General Terms and Conditions

Scope of validity

These General Terms and Conditions of Eawag for participation in events govern the legal relationship between the customer and the organiser (Eawag) and form a constituent part of the confirmation of booking. These General Terms and Conditions apply to every contract concluded for event participation.
Customers declare their agreement to the General Terms and Conditions by checking the box marked “I have read and accepted the general terms and conditions” on the registration form or when booking online.

Events

1. Conclusion of the contract, additional participants and payment

1.1 Registration in writing or online is binding upon customers. The contract between customer and organiser is concluded when registration is accepted unconditionally. If customers make a reservation for additional participants, they assume both their own contractual obligations and those of the additional participants (particularly in respect of payment of the participation fee).
1.2 Receipt of registration will be confirmed by the organiser in writing. Registration becomes legally binding on participants upon confirmation by the organiser.
1.3 Where participant numbers are limited, registrations will be dealt with in the order in which they are received.
1.4 The services to be provided are defined in the service description in the leaflet or on the website. Special requests will only constitute part of the contract if they are confirmed unconditionally in writing by the booking agency.
1.5 The total amount is payable by credit card at the time of booking online; for all other forms of booking it is payable within 30 days of receipt of the invoice.

2. Cancellation by participants

2.1 Cancellation by participants shall be made in writing (or electronically by e-mail). The following conditions apply:

• Notice of cancellation will be deemed to be issued on the date of receipt by the organiser. Receipt of written notification by the organiser determines the calculation of the deadlines, starting from the next working day if notification is received on a weekend or a public holiday. In case of doubt, participants will be required to provide proof that notice of cancellation was given.
• The organiser will be happy to accept a replacement participant who satisfies the conditions for event participation. However, the original participant remains liable to the organiser until the replacement participant has fulfilled the obligations arising from the contractual relationship in their entirety.

The following conditions apply:

*In the case of reduced fees (e.g. for students), free cancellation is only possible before the registration deadline, after which the full amount must be paid.

Event fees will also not be refunded in the following situations:

• Non-attendance (“no show”)
• Partial use of the services offered at the event
• Event cancellation by participants
• Failure to attend due to accident/illness without presenting a doctor’s certificate

If a doctor’s certificate is submitted, the price paid will be refunded in full. The price paid will be refunded in full on the death of a close relative provided an official certificate is presented.

3. Prices

All prices include VAT at the statutory rate.

4. Holding and cancellation of the event

4.1 The organiser reserves the right to make changes to the event programme.
4.2 The organiser reserves the right to move the event to a different location, to postpone it to a later time/date or to cancel it altogether if the minimum participant number is not reached in good time. Notice of the cancellation or postponement of an event will be given in writing, no later than three days prior to the event date.
Participants have no right of recourse. Any payments made in advance will be refunded. Participants have no right to interest on the refunded amount.
4.3 If an event has to be cancelled at the last minute because the lecturer/speaker, through no fault of their own, is unable to attend, the organiser’s representative present at the event will announce that the event cannot take place.
4.4 If compelling reasons, such as force majeure, natural disasters, civil unrest, strikes, governmental measures, epidemics, etc. make it difficult or impossible to safely hold the event, the organiser will inform participants of its cancellation as quickly as possible.
4.5 Substitute event:
In both cases (4.3 & 4.4), the organiser will endeavour to offer participants an equivalent substitute event. If participants are unable to attend the substitute event, amounts already paid will be refunded. Further claims are excluded.

5. Liability and insurance

Eawag will not assume any liability for any property damage or personal injury whatsoever, either before, during or after the event. Customers themselves are responsible for ensuring they have sufficient property, health and accident insurance cover. Eawag cannot be held liable for the theft or loss of any property.

6. Intellectual property rights

The event materials are protected by copyright. Documents may not be reproduced, distributed or otherwise used without Eawag’s express written consent.

7. Data protection

7.1 Eawag protects personal data. It treats the data provided by participants as confidential and uses it in compliance with data protection legislation.
7.2 The personal data provided by participants (all information relating to an identified or identifiable natural person) is saved by Eawag in its course management system and processed in order to provide the agreed service and for billing, and is disclosed, to the extent necessary, to third parties engaged for this purpose.
7.3 Participants accept that the contact data provided on registration will appear on a list that is accessible to all participants.
7.4 Unless participants specify otherwise, Eawag will send participants information about future events and/or contact them by e-mail, letter or phone.
7.5 Participants may revoke their consent to the processing of their personal data or ask for changes or deletions to be made at any time.

8. Photographs and video recordings; publication

8.1 Eawag reserves the right to take photographs and make video recordings before and during the event and to use these free-of-charge in Eawag brochures, publications and other media (e.g. website).
8.2 Publications of any kind by participants in which reference is made to the event must be submitted to Eawag for prior information and approval.

9. Severability clause

Should any provision of these General Terms and Conditions be held invalid, illegal or unenforceable, this shall not in any way affect the validity, legality and enforceability of the remaining provisions. If any provision is invalid, illegal or unenforceable, it shall be replaced by a new valid, legal and enforceable provision, which comes as close as possible in its economic effect to that of the invalid, illegal or unenforceable provision.

10. Applicable law and place of jurisdiction

These terms and conditions are subject exclusively to Swiss law. The place of jurisdiction is the headquarters of Eawag.

Swiss Federal Institute of Aquatic Science and Technology (Eawag)
Überlandstrasse 133
CH-8600 Dübendorf / Switzerland

Tel +41 (0)58 765 55 11
Fax +41 (0)58 765 50 28
E-mail  info@cluttereawag.ch

As at: Dübendorf, March 2018

1. Scope

1.1 These general terms and conditions (GTC) govern the conclusion, content and performance of con- tracts for the procurement of goods (including any assembly).
1.2 Anyone (seller) who submits an offer to the buyer is thus deemed to have accepted these GTC. The parties may agree deviations in writing in the contract, provided they are objectively justified.

2. Offer

2.1 The offer is to be prepared on the basis of the buyer's quote request.
2.2 The seller shall indicate value added tax and transport costs separately in the offer.
2.3 The offer, including any demonstrations, is free of charge unless stated otherwise in the quote re- quest.
2.4  The offer remains binding for the period indicated in the quote request. If there is no such indication, a period of six months after receipt of the offer shall apply.

3. Involvement of third parties

If the seller engages third parties (e.g. suppliers, subcontractors) for contract performance, the seller shall impose on them the obligations set out in sections 4 (workplace health and safety provisions, employment conditions, equal pay for men and women, and environmental law), 13 (confidentiality) and 14 (data protection and data security). The seller shall remain liable for service provision in accordance with the contract by the third parties called upon.

4. Workplace health and safety provisions, employment conditions, equal pay for men and women, and environmental law

4.1 For goods/services provided in Switzerland within the framework of contract performance, the seller shall comply with the workplace health and safety provisions and employment conditions applicable at the place of performance, the notification and authorisation duties in accordance with the Federal Act of 17 June 2005 on Measures to Combat Illegal Employment (IEA)1 and the provisions on the equal treatment of men and women in terms of equal pay. The employment conditions shall be deemed to encompass collective and standard employment contracts or, where no such contracts exist, the actual employment conditions customary for the location and occupation.
4.2 For goods/services provided abroad within the framework of contract performance, the seller shall comply with the provisions applicable at the place of performance, but as a minimum with the Core Conventions of the International Labour Organization (ILO) in accordance with Annex 6 to the PPA2.
4.3 If the seller seconds workers from a foreign country to Switzerland to provide the goods/services, compliance with the provisions of the Posted Workers Act3 of 8 October 1999 must be ensured.
4.4 For goods/services provided in Switzerland within the framework of contract performance, the seller shall comply with the provisions of Swiss environmental law applicable at the place of performance, namely the Environmental Protection Act (EPA)4, the Waters Protection Act (WPA)5, the Nature and Cultural Heritage Act (NCHA)6, the Forest Act (ForA)7 and the Chemicals Act (ChemA)8, as well as the ordinances based thereon.
4.5 For goods/services provided abroad within the framework of contract performance, the seller shall comply with the environmental protection provisions applicable at the place of performance, but at least with the agreements on the environment in accordance with Annex 2 to the PPO9 that are relevant for the seller's performance.
4.6 The seller is obliged to contractually impose the requirements according to sections 4.1 to 4.5 above on its subcontractors.
4.7 If the seller itself or a third party engaged by it violates obligations arising from this section 4, it shall be liable to pay a contract penalty unless it proves that it is not at fault. The penalty shall amount to 10% of the agreed maximum total remuneration including optional goods/services, or 10% of the remuneration agreed for the subsequent 12 months in the case of permanent contracts, or 10% of the remuneration for the preceding 12 months in the case of a shorter remaining contract term, but at least CHF 3,000 per violation and no more than a total of CHF 100,000 per contract; in the case of a framework contract, this upper limit shall apply once for the entire contractual relationship. Payment of the contract penalty shall not release the seller from compliance with contractual obligations and shall be offset against any claims for damages.

5. Place of performance and transfer of risk

5.1 The buyer determines the place of performance.
5.2 Benefits and risks are transferred to the buyer at the place of performance.

6. Materials supply, templates and equipment

6.1 Materials supply: if the buyer supplies the seller with materials needed for contract performance, these shall remain the property of the buyer. They have to be designated as such and excluded. The seller shall check the materials upon receipt. Any damage detected is to be notified to the buyer immediately in writing.
6.2 Templates and equipment: if the buyer provides the seller with templates or equipment for offer preparation or contract performance, they may be used solely for that purpose. They shall remain the property of the buyer, have to be designated as such by the seller, have to be stored with care and have to be returned upon request.

7. Import regulations

The seller ensures compliance with any export restrictions and import regulations from the place of origin to the place of delivery in accordance with the contract. The seller informs the buyer in writing about any export restrictions in the country of origin.

8. Handover and assembly

8.1 The goods are handed over upon signature of the delivery note at the place of performance designated in accordance with section 5.
8.2 If the contract also covers assembly of the goods, the buyer shall give the seller the necessary access to its premises.
8.3 The seller shall comply with the internal regulations of the buyer, in particular the safety provisions and house rules.
8.4 The buyer shall inspect the goods without delay, but no later than 30 days after delivery.

9. Remuneration

9.1 The seller shall supply the goods/services at fixed prices.
9.2 The remuneration covers all work which is necessary for proper performance of the contract. In particular, it includes all contractually agreed ancillary deliverables, material, packaging, transport and insurance costs, the transfer or use of rights, documentation, secretarial and infrastructure costs (overheads), social benefits, expenses, fees and public levies. Any value added tax or import tax due shall be payable together with the remuneration, but must always be indicated separately in the offer, contract and invoice.
9.3 The seller will issue invoices in accordance with the payment plan. If no such plan was agreed, invoicing shall be after all goods/services have been provided. Unless otherwise agreed, payment will be within 30 days of receipt of the properly issued invoice.
9.4 For central Federal Administration procurements10, the seller is obliged to submit an electronic in- voice11 to the buyer if the contract value exceeds CHF 5,000 (excl. VAT). The buyer determines the delivery options.

10. Default

10.1 If the seller fails to meet firmly agreed deadlines (expiry date transactions), it shall immediately be deemed to be in default, and in all other cases upon receiving a reminder.
10.2 If the seller is in default, it shall be liable to pay a contract penalty unless it proves that it is not at fault. The penalty shall amount to 0.1% per commenced calendar day of delay, but no more than a total of 10% of the maximum total remuneration including optional goods/ser- vices per contract and case of default, or 10% of the remuneration agreed for the subsequent 12 months in the case of permanent contracts, or 10% of the remuneration for the preceding 12 months in the case of a shorter remaining contract term at the beginning of the default. It shall be owed even if the goods/services are accepted subject to a corresponding reservation. Payment of the contract penalty shall not imply release from compliance with contractual obligations and shall be offset against any claims for damages.

11.    Liability

11.1 The parties are liable for all damages they cause to the other party unless they prove that they are not at fault. Liability for loss of profits is excluded.
11.2 The parties shall be liable for the conduct of their auxiliaries and third parties called upon (e.g. sup- pliers, subcontractors, substitutes) in the same way as for their own conduct.

12. Warranty

12.1 As a specialist and being aware of the intended use of the goods to be supplied, the seller guarantees that the goods have the promised features, that they comply with the statutory regulations and that they are free of any material or legal defects which decrease their value or suitability for the intended use.
12.2 In the event of a defect, the buyer can choose between:

• deducting the value reduction from the remuneration,
• withdrawing from the contract,
• requesting flawless goods or
• requesting rectification.

12.3 The warranty period expires 24 months after delivery and any assembly of the goods. The buyer shall immediately notify the seller in writing about defects.
12.4 If defects have to be remedied or parts replaced during the warranty period, the warranty will start to run from the time of remediation or replacement for the components concerned.

13. Confidentiality

13.1 The parties shall treat as confidential all facts and information that are neither obvious nor generally accessible and for which, by their nature, there is an interest in maintaining confidentiality in good faith. In case of doubt, facts and information are to be treated confidentially. The confidentiality obligation shall exist before the contract is concluded and shall persist after termination of the contractual relationship.
13.2 The confidentiality obligation will not apply for the buyer if it is obliged to publish the following facts and information: name and address of the seller, item(s) procured and mandate value, award procedure carried out, date of contract conclusion and commencement, and timeframe of contract execution. This shall be without prejudice to the mandatory duties of disclosure under Swiss law (e.g. as per the FoIA12, PPA13, PPO14).
13.3 Without the written consent of the buyer, the seller may not advertise the fact that cooperation exists or existed with the buyer, and the seller may not list the buyer as a reference either.
13.4 If one of the parties violates the confidentiality obligations above, it shall be liable to pay a contract penalty to the other party unless it proves that it is not at fault. Per violation, the penalty shall amount to 10% of the maximum total agreed remuneration including optional goods/services, or 10% of the remuneration agreed for the subsequent 12 months in the case of permanent contracts, or 10% of the remuneration for the preceding 12 months in the case of a shorter remaining contract term, but no more than CHF 50,000 in total per case. Payment of the contract penalty shall not imply release from compliance with contractual obligations and shall be offset against any claims for damages.
13.5 Irrespective of these confidentiality agreements, the seller and persons acting on its behalf may be deemed auxiliaries of an authority and thus be subject to official secrecy. A breach of official secrecy is punishable under Article 320 of the SCC15.

14. Data protection and data security

14.1 The parties undertake to comply with the provisions of Swiss data protection legislation and to effectively protect data arising in the framework of contract performance against unauthorised access by third parties.
14.2 If the seller is provided with data of the buyer within the scope of contract performance, the seller shall be obliged to return such data after termination of the contract and to irrevocably delete or destroy it on both primary and secondary media (test or backup media, etc.). The deletion or destruction of the data shall be carried out in accordance with the currently recognised state of the art and shall be confirmed to the buyer in writing upon request. The return, deletion or destruction of the data must take place within 30 days after contract termination. If the data on backup media cannot be deleted, the backups must be protected in accordance with the recognised state of the art and must be deleted or destroyed within one year at the latest. If the seller is subject to a legal obligation to retain data, the return, deletion or destruction of the data subject to this retention obligation must take place within 30 days after the end of the retention period.
14.3 Any right of the buyer to audit the seller's security measures with regard to data protection and data security shall be the subject of a separate contractual agreement between the parties.

15. Assignment and pledging

The seller may not assign or pledge claims vis-à-vis the buyer unless the buyer has consented in writing.

16. Contract amendments, inconsistencies and partial invalidity

16.1 Amendments and addenda to the contract as well as cancellation of the contract must be in writing.
16.2 In the event of inconsistencies between the provisions, the following order of precedence shall apply: contract document, GTC, quote request, offer.
16.3 If individual provisions of the contract prove to be invalid or unlawful, this shall not affect the validity of the contract. In such cases, the provision in question shall be replaced by an effective provision that is as equivalent as possible in economic terms. The same shall apply in the event of a gap in the contract.

17. Applicable law and place of jurisdiction

17.1 The contractual relationship shall be governed exclusively by substantive Swiss law.
17.2 Application of the provisions of the United Nations Convention on Contracts for the International Sale of Goods of 11 April 1980 (Vienna Convention)16 is expressly excluded.
17.3 If the buyer is a unit of the central Federal Administration or a unit of the decentralised Federal Administration without legal personality, the exclusive place of jurisdiction shall be Bern; in all other cases, it shall be at the buyer's registered office.

Federal Procurement Conference (FPC)
Edition: September 2016
Status as at January 2024

1 Scope

1.1 These general terms and conditions (GTC) govern the conclusion, content and performance of con- tracts concerning services, especially in the areas of consultancy, planning, support and training (not construction services).
1.2 Anyone (contractor) who submits an offer to the client is thus deemed to have accepted these GTC. The parties may agree deviations in writing in the contract, provided they are objectively justified.

2 Offer

2.1 The offer is to be prepared on the basis of the client's quote request.
2.2 The contractor shall indicate value added tax separately in the offer.
2.3 The offer, including any presentations, is free of charge unless stated otherwise in the quote request.
2.4 The offer remains binding for the period indicated in the quote request. If there is no such indication, a period of six months after receipt of the offer shall apply.

3 Performance

3.1 As a specialist, the contractor undertakes to perform the contract diligently, faithfully and competently. It guarantees that all goods/services provided are in compliance with the contractual conditions and specifications, as well as the statutory requirements.
3.2 The contractor shall provide the client with regular information on the progress of work and shall immediately inform it in writing of any circumstances that may interfere with or jeopardise performance in accordance with the contract.
3.3 The client shall at all times be entitled to exercise its right of inspection and its right to information concerning all parts of the contract.
3.4 The contractor shall not be empowered to represent the client in the absence of a written power of attorney; it may not commit the client vis-à-vis third parties.

4 Deployment of employees

4.1 The contractor shall deploy only carefully selected and well trained employees who have the required authorisations. At the client's request, the contractor shall, within a reasonable timeframe, replace employees who do not have the requisite expertise or who otherwise interfere with or jeopardise performance of the contract.
4.2 The contractor shall exchange the deployed employees only with the client's written consent.

5 Involvement of third parties

5.1 The contractor may engage third parties (e.g. suppliers, subcontractors, substitutes) for the rendering of its services only with the prior written consent of the client. The contractor shall remain liable for service provision in accordance with the contract by the third parties called upon.
5.2 The contractor shall impose the obligations set out in sections 4 (deployment of employees), 6 (work- place health and safety provisions, employment conditions, equal pay for men and women, and environmental law), 12 (confidentiality) and 13 (data protection and data security) on the third parties called upon.

6 Workplace health and safety provisions, employment conditions, equal pay for men and women, and environmental law

6.1 For goods/services provided in Switzerland within the framework of contract performance, the con- tractor shall comply with the workplace health and safety provisions and employment conditions applicable at the place of performance, the notification and authorisation duties in accordance with the Federal Act of 17 June 2005 on Measures to Combat Illegal Employment (IEA)1 and the provisions on the equal treatment of men and women in terms of equal pay. The employment conditions shall be deemed to encompass collective and standard employment contracts or, where no such contracts exist, the actual employment conditions customary for the location and occupation.
6.2 For goods/services provided abroad within the framework of contract performance, the contractor shall comply with the provisions applicable at the place of performance, but as a minimum with the Core Conventions of the International Labour Organization (ILO) in accordance with Annex 6 to the PPA2.
6.3 If the contractor seconds workers from a foreign country to Switzerland to provide the goods/services, compliance with the provisions of the Posted Workers Act3 of 8 October 1999 must be ensured.
6.4 For goods/services provided in Switzerland within the framework of contract performance, the con- tractor shall comply with the provisions of Swiss environmental law applicable at the place of performance, namely the Environmental Protection Act (EPA)4, the Waters Protection Act (WPA)5, the Nature and Cultural Heritage Act (NCHA)6, the Forest Act (ForA)7 and the Chemicals Act (ChemA)8, as well as the ordinances based thereon.
6.5 For goods/services provided abroad within the framework of contract performance, the contractor shall comply with the environmental protection provisions applicable at the place of performance, but at least with the agreements on the environment in accordance with Annex 2 to the PPO9 that are relevant for the contractor's performance.
6.6 The contractor is obliged to contractually impose the requirements according to sections 6.1 to 6.5 above on its subcontractors.
6.7 If the contractor itself or a third party engaged by it violates obligations arising from this section 6, it shall be liable to pay a contract penalty unless it proves that it is not at fault. The penalty shall amount to 10% of the agreed maximum total remuneration including optional goods/services, or 10% of the remuneration agreed for the subsequent 12 months in the case of permanent contracts, or 10% of the remuneration for the preceding 12 months in the case of a shorter remaining contract term, but at least CHF 3,000 per violation and no more than a total of CHF 100,000 per contract; in the case of a framework contract, this upper limit shall apply once for the entire contractual relationship. Payment of the contract penalty shall not release the contractor from compliance with contractual obligations and shall be offset against any claims for damages

7 Remuneration

7.1 The contractor will render the services:
   a. on a time and material basis with an upper limit on remuneration (cost ceiling); or
   b. at fixed prices.
7.2 The contractually agreed remuneration covers all work which is necessary for proper performance of the contract. In particular, it includes all contractually agreed ancillary deliverables, material, pack- aging, transport and insurance costs, the transfer or use of rights, documentation, secretarial and infrastructure costs (overheads), social benefits, expenses, fees and public levies. Any value added tax or import tax due shall be payable together with the remuneration, but must always be indicated separately in the offer, contract and invoice.
7.3 The contractor will issue invoices in accordance with the payment plan. If no such plan was agreed, invoicing shall be after all goods/services have been provided. Unless otherwise agreed, payment will be within 30 days of receipt of the properly issued invoice.
7.4 For central Federal Administration procurements10, the contractor is obliged to submit an electronic invoice11 to the client if the contract value exceeds CHF 5,000 (excl. VAT). The client determines the delivery options

8 Default

8.1 If the contractor fails to meet firmly agreed deadlines (expiry date transactions), it shall immediately be deemed to be in default, and in all other cases upon receiving a reminder.
8.2 If the contractor is in default, it shall be liable to pay a contract penalty unless it proves that it is not at fault. The penalty shall amount to 0.1% per commenced calendar day of delay, but no more than a total of 10% of the maximum total remuneration including optional goods/ser- vices per contract and case of default, or 10% of the remuneration agreed for the subsequent 12 months in the case of permanent contracts, or 10% of the remuneration for the preceding 12 months in the case of a shorter remaining contract term at the beginning of the default. It shall be owed even if the goods/services are accepted subject to a corresponding reservation. Payment of the contract penalty shall not imply release from compliance with contractual obligations and shall be offset against any claims for damages.

9 Liability

9.1 The parties are liable for all damages they cause to the other party unless they prove that they are not at fault. Liability for loss of profits is excluded.
9.2 The parties shall be liable for the conduct of their auxiliaries and third parties called upon (e.g. sup- pliers, subcontractors, substitutes) in the same way as for their own conduct.

10 Social security

If the contractor deploys employees, it shall take care of the necessary registrations for itself and its staff members with respect to social security. Self-employed persons must additionally prove when submitting their offer that they are members of a compensation fund.

11 Property rights

11.1 The contractor shall transfer to the client all property rights (intangible property rights and related rights and entitlements) pertaining to work results generated within the framework of contract performance. It shall refrain from exercising nontransferable personal rights.
11.2 All property rights to work results that form part of the contract and were not generated within the framework of contract performance (pre-existing work results) shall remain with the contractor. It shall grant the client a nonterminable usage right without any restrictions in terms of time, space or substance. This shall cover all current and future types of use possible, the right to sublicence and assign, as well as the right to process the work results.
11.3 The contractor guarantees that it and the third parties it calls upon are in possession of all the rights to provide the goods/services in accordance with the contract. It undertakes to defend against third- party claims concerning the breach of property rights without delay and to pay all costs (including compensation for damages) arising as a result for the client.

12 Confidentiality

12.1 The parties shall treat as confidential all facts and information that are neither obvious nor generally accessible and for which, by their nature, there is an interest in maintaining confidentiality in good faith. In case of doubt, facts and information are to be treated confidentially. The confidentiality obligation shall exist before the contract is concluded and shall persist after termination of the contractual relationship.
12.2 The confidentiality obligation will not apply for the client if it is obliged to publish the following facts and information: name and address of the contractor, item(s) procured and mandate value, award procedure carried out, date of contract conclusion and commencement, and timeframe of contract execution. This shall be without prejudice to the mandatory duties of disclosure under Swiss law (e.g. as per the FoIA12, PPA13, PPO14).
12.3 Without the written consent of the client, the contractor may not advertise the fact that cooperation exists or existed with the client, and the contractor may not list the client as a reference either.
12.4 If one of the parties violates the confidentiality obligations above, it shall be liable to pay a contract penalty to the other party unless it proves that it is not at fault. Per violation, the penalty shall amount to 10% of the maximum total agreed remuneration including optional goods/services, or 10% of the remuneration agreed for the subsequent 12 months in the case of permanent contracts, or 10% of the remuneration for the preceding 12 months in the case of a shorter remaining contract term, but no more than CHF 50,000 in total per case. Payment of the contract penalty shall not imply release from compliance with contractual obligations and shall be offset against any claims for damages.
12.5 Irrespective of these confidentiality agreements, the contractor and persons acting on its behalf may be deemed auxiliaries of an authority and thus be subject to official secrecy. A breach of official secrecy is punishable under Article 320 of the SCC15.

13 Data protection and data security

13.1 The parties undertake to comply with the provisions of Swiss data protection legislation and to effectively protect data arising in the framework of contract performance against unauthorised access by third parties.
13.2 If the contractor is provided with data of the client within the scope of contract performance, the contractor shall be obliged to return such data after termination of the contract and to irrevocably delete or destroy it on both primary and secondary media (test or backup media, etc.). The deletion or destruction of the data shall be carried out in accordance with the currently recognised state of the art and shall be confirmed to the client in writing upon request. The return, deletion or destruction of the data must take place within 30 days after contract termination. If the data on backup media cannot be deleted, the backups must be protected in accordance with the recognised state of the art and must be deleted or destroyed within one year at the latest. If the contractor is subject to a legal obligation to retain data, the return, deletion or destruction of the data subject to this retention obligation must take place within 30 days after the end of the retention period.
13.3 Any right of the client to audit the contractor's security measures with regard to data protection and data security shall be the subject of a separate contractual agreement between the parties.

14 Revocation and termination

The contract may be revoked or terminated in writing at any time by either party. Goods/services provided up to the time of termination of the contract must be paid for. Claims for compensatory damages due to contract termination at an inopportune time remain reserved. Compensation for loss of profits is excluded.

15 Assignment and pledging

The contractor may not assign or pledge claims vis-à-vis the client unless the client has consented in writing.

16 Contract amendments, inconsistencies and partial invalidity

16.1 Amendments and addenda to the contract as well as cancellation of the contract must be in writing.
16.2 In the event of inconsistencies between the provisions, the following order of precedence shall apply: contract document, GTC, quote request, offer.
16.3 If individual provisions of the contract prove to be invalid or unlawful, this shall not affect the validity of the contract. In such cases, the provision in question shall be replaced by an effective provision that is as equivalent as possible in economic terms. The same shall apply in the event of a gap in the contract.

17    Applicable law and place of jurisdiction

17.1 The contractual relationship shall be governed exclusively by substantive Swiss law.
17.2 If the client is a unit of the central Federal Administration or a unit of the decentralised Federal Ad- ministration without legal personality, the exclusive place of jurisdiction shall be Bern; in all other cases, it shall be at the client's registered office.

Federal Procurement Conference (FPC)
Edition: September 2016
Status as at January 2024