terms & conditions

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1. Administrative Services

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1.1 The client purchases hours for services at a specified hourly rate and within a defined number of hours (the hourly package). ​

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1.2 The service areas are listed on the website www.smilacon.com under services.

 

2. Work Order Placement and Documentation

 

2.1 The client designates the employees authorized to assign tasks to smila.

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2.2 smila keeps an internal record of all services provided to the client (date, time spent, service description). This ensures that Smila maintains control over meeting the customer's scope of requirements.

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2.3 The client receives the report monthly after the end of the month (EOM) and can request access to the records at any time.

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2.4 smila informs the client before the hours of the hourly package are exhausted.

 

3. Operating Availability

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3.1 smila generally ensures the availability of services throughout the year. However, during professional and customary personal absences (such as public holidays, vacations, etc.), a substitute will be provided for urgent cases as far as possible.

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3.2 smila can be reached via email, Slack, or any other agreed-upon communication tool.

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4. Costs, Usage and Payment Terms

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4.1 All prices are exclusive of VAT and are listed on the www.smilacon.com website under "Prices & Packages".

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4.2 A purchased package is invoiced upon order placement. Payment is due immediately upon receipt of invoice.

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4.3 Hours from a paid package must be used up within the usage period. In any case the date of payment receipt is decisive.

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4.4 Unused transferable hours will remain valid for an additional 30 calendar days after the usage period. After said extension they expire permanently.

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4.5 Travel time is considered working time. Any reimbursable actual expenses will be invoiced separately, provided they are necessary for carrying out a work order placed by the client or an authorized employee.

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4.6 When the number of hours used exceeds the purchased package, another package must be purchased for any further services to be rendered. The customer is free to switch to a different package, purchase the same package again, or opt to receive services at the standard hourly rate of CHF 140/hour.

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5. Refund Policy

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5.1 Purchased hours are non-refundable. Once hours are purchased, they cannot be returned or exchanged for cash or credit. This policy applies to all hours bought as part of smila service packages and subscriptions.

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5.2 In the event of cancellation or non-use of purchased hours, no refunds or compensation will be provided. smila advises clients to review their requirements carefully before making a purchase. For any inquiries or exceptional circumstances, please contact reach out using the contact form on the smila website or by mail under smilaconsulting@gmail.com to discuss possible solutions.

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6. Confidentiality Agreement

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6.1 Definition of confidential information: smila commits to treating all information received or made accessible from the client during the collaboration, which is marked as confidential or can be considered confidential by its nature, with strict confidentiality. This includes, in particular, information in the areas of accounting, human resources (such as personal data of the customers employees), and other administrative data.

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6.2 Handling of Confidential Information: smila commits to using confidential information exclusively for the purpose of fulfilling contractual obligations and will not disclose it to third parties without the client's prior consent, unless necessary for the proper execution of the work (e.g., disclosure to subcontractors or service providers who are also bound by confidentiality). Disclosure to third parties, such as insurance companies, tax authorities, or other governmental entities, is permissible if required by law or regulations.

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6.3 Exceptions to confidentiality - The confidentiality obligations do not apply to information that:

• was already known to the public at the time of disclosure or becomes public knowledge after disclosure without fault of the receiving party;​

• was lawfully received from a third party who is entitled to pass on such information;

• was evidently developed independently by the receiving party without access to the confidential information;

• must be disclosed by law or a governmental order, provided the receiving party promptly informs the client of such an order, as long as this is legally permissible.

6.4 Duration of the Confidentiality Obligation: This confidentiality obligation applies during the term of this contract and for a period of 2 years after its termination. For trade secrets or long-term development projects, a confidentiality obligation of 5 years applies, or until it expires legally, becomes statute-barred, or the information becomes public knowledge.

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7. Return or Destruction of Records

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7.1 Upon termination of the collaboration or upon the client's written request, smila commits to returning all confidential information, including all copies or records, to the client or destroying them at the client's discretion.

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8. Disclaimer of Liability

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8.1 Limitation of Liability: To the fullest extent permitted by Swiss law, Smila shall not be liable for any direct, indirect, incidental, consequential, or punitive damages, including but not limited to, loss of profits, data, or other intangible losses, arising out of or in connection with the use of smila services, even if we have been advised of the possibility of such damages.

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8.2 No Warranty: smila does not warrant that the rendered services will meet your requirements, be uninterrupted, timely, secure, or error-free. Any use or reliance on the services provided is at your own risk.

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8.3 Force Majeure: smila shall not be held liable for any failure to perform its obligations under this agreement due to events beyond our reasonable control, including but not limited to, natural disasters, war, acts of terrorism, or government restrictions.

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9. Acceptance of Terms and Conditions

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9.1 By purchasing any smila package and entering this contract, the customer acknowledges and agrees to be bound by these terms and conditions.

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9.2 smila reserves the right to modify the Terms and Conditions at any time. Changes will be effective immediately upon posting to the smila website www.smilacon.com under “Terms and Conditions” or notifying you directly.

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10. General Provisions and Governing Law

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10.1 This contract and the terms and conditions are governed by and construed in accordance with the laws of Switzerland. Any disputes arising out of or in connection with this disclaimer shall be subject to the exclusive jurisdiction of the courts in Zurich, Switzerland.

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10.2 In the event of disputes arising from this contract, the parties agree to appoint a mediation office, which shall be equally compensated by both parties, to resolve the conflict, and to pursue legal action only after the failure of a mediation attempt.