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04/03/2010
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OSO

 

WINS
the "Special Award Switzerland"

ALLGEMEINE

 

GESCHÄFTSBEDINGUNGEN

 (Stand: 08.09.2009)
 

AGB der OSO GmbH: Sitz in 4153 Reinach, CH, Christopf Merian - Ring 11

§ 1. Offer / Delivery / Payment / Payment / Retention of Title

1.1 Our offers, deliveries and services are provided exclusively on these Terms and Conditions. The business conditions of the customer we do not accept it unless we have expressly agreed in writing. Our terms and conditions apply even if we are aware of conflicting or deviating from our terms and conditions of the customer delivery to the customers or services without reservation. Our terms and conditions apply only to companies with a valid commercial register.
1.2 Our offers are always non-binding. Orders shall not be deemed accepted unless confirmed in writing. The same applies to additions, changes or additional agreements. As far as services are billed at cost, refer to the current price list of OSO Co. All prices are exclusive of the day of delivery applicable rate in Swiss francs.
Aellig and are, unless otherwise agreed, immediately and without deductions. In the case of projects, to a total of 5,000, - CHF exceed reserves the OSO GmbH prior to the presentation of interim results, issued on-account bills.
1.4 the OSO GmbH is entitled to claim from 10 days after the due date, interest of 8% over the interest rate on the main refinancing operations of the European Central Bank. The rights granted to him otherwise remain unaffected.
1.4 The customer is - without prejudice to its right to withhold payment because of missing or incorrect to refuse to return - not entitled to withhold payment. He may have only set off claims which are legally established, undisputed or acknowledged by the OSO GmbH. A payment is only made when the claim amount has been credited to the bank account of OSO GmbH. The same goes for cashing checks. If the customer non-payment within 30 days from the date collected, his payments or a bank with a check to redeem, we are entitled to immediate cancellation of the contract or termination of service without special notice.
1.5 All delivery arrangements must be in writing. Delivery periods begin on the date of confirmation by the OSO Ltd. All mentioned dates and deadlines are not binding unless expressly agreed otherwise in writing. As far as affecting reasons that can not be held OSO GmbH, in particular strike or lockout, the maintenance of a binding agreed date, may request a reasonable OSO GmbH postponement of the deadline. If the reason for the failure of the date the responsibility of the customer suffers and OSO GmbH by the deadline an additional expense, the customer is obligated to pay these additional expenses OSO GmbH.
1.6 If no written agreement has been made, at our discretion to dispatch the goods. The risk of accidental loss and accidental deterioration passes to the customer once the product is to the transporting person or institution been handed over. Insurance of the goods against transport damage occurs only at the express request and expense of the customer.
1.7 We reserve the title to the goods until all payments from the business relationship with the customer. In legal theory, particularly in payment, we are entitled to recover the goods. In the withdrawal of the product by us does not withdraw from the contract, unless we have expressly declared in writing. We are following the withdrawal of the product authorized to utilize. The use of proceeds is credited to the account of customer - minus reasonable costs -. In case of seizure or other interventions by third parties, the customer must be notified immediately in writing so that we can take legal action. If the third party not in a position to reimburse us for the judicial and extrajudicial costs of a claim, the customer is liable for our losses. The customer is entitled to sell the goods in the ordinary course of business, he assigns to us already, all claims in the amount of the final invoice (including § from turnover tax) of our claim to him from the resale against his customers or third parties, and regardless of whether the goods have been resold without or after processing. We are committed ourselves to release the securities due to publishers of the customer insofar as the realizable value of our securities exceeds the secured claims by more than 10%, the selection of securities to be released.  

§ 2 Ownership / property rights of third parties / Privacy Notice

2.1 Unless incurred in connection with the activities OSO GmbH rights related to these OSO GmbH if they were justified only by the work of our employees. The customer is far from free, non-exclusive and only with our written consent to third-transferable right to use.
2.2. We are responsible for ensuring that our products and services are free of rights of third parties which may limit the use according to the contractual amount or exclusively § en. We provide the customer with a free assertion of such claims by third parties of legally imposed costs and damage amounts, provided that
- The customer has put us immediately in writing of the claim under informed and
- We exercise sole control over the defense and related acts and
- The customer provides us with the necessary support, information and authority for the implementation of those events.
2.3 The Client warrants that he is entitled to eventual base material and documents for the purpose of performing the contract are available. Where there are to the base material copyrights, trademarks and / or other intellectual property rights of third parties, the Customer will ensure, as § he is in possession of the execution of this contract required licenses.
2.4 If third parties make claims against us, because § violated the inclusion of basic material in the projects copyrights, trademarks and / or intellectual property rights of third parties, we will inform the client of this immediately in writing. The customer agrees to indemnify us from any liability to third parties to assist us in the defense and to take any compensation paid, plus the cost of adequate legal defense to the request.
2.5 The parties undertake to preserve the business and trade secrets, and any designated as confidential information which may be known in connection with the execution, to remain silent. The passing of not employed persons to the implementation of the order may be made only with the written consent of the other Contracting Party. OSO GmbH requires all of its people used to carry out the order in writing to comply with the foregoing provision. Each Contracting Party shall not use automated data in the other under the order. The statutory provisions on data protection are observed.  

§ 3. Services

3.1.1 OSO GmbH, your services according to the state of the art gem. the written task and provide the respective contractual costs.
3.1.2 OSO GmbH appoints a project manager, the customer is a responsible partner. This can make decisions immediately, or vomiting. The project manager is to record decisions in writing. The contact person is OSO GmbH for necessary information. OSO GmbH is obliged to turn the contact person, as far as the implementation of the order requires.
3.1.3 OSO GmbH suitable trained and equipped with the necessary skills and staff to use it continuously for the duration of the tasks to supervise and control. In this framework, OSO GmbH in its sole discretion which employees to use them, and exchange.
3.1.4 OSO GmbH is entitled to appoint with the approval of competent third party customers in compliance with data protection with the implementation of the service.
3.2.1 If hotline services have been agreed, the customer has access to the hotline in OSO GmbH This is how in the underlying contract agreed services hotline and hours.
3.2.2 The hotline includes in general support services related to hardware, operating system software, networks, databases and other software tools that are directly related to the agreed services. The telephone support hotline does not contain legal advice.
3.2.3 In the context of processing of tasks on the hotline the oral instruction by an employee meets the customer a commission.
3.2.4 All services provided by the hotline services are billed monthly and are due immediately without deduction.
3.3 Power Changes
3.3.1 If the customer wants to change its requirements, OSO GmbH is obliged to agree to the extent necessary for OSO GmbH - especially regarding the effort and scheduling - is reasonable. As far as the realization of a change request to affect the contract, may require a OSO GmbH appropriate adjustments in the contract, in particular the increase in the remuneration or the shifting of the dates.
3.3.2 Any agreed changes must be in writing.
4.3 Job, Customer Responsibilities
must be his led, unless otherwise agreed to be paid for separately.
3.4.2 The customer is obliged to OSO GmbH - support if needed - and to create in its sphere of operations to § s are duly execution conditions necessary for free. This closing § t even an extra work that may require time reasons or because of special problems, one au § ergewöhnlichen effort. Customer will provide optional free OSO GmbH sufficient jobs and job resources.
3.4.3 At the request of OSO GmbH, the customer has the accuracy and completeness of documents submitted by him, and to confirm his information and verbal explanations in writing.
5.3 use
ür the contractually stipulated purpose to use at will.
3.5.2 OSO GmbH may utilize the services elsewhere, if A.1 § 2 GC-A is not secrecy requires.

§ 4. Adaptation and development of software programming

4.1.1 OSO GmbH grants the customer to modifications and extensions use the same right as to the standard programs, they belong to. Additional programs (self-Purpose Individual programs) may use the customer for their own purposes of the group companies belonging to unlimited.
4.1.2 Modifications are only supplied in executable form, and must be paid for separately, if no contract agreement has been made. Extensions and other add-on programs are available at no extra compensation as a source programs, but delivered without technical system documentation, where such has not been specifically charged.
ücklich is agreed. The customer can instruct the cessation retroactively. In the case of the assignment applies: If, during modifications / enhancements impact on the use of documentation of the standard programs, this will not be integrated in it, but presented separately.
4.1.4 OSO GmbH will establish at the beginning of the work - including the agreed deadlines - a written timetable and work and to continue in when needed. OSO GmbH will inform the basis of this plan the customer ig § regular on the progress of work.
4.1.5 Where the requirements of the customer resulting from the task is not yet under contract, detailed OSO Ltd. them with the support of customers, it created the specification and submit them to the customer if necessary with a list, in addition consequent costs for approval. The client will approve it in majority Vertragsgemä § in writing within 14 days. The specification is mandatory requirement for further work. OSO GmbH recognizes that the task is defective, ambiguous or unenforceable, it shall promptly notify the customer in writing. Then decide that further delay on action.
4.1.6. OSO GmbH suitable trained and equipped with the necessary expertise and staff to use it continuously for the duration of the tasks to supervise and control. In this framework, OSO GmbH in its sole discretion which employees to use them or replace. OSO GmbH is also authorized to appoint, with the consent of the customer expert third parties, while respecting the privacy of the execution.
4.2 Performance changes
4.2.1 If the customer wants to change its requirements, OSO GmbH is obliged to agree to the extent necessary for OSO GmbH - especially regarding the effort and scheduling - is reasonable. As far as the realization of a change request to affect the contract, may request a reasonable OSO GmbH adjustment of the contract, in particular the increase in the remuneration or the shifting of the dates. The customer will detail at the request of OSO GmbH for variations to be the degree to which the task is detailed in the contract. OSO GmbH will take over this task if requested by the customer against payment by the hour.
4.2.2 Any agreed changes must be in writing.

4.3.1 OSO GmbH will install the modification / additions and add-on programs (in the following: adjustments), and software. The customer will confirm the installation writing.
4.3.2 The Customer agrees to § Vertragsgemä majority of the adjustments and the software to review and explain in writing their acceptance Vertragsgemä § unit. The inspection interval is 3 weeks, unless otherwise agreed.
4.3.3 The adjustments are as removed as soon after the inspection interval is not the ability to serve for a period of two weeks significantly reduced because of reported deficiencies.
4.4 Warranty
4.4.1 The customer warranty claims only if the reported defects are reproducible and can be identified by machine-generated output. The customer has to report defects in writing in a comprehensible form, stating the relevant information for the defect detection. The customer has OSO GmbH - if necessary - to assist in the elimination of deficiencies, in particular wish to be sent by OSO GmbH a disk with the appropriate adaptations and equipment to provide.
ährleistung expires for such adjustments, which changes the customer or in which he engages in any other way, unless the customer proves that the defects associated with reporting that the interference is not the cause for the defect.
4.4.3 OSO GmbH can demand the payment of your expenses to the extent it has acted because of a defect notice, without that there has been a shortage. The same applies if the customer's lack of support within the meaning of § 5 5.2 A.4 AGB-AP at a customer's express request of the search carried out deficiencies no defect is found.
4.5 use
ür the contractually stipulated purpose to use at will.
4.5.2 All other use rights remain with OSO OSO GmbH GmbH, the software may use other, as far as A.1 § 2 GC-A is not secrecy requires.

§ 5. Warranty

5.1 Faults claims of the customers require, as this has met his obligation under § § 377 HGB examination and notification are duly §.
5.2 If a defect in the product or service, we are entitled to choose between performance in the form of deficiency removal or supply of a new defect. In the case of repair, we are obliged to all for the purpose of remedy expenses to bear in particular transport, travel, labor and material costs, provided these are not increased, since § spent the goods to a location other than the place .
5.3 If subsequent performance fails, the customer is entitled to choose to demand withdrawal or reduction.
5.4 We are liable under the law if the customer asserts claims for damages arising from intent or gross negligence Lich, § einschlie of intentional or gross negligence of our representatives or agents. As far as we are not accused of intentional breach of contract, the liability to the foreseeable, typically occurring damage is limited.
5.5 We are liable according to statutory provisions, if we culpably infringe any essential contractual obligation, but in this case is the liability for the foreseeable, typically occurring damage.
5.6 The liability for culpable injury to life, limb or health is unaffected, as shall apply to the mandatory liability under the Product Liability Act.
5.7. Unless stipulated above to the contrary, the liability is excluded.
5.8 The limitation period for defect claims is 12 months from the transfer of risk.
5.9 The limitation period in case of delivery default pursuant to § § 478, 479 BGB remains unaffected, it is 5 years from delivery of defective goods.
5:10 damages for the loss of stored data is excluded if the damage when correctly § backup he would not have occurred, unless the OSO GmbH has instructed the client are duly § in the backup.

§ 6. General Liability

6.1 Any further liability for damages as provided in § 3, is - regardless of the legal nature of the asserted claim - excluded. This applies in particular to damage claims for negligence in Vertragsabschlu §, due to other obligations or claims for property damage pursuant to § § 823 BGB.
6.2 If the liability towards us is excluded or limited, this also applies to the personal liability of our officers, employees, representatives and agents.

§ 7. Other

7.1 It is the law of Switzerland and the validity of the UN purchasing law is excluded.
7.2 Modifications and additions to these terms and conditions and / or the contract be in writing.
7.3 If the customer is a merchant, our place of business.
7.4 If any provision of these terms and conditions wholly or partially invalid, the validity of the remaining provisions or parts of such provisions. In place of the ineffective provisions of the respective legal provisions.
7.5 With the signature of the online-shop outsourcing contract, the customer accepts the acceptance of these General Rules.
(08.09.2009)
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