiting comments made by PERFECT MEDIA during the quotation phase are considered supplements to these documents.

1 PERFECT MEDIA develops a phase concept for realization and implementation. The phase concept is specifically tailored to the needs of the customer project.

1 PERFECT MEDIA provides the agreed services within the framework of its available financial and personnel resources according to the current state of technology. It strives for flawless quality of the offered services.

2 PERFECT MEDIA will remedy properly reported program errors and malfunctions that significantly impair the functionality of the agreed services as quickly as possible.

1 Delivery is made based on the schedule contained in the phase concept. Delivery is considered the handover of the software or a corresponding readiness notification. Only delivery dates confirmed in writing are binding. They are extended appropriately with written notice by PERFECT MEDIA under the following conditions:

2 PERFECT MEDIA may make partial deliveries.

3 PERFECT MEDIA provides the services agreed in the contract or order confirmation to the intended scope.

4 PERFECT MEDIA is only obligated to provide services when the customer fulfills their obligations.

5 PERFECT MEDIA may delegate the execution of individual or all services to third parties, with PERFECT MEDIA remaining responsible for the work result as for its own services (see also Terms No. 10).

6 PERFECT MEDIA may link conditions and requirements to its services.

7 The ownership, disposal, and copyright of software, hardware, and documentation possibly provided by the customer for use remain with PERFECT MEDIA, unless explicitly agreed otherwise (see also Terms No. 9).

8 PERFECT MEDIA basically provides its services and an emergency service 24 hours a day and 7 days a week, but is only committed to taking measures within its usual working hours. Usual working hours are Monday to Friday between 09:00 and 17:00, excluding federal and cantonal Lucerne holidays as well as the period between December 24 and January 2. PERFECT MEDIA will take measures outside usual working hours depending on urgency, but is not contractually obligated to do so unless specifically agreed.

1 The customer must test the delivered software themselves and report any defects within thirty days of delivery. After this period, both parties sign a written acceptance declaration. Any defects known at this time are recorded in this acceptance declaration.

2 Acceptance occurs tacitly and informally at the latest when the software is used within the framework of the intended objectives. If the customer fails to give written notice of defects within thirty days after installation in this case, all functions are considered fulfilled.

3 After this period expires, any defects will be charged to the customer at the currently valid hourly rate.

1 PERFECT MEDIA commits to still provide services promised in writing that were demonstrably not delivered. A reasonable period must be granted for this remediation.

2 Excluded from remediation are malfunctions due to influences that PERFECT MEDIA is not responsible for, such as force majeure, improper handling, interventions by the customer or third parties, excessive use, unsuitable operating materials, extreme ambient temperature ranges and fluctuations, air pollution, humidity, radioactivity, or power voltage fluctuations.

1 The customer must make PERFECT MEDIA aware of the legal, official, and other regulations that are important at the destination for the execution of delivery and use of the components to be delivered or delivered.

1 PERFECT MEDIA is liable for direct damages that have arisen for the customer in connection with contract fulfillment for any reasons, for example from non-performance, breach of duty of care, delay, or infringement of protective rights, if these damages have been demonstrably caused by PERFECT MEDIA through gross negligence or intent.

2 PERFECT MEDIA excludes any further liability for direct and indirect damages (consequential damages), such as lost profit, additional expenses, or third-party claims.

3 Similarly, any further liability for damages and consequential damages is excluded insofar as PERFECT MEDIA has employed auxiliary personnel and employees for contract fulfillment who caused these and exercised due care in their selection and instruction.

4 The customer may be held responsible and liable for all damages that arise at PERFECT MEDIA or third parties through the use of PERFECT MEDIA services. This applies particularly in the case of improper use of PERFECT MEDIA services by the customer, their employees, or by third parties contractually engaged by them, as well as by third parties who have gained access without authorization from PERFECT MEDIA.

5 Equipment owned by the customer that is housed in PERFECT MEDIA's premises is there at the customer's risk. It is not insured by PERFECT MEDIA against fire, water, theft, interruption, etc. The customer commits to taking out any insurance themselves.

6 The customer is liable for damages in the server room or to other facilities caused by the customer's equipment.

1 With complete payment of the agreed remuneration, the work result delivered to the customer (such as documents, data, and documentation) becomes their property, unless something else was contractually agreed. The customer has the right to use the work result according to the applicable conditions and for the agreed duration. The customer's right of use is not transferable unless explicitly agreed otherwise contractually.

2 PERFECT MEDIA has the right to use the ideas, concepts, and procedures acquired during the execution of services alone or together with the customer's personnel in the execution of similar work for other customers.

3 The copyright to software and procedures that were programmed, adapted, or applied for the customer remains with PERFECT MEDIA, unless explicitly agreed otherwise contractually.

1 PERFECT MEDIA commits to keeping strictly secret information about occurrences at the customer, concerning business activities, customer and supplier relationships, as well as business secrets of all kinds that PERFECT MEDIA has learned about within the framework of a contract with the customer.

2 The customer and their employees commit to treating all non-generally known information that they have learned about during the execution of work within the framework of the contract with PERFECT MEDIA strictly confidentially, neither making it accessible to third parties in whole or in part nor publishing it.

1 The prices for PERFECT MEDIA services, license and maintenance fees are based on the price list valid at the time of contract conclusion. Improvements to the service offering while maintaining prices as well as price reductions can be put into effect by PERFECT MEDIA even without special notification.

2 Any price reductions do not entitle to reclaim invoice amounts already paid for a specific period.

3 One-time services are invoiced according to the regulations in the respective contract.

4 A cost framework indicated in the offer has the meaning of a planning basis. If it becomes apparent during fulfillment that a cost framework cannot be maintained, PERFECT MEDIA informs the customer as early as possible.

5 Invoices are payable net within 10 days to the account indicated on the invoice.

6 If the customer defaults on payments, PERFECT MEDIA has, in addition to the claim for default interest, the right to charge the customer a handling fee of CHF 15.00 per reminder and to suspend or reduce its service until payment of the owed invoice amount (including handling fee and default interest) or to terminate the contract without notice (without compensation claim). A flat rate will be charged for reconnection.

7 Without complaint from the customer within the payment period indicated on the invoice, an invoice is considered accepted.

1 When recurring services have been agreed, the contract is considered to be for an indefinite period.

2 A contract concluded for an indefinite period can be terminated by both parties in writing and by registered mail, observing a termination period of three months at the end of the annual contract duration, unless explicitly agreed otherwise contractually.

3 PERFECT MEDIA usually sets the beginning of contract effects in the individual contracts and notes it on the invoices.

1 Deviating provisions and side agreements require written form for their validity.

1 This contract is subject to Swiss law. The jurisdiction for both parties is the seat of PERFECT MEDIA. However, PERFECT MEDIA may also invoke the court at the customer's seat.