Scope and Definitions
These are the Terms and Conditions that apply to any business activities between a client
(“you”) and envibee
(“us”) unless stated otherwise in quotations,
offers or in other written form communicated to you for ordering a particular service, software or other product from us
(henceforth termed “order”).
Thus, by making an order, you accept the following Terms and Conditions:
Estimates and quotations
- Costs and working times stated for orders are generally estimates. They offer a guideline for completion of an order and are based on our best knowledge
and prior research. They are no indication of exact final costs, which can sometimes be hard to define for software development.
However, we may provide cost ceilings or fixed prices, but these must be explicitly indicated as such in a quotation and/or its order.
- We inform you as early as possible and to the best of our knowledge on any expected exceedance of cost and time estimates associated with your order.
- Stated prices do not include VAT / goods and services taxation, unless indicated otherwise.
- Our quotations and the time and cost estimates stated therein are valid for 20 working days from the date of issue, unless indicated otherwise.
Expired quotations may be re-issued upon request.
- Acceptance of quotations for orders must be made in written form and require a confirmation from our side to become binding.
- We reserve the right to suspend quotations at any time and without notification.
- Accepted quotations may in some cases require a 50% deposit on the projected costs. We reserve the right to request such a deposit from you within 10
working days of confirming your order. Work on orders is then commenced after the final clearance of this deposit.
Your deposit will be allocated to the final costs when issuing an invoice.
- If no deposit was made, we reserve the right to request a payment of 30% via invoice of the costs projected in a quotation at any point of working on your order.
- Final payments are due 15 working days after issuing an invoice, if not stated otherwise.
- We reserve the right not to release the results of your order before we have received a cleared payment or when payments are not made in due time.
- Outstanding payments will be charged with a 5% rate after 1 month of the due payment date and issued accordingly, and without any prior payment reminder.
- Additional costs caused by transaction charges or payment clearings within your responsibility are to be covered by you.
Completion and cancellations
- We strive hard to complete orders within the estimated timeframes stated in any accepted quotation but are not liable for any delays or timely deviations even if these
cause substantial disadvantages, damage, or losses to you.
- You are not entitled to demand that ordered work must be conducted at a specific location or in a certain timely schedule unless agreed on in the underlying quotation.
- In case of cancellation from your side, we will request payment of all ordered work conducted to that date, based on the percentage of the whole work comprised in the
quotation. A minimum payment of 25% of the whole order applies.
- In case of cancellation of an order from our side, you can reclaim any associated payments made to the date of the cancellation. This clause does not apply to a
cancellation of an agreed distribution of an ordered item (e.g., from a certain repository).
Liability and errors
- We strive with great care to complete orders without errors and to your full satisfaction.
- We will correct errors made by us during the undertaking of the order and at our expense.
- We will correct errors made by us and reported in writing by you up to 20 working days after the completion of the order and your formal reception of the ordered item,
at our expense. Corrections after this period are not mandatory.
- We do not accept any responsibility for malfunctioning, losses, disadvantages, damages, additional costs, or any negative impacts arising from errors in our work or other
types of software and hardware malfunctioning and failures, neither for those occurring to you nor to any involved third parties.
- Slow runtime for an ordered computational item is not considered an error or a malfunction.
- We are not liable for malfunctioning, losses, disadvantages, damages, additional costs or any negative impacts caused by interference of any of your specific and undisclosed
programs, configurations, hardware settings or actions with an item or service ordered from us (please check point 26).
- Liabilities and error corrections only apply to software which is in the state it was distributed in by us when completing an order and which has not been modified by you
or any other third party.
Licenses, distribution, and copyright
- We reserve the right for implementing licensing features as part of our quotations.
- Any ordered software, data sets or other items are developed with all rights reserved, including rights on distribution (also of source code) and marketing, unless stated
otherwise in a quotation or confirmation of an order.
- Any ordered software, data sets or other items provided to you must not be redistributed by you, unless permitted in the underlying quotation or confirmation of an order.
- You are responsible for storage and back-ups of any delivered programme or data set resulting from an order unless the distribution of the programme is regulated otherwise.
We do not guarantee storage of your ordered items beyond completion and delivery of an order unless indicated in a quotation or in the confirmation of an order.
- The operation system and hardware with which an ordered software is to be executed should be outlined in the quotation or confirmation of an order. If lacking therein, operation
system and hardware are defined as Windows 10 to be installed on a standard multicore 64bit desktop computer with a minimum of 32 GB of RAM and executed with full administrator
rights plus free and sufficiently fast internet access.
- We do not imply or guarantee longer-termed maintenance and support of programmes, data sets or other items, unless explicitly stated in a quotation or confirmation of an order
for a limited time span. The extension of timely limited software- and/or support-packages can be cancelled at any time, e.g., if a conflict of interest arises from your
redistribution of the packaged software either directly or as part of any competitive product of yours.
- Except for the software, data sets and other items defined in a confirmed order, all our contents (graphics, logos, names, trademarks, …) as exchanged when communicating
with you remain strictly copyrighted material of ours and must not be reused by you without our consent.
- Ordered contents in relation to workshops, user instructions, manuals, software demonstrations and suchlike remain our copyrighted material, unless stated otherwise.
- The contents of quotations, confirmations of orders and all communication between you and us are confidential and must not be forwarded or otherwise made available to third
parties without our explicit consent.
Changes to these terms and conditions
- Our Terms and Conditions may be altered without further notification and released on our company website, whereupon they become effective. If not distributed directly with a
quotation, the latest version of these Terms and Conditions at the time of issuing a quotation applies. Otherwise, the Terms and Conditions distributed as attachment to an
individual quotation apply.
- Our business activity is governed exclusively by Swiss legislation. Place of performance and jurisdiction concerning any legal proceedings or actions related to business
activities with us is Zürich (Switzerland).