General Terms and Conditions

1. Scope

These General Terms and Conditions (GTC) apply to all consulting services provided by Theia Solutions AG, Wasserwerkstrasse 2, 8006 Zurich, Switzerland (hereinafter «Theia Solutions» or «we»). By engaging Theia Solutions, the client accepts these GTC.

2. Services

Theia Solutions provides consulting services in the field of Microsoft technologies. Our services include in particular:

• Strategic and technical consulting around Microsoft technologies
• Implementation and configuration of Microsoft solutions
• Training and workshops for end users and administrators
• License consulting and optimization

The exact scope of services is defined in the respective offer or order confirmation.

3. Offers and Contract Formation

Offers by Theia Solutions are non-binding unless explicitly marked as binding.

A contract is only formed upon written order confirmation by Theia Solutions or upon actual commencement of service delivery.

4. Remuneration and Payment Terms

Remuneration is based on the hourly or daily rates agreed in the offer or order confirmation. All prices are in Swiss Francs (CHF) plus statutory value-added tax.

Invoices are payable net within 30 days of the invoice date.

Travel and expense costs are invoiced separately based on actual costs incurred, unless otherwise agreed.

5. Intellectual Property

The client receives a non-exclusive, unlimited right of use to the work results created within the scope of the engagement, unless otherwise agreed.

Theia Solutions retains all rights to its own methods, tools, frameworks and underlying know-how developed before or during the engagement.

6. Confidentiality

Both parties undertake to treat all confidential information and trade secrets received in the course of the collaboration as strictly confidential and not to disclose them to third parties. This confidentiality obligation survives termination of the contractual relationship.

7. Liability

The liability of Theia Solutions is limited to direct damages and capped at the total value of the respective engagement.

Theia Solutions is not liable for indirect damages, consequential damages, loss of profit or data loss, unless caused by gross negligence or willful misconduct.

8. Warranty

Theia Solutions provides its services with due care and in accordance with recognized technical standards.

Defects in the services rendered must be reported in writing within 30 days of delivery. Theia Solutions will remedy justified defects within a reasonable period or re-deliver.

9. Termination

Ongoing consulting agreements may be terminated by either party with 30 days' written notice.

The right to terminate for cause without notice is reserved. Cause exists in particular in the event of a material breach of contract that is not remedied despite a formal warning.

10. Data Protection

Theia Solutions processes personal data in accordance with applicable data protection regulations. For more information, please see our Privacy Policy.

11. Governing Law and Jurisdiction

These GTC and all legal relationships derived therefrom are governed by Swiss law, excluding conflict-of-law provisions and the UN Convention on Contracts for the International Sale of Goods (CISG).

The exclusive place of jurisdiction for all disputes arising from or in connection with these GTC is Zurich, Switzerland.