General terms and conditions
1. . Contract Terms
These General Terms and Conditions govern and describe the forms of collaboration between SunnySite Studio KLG and its clients (customers of the agency) as well as the forms of collaboration between SunnySite Studio KLG and its contractors (suppliers of the agency) with the goal of ensuring transparency regarding mutual rights and obligations.
For all business transactions between the client/supplier and SunnySite Studio, only these "General Terms and Conditions" apply. They are an integral part of every order. Deviating conditions must be agreed upon in writing.
SunnySite Studio reserves the right to reject orders that do not align with its ethical principles or require a violation of legal provisions.
2. Duty of Loyalty and Confidentiality
SunnySite Studio commits to executing the assigned tasks professionally and responsibly and strives to meet every deadline. SunnySite Studio commits to acting in an objective manner, oriented toward the goals of the client.
Project-related information will be treated confidentially and used only for the purpose for which it was provided. Both parties take the necessary precautions to ensure that this information remains confidential. If there is a possibility that confidential information has fallen into the wrong hands, we commit to informing each other immediately.
3. Duty of Cooperation
The client agrees to assist SunnySite Studio in providing the agreed-upon services, mainly through timely and clear feedback, by providing the necessary information, timely approvals, and by designating one or more persons authorized to make decisions regarding the contract subject.
All costs incurred by the client in fulfilling their duty to cooperate are borne solely by the client. Any additional effort required due to the client's failure to fulfill their duty to cooperate will be billed by SunnySite Studio.
The client is bound to the jointly established deadlines, as deadlines apply in both directions.
4. Third-Party Services
For services in areas such as production, photography, film, etc., SunnySite Studio works with independent specialists selected on a project-specific basis. SunnySite Studio generally acts on behalf of the client in dealings with third parties. These third-party services are included in our cost estimates as third-party services but are ultimately billed directly and separately by the providers. The billing address will be that of the client.
If the choice of third parties is significantly influenced by the client, the client alone is responsible for their cost-effectiveness.
5. Intellectual Property
All works and ideas created by SunnySite Studio are at all times the intellectual property of SunnySite Studio. The client acknowledges the copyright held by SunnySite Studio. Without explicit consent, no one is authorized to use and/or modify works created by SunnySite Studio.
6. Usage Rights
Unless otherwise agreed, the content, temporal, and geographical usage by the client refers to the one-time use of the created product. For further use, the client must obtain permission from SunnySite Studio and compensate accordingly as per the agreement. For long-term advertising materials (logos, slogans, visual identities, etc.), a usage fee as per the cost estimate will be billed.
The usage rights for presented ideas and concepts that are not implemented by SunnySite Studio for the client remain entirely with SunnySite Studio and may not be used in any other way.
The unauthorized use of SunnySite Studio's intellectual property will result in a contractual penalty. In the event of unauthorized use of works created by SunnySite Studio, particularly for purposes for which usage rights have not been agreed upon and/or compensated, the client owes SunnySite Studio a contractual penalty of CHF 10,000 per violation and per work. SunnySite Studio reserves the right to assert further claims. The payment of the contractual penalty does not waive the prohibition of unauthorized use. SunnySite Studio is also entitled to prohibit the unauthorized use of the work.
7. Warranty
For data and documents provided by the client and used by SunnySite Studio for further processing, SunnySite Studio assumes that the right to use them exists and that no third-party rights are violated.
SunnySite Studio does not provide any warranty for third-party services, for which it has acted merely as an intermediary.
8. Data and Documents
SunnySite Studio will retain all important order documents for at least one year after the completion of the order. Beyond this, SunnySite Studio is released from any further obligation to retain them unless otherwise instructed in writing.
Production data as well as interim and by-products of the work result remain in the possession of the agency and will only be handed over if the associated rights are transferred to the client and compensated or agreed upon in advance (see point 6).
For documents and data outsourced by SunnySite Studio, for which the client is subsequently responsible for managing, SunnySite Studio assumes no liability from the time of outsourcing.
9. Quotes and Order Placement
The initial quote created based on approximate information is considered a guideline quote and is free of charge. Author corrections (point 12) are not included in the quotes. These will be charged additionally based on effort. The price binding of quotes from SunnySite Studio expires after 30 days. Work is billed in whole and half hours.
The order can be placed orally, in writing, by email, or by letter and automatically presumes that these General Terms and Conditions have been read and fully accepted.
The first consultation is free of charge. Negotiations and preliminary work that go beyond mere quote preparation are subject to compensation.
10. Independent Contractor
We are independent contractors, which means:
– We have the right to work for other clients during the term of this contract.
– We have the right to control and determine the means and manner in which the services are provided.
– We have the right to determine where and when the services are provided.
– Neither we nor our employees will be trained by you in the professional skills necessary to perform the services.
– We are not required to work full-time to complete the project.
Every order placed with the agency is a contract for work, which also includes the granting of usage rights to the work services. The contract does not involve the review of the competitive legal admissibility of SunnySite Studio's work services. It also does not include an examination of the trademark or other intellectual property rights registration eligibility or usability of SunnySite Studio's work services. The client is responsible for conducting the relevant research and ensuring that the work services comply with all applicable legal requirements.
11. Compensation
The parties will specify in the "Individual Order for Agency Services Contract" the scope of services to be provided and the price for these services.
Depending on the scope and duration of the services, the parties may agree on partial payments or advance payments. The client is obliged to pay invoices from SunnySite Studio and third parties within the agreed or customary period.
All benefits provided by SunnySite Studio for the client, such as discounts, rebates, commissions, and refunds, accrue to the client, provided they have fulfilled their payment obligations to SunnySite Studio in a timely and complete manner.
12. Print Approval
The client is required to check the control documents sent to them before final production for errors and, if no further corrections are needed, to give print approval in writing. Print approval can also be given via email. SunnySite Studio assumes no liability for defects that were not reported.
13. Author Corrections
Author corrections are additional services caused by the client that were not included in the quote. These include incorrect or not quote-compliant delivered data as well as subsequent changes. The necessary additions to the selected proposal are included in the quote. Changes that go beyond this are treated as author corrections. Author corrections are listed separately.
14. Self-Promotion
SunnySite Studio has the right to use and publish all works created by SunnySite Studio for self-promotion purposes as proof of performance (particularly – but not exclusively – on www.sunnysite.studio).
15. Invoicing and VAT
All quotes are net without VAT and in Swiss francs. The invoice amount is not subject to VAT. Invoices are payable within 30 days of the invoice date unless otherwise noted. If the time required for a project exceeds 60 days, SunnySite Studio is entitled to advance payments (from the time of order placement).
16. Order Reduction or Cancellation
If an order that has been placed and started is reduced or canceled, SunnySite Studio is entitled to 50% of the agreed fee. If the service has already been fully provided, SunnySite Studio is entitled to the full agreed amount. In addition, the client must bear all costs incurred or third-party services already rendered.
17. Liability
SunnySite Studio's liability is limited to gross negligence and/or willful misconduct. Damage claims are limited to the order value.
18. Law and Jurisdiction
The relationship between the client and SunnySite Studio is governed by Swiss law.
The place of jurisdiction is Bern, Switzerland.
