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General Terms and Conditions (GTC) and Client Information of
Sommer & Partner Consulting GmbH

Version 2017-02-01

A. General Provisions

1. Scope

1.1 These General Terms and Conditions (hereinafter referred to as „GTC“) of Sommer & Partner Consulting, Rathausstrasse 14, CH-6340 Baar (hereinafter referred to as „supplier“ shall apply for all contracts a consumer or a trader (hereinafter referred to as „client“) concludes with the supplier regarding the services described under the link: https://en.sommer-consulting.ch. Additional contractual terms of the supplier may apply for the implementation of consulting services and video online mediations presented to the client possibly in conjunction with a corresponding supplier’s offer.

1.2 A consumer pursuant to these GTC means an individual acting for purposes that are wholly or mainly outside that individual’s trade, business, craft or profession.

1.3 A trader pursuant to these GTC means a natural person or a legal person or a partnership having legal capacity acting for purposes relating to that person’s or partnership’s trade, business, craft or profession when concluding a contract.

2. Supplier’s Services

2.1 The supplier offers different services aiming at improving the in-house communication and cooperation and managing respective conflicts. The supplier also offers the assumption of product management and change management tasks. The service portfolio also includes services regarding mediation as well as special training for employers and employees. The exact service content is set out in the respective service description displayed on the website or can be found in the supplier’s offer.

2.2 The supplier provides his services by qualified personnel selected by him. The supplier can use the services of third parties (subcontractor) carrying out duties on his behalf. The client is not entitled to select a specific person carrying out the desired service, unless otherwise stipulated in the service description or in the supplier’s offer.

2.3 The supplier provides his services mainly in electronic form by videoconference using respective technical means. For this purpose, the supplier provides the client with a link to the internet software supplier https://www.zoom.us. If the client wants to participate, he has to call up the link on his audio-visual communication device (pc, desktop, tablet, or smartphone each equipped with microphone and camera) shortly before the start of the conference. If a tablet or smartphone is used, an application software should be downloaded and installed for the purpose of better display options. To allow an error-free participation in the video online conference, the client’s communication device should meet certain minimal requirements disclosed on the website or in the supplier’s offer. The client shall be responsible for the compliance with the system requirements. The supplier shall not be liable for any problems arising from inadequate system requirements on the client side.

2.4 The supplier renders his services with utmost care and in all conscience. However, the supplier does not owe a given achievement. In particular, the supplier does not guarantee that his services will indeed lead to a conflict resolution between the conflict parties. This depends on the parties’ willingness to reach a consensus which is beyond the supplier’s control.

3. Conclusion of Contract

3.1 Conclusion of Contract Regarding Standard Services

Supplier services the content of which is specified in the service description on the supplier’s website not which do not require further elaboration by the parties (standard services) can be directly ordered via the supplier’s website. In this respect the following shall apply for the conclusion of contract:

3.1.1 The services described on the supplier’s website do not constitute binding offers by the supplier, but serve only for the purpose of the submission of a binding offer (order) by the client.

3.1.2 The client can submit his order via the online forms 'Enter Order Details' and 'Check and Order' provided on the supplier’s website. By entering his personal data and by clicking the button 'Place Your Order and Agree to Pay' finalizing the order process, the client submits a legally binding offer regarding the services contained therein.

3.1.3 The supplier can accept the client’s order within five days by transmitting an order confirmation, insofar the client’s receipt of the order confirmation is decisive, or by requesting the client to pay after he has placed his order.

3.1.4 Provided that several of the aforementioned alternatives apply, the contract shall be concluded at the time when one of the aforementioned alternatives firstly occurs. Should the supplier not accept the client’s offer within the aforementioned period of time, this shall be deemed as rejecting the order with the effect that the client is no longer bound by his statement of intent.

3.1.5 The period for acceptance of the order shall start on the day after the client has sent the offer and ends on expiry of the fifth day following the sending of the order.

3.1.6 In case of submitting the order via the supplier’s online form, the contract will be stored by the supplier and will be sent to the client including these GTC via e-mail, after the client has submitted his order. The contract text may not be called up by the client on the supplier’s website following submission of his order.

3.1.7 The client can correct all the data entered via the usual keyboard and mouse function prior to submitting his binding order via the supplier’s online form.

3.1.8 You can cancel your order until 48 hours prior the start of the training without charges. This is, however, not possible if the customer can still make use of his right to cancel within the 14 days period.

3.1.9 The German language is exclusively available for the conclusion of the contract.

3.1.10 Ordering and contacting take place via e-mail and automated order processing. It is the client`s responsibility to ensure that the e-mail address he provides for the order processing is accurate so that e-mails sent by the supplier can be received at this address.

3.2 Concluding of Contract Regarding Individual Services

Supplier’s services the content of which has to be agreed upon by the parties (individual services) cannot be ordered via the supplier’s website. In this respect the following shall apply for the conclusion of contract:

The services described on the supplier’s website do not constitute binding offers by the supplier. The client may send a non-binding request to the supplier by phone, e-mail or via the online form displayed on the supplier’s website regarding the submission of an offer. Following that request, the supplier will send a binding offer to the client by e-mail containing the performance of the service selected by the client. The client can accept this offer by a declaration of acceptance transmitted to the supplier by e-mail or by paying the remuneration offered by the supplier within 7 (seven) day following the receipt of the offer. For the calculation of the time limit the day of the receipt of the order is not counted. The day of the supplier’s receipt of payment shall be decisive for the acceptance of the order by paying. If the last day of the deadline for accepting the offer falls on a Saturday or a Sunday or a public holiday at the client’s place of business, such day will be replaced by the following working day. If the client does not accept the supplier’s offer within the aforementioned time limit, the supplier will not be bound by his offer.

4. Right to Cancel the Contract

If the client acts as a consumer, he is entitled to the right of cancellation. Detailed information about the right of cancellation are provided in the supplier’s instruction on cancellation.

5. Remuneration

The supplier’s services are subject to a charge. The level of remuneration and the methods of payment will be determined by the respective service description or the respective supplier’s offer.

6. Confidentiality

The supplier will treat information as confidential he has gained about the client when performing his services and will not pass on such information to third parties. This is in particular true for information on privacy and operational internal affairs.

7. Supplier’s Liability

The supplier shall be liable for any contractual and quasi-contractual claims and for claims of liability in tort regarding damages and effort compensation as follows:

7.1 The supplier shall face unlimited liability

  • in case of intent or gross negligence, 
  • in case of injuries of life, body or health resulting from intent or negligence, 
  • in case of a promise of guarantee, unless otherwise provided, 
  • in case of liability resulting from mandatory statutory provisions such as the product liability and safety law.

7.2 Provided that the supplier negligently infringes an essential contractual duty, the liability to pay damages shall be limited to the foreseeable, typically occurring damage, unless unlimited liability applies pursuant to the aforementioned section. Essential contractual obligations are obligations the contract imposes on the supplier according to its content to meet the purpose of the contract and whose fulfillment is essential for the due and proper implementation of the contract and on the fulfillment of which the client can regularly rely.

7.3 For the rest the supplier’s liability is excluded.

7.4 The aforementioned provisions on liability apply also for the supplier’s liability regarding his legal representatives and subcontractors.

7.5 Liability shall be excluded for data losses due to technical breakdowns and interrupted data transfers or for other problems and damages in this context for which the supplier is not responsible. The supplier shall not be liable for damages resulting from disruption of his business or the business of his online video service due to force majeure, unrest, war and natural catastrophes or other circumstances for which the supplier is not responsible (for example strike, lock-out, traffic disturbances or public authority decrees from home and abroad) or due to non-culpably generated technical problems. This applies also in case the disturbances occur with a third party commissioned by the supplier.

8. Alternative Dispute Resolution

We are neither obligated nor willing to participate at a dispute resolution before a consumer protection arbitration body. If appropriate, we offer own conflict resolution procedures.

9. Final Provisions

9.1 Swiss law shall apply to all legal relationships of the parties. For consumers, this choice of law shall apply only to the extent that protection granted by statutory provisions of the law of the state where the consumer is domiciled is not deprived.

9.2 If the client acts as merchant, legal entity under public law or a special fund under public law having its seat in the territory of Switzerland, the exclusive place of jurisdiction for disputes resulting from this contract is the supplier’s place of business. If the client has his place of business outside the territory of Switzerland, the supplier’s place of business is the exclusive place of jurisdiction for all disputes resulting from this contract provided that the contract or claims arising from the contract can be attributed to the client’s professional or commercial activities. In any event, the supplier is entitled to call up the court at the client’s seat in the aforementioned cases.

9.3 Contract language is German.

B. Particular Provisions Governing Participation in Video Online Training

1. Eligibility, Contract Transfer

1.1 Only persons called by name in the order confirmation are eligible. Contract transfer to a third person is subject to approval by the supplier.

1.2 If a third person enters into the contract between the client and the supplier, he and the client will be liable jointly and severally for the participation costs and additional costs possibly arising from the entry of the third person.

2. Minimum Number of Participants

2.1 The supplier may determine a minimum number of participants for the training offered. If a training is subject to a minimum number of participants, the supplier will explicitly point out to this restriction in his training description on his website or in his offer.

2.2 If the minimum number of participants is not met, the supplier may withdraw from the contract by means of a statement to the client no later than 7 days before the beginning of the training.

2.3 The supplier will provide the client with a statement pursuant to section 2.2 immediately after he acquired knowledge that the minimum number was not met, but the latest 7 days before the beginning of the training.

2.4 If the supplier makes use of this right to withdraw from the contract pursuant to section 2.2, the client may demand to participate at another course which is at least equivalent provided that the sup-pler is able to offer such an activity from his offerings at no extra costs for the client.

2.5 The client shall assert his right pursuant to section 2.4 vis-à-vis the supplier immediately after receipt of the supplier’s statement.

2.6 If the client does not make use of this right pursuant to section 2.4, the supplier shall refund any participation fee already paid.

3. Change or Cancellation of Training

3.1 The supplier reserves the right to change the timetable, the trainer and/or the content of the courses, if this is reasonable to the client taking into account the supplier’s interests. Only insignificant deviations from the performance description which became necessary after conclusion of the treaty and were not brought about in bad faith shall be regarded as reasonable to the client. The supplier will inform the client of any change of the timetable, the trainer and/or the content of the training in a timely manner.

3.2 In the case of a substantial change in performance, the client may withdraw from the contract or instead demand to participate in another course which is at least equivalent provided that the supplier is capable to offer such a course from his offerings with no extra costs for the client.

3.3 Claims pursuant to section 3.2 have to be asserted by the client vis-à-vis the supplier immediately after the supplier has informed him of the change in performance.

3.4 The supplier is entitled to cancel the training, with full reimbursement of participation fees already paid, for good cause such as force majeure or illness of the instructor. The supplier will make efforts to find an alternative date in case a course is cancelled.

4. Training Material

4.1 Accompanying training material (for example training documents) will be provided to the client exclusively in electronic form by e-mail or for download. The client has no right to be provided with the training material in physical form, unless otherwise agreed.

4.2 The supplier is owner of all usage rights necessary to perform the training. This shall also apply with regard to training documents possibly provided to the client in connection with a course offered.

4.3 The client must only use the contents of the courses including possibly provided training documents to the extent necessary for the purpose set out in the contract by both parties. In particular, without separate approval by the supplier, the client is not entitled to record courses or parts thereof or to copy training documents or to distribute them or to make them publicly available.