General Terms and Conditions
Valid from: 10 May 2021
1. Scope and Validity
- Bug Bounty Hub AG (hereinafter referred to as the "COMPANY") provides consulting, engineering, and software-as-a-service (SaaS) services for its customers.
- These General Terms and Conditions (GTCs) govern the conclusion, content, and implementation of contracts between customers (hereinafter referred to as "Customer(s)") and the COMPANY.
- The GTCs are an integral part of all offers/quotations and contracts between the Customer and the COMPANY. Collateral agreements, amendments, or additions to the GTCs or the offer are only valid if they are confirmed in writing or by email.
- General terms and conditions of the Customer or other contractual provisions in other ready-made documents of the Customer (such as order forms or purchase orders) explicitly do not apply in relation to the services of the COMPANY.
2. Conclusion of contract
- Unless otherwise specified in the offer, the COMPANY shall remain bound by the offer for 30 days from its date of issue.
- The contract shall be concluded by signing a separate contract or by accepting the offer in writing.
- If subsequent changes to the order/contract result in additional costs for the COMPANY, these shall be borne by the Customer in accordance with the company’s rates at that time.
3. Remuneration/Terms of Payment
- The COMPANY shall provide its services at the remuneration rates or lump-sum fees agreed in the contract or the accepted offer.
- All prices in all offers and contracts between the Customer and the COMPANY are net, without discount, in Swiss francs and exclusive of VAT. Taxes and duties levied on the conclusion or performance of a contract under these GTCs, or any increase thereof, shall be borne by the Customer.
- The remuneration covers all services necessary for the proper performance of the contract. Expenses and incidental costs incurred by the COMPANY will be charged additionally.
- Invoices issued by the COMPANY for services arising from all contractual relationships shall be payable within 30 days of the date of the invoice. The Customer acknowledges that in the event of non-payment of an invoice amount or part thereof which has not been disputed in good faith, the Customer shall automatically be in default upon expiry of the aforementioned period, even without a reminder from the COMPANY. [a]
- The Customer shall immediately notify the COMPANY in writing of any disputes regarding invoices issued.
4. General Obligations of the Customer to Cooperate
- The Customer shall assist the COMPANY in the provision of its services to the extent reasonable, necessary, and appropriate. Among other things, the Customer shall always ensure that (a) the COMPANY receives all information, documents, and data required for the performance of the contract in a timely, complete, and correct manner; (b) the Customer has fulfilled the necessary requirements for the provision of the services (such as, in particular, the provision of adequate IT and communications infrastructure, access to the Customer's systems, access to buildings, the provision of suitable premises and office services); and (c) key personnel and other specialized personnel of the Customer are available to a reasonable extent to enable the provision of the contracted services by the COMPANY.
- Further and more specific obligations to cooperate may be stipulated in the relevant contract.
- The contracting parties shall treat as confidential all facts that are neither public knowledge nor generally accessible.
- This obligation to maintain confidentiality also exists prior to the conclusion of the contract and after the termination of the contractual relationship.
6. Liability for Damage or Loss
- The liability of the COMPANY and the liability of the COMPANY for its agents are completely excluded, irrespective of the legal grounds, with respect to any damage or loss arising in the course of the provision of services. However, this exclusion of liability does not apply to damage or loss caused by gross negligence or intent, or to personal injury.
- In addition and to the extent permitted by law, the COMPANY's liability is excluded or limited for (a) indirect and/or consequential damage or loss (such as lost profits, unrealized savings, additional expenses incurred by the Customer, or third-party claims); (b) damage or loss resulting from an act or omission of the Customer and/or a breach of the relevant contract by the Customer; and/or (c) any and all damage or loss that is beyond the COMPANY's reasonable control (including force majeure events).
7. Rights, Assignment, Transfer, and Pledge
- Rights and obligations arising from the contractual relationship, as well as the contract as a whole, may not be assigned, transferred, or pledged to third parties, in whole or in part, without the prior written consent of the other party, except in cases of transfer by universal succession. Said consent shall not be withheld without reason.
- Upon payment of the contractually agreed remuneration, the COMPANY shall grant the Customer the non-exclusive right, unrestricted in terms of location and time, to use the deliverables supplied by the COMPANY in accordance with their intended use for the agreed purpose. Any use beyond the agreed purpose is not permitted in order to protect the COMPANY's preliminary work and expertise.
8. Applicable Law/Place of Jurisdiction
The following shall apply to the legal relationship between the Customer
as client and the service provider:
- the concluded contract and/or the offer accepted by the Customer
- these General Terms and Conditions
- The contractual relationships entered into on the basis of these GTCs shall be governed exclusively by Swiss substantive law to the exclusion of international conventions, including the United Nations Convention on Contracts for the International Sale of Goods of April 11, 1980 (CISG) and conflict-of-laws rules.
- The exclusive place of jurisdiction is Zurich.
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