(Conclusion of Contracts)

1. Contracts between Roger Burkhard and customers can be concluded by way of an individual contract conclusion or within the framework of the order procedures offered by Roger Burkhard and described below.
2. An individual contract conclusion can, for example, take place via email, personal contact, etc. In this case, the contract is formed in accordance with statutory provisions upon agreement by both contracting parties. Individual offers are valid for 30 days, unless otherwise agreed.

1. If Roger Burkhard’s performance of services involves the provision of access data, customers will receive the access data by email or by making it available online.
2. Customers are obliged to keep the access data carefully and not to pass it on to unauthorized third parties.

(Performance Obligations)

1. The concrete specifications of the respective service, i.e., in particular its scope, areas of application, framework conditions, documentation, as well as the time and schedule, result from the order description underlying the respective service. There are no specific requirements for the order description; it can also take the form of an offer or a service description on Roger Burkhard’s website.
2. If the order description is insufficient or if its scope is doubtful in certain cases, the services to be rendered shall include the tasks customary in the industry which are necessary to fulfill the agreed contractual purpose.
3. Subsequent changes to the order description require express confirmation from the respective contractual partner to be effective.
4. Unless otherwise agreed, the respective services are service agreements. Only if all contractual services serve the achievement of a specific success, does it constitute a contract for work and services (Werkvertrag) in this respect. Such an agreement on success must be expressly stipulated.

(Place and Time of Activity)

1. Roger Burkhard is free with regard to the manner of carrying out the agreed individual orders in terms of time and place.
2. Roger Burkhard has the right to use subcontractors to fulfill his contractual obligations.

(Deadlines and Dates)

1. Deadlines and dates are only considered binding if Roger Burkhard expressly names a deadline or a date or otherwise expressly confirms it.
2. Roger Burkhard is not responsible for delays in performance due to force majeure or circumstances within the customer’s sphere of influence (e.g., failure to provide content in a timely manner) and is entitled to postpone the provision of the affected service by the duration of the hindrance/delay plus a reasonable period. Roger Burkhard, in turn, undertakes to notify the customer of delays in performance due to force majeure.

(Changes to the Agreed Services)

1. If the customer wishes to change the agreed services during the course of the project, or if the requirements communicated by the customer or the communicated situation changes after Roger Burkhard has submitted an offer or after the contract has been concluded, Roger Burkhard will prepare an offer for the additional or reduced costs, unless remuneration based on time and materials has been agreed or the customer expressly waives a separate offer.
2. Until the customer decides whether to accept or reject the offer, Roger Burkhard will pause work on the services affected by the offer, provided that later acceptance of the offer by the customer would result in additional effort. Agreed performance deadlines will be extended accordingly.

(Cooperation and Duty to Cooperate)

1. The contracting parties shall cooperate in a spirit of trust and inform each other immediately of any deviations from the agreed procedure or doubts about the correctness of the other’s approach.
2. Roger Burkhard undertakes to support the customer in fulfilling his contractually owed services. This includes, in particular, the timely provision of information and data material, insofar as the customer’s cooperation services require this.
3. Cooperation services and provisions by the customer are free of charge for Roger Burkhard.
4. If Roger Burkhard cannot provide the services, or can only provide them with additional expenditure, due to missing or insufficient cooperation services or provisions, he is entitled to claim these necessary additional expenditures from the customer.
5. The contracting parties and their contact persons shall communicate at regular intervals, to be determined jointly, about progress and obstacles in the execution of the contract, in order to be able to intervene, if necessary, to direct the execution of the contract.
6. Roger Burkhard is not responsible for delays in performance due to force majeure or circumstances within the customer’s sphere of influence. Roger Burkhard is entitled to postpone the provision of the affected service by the duration of the hindrance/delay plus a reasonable period. Roger Burkhard, in turn, undertakes to notify the customer of delays in performance due to force majeure.
7. If the customer recognizes that his own information and requirements are incorrect, incomplete, unclear, or impracticable, he must immediately inform Roger Burkhard of this and the consequences recognizable to him.

(Legal Requirements and Legal Cooperation Duties)

1. The provisions in this section of the GTC determine the legal responsibility and legal obligations between Roger Burkhard and the customer, unless these have been expressly agreed in the order description.
2. Roger Burkhard’s services do not include legal review or legal advice (for example, on trademark law, copyright law, data protection law, competition law, professional conduct law) or the fulfillment of the customer’s statutory information obligations (e.g., provider identification, data protection declaration, consumer information for distance selling contracts, etc.).
3. The customer ensures that the content provided by him is free of third-party rights and that its publication does not violate applicable law in any way. The content provided also includes such content and its sources that the customer recommends or suggests to Roger Burkhard with regard to the performance of his tasks.
4. Should a third party assert an infringement of rights or other legal violations against Roger Burkhard, Roger Burkhard shall inform the customer immediately. In this case, the customer has the right to take over the defense and indemnifies Roger Burkhard against all claims and damages.

(Performance Obligations for Ongoing Maintenance and Service Leistungen)

1. The elimination of malfunctions and damage caused by improper handling by the customer, by the actions of third parties, or by force majeure is not part of Roger Burkhard’s maintenance and service offerings, but can be agreed upon in individual cases for separate remuneration. The same applies to damage and malfunctions caused by errors or non-performance of the power supply, faulty hardware, or other influences for which Roger Burkhard is not responsible.
2. Ongoing maintenance and service offerings do not include consulting and further development. A separate agreement must be concluded for these services. These are services that go beyond maintaining the functionality of the software and the agreed updates to the current version and concern, for example, further functional scope, other areas of application, or individual adjustments in terms of appearance or content.
3. Also not included in ongoing maintenance and service offerings are adjustments due to technical changes that result in essential functions or interfaces of the software having to be substantially re-created. This includes, in particular, changes to the system architecture and environment made by the customer or third parties that were not foreseeable at the time the contract was concluded.

(Warranty)

1. A guarantee exists only if it has been expressly given. Customers will be informed about any guarantee conditions before the contract is concluded.
2. Claims for defects do not exist in the case of an insignificant deviation from the agreed or presumed quality and in the case of only insignificant impairment of the usability of the service. The contents of the order description do not count as a guarantee without a separate written agreement.
3. Roger Burkhard undertakes to provide services in such a way that they exhibit a response time behavior that, with comparable internet connection and technical equipment of the hardware and software used by the end-user to access the website, corresponds to the response time behavior of other internet offerings with comparable content and scope, as well as comparable server environments. Websites must be executable within browsers and resolutions customary in the industry at the time the contract is concluded. Browsers and resolutions that represent less than 10% of the market are not considered customary in the industry.
4. In the case of update, upgrade, and new version deliveries of software, claims for defects are limited to the innovations of the update, upgrade, or new version delivery compared to the previous version status.
5. If the customer demands subsequent performance due to a defect, Roger Burkhard has the right to choose between rectification, replacement delivery, or replacement service. If the customer has set Roger Burkhard a further reasonable deadline after a first deadline has passed without result, and this has also passed without result, or if a reasonable number of attempts at rectification, replacement delivery, or replacement service have failed, the customer may, under the statutory conditions, choose to withdraw from the contract or reduce the price and claim damages or reimbursement of expenses.
6. Subsequent performance can also take place by delivering or installing a new program version or a workaround. If the defect does not impair functionality, or only insignificantly, Roger Burkhard is entitled, to the exclusion of further claims for defects, to remedy the defect by delivering a new version or an update as part of its version, update, and upgrade planning.
7. Defects are to be reported by a comprehensible description of the error symptoms, proven where possible by recordings, screenshots, or other documents illustrating the defects. The notice of defects should enable the reproduction of the error. Statutory inspection and notification obligations of the customer remain unaffected.
8. Changes or extensions to the services or the software made by the customer himself or by third parties shall cause the customer’s claims for defects to lapse, unless the customer proves that the change or extension is not causal for the defect.
9. Roger Burkhard is not liable for defects that are attributable to improper operation as well as operating conditions or the use of unsuitable operating materials by the customer.
10. Roger Burkhard may refuse subsequent performance until the customer has paid Roger Burkhard the agreed remuneration, less a part corresponding to the economic significance of the defect.
11. The limitation period for claims for defects for customers is 12 months from acceptance of the service.
12. In the case of the delivery of updates, upgrades, and new versions, the limitation period for claims for defects for these parts begins to run with their acceptance.

(Use of Third-Party Products)

1. The following provisions apply to the use of third-party products by Roger Burkhard in the context of fulfilling services for customers. Third-party products are understood to be services from third parties, such as online platforms or Open Source software, in particular the “WordPress” software, third-party plugins, and third-party themes.
2. If material or legal defects are based on the defectiveness of a third-party product (hereinafter “Third-Party Product”) and this third party is not acting as a vicarious agent of Roger Burkhard, but Roger Burkhard, clearly identifiable to the customer, merely passes on a Third-Party Product to the customer, the customer’s claims for defects are limited to the assignment of Roger Burkhard’s claims for defects against the third party (e.g., if Open Source software is incorporated). Roger Burkhard is liable for the defect itself if the cause of the defect was set by the provider, i.e., the defect is based on improper modification, integration, or other treatment of the Third-Party Product for which Roger Burkhard is responsible.
3. Roger Burkhard is not responsible if Third-Party Products are restricted or discontinued entirely by the third party. If the third party introduces a fee for the provision of the Third-Party Products, Roger Burkhard has the right to adjust the remuneration agreed with the customer accordingly, provided the customer wishes to continue using the content or services after inquiry and the remuneration would be at Roger Burkhard’s expense.
4. Roger Burkhard is not liable for delays and additional costs that arise after the conclusion of a customer’s order because the provider of the Third-Party Products changes them (e.g., changes to the interfaces of an online network), without this having been recognizable or having had to be recognizable to Roger Burkhard at the time the order was placed.
5. The passing on of Third-Party Products is considered clearly recognizable to the customer if Roger Burkhard refers to them in the order description or during order processing, or if they arise from the order itself (e.g., if the order includes services from Roger Burkhard concerning known third-party software, in particular “WordPress” and third-party plugins).

(Scope of Transferred Rights of Use)

1. Roger Burkhard transfers to the customer the rights of use necessary for the respective contractual purpose for his services (hereinafter referred to as “Work”) to the extent of use, duration of use, and geographical scope of application as specified in the order description. Unless otherwise agreed, a simple right of use for own use is transferred in each case.
2. For Works that are created individually and specifically for the customer (for example, individual graphics or program routines), the customer receives an exclusive, temporally and spatially unlimited right of use and exploitation, factually limited to the contractual purposes, which in particular includes the rights of use, reproduction, and distribution and the right of public access. Excluded is the resale and redistribution of the Work by the customer.
3. For Works that build on other Works, modify, extend, or adapt them (e.g., in the case of individual adaptation of templates or software modules), any exclusive rights of the customer do not extend to the original Works, but only insofar as the changes, extensions, and adaptations made by Roger Burkhard for the customer reach.
4. Roger Burkhard is entitled to assign individual license files, keys, or numbers to the customer, which authorize him to exercise his rights of use.
5. Furthermore, the customer is not entitled to modify, rent, lend, lease, sell, or make the Work available in whole or in part to third parties in any technical form whatsoever, whether for a fee or free of charge, without the express written consent of Roger Burkhard. Sublicenses may not be granted.
6. The rights of use to the Works only pass to the customer after full payment of the remuneration by the customer.
7. Insofar as the Work contains Open Source components, the transfer of rights takes place only to the extent and in accordance with the respective Open Source license. Roger Burkhard expressly points out that the Open Source components may only be used, processed, and be the subject of dispositions within the framework of the respective license.
8. Templates, drafts, raw data, files, and other working materials created by Roger Burkhard that serve to provide the service owed under the contract (hereinafter referred to as “Templates”) remain the property of Roger Burkhard. If the customer wishes them to be handed over, this must be agreed upon and remunerated separately. The same applies to protectable services created for preparation, pitching, presentation, and training purposes.
9. Beyond this, there is no obligation to hand over or store them. Roger Burkhard is entitled to delete the Templates at the latest after six months.
10. Suggestions and instructions from the customer or his employees do not establish co-authorship.

(References)

1. Roger Burkhard is entitled to name the customer as a reference with a summary of the results achieved, subject to any confidentiality obligations or deviating agreements.
2. Roger Burkhard is also entitled to indicate his authorship at a customary place within the Works, provided this does not impair the interests of the customer.

(Subject Matter of the Contract)

1. Training, workshops, and courses can be provided under different conditions, in various formats and delivery methods, for example, live, recorded, video- or chat-based, in lecture, tutorial, or discussion form, as a download, or as a stream.
2. Prices, details, and the nature of the individual courses, workshops, and training sessions, whether individually or bundled, result from the respective service description.

(Remuneration)

1. The remuneration for the services owed by Roger Burkhard results from the order description or the price information next to the respective services.
2. Insofar as the contracting parties have not agreed on a fixed remuneration in the case of contracts for work and services, the remuneration shall be based on time and materials. In this respect, Roger Burkhard’s rates valid at the time the service is provided shall apply.
3. Unless expressly stipulated otherwise, all amounts mentioned are net amounts, i.e., plus statutory value-added tax.

(Billing)

1. Invoices will be issued by Roger Burkhard by the end of a month at the latest. Invoices may be sent to the customer electronically.
2. Unless otherwise agreed, invoices are due for payment without deduction within 20 days of the invoice date. If the customer defaults on payment, statutory default interest will be due. This does not affect the assertion of further rights.
3. A reminder fee of CHF 5.00 will be charged for each reminder of the invoice. The customer reserves the right to prove lower reminder costs.
4. The customer may only offset undisputed or legally established claims against claims of Roger Burkhard, unless these are claims for completion or rectification of defects. The customer is only entitled to assert a right of retention due to counterclaims from the respective contract.

(Lump-Sum Prices, Ongoing Remuneration, and Time Quotas)

1. Services that have arisen due to incorrect operation or negligent or intentional damage or alteration of the software on the part of the client are not included in the lump-sum price. This maintenance work will be charged based on the hourly rates of Roger Burkhard generally applicable at the time the order is placed, according to the time spent.
2. In the case of continuing obligations, Roger Burkhard is entitled to an appropriate increase of the agreed lump sum after prior notice. Such an increase shall take effect no earlier than 3 months after the end of the month in which Roger Burkhard communicated the change and the customer did not object to it within a period of 3 weeks before the new fee comes into effect, and may not exceed the fee for the preceding twelve-month period by more than 10%. If the customer objects to the price increase, Roger Burkhard has a special right of termination.
3. If the customer does not agree to the adjustment, he can terminate this contract in writing with a notice period of 3 weeks to the day the new fee comes into effect.
4. Prepaid fees will be reimbursed to the customer if the contract ends before the end of the billing period. In the event of extraordinary termination by Roger Burkhard, Roger Burkhard is entitled to payment of the fee for the entire agreed duration of the contract.
5. Time quotas that are billed as a lump sum for a specific period and are not used shall expire at the end of the respective period.

(Liability & Damages)

1. Roger Burkhard is liable under this contract only in accordance with the following provisions:
2. Roger Burkhard is liable without limitation for damages caused intentionally or by gross negligence by Roger Burkhard, as well as for intentionally caused damages by other vicarious agents; for gross negligence of other vicarious agents, liability is determined according to the provisions for slight negligence listed in (f) below.
3. Roger Burkhard is liable without limitation for intentionally or negligently caused damages resulting from injury to life, body, or health by Roger Burkhard, his legal representatives, or vicarious agents.
4. Roger Burkhard is liable for damages due to the absence of warranted characteristics up to the amount covered by the purpose of the warranty and which was recognizable to Roger Burkhard when the warranty was given.
5. Roger Burkhard is liable for product liability damages in accordance with the provisions of the Product Liability Act.
6. Roger Burkhard is liable for damages resulting from the breach of cardinal duties by Roger Burkhard, his legal representatives, or vicarious agents; cardinal duties are the essential duties that form the basis of the contract, that were decisive for the conclusion of the contract, and on the fulfillment of which the customer may rely. If Roger Burkhard has breached these cardinal duties through slight negligence, his liability is limited to the replacement of the foreseeable, typically occurring damage. This generally does not exceed five times the agreed remuneration.

(Liability & Damages in Case of Data Loss)

1. Roger Burkhard is liable for the loss of data only up to the amount that would have been incurred for their recovery if data had been properly and regularly backed up. The customer assures Roger Burkhard that they will maintain data backup and virus protection in accordance with the state of the art.
2. In the event of data loss, Roger Burkhard is only liable for the effort required to restore the data if the customer has performed proper data backup. In the case of slight negligence, Roger Burkhard is only liable if the customer performed a proper data backup immediately before carrying out the measure that led to the data loss. Further liability of Roger Burkhard is excluded in principle.

(Ordinary Termination)

1. For contracts agreed as continuing obligations (e.g., ongoing care and maintenance), the contracting parties shall separately determine the term of the contract and notice periods. If no agreement on the term is made, it shall be 12 months. If no agreement on the notice period is made, it shall be 6 weeks to the end of the contract.
2. If no timely termination is given, the term of the contract shall automatically be extended by the same period after its expiry.

(Extraordinary Termination)

1. Each party may extraordinarily terminate contracts to which these GTC apply for important cause if one or more agreements have not been complied with by the other contracting party and, after a written request for improvement, this has culpably not occurred within a period of 14 days.
2. Extraordinary termination is also possible without prior request for improvement if continuation of the contract cannot reasonably be expected of the terminating party, taking into account all circumstances of the individual case and weighing the interests of both contracting parties. This is particularly the case if one of the contracting parties grossly violates its obligations under this contract or the respective order, or if insolvency proceedings are opened against the assets of the other contracting party or the opening of insolvency proceedings is rejected due to lack of assets.

(Confidentiality)

1. “Confidential Information” means all information and documents of the other contracting party which are marked as confidential or are to be regarded as confidential from the circumstances, in particular information about operational processes, business relationships, and know-how.
2. The contracting parties agree to maintain secrecy about such confidential information. This obligation shall continue after termination of the contract.
3. Excluded from this obligation is such confidential information,
   1. which was demonstrably already known to the recipient at the time of conclusion of the contract or subsequently becomes known from a third party, without thereby violating a confidentiality agreement, statutory provisions, or official orders;
   2. which is publicly known at the time of conclusion of the contract or is subsequently made public, unless this is due to a breach of the contract;
   3. which must be disclosed due to legal obligations or by order of a court or an authority. Insofar as permissible and possible, the recipient obliged to disclose shall inform the other party in advance and give it the opportunity to take action against the disclosure.

(Data Protection/Data Security)

1. The contracting parties shall observe the relevant data protection regulations. Roger Burkhard will, in particular, collect, process, or use personal data of the customer only within the scope of their instructions and for the fulfillment of contractual and legal obligations, as well as for billing purposes.
2. Insofar as Roger Burkhard gains access to data stored and processed by the customer, it is the customer’s responsibility to comply with data protection requirements. Roger Burkhard is obliged to enter into necessary order data or confidentiality agreements.
3. The contracting parties shall oblige their employees to comply with data secrecy.

(Applicable Law, Place of Jurisdiction, Severability Clause)

1. These GTC and contracts associated with them shall be governed exclusively by Swiss law.
2. The place of performance and place of jurisdiction is Bern.
3. The invalidity of individual provisions of this contract shall not affect the validity of the remaining provisions. In this case, the contracting parties undertake to agree on effective provisions that come closest economically to the intended purpose of the invalid provisions. This applies accordingly to the closing of any gaps in this contract.