GTC

1. scope of application

1.1 These General Terms and Conditions (GTC) apply to all business relationships between Aragon eXeed GmbH, based in Baar, Zug (hereinafter “Consultant”), and its clients (hereinafter “Client”) concerning consulting services.

1.2 Deviating or supplementary terms and conditions of the Client shall only be recognized if they have been expressly confirmed in writing by the Consultant.

2. conclusion of contract

2.1 The contract for the provision of consultancy services is generally concluded by the signing of a written consultancy agreement or by written confirmation from the consultant.

2.2 In exceptional cases, the contract may also be concluded by verbal commissioning. The contract shall be deemed to have been implicitly concluded upon commencement of the provision of the service, whereby it is recommended that the contract is subsequently concluded in writing if possible.

2.3 Amendments or additions to the contract must be made in writing.

3. scope of services

3.1 The Consultant shall provide the contractually agreed consulting services to the best of its knowledge and belief on the basis of the information and data provided by the Client.

3.2 The specific scope of services is set out in the respective consultancy agreement or a written offer.

3.3 The Consultant does not owe any particular success, but rather the provision of the agreed services. The client is responsible for implementing the recommendations received.

4 Obligations of the customer to cooperate

4.1 The customer undertakes to provide all information necessary for the execution of the order in good time and in full.

4.2 The client shall ensure that the documents provided to the consultant are complete and correct. The Consultant shall not be liable for errors that are attributable to insufficient or incorrect information provided by the Client.

5. remuneration and terms of payment

5.1 The remuneration for the consulting services shall be based on the fee specified in the contract or offer. The standard hourly rate of Aragon eXeed GmbH is CHF 450 net, unless otherwise agreed. All prices are exclusive of statutory VAT, where applicable.

5.2 Unless otherwise agreed, the services shall be invoiced on a monthly basis or after completion of the project.

5.3 Invoices are due for payment without deduction within 14 days of invoicing.

5.4 The Consultant reserves the right to charge default interest of 5.5% p.a. and reminder fees in the event of late payment.

6. liability

6.1 The Consultant shall only be liable for damages in cases of intent and gross negligence. Otherwise, liability is excluded to the extent permitted by law.

6.2 The Consultant shall only be liable for indirect damage and consequential damage, in particular loss of profit, in the event of intent or gross negligence.

6.3 Liability is limited to the amount of the agreed remuneration for the respective services.

7. confidentiality

7.1 Both parties undertake not to disclose to third parties any confidential information that becomes known in the course of the cooperation and to use it exclusively for the contractually agreed purposes.

7.2 This obligation shall remain in force even after termination of the contractual relationship.

8. contract duration and termination

8.1 The contract is concluded for the duration specified in the consultancy agreement. Ordinary termination during the term of the contract is excluded unless otherwise agreed.

8.2 The right to extraordinary termination for good cause remains unaffected. Good cause shall be deemed to exist in particular if a party repeatedly or seriously breaches its contractual obligations.

9 Applicable law and place of jurisdiction

9.1 The law of Switzerland shall apply to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).

9.2 The place of jurisdiction for all disputes arising from or in connection with this contract is Zug, Switzerland.

10. final provisions

10.1 Amendments and supplements to these GTC must be made in writing.

10.2 Should individual provisions of these GTC be or become invalid or unenforceable, the validity of the remaining provisions shall remain unaffected. The parties undertake to replace the invalid or unenforceable provision with a valid provision that comes as close as possible to the economic purpose of the invalid provision.