General terms and conditions
A. General provisions
These General Terms and Conditions ("GTC") govern the general aspects of the business relationship between PolitAnalytics AG, Seefeldstrasse 123, 8008 Zurich, Switzerland ("PolitAnalytics") and the customer ("Customer") in connection with the provision and use of the services of PolitAnalytics. The services are agreed in a separate contract between the contracting parties ("Contract").
Other general terms and conditions to which the Customer refers in declarations, namely in orders, offers or requests for quotations, shall only be valid if PolitAnalytics has expressly acknowledged such general terms and conditions in writing. Even in this case, such general terms and conditions shall only apply to the respective contract.
2. Services of PolitAnalytics
PolitAnalytics operates an independent platform on which open administrative data (open government data) is collected, processed, visualised and correlations are presented ("Services").
3. Remuneration and payment
The Customer shall pay the contractually agreed remuneration for the Services provided by PolitAnalytics. The amount of the remuneration shall be determined by the term of the Contract and the agreed number of users. PolitAnalytics shall be entitled to verify the number of users reported by the Customer by suitable means.
PolitAnalytics shall collect due remuneration by invoice or in another suitable form. Invoices are payable net within 30 calendar days. Incorrect invoice items shall not entitle the Customer to withhold payment of correct invoice items.
Upon expiry of the payment deadline, the Customer shall be in default without further ado. The statutory interest rate shall apply. If the Customer defaults on payment of a fee, PolitAnalytics may make the provision of its Services dependent on full payment of all outstanding invoices and, at its full discretion, also on advance payments or the provision of other securities.
The remuneration does not include the legally owed taxes, duties and fees. The legally owed taxes, duties and fees shall be owed in addition to the remuneration and shall be paid simultaneously with the same. An obligation to pay the legally owed taxes shall not apply if PolitAnalytics is not designated as the tax debtor under the applicable law and the Customer has fulfilled any existing obligation to pay the tax as the recipient of the Services (so-called reverse charge procedure). Unless otherwise agreed, this shall be assumed in the case of Customers resident in the EU. If PolitAnalytics is subsequently obliged to pay taxes, duties and fees, the Customer shall indemnify PolitAnalytics to the corresponding extent.
4. Amendment of Services and contractual conditions
PolitAnalytics reserves the right to change the Services and/or the contractual terms (incl. remuneration as well as these GTC) at any time or to discontinue individual services. The Customer shall be informed of changes in an appropriate manner (e.g. via e-mail, on the platform or on the invoice). PolitAnalytics shall inform the Customer in good time in advance of any changes which are associated with a significant disadvantage for the Customer (e.g. significantly higher remuneration, the discontinuation or significant restriction of a service). In such cases, the Customer may terminate the Contract extraordinarily at the time the change comes into effect. If the change relates to a specific service, the right of termination shall apply exclusively to that service. If the Customer fails to give notice of termination, the changes shall be deemed to have been accepted.
Adjustments to remuneration as a result of a change in legal requirements (e.g. an increase in the rate of value added tax) or as a result of an adjustment to inflation do not entitle the employee to extraordinary termination.
5. Rights of ownership and use
All rights, in particular copyrights, to the platform provided, the database, all processed data and all technical applications are held by PolitAnalytics. Likewise, all rights to further developments or individualizations lie with PolitAnalytics, irrespective of which party has initiated or paid for these further developments or individualizations.
PolitAnalytics grants the Customer (incl. its users) a non-transferable, non-exclusive right of use for the platform, the contents of the database (incl. excerpts from the database in printed form), the processed data and the technical applications for its own, direct use for the duration of the Contract.
The Customer is prohibited from using the data received from or made available by PolitAnalytics, whether for payment or free of charge, for extraneous purposes or the purposes of third parties, from collecting, copying, exploiting, publishing, disseminating, passing on, storing or otherwise reproducing the data and from using or otherwise using the platform with the aid of automated search or query programs not provided by PolitAnalytics.
In the event of a breach of the above obligations, PolitAnalytics reserves the right to temporarily or permanently block the Customer's access or the access of the user in breach of these obligations and thus exclude him/her from using the platform.
6. Warranty and liability
PolitAnalytics provides its Services professionally and diligently. However, no representations or warranties are made as to the availability, quality, security, operation or support of the Services. All Services are provided on a "best effort" basis. In particular, there is no assurance or warranty for uninterrupted and trouble-free access to the platform and the correctness, accuracy, up-to-dateness and completeness of the content of the Services (in particular the data provided). The Services may, for example, contain technical inaccuracies or typographical errors.
Any liability for damages in connection with the Services provided as well as for damages arising from and in connection with the use of the platform is excluded to the extent permitted by law.
The Customer shall bear sole responsibility for the use of the platform and undertakes to fully indemnify PolitAnalytics against all claims by third parties arising from or in connection with his use of the platform, irrespective of whether he or the user concerned is in breach of duty or at fault. This obligation includes claims for damages as well as the reimbursement of legal defence costs (e.g. court costs and lawyers' fees) which PolitAnalytics reasonably incurs to defend itself against alleged claims.
7. Data protection
Responsible and legally compliant handling of personal data is important to PolitAnalytics. PolitAnalytics complies with applicable law at all times, in particular the Swiss Federal Data Protection Act (FADP) and the associated ordinance and, if and to the extent applicable, the European General Data Protection Regulation (EU GDPR).
The data protection declaration of PolitAnalytics shall apply. In addition, the parties have concluded a data processing agreement (DPA), which forms an integral part of the Contract.
Both parties, including their employees, other auxiliary persons and third parties called in, undertake to treat as confidential all information which is not generally known and which they learn in connection with the provision of their services under the Contract or with the contractual relationship or about the customers and business relationships of the other party. They undertake to make this information available to third parties only insofar as and to the extent that the Contract permits the parties to do so, the other party expressly permits it or in case it becomes necessary due to a court order or legal obligation. PolitAnalytics is entitled to disclose the information within its group as well as to third parties in Switzerland and abroad (subcontractors), the latter, however, only to the extent that this is necessary for the fulfilment of the contractual obligations by the third parties involved
9. Duration and termination of the Contract
The Contract comes into force on the date of acceptance of the offer by the Customer or on the date designated as the start of the Contract. The initial contract period is specified in the Contract. After expiry of the initial contract period, the Contract shall be renewed for a further 12 months (renewal period), unless the Contract is terminated in writing or by e-mail no later than 30 days before expiry of the initial contract period or a renewal period. The Customer will receive an e-mail in good time before the termination date informing him/her of the extension of the Contract.
The right of extraordinary termination for good cause at any time remains reserved. PolitAnalytics is in particular entitled to terminate the Contract without notice if the Customer (i) is in default with payments, (ii) provides false information during registration or does not notify PolitAnalytics regarding changes to the user data (in particular the actual number of users), (iii) (or their users) use the platform inappropriately or (iv) any other material provision of the Contract or these GTC is breached.
Termination of the Contract leads to the blocking of access to the platform for the Customer and all users. The assertion of any resulting damages by the Customer is excluded.
PolitAnalytics reserves the right to transfer the Contract and the rights and obligations arising therefrom to a group company with discharging effect. The transfer of the Contract by the Customer to a third party (including a group company) requires the express written consent of PolitAnalytics.
11. Applicable law and place of jurisdiction
The Contract, including these GTC, shall be governed exclusively by Swiss law. The applicability of the conflict of laws rules of private international law and the United Nations Convention on Contracts for the International Sale of Goods of 11 April 1980 is excluded.
The courts of Zurich shall have exclusive jurisdiction over all disputes arising out of or in connection with the Contract, including these GTC.
The scope of Services for the platform depends on the Contract between the Customer and PolitAnalytics as well as the Services provided via the platform itself.
PolitAnalytics reserves the right to restrict the use of the platform to certain countries.
2. Access and use of the platform
The platform is used by the Customer's employees or other auxiliary persons ("users"). Authentication is required for access to the platform. The user is authenticated by entering the user ID (login) and further authentication elements (in particular the password). All users who gain access to the platform in this way are deemed authorised vis-à-vis PolitAnalytics to use the functionalities and content available on the platform. PolitAnalytics may supplement or change the authentication procedure at any time. In particular, additional security levels corresponding to the state of the art may be introduced.
PolitAnalytics reserves the right to temporarily or permanently block the Customer's or individual users' access to the platform or to individual functions at any time without prior notice, without any right to compensation, provided that this appears reasonable for factual reasons. PolitAnalytics will inform the Customer immediately about a block and the corresponding reasons.
3. Obligations of the customer
The Customer is responsible to PolitAnalytics for every use of his access by his users as well as for the content of the data and information which he or his users have processed in or via the platform.
The Customer is obliged to ensure that the authentication elements are kept secret and protected against misuse by unauthorised persons. The Customer shall bear all risks arising from the disclosure of authentication elements.
In the event of loss, misuse or suspected misuse of an authentication element, the authentication element in question must be changed immediately.
Hyperlinks with which the Customer refers to the platform shall be clearly marked as such. Techniques whereby the platform or its Services are integrated in whole or in part into the Customer's own publications or applications or into those of third parties, thereby concealing the origin of the data, are not permitted.
PolitAnalytics uses appropriate and state-of-the-art security methods for the development and operation of the platform. The Customer acknowledges that despite PolitAnalytics' reasonable efforts, application of the necessary care and use of modern techniques and security standards, it is not possible to guarantee absolute security of the systems and procedures used. Against this background PolitAnalytics draws particular attention to the following risks:
When using the platform via the internet, there is a risk that third parties may gain unnoticed access to the Customer's computers or other devices. Insufficient system knowledge and lack of security precautions on the part of the Customer may facilitate such access by third parties. It is the Customer's responsibility to inform himself at all times and in detail about the necessary security precautions.
Furthermore, there is a risk that viruses, Trojans, etc. may be installed unnoticed on computers or other devices of the Customer when using the Internet. In this context, PolitAnalytics recommends the use of state-of-the-art technical aids (firewalls, virus scanners, etc.). It is the Customer's responsibility to protect himself against such risks by taking suitable measures.
5. Property rights
The provisions of clause 5 of the GTC apply.
All rights to the elements of the platform (copyrights, patent rights, design rights, etc.) are and remain with PolitAnalytics or the respective authorised third parties.
The provisions of clause 6 of the GTC shall apply.
PolitAnalytics is entitled to interrupt the provision of access to the platform at its own discretion, at any time and without compensation, if this appears necessary for important reasons, e.g. in the event of disruptions, risk of misuse, maintenance requirements, technical further development, etc. Foreseeable interruptions will be announced to the Customer in advance in a suitable manner (e.g. via e-mail or on the platform). Claims for damages due to such interruptions are excluded.The platform may contain links to other websites. PolitAnalytics has not or not completely checked these internet sites and does not assume any responsibility for their contents. The activation of a link is always at the Customer's own risk.
7. Data protection
The provisions of clause 7 of the GTC shall apply.
8. Applicable law and place of jurisdiction
The provisions of clause 11 of the GTC shall apply.