TERMS AND CONDITIONS
1.1 The present Terms and Conditions apply for all services provided by davaii.ch and its subdomains represented by Evgeniya Nikolaeva, Bruchackerstrasse 16, CH-2575 Gerolfingen hereinafter referred to as “the Marketing Partner”. By sending a request and using any services, you hereinafter referred to as “the Client”, acknowledge that you have read, understood, and accepted the present Terms and Conditions.
1.2 The Marketing Partner offers paid marketing materials, paid online and in-person consultations, as well as paid individual projects and workshops stipulated by the present Terms and Conditions.
1.3 The Marketing Partner is entitled to amend or supplement these Terms and Conditions at any time, without prior notice. The revised/modified Terms and Conditions shall be posted on the website immediately. Any additional agreements, assurances, or alternative agreements, as well as amendments and additions to the present Terms and Conditions, must be made in writing to be valid.
2. Consultation Fees
2.1 The fee for the scheduled online 60 Minute Consultation is CHF 250. The fee for a scheduled 60 Minute Session in person is CHF 285.
2.2. An additional professional fee of CHF 40 will be charged for the Consultation extended over 60 minutes, up to 90 minutes.
2.3 In case the Client cannot be present at the scheduled online or in-person Consultation within the time agreed with the Marketing Partner, the Client is obliged to notify the Marketing Partner about it by email hi(at)davaii.ch not later than 3 working days before the agreed time of the Consultation.
3. Digital Products
3.1 The Digital Product is considered to be provided from the moment the access is provided after the payment of 100% of the Digital Product chosen by the Client. The Digital Product can only be downloaded a limited number of times within a limited period of time.
3.2 The Client is granted a personal usage license and can not sell, re-distribute, or share our Digital Materials or copies of our Digital Materials in any format. The Client must not make our materials available in a format that allows others to access or reproduce them.
4. Project Initiation
4.1 The initiation of the project between the Marketing Partner and the Client requires
1) the approval, in written form, of the proposal with an estimate outlining the scope of services and estimated fees, hereinafter referred to as Proposal/Estimate,
2) the content that is needed to be used in the project (text, images, videos, logo, etc.) and other essential elements (e.g., account login information), and 3) the payment of 80% of the project cost.
5. Revision and Alterations
5.1 Additional work requested by the Client after a Proposal/Estimate has been approved in writing will be considered a revision or an alteration. If the work changes to an extent that substantially alters the specifications described within the Original Proposal, the Marketing Partner can submit a Proposal’s revision to the Client, and a revised further fee must be agreed by both parties.
6. Content and Copyright
6.1 All text, images, and videos used as content must be provided by the Client (unless the Client has requested the Marketing Partner for content development). Text must be selectable as actual text instead of flattened images. Images should be Hi-Res and editable. The Marketing Partner accepts JPEG or PNG files, and Microsoft Word files. Content may not be submitted as paper copies. Any files that do not meet the minimum requirements solicited by the Marketing Partner will be rejected. Additional images/graphics preparation fees may apply to the Client provided files.
6.2 The Client must have an ownership or written permission to use all content he/she provides for use. It is up to each client to ensure his/her design and/or content does not infringe on any trademark, service mark, or copyright laws.
6.3 The Marketing Partner is not accountable for intellectual property infringements on behalf of the Client and will not be responsible for submitted content.
7. Errors and Omissions
7.1 It is the responsibility of the Client to carefully check the produced work delivered by the Marketing Partner for accuracy in all respects. The Marketing Partner is not liable for errors or omissions due to the lack of information of the Client or liable for errors after the submitted work was presented and accepted. The Client’s writing approval of deliverables (e.g., project, task) is required for implementation.
8. Ownership of Registered Accounts
8.1 When the Marketing Partner registers any account for the Client, such as, but not limited to, Google and Social Media accounts, that registration will be made in the Client’s name.
8.2 For Online Advertising Services, the Client will be asked to provide his/her billing details to be charged directly in order to have control over the amount he/she spends.
9. Timeliness Incentives and Penalties
9.1 The Marketing Partner will prioritize performance as identified in the Proposal and will undertake commercially reasonable efforts to perform the services within the timeline identified in the Proposal. The Client acknowledges and agrees that the project could be delayed if the Client does not provide within the specified timeline,
(a) content to be used (all text, photos, videos, and graphics), (b) other required elements (pre-existing logo or account login information, etc.), (c) deliverables approval in writing, and/or (d) written comments/corrections sufficient to identify the Client’s concerns, objections or corrections to the Marketing Partner. Any such delay caused by the Client shall not constitute a breach of any term, condition or the Marketing Partner’s obligations under these Terms and Conditions.
9.2 It is the Client’s responsibility to inform the Marketing Partner of any potential delays ahead of time. The Marketing Partner will work with the Client as much as possible to revise timelines, but the Marketing Partner may not always be able to do so. If the Client fails to handle the requests in a timely manner, their project will be placed on hold, and the Client will be billed for applicable fees to date.
9.3 The Marketing Partner is always happy to help the Client to get the project back on track. However, if the Client’s driven delays persist, the Marketing Partner will complete as much of the project as possible without the missing elements, and provide the Client with a final notice. If the Client fails to respond to the final notice within 5 business days, their project will be terminated, and the Client will be billed for the remaining balance of the stated project cost.
9.4 The Marketing Partner reserves the right to consider the project complete in its entirety and at that point invoice the Client for the remaining work.
10. Monthly Maintenance Plan
10.1 The Marketing Partner offers a Monthly Maintenance Plan for different services tailored to fulfill each Client’s needs with an initial six months minimum. After six months, Monthly Maintenance Plan will be automatically prolonged for the next six months or maybe canceled by written notification.
10.2 Routine maintenance requests that fit into the individual Monthly Maintenance Plan are generally completed in about two to three business days.
10.3 No service or standard of service is implied unless it is established in writing in the Proposal. The Client must ensure that any specific request (such as a particular social networking tool used, etc.) is included in writing in the Proposal. If the Client on Monthly Maintenance Plan requests other work than specified in the Monthly Maintenance Plan, he/she will be given an estimate and, if approved, the additional work will be completed at a rate of CHF 85 per hour.
10.4 The Client who is not on the Monthly Maintenance Plan may request updates at the full rate of CHF 125 per hour.
10.5 Monthly Maintenance Plan fees are separate from advertising, hosting, domain, plugins fees.
11. Limitation of Liability
11.1 The services and the work product of the Marketing Partner are sold “as is.” In all circumstances, the maximum liability of the Marketing Partner to the Client for damages for any and all causes whatsoever, and the Client’s maximum remedy, regardless of the form of action, whether in contract, tort or otherwise, shall be limited to the net profit of the Marketing Partner.
11.2 In no event shall the Marketing Partner be liable for any lost data or content, lost profits, business interruption or for any indirect, incidental, special, consequential, exemplary or punitive damages arising out of or relating to the materials or the services provided by the Marketing Partner, even if the Marketing Partner has been advised of the possibility of such damages, and notwithstanding the failure of essential purpose of any limited remedy.
11.3 The Client understands that the Marketing Partner does not bear any responsibility concerning understanding and application by the Client of the recommendations and advice offered. All risks and responsibility for the consequences of the application of the information received from the Marketing Partner is the responsibility of the Client.
12.1 Each party acknowledges that it may receive certain confidential or proprietary technical and business information and materials of the other party, including, without limitation, Preliminary Works hereinafter referred to as “Confidential Information”. Each party, its agents and employees shall hold and maintain in strict confidence all Confidential Information, shall not disclose Confidential Information to any third party and shall not use any Confidential Information except as may be necessary to perform its obligations under the Proposal, except as may be required by a court or governmental authority. Notwithstanding the foregoing, Confidential Information shall not include any information that is in the public domain or becomes publicly known through no fault of the receiving party or is otherwise properly received from a third party without an obligation of confidentiality.
13. Payment and Billing
13.1 It is the Marketing Partner’s policy to provide the Client with a written Proposal/Estimate for review and acceptance of the project. It is the Client’s responsibility to review the Proposal/Estimate and request any changes or additions in writing before the final estimate for the project.
13.2 All payments due under this Agreement will be paid in CHF Swiss Francs.
13.3 The Client agrees to pay the Marketing Partner in accordance with the terms specified in the Proposal/Estimate. All projects require an advanced payment of 80% of the total cost before work can begin. Unless otherwise specified, all subsequent balances due are payable upon final approval. Outside purchases such as, but not limited to, illustrations and videos, and the Client’s requested changes are billed additionally. The Marketing Partner reserves the right to charge a rush fee for any project to be completed in less than the specified turnaround time in the Proposal.
13.4 Invoices for Monthly Maintenance Plan are emailed on the 20th of the month to the billing address or email on file for your account. Invoices for other services are issued upon completion of the work requested. Invoices are payable within 10 days.
13.5 Depending on the nature of a project the Client will be given a timeline for providing required deliverables, such as content, deliverables approval in writing, and/or written comments/corrections, etc. If the Client falls behind the provided timeline the Marketing Partner will work with the Client as much as possible to get back on track. However, if the Client falls more than 15 days behind the Marketing Partner reserves the right to suspend the project and bill the Client for all work produced to date. If a project falls more than 30 days behind the Marketing Partner reserves the right to terminate the project and bill the Client for the entire project balance. The Client who had his/her projects suspended or terminated must pay any outstanding balance plus any applicable charges before the Marketing Partner continues any work on his/her project.
13.6 The Marketing Partner retains ownership of all services until payment is received in full.
13.7 The Marketing Partner reserves the right to immediately disconnect any account and withhold materials and files until the balance is paid in full.
13.8 Payments received after the due dates are subject to a CHF 50 late fee.
13.9 In the case that the Marketing Partner increases the Service fees, this will be notified by email. Any changes made to the Service fees will apply at the beginning of the next billing period. If the Client does not cancel the service, it is understood that the Client accepts the new Service Fee.
14.1 If the Client changes his/her mind about doing a project with the Marketing Partner during the course of the initial development phase, the client will be billed a fee equal to 30% of the total project cost and is responsible for any applicable hours completed to date. Depending on the amount of work completed at the time of cancellation, as well as any payments received to date, this may mean receiving a full refund, a partial refund, no refund or owing additional fees.
14.2 If the Client wishes to terminate the Monthly Maintenance Plan, he/she must cancel the subscription, by writing.
14.3 In order to protect the Client from unintentional service interruption, the Client wishing to terminate any services must request the service termination in writing.
15. Refusal of Service
15.1 The Marketing Partner reserves the right to decline to provide services/cancel the payment to any Client for any reason.
16. Non-solicitation Agreement
16.1 The Client undertakes, for the duration of the Parties’ collaboration and a period of three years thereafter, not to solicit any professionals working with Marketing Partner or as a subcontractor for the Marketing Partner away from the company, or to employ them without the consent of the Marketing Partner in work related to the previous offer/s. The Client undertakes to pay a contractual penalty of CHF 50,000 for each case of culpable non-compliance with this clause. The payment of a contractual penalty does not release the Client from their duty to comply with the non-solicitation agreement.
17. Applicable Law / Place of Jurisdiction
17.1 The present Terms and Conditions are governed by Swiss Law. The provisions of the Swiss Code of Obligations in its German version (Obligationenrecht) otherwise apply. The place of jurisdiction for the Marketing Partner is Bern, Switzerland.
18. Severability Clause
18.1 Should individual provisions of the Terms and Conditions become ineffective or invalid, the validity of the remaining provisions shall remain unaffected. The ineffective or invalid provision must be replaced by the relevant statutory provision which most closely reflects the intended meaning of the original provision. The same applies in the event of any loophole.