General Terms and Conditions (GTC)

1. CONTRACTUAL TERMS

The following terms and conditions govern the relationship between the client and TERrara GmbH (hereinafter TERrara). They are an integral part of every order. In case of contradictions, the provisions in the contract text take precedence over these GTC. The client's general terms and conditions do not become part of the contract.

2. FORM

All agreements (including subsequent changes, ancillary agreements, and assurances) between the contracting parties require written form to be valid. Other forms of transmission that enable proof by text (email, SMS, etc.) are equivalent to the written form.

3. SERVICES

TERrara aims to design, program, and publish data regarding all properties in Switzerland. TERrara creates a world in which the effort required to obtain construction-relevant property information is reduced to the smallest possible extent. Pre-filtered data provides the quickest possible overview of the prevailing situation and the maximum realizable building potential. TERrara commits to expert and diligent order fulfillment. It regularly informs the client about the progress of work and notifies them in writing of all circumstances that could impair the contractual fulfillment.

4. DUTY OF LOYALTY

TERrara commits to carrying out the tasks entrusted to it carefully and responsibly. Information entrusted to or developed for the client is treated confidentially.

5. COPYRIGHT

The copyrights to all works created by TERrara (fact sheets, calculations, etc.) fundamentally belong to TERrara. This principle means, among other things, that the client is not entitled to make changes to the relevant works – particularly to the design – without TERrara's consent. The idea and design remain the intellectual property of TERrara.

6. SCOPE OF USE

The scope of permitted use of works created by TERrara is determined by the order description or the offer. The works, order documents, or parts thereof created by TERrara and handed over to the client may be used exclusively within the framework of the agreed order. Unless otherwise agreed, the content, temporal, and geographical use by the client refers to the one-time use of the created product. For any use outside the purpose of the contract, the client must obtain permission from TERrara and compensate accordingly.

7. WARRANTY

When processing, adapting, or redesigning works (design work, photos, texts, electronic data, etc.) supplied by the client, TERrara assumes that the authorization for such uses exists and, accordingly, no third-party rights are violated.

8. RETENTION OBLIGATION

TERrara keeps the order documents and in particular the digital data for at least one year after completion of the order. Beyond this, it is exempt from further retention without contrary written instructions.

9. RELEASE OF DATA AND ORIGINALS

The electronic data and originals fundamentally belong to TERrara and are made available to the client only for the agreed use.

10. PROHIBITION OF ASSIGNMENT AND TRANSFER

Neither the client nor TERrara can assign the rights from the agreement to a third party and/or transfer the agreement to a third party without the consent of the counterparty. If the agreement or the fee obligation is transferred to a third party with the consent of all parties involved by the client, the client is additionally liable to TERrara for all existing and future claims from the delivery to the third party independently, jointly, and without limitation.

11. OFFERS

11.1 Expiration/Default

With the unused expiration of the payment period specified on the invoice, the client is in default without a reminder and owes TERrara, in addition to the invoice amount, the statutory default interest.

11.2 Prohibition of Offsetting

The client is not entitled to withhold due payments or offset them against counterclaims unless these counterclaims have been acknowledged in writing and expressly by TERrara or established in a legally binding judgment.

11.3 Value Added Tax

If, by mistake, no value added tax has been charged for our services, although the services are subject to value added tax according to Swiss value added tax law or different interpretation of the Federal Tax Administration, TERrara reserves the right to invoice the value added tax subsequently.

12. FEE

The amounts listed on the offer are net amounts in Swiss francs. Invoices are payable within 30 days of the invoice date, unless otherwise noted.

13. ORDER PLACEMENT

The order can be placed verbally, by email, or by letter and automatically presupposes that these General Terms and Conditions have been read and fully accepted.

14. LIMITATION OF LIABILITY

14.1 Consulting

As part of the assignment, decision-making bases are developed, which include the measures to be taken by the client. The responsibility for implementing these measures and their consequences lies exclusively with the client. Liability extending beyond the order value for any claims made as a result of direct or indirect damages from defects is rejected. Liability is limited to gross negligence.

14.2 Assessment

The reports and, in particular, the forecasts contained therein are carefully prepared and drafted by TERrara as part of the assignment, taking into account applicable professional standards and to the best of its knowledge. Although TERrara carefully prepares the data, it cannot guarantee its correctness. The data are estimates that inherently have a certain inaccuracy. For this reason, the client cannot derive any liability or compensation claims from the data provided.

14.3 Exclusions of Liability

TERrara is not liable for pure financial losses, especially not for lost profits. Liability for slight negligence is excluded.

14.4 Limitation of Liability

TERrara's liability is limited in total to the amount of the fee owed under the agreement. This limitation applies to any type of damage, based on whatever legal grounds.

15. NOTICE OF DEFECTS

The services and products provided by TERrara must be checked immediately upon receipt. Any complaints must be made within 5 days.

16. SEVERABILITY CLAUSE

Should individual provisions of this contract be or become wholly or partially invalid or void, the effectiveness of the remainder of the contract shall not be affected. The parties undertake to replace the invalid or void provision with a valid provision that comes closest to the intended economic purpose. The same applies in the case of a gap.

17. LAW AND JURISDICTION

The relations between the client and TERrara are subject to Swiss law.

The place of jurisdiction is the registered office of TERrara.