1. Scope and Engagement
These General Terms and Conditions apply to all services provided by Wasserer Management Support AG unless otherwise agreed in an individual contract, proposal or engagement confirmation. Individual agreements shall take precedence over these General Terms and Conditions.
The nature, scope, objectives and remuneration of each engagement shall be defined in the respective agreement. Wasserer Management Support AG shall perform its services independently, diligently and professionally. A specific outcome or business result is only guaranteed if expressly agreed in writing.
Any formal appointment as a member of a board of directors, executive management or other corporate body requires a separate agreement.
2. Client Cooperation and Confidentiality
The client shall provide, in a timely manner, all information, documents, access and decision-making authority required for the proper performance of the engagement.
Both parties shall keep confidential all non-public information obtained in connection with the engagement. This obligation shall continue after the engagement has ended. Disclosures required by law, regulation or a competent authority remain permitted.
The client’s name or logo shall only be used as a reference with the client’s prior consent.
3. Work Products and Know-how
The client may use the work products created specifically for the client for its own business purposes.
All general knowledge, methods, concepts, templates, tools and know-how of Wasserer Management Support AG shall remain the property of Wasserer Management Support AG. Where such elements form part of a work product, the client shall receive the rights necessary to use that work product for its own business purposes. No ownership of the underlying know-how or any exclusive rights are transferred to the client.
4. Fees and Payment
Fees, remuneration arrangements and any reimbursable expenses shall be governed by the respective agreement. Unless otherwise agreed, all fees are exclusive of applicable VAT and necessary expenses.
Invoices are payable in full within 30 days of the invoice date. In the event of late payment, the applicable statutory provisions shall apply.
5. Responsibility and Liability
Wasserer Management Support AG shall be liable for losses arising from a breach of its contractual obligations in accordance with applicable law.
To the extent permitted by law, liability for slight negligence and for any indirect or consequential loss or damage is excluded. The total liability of Wasserer Management Support AG shall be limited to 10% of the net contract value agreed for the relevant contractual year.
These limitations shall not apply in cases of wilful misconduct or gross negligence or where liability cannot be limited or excluded under applicable law.
All business and management decisions remain the responsibility of the client and its authorised decision-makers.
6. Term and Termination
The term and termination of each engagement shall be governed by the respective agreement and applicable law.
Upon termination, all services performed and expenses incurred up to the effective date of termination shall be invoiced.
7. Data Protection and Business Integrity
Wasserer Management Support AG shall comply with applicable data protection laws and shall disclose any identified material conflicts of interest.
Wasserer Management Support AG shall not be required to follow any instruction that would violate applicable law, regulatory requirements or binding orders of a competent authority.
8. Final Provisions
If any provision of these General Terms and Conditions is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
These General Terms and Conditions and the contractual relationship between the parties shall be governed exclusively by Swiss law.
To the extent legally permissible, the courts at the registered office of Wasserer Management Support AG, Switzerland, shall have exclusive jurisdiction. Any mandatory statutory jurisdiction remains unaffected.
Note: In the event of any discrepancy or inconsistency between the German and English versions of these General Terms and Conditions, the German version shall prevail.
