General Terms and Conditions of spaïxx AG

§ 1 General Provisions

1. Acceptance and Scope of the General Terms and Conditions

1.1 These General Terms and Conditions (GTC) apply to all quotations and to all contracts concluded between the customer and spaïxx AG. All services provided by spaïxx AG, including ancillary services, are supplied exclusively on the basis of these GTC, even if the customer expressly specifies otherwise or requests application of its own terms and conditions. By countersigning our quotation or service agreement, the customer agrees to the GTC of spaïxx AG. The GTC of spaïxx AG also apply to all other current and future business relationships with the customer.

1.2 Other agreements, particularly those amending or supplementing these GTC, become legally effective and binding only upon written confirmation by spaïxx AG.

2. Quotation

spaïxx AG is bound by its quotation for 30 days from the date of issue. A quotation countersigned by the customer during that period, or the customer’s confirmation, is legally effective and binding.

3. Formation of Contract

The contract between spaïxx AG and the customer becomes legally binding when the quotation is countersigned in writing, when the customer confirms acceptance of the quotation in writing, or when the service agreement is countersigned in writing. Acceptance of the quotation must reach spaïxx AG within the 30-day validity period.

§ 2 Scope of Services

1. General

The services to be provided by spaïxx AG are defined in the countersigned quotation or service agreement.

2. Changes

Changes to the scope of services require a written agreement between spaïxx AG and the customer.

§ 3 Provision of Services

1. Subject of the Services

The services to be provided by spaïxx AG are determined exclusively by the countersigned quotation or service agreement.

2. Provision of Information

The customer shall provide spaïxx AG with all documents and information needed to fulfill the engagement in a timely and complete manner.

§ 4 Pricing

1. Quotation

All prices are based on the quotation or service agreement signed by the customer.

2. Expenses

Expenses incurred in connection with the engagement are not included in the quoted price and are charged at actual cost.

3. On-Call Hours / Response Times

If an on-call service is agreed with the customer, the following applies:

spaïxx AG undertakes to be available to receive additional orders. Unless an exception is agreed in writing, this availability to receive and carry out an additional order applies during spaïxx AG’s business hours (Monday to Friday, 9:00 a.m. to 5:00 p.m.). Public holidays at the registered office of spaïxx AG are excluded.

Where possible, spaïxx AG will meet the response time agreed in writing for starting work on an order, whether on site at the customer’s premises or by remote support. No guarantee is given in this respect.

4. Remuneration / Payment Terms

4.1 All stated prices are net prices; value-added tax is added where applicable.

4.2 spaïxx AG provides its services at the rates or flat fees agreed in the contract.

4.3 All invoices are payable net within 10 days of the invoice date.

4.4 In the event of late payment, the customer owes spaïxx AG default interest of 5%.

§ 5 Confidentiality

1. The customer shall provide spaïxx AG with all documents, information, data, and facts required for the careful performance of the engagement and shall disclose all relevant facts.

2. spaïxx AG undertakes to treat all information, data, and facts received from the customer in the course of performing the engagement as confidential vis-à-vis third parties.

3. All confidential information learned in the course of the business relationship, particularly business, customer, operational, and personal data, must be treated confidentially and protected from unauthorized access. This obligation continues after the contractual relationship ends and applies to both parties.

§ 6 Liability

1. spaïxx AG undertakes to fulfill its contractual obligations with due care and is liable for related damage it causes intentionally or through gross negligence. Liability for damage caused by slight negligence is excluded.

2. spaïxx AG may engage third parties to fulfill the contract and is responsible for selecting and instructing them with due care.

3. spaïxx AG is not liable for third parties selected jointly by spaïxx AG and the customer. In dealings with such third parties, spaïxx AG acts in the name and for the account of the customer.

§ 7 Documentation / Reporting / Disclosure

1. spaïxx AG maintains records of its activities and regularly informs the customer of the status of the engagement.

2. Upon request, but no later than the end of the engagement, spaïxx AG shall return all documents provided to it by the customer and delete electronic data.

§ 8 Duration of the Contractual Relationship

If the contract has been concluded for an indefinite period, either party may revoke or terminate it at any time in accordance with Art. 404 para. 1 CO. The provisions governing revocation or termination at an inopportune time are reserved. Notice of termination must be sent by registered mail.

§ 9 Intellectual Property Rights

All materials, concepts, documentation, software configurations, scripts, reports, presentations, drafts, and other work products provided in connection with the services are subject to copyright and other statutory rights.

Unless expressly agreed otherwise, all intellectual property rights remain with spaïxx AG or the respective rights holders. The customer receives a nonexclusive, nontransferable, and nonsublicensable right of use solely for the contractually agreed purposes.

Distribution, reproduction, publication, modification, or any other use of the provided content beyond the contractually agreed purpose is prohibited without the prior written consent of spaïxx AG.

The customer undertakes to observe and comply with existing license terms, copyrights, and proprietary notices. This applies in particular to software, documentation, and third-party products used.

§ 10 Information Security and Data Protection

Both parties undertake to treat all information learned in the course of the business relationship, particularly personal data, trade secrets, and other confidential information, as confidential and to protect it against unauthorized access, loss, alteration, or disclosure through appropriate technical and organizational measures.

Both parties shall ensure compliance with statutory data protection provisions and contractually agreed security requirements. Security incidents affecting the confidentiality, integrity, or availability of the other party’s information must be reported without delay after they become known.

If subcontractors or third parties are used in providing the services, both parties undertake to bind them appropriately to the relevant confidentiality, data protection, and security requirements. Responsibility for proper performance of the contract remains with the party engaging them.

Both parties further undertake to give timely notice of material changes to services or technical conditions that may affect information security. Necessary adjustments shall be agreed mutually.

§ 11 Amendments to the Contract

1. All ancillary agreements, supplements, and amendments to this contract must be made in writing to be effective.

2. spaïxx AG may amend these GTC at any time. In this case, it will publish the current version on its website and/or send it to the customer. Subsequent changes become part of the contract if the customer does not object within 30 days of becoming aware of the amended GTC.

§ 12 Governing Law and Place of Jurisdiction

1. The contractual relationship between the parties is governed exclusively by Swiss law.

2. The place of performance and jurisdiction for all obligations under the contractual relationship is the registered office of spaïxx AG.

February 16, 2026

To download the spaïxx GTC, please click here.