Buchassist

General terms and conditions

Accentoris AG

These General Terms and Conditions (“GTC”) govern the contractual relationship between Accentoris AG

(“Provider”) and its customers (hereinafter “Customer”). By filling in the

Login screen for registering and ordering a user account (“Buchassist account”) on the website

of the Provider, the Customer accepts the following provisions without reservation. The provider retains

reserves the right to make subsequent changes or additions to the GTC. These are

become an integral part of the contract, unless the customer objects within 14 days of becoming aware of them.

The current version is published on the provider’s website (https://www. Buchassist.com/).

published.

1. Subject of the contract

1.1. With the software and plugin Buchassist (hereinafter “Buchassist”), the Provider provides for its customers

predominantly Software as a Service (“SaaS”) services via the Internet in the area of

business management software. In addition, the Provider provides further services

in different areas (hereinafter collectively referred to as “Services”). For the respective

Scope of services and the conditions is referred to the current service description on the

Website of the provider referred to. The subject of the contract is in particular:

1. a) the provision of the Buchassist software for use via the Internet;
2. b) the storage of the Customer’s data (“Data Hosting”);
3. c) providing various add-ons in addition to the Buchassist software. The

Add-ons are partly offered by the provider itself, partly by third parties.

The add-ons can be installed directly in the buchassist account

ordered, respectively set up.

2. Software transfer

2.1. For the duration of this contract, the Provider shall provide the Customer with the Buchassist software in the

The current version of the software is available for use on the Internet free of charge. To this

purpose, the provider stores the software on a server that is accessible via the Internet for the

customers can be reached.

2.2. The Provider shall continuously develop the Software and shall keep it up-to-date through regular

Improve updates and upgrades. The respective current scope of functions results from the

Service description on the provider’s website.

2.3. The Provider shall continuously monitor the functionality of the Software and, after

To the extent technically possible, software errors.

3. Rights to use the software

3.1. The Provider grants the Customer the non-exclusive and non-transferable right,

the Buchassist software during the term of the contract within the scope of the respective

to use the scope of services as intended.

3.2. The customer may neither duplicate nor edit the software, unless this is stipulated in the

current service description on the website is expressly permitted or by the provider.

has been approved in writing. Prohibited in particular is the even temporary

Installation or saving of the software on data carriers (hard disks, etc.) of the

hardware used by the customer (with the exception of RAM).

3.3. The customer is not entitled to sell or transfer this software to unauthorized third parties.

to make available for use free of charge. Any form of making available the

Software to third parties is expressly forbidden to the customer, unless this is specified in the current

Service description on the website expressly permitted or by the provider in writing.

was approved.

3.4. The customer undertakes to conduct his contractual relations with third parties in such a way

that unlawful use of the software by third parties is effectively prevented.

is prevented.

4. Data Hosting

4.1. The provider leaves a defined storage space to the customer (see

Service Description) on a server to store its data. Provided that the

storage space should not be sufficient to store the data, the provider shall

Inform customers in good time. Unless the customer subsequently requests further

storage space against payment, data that exceeds the available storage space will be

exceed, are no longer stored.

4.2. The Provider shall ensure that the data stored via the Internet within the scope of

of the technical possibilities are retrievable.

4.3. The customer is not entitled to assign this storage space to a third party in part or in full,

for use in return for payment or free of charge.

4.4. The customer undertakes not to store any content on the storage space whose

Provision, publication and use against applicable law or agreements

with third parties.

4.5. The Provider shall take appropriate and reasonable measures within the scope of the technical possibilities.

Precautions against data loss and to prevent unauthorized access by third parties to the

Data of the customer. For this purpose, the Provider will make regular backups, which will be

Check customer’s data for viruses as well as install firewalls.

4.6. In any case, the customer remains the sole owner of the data and can therefore demand that the provider

during the term of the contract, the surrender of individual or all data

without the Provider having a right of retention. The publication of the

Data is transmitted via a data network in which the provider has

format used. The customer has no right to the data required for the use of the data.

suitable software. The Provider is entitled to charge a fee for the release of the data.

to demand compensation for expenses.

4.7. After termination of the contract, the customer is still entitled for one month to use the

Release of his data according to para. 4.6. to require. The provider is not obligated,

to store the customer’s data beyond this period or to demand the surrender of the data.

ensure If, after the expiration of the one-month period, a customer requests the surrender of

data and if these data are still available at the provider, the provider will give the

data to the customer after payment of the costs actually incurred for this.

5. Subcontractor

5.1. The Provider may, for the purpose of fulfilling the contractual performance, in particular to

Software programming, involve subcontractors/third parties. In the case of the authorized

The provider is responsible for the careful instruction of the consulted persons.

5.2. The warranty and liability for subcontractors/third parties shall be governed in accordance with Chapter 14

excluded to the extent permitted by law.

6. Cooperation with third parties

6.1. The customer has the possibility to give a third party access to his

Buchassist account and thus ensure the exchange of data. The customer retains

At the same time, full control over the access rights of the third party at all times

to its data and can restrict or deny access at any time.

6.2. In addition, the Provider allows the third party itself as a customer to have a bookassist account

opened In this case, the third party manages the access rights as a customer and can

grant, respectively restrict or deny them to third parties. The provider

reserves the right, however, to pass on specific data to third parties in justified individual cases.

authorized third parties.

6.3. By granting access rights to third parties, the customer expressly declares his

Consent that the Provider may disclose to the Authorized Person any and all data released

or allow access to it. For the data processing of the

The Provider does not assume any responsibility for the access of third parties (e.g. trustees). At

For the rest, reference is made to chapter 3 of the provider’s privacy policy.

7. App Marketplace / Third Party Add-ons

7.1. The Provider provides an interface (“API”) for communication with software from

Third-party providers available. This gives the customer the opportunity to use the software to

Buchassist also offers various additional packages and services from third-party providers.

(“add-ons”) to be integrated. In addition, the customer may allow further third parties to

Grant authorization to use the interface to his bookassist account. Unless

expressly agreed otherwise, a contractual relationship concerning the use of the

of the third-party add-ons shall be exclusively between the customer and the third-party provider.

7.2. Insofar as access rights are required for the use of an add-on, the customer agrees to

with the order or integration of the Add-on expressly agrees, all

to grant the access rights required for this purpose. The Provider is then entitled,

to provide all data of the customer necessary for the use of the add-on.

or to allow access to them. The customer retains at all times the full

Control over the third party’s access rights to its data and can restrict access

limit or deny at any time. The customer agrees that the

Provider or the third party provider when using additional add-ons data with this

Third-party provider exchanges.

7.3. Any warranty and liability shall be excluded pursuant to sec. 14.7 explicit

excluded. In particular, the Provider assumes responsibility for the data processing of the

Third-party provider no responsibility.

7.4. Notwithstanding any representation to the contrary, Provider shall in any event have the right,

access to the Provider’s API for individual or all customers for important reasons.

reason to partially or completely restrict at any time. Good cause shall be deemed to exist in particular

if data is migrated via the interface to the detriment of the Provider or the

infrastructure is too heavily loaded via requests through this interface.

7.5. By ordering the add-on, the customer declares his agreement to the GTC as well as to the

Privacy policy of the respective third-party provider. For the rest, reference is made to Chapter 3 of the

Privacy policy of the provider.

8. Third-party consulting services

8.1. The Provider offers third-party consulting services to its customers. The

In accordance with the current service description on the Provider’s website, Customers are entitled to receive

of consulting services from third-party providers. The

Consulting services can be provided in particular, but not exclusively, on the basis of

Insurance contracts are offered between the provider and the third party vendors.

8.2. In order for the third-party provider to verify the customer’s eligibility and have the necessary

contact information, the following data will be transmitted to the third party provider:

1. a) Name / Company of the company;
2. b) Address (street, postal code, city, address additions);
3. c) concluded contracts between the Provider and the Customer;
4. d) Telephone number(s);
5. e) E-mail address(es).

8.3. Customers must, upon request to the third-party provider, confirm their eligibility for the

be able to prove receipt of the consulting services at any time. The customers are in favor

responsible to grant access to the consulting services exclusively to authorized

employees (e.g. by disclosing the telephone number of the third-party provider).

8.4. The customer obtains the respective consulting services in accordance with the present chapter

exclusively from the third-party provider. All of the customer’s entitlements to benefits exist

accordingly exclusively against the third-party provider. In particular, there is between

Provider and the Customer shall at no time have any consulting or

Insurance contract.

8.5. The Provider reserves the right to terminate the consulting services for important reasons at any time.

to restrict or terminate for individual customers. An important reason is

in particular in the event of cross-regulatory or excessive use of the offer.

8.6. By accepting the present GTC, the customers simultaneously declare their agreement to

to the general terms and conditions as well as to the privacy policy of the respective

Third party provider.

10. Support

10.1. The Provider will respond to inquiries (by e-mail or telephone) from the Customer regarding the Buchassist software and

other services provided by the Provider within the scope of the services offered on the Provider’s website

published business hours as soon as possible after receipt of the respective question

answer by phone or in writing. This does not include support for software

and third-party services (e.g. add-ons).

11. Impairment of accessibility

11.1. Adjustments, modifications and additions to the contractual

SaaS services of the provider as well as measures that serve to detect and remedy

of functional disturbances will only lead to a temporary interruption of the

or impairment of accessibility, if this is not possible for technical reasons.

is required.

11.2. The monitoring of the basic functions as well as the maintenance of the Buchassist software is carried out

regularly. In case of serious errors (i.e. the use of the Buchassist software is no longer

possible or considerably restricted), maintenance is usually carried out within 4 hours from

Knowledge or notification by the customer. The Provider will inform the Customer about the

Notify maintenance work in good time and carry it out as quickly as possible. The

Provider makes every effort to ensure the highest possible availability of the Buchassist software.

11.3. Third-party services are excluded from this chapter. The provider

in particular for add-ons, which are the responsibility of third parties, can not be

Ensure availability.

12. Duties of the customer

12.1. The customer undertakes to use the SaaS services exclusively for the

use for the purpose stipulated in the contract. He bears sole responsibility for the content,

which he as well as the users he has set up use the

Create, transmit or use SaaS services. The customer is responsible for the

necessary system requirements (in particular hardware and software) to use the

Software Buchassist responsible. The customer is responsible for the entry and maintenance of his

data and information required to use the SaaS services – without prejudice to

the provider’s obligation to back up data – responsible.

12.2. The customer is obligated to check his data and information for viruses or

other harmful components and to check the state of the art for this purpose.

use appropriate anti-virus programs.

12.3. The customer is obliged to prevent unauthorized access to the software by third parties by means of suitable

precautions to prevent. The customer is obliged to inform his employees about the

existing intellectual property rights and to ensure compliance with them.

In particular, the customer shall instruct its employees not to make any copies of the

software or to pass on access data to third parties.

12.4. When using the SaaS services for the first time, the customer must create a “User ID” himself.

incl. Generate password, which is required to access the bookassist account. The

Customer is obliged to provide his “User ID” incl. Password secret and third parties

not to make them accessible to third parties. The Customer shall immediately notify the Provider of any

unauthorized use or otherwise attacking security. In

in such cases, the provider will store the “User ID” incl. Reset the customer’s password.

12.5. The customer shall take all measures which, in its reasonable discretion, are necessary for the

Maintaining or improving the security of the data, the software and the

network connections are required. In particular, the customer undertakes to keep its

Change password regularly, but at least every sixty (60) days.

12.6. The customer is obligated to keep his details in his Buchassist account, in particular the

stored personal data such as residential/domicile address, e-mail address for messages and

invoice deliveries as well as telephone number(s), always (daily) up to date.

12.7. After termination of the contractual relationship, the customer himself is responsible for securing his

Data responsible. The Provider is entitled to delete all data one month after

termination of the contract irrevocably.

12.8. If the customer violates any obligations according to these GTC or further

contractual provisions, the Provider shall be authorized to transfer the book-assist account and thus the

Access to all services of the Provider temporarily or permanently

to restrict or block.

13. Charge

13.1. The Customer undertakes to pay to the Provider for the services ordered the amount due in accordance with its

Subscription / corresponding service description agreed fee plus. VAT to be paid.

13.2. Unless otherwise agreed in writing, the fee shall be paid in advance in each case.

13.3. The Provider will send an invoice to the Customer for the fee owed under the contract to

the e-mail address stored with the billing address.

13.4. The Provider shall be entitled at any time by written notice to the Customer to

to adjust the charges and/or service contents. Reasons for such

Change in performance are in particular the technical progress and further development

of the software. If the customer does not wish to continue the contract at the amended rates and

If the changes represent a deterioration of the conditions from the customer’s point of view, it is

for extraordinary termination with a notice period of 14 days to the date of change

authorized.

13.5. In the event of a delay in payment, the Provider is entitled to terminate the bookassist account and thus the

temporarily block access to all services of the Provider. In this case

the agreed fee remains due in full even during the blocking. The

Access will be reactivated after payment of outstanding invoices. Digit. 15.5

remains reserved.

14. Warranty / Liability

14.1. The Provider shall provide for the functional and operational readiness of the

SaaS Services Warranty in accordance with the provisions in these GTC.

14.2. The Customer undertakes to indemnify the Provider against all claims by third parties based on the

stored data and to reimburse the Provider for all costs,

incurred by the latter due to possible infringements of rights.

14.3. The Provider is entitled to immediately block the storage space if the justified

there is suspicion that the stored data is illegal and/or rights of third parties

injure A reasonable suspicion for an illegality and/or an

Violation of rights exists in particular when courts, authorities and/or other

third party to notify the Provider thereof. The Provider has informed the Customer of the

distance and the reason for it without delay. The lock is to be lifted,

as soon as the suspicion has been fully rebutted.

14.4. Within the framework of the statutory provisions, the Provider excludes any liability

towards the customer (or any third party) in particular for the fulfillment of its

contractual and non-contractual obligations as well as for the loss of data from

(including for negligence). This exclusion of liability shall also apply to the damage

arises directly or indirectly from the use of the Buchassist software.

14.5. If the Provider has auxiliary persons for the fulfillment of its contractual obligations

If a member of the Board of Directors is called in, he shall be responsible for the careful instruction of the persons called in. For the rest

Warranty and liability are fully excluded to the extent permitted by law.

excluded. This exclusion of warranty and liability also applies in particular to

Intent and gross negligence.

14.6. In all cases, regardless of the basis of liability, the Provider’s liability is limited to the

Amount of the monthly license fee in the last twelve months before the accrual of the

Damage limited.

14.7. The warranty for the functional and operational readiness as well as the liability regarding

to third-party software and services (especially add-ons,

consulting services, bank interfaces) is provided to the extent permitted by law.

fully excluded.

15. Contract duration

15.1. The contractual relationship begins with the registration and order by the customer.

15.2. The contractual relationship is concluded for an indefinite period. Consequently, the respective

Subscription (monthly, annual, etc.) automatically for another billing period

extended as long as the contractual relationship is not terminated in accordance with this chapter.

was.

15.3. The parties are entitled to terminate the agreement with one month’s notice as of the end of

the current billing period of the respective subscription (monthly subscription, annual subscription, etc.)

to terminate the contractual relationship. Agreements to the contrary concerning

Cancellation periods remain reserved (especially in the context of special promotions).

15.4. Form of termination: The cancellation must be made online in the customer’s Buchassist account. At

Following the termination, the customer receives an e-mail from the provider with a

Confirmation link. When this confirmation is received by the provider, the

bookassist account after the expiry of the one-month notice period at the end of the respective

Biennium locked. The decisive date for termination is the date of receipt of the

Confirmation of termination with the provider.

15.5. The parties reserve the right to terminate the contract immediately for good cause.

unprejudiced. An important reason for the immediate termination of this contract is for the

Provider in particular then before,

1. a) if the customer falls into bankruptcy or the bankruptcy proceedings are initiated for lack of assets

was set;

1. b) if the customer is in arrears with payment obligations arising from this contractual relationship.

of at least one month’s remuneration is in arrears and he has been given notice of default.

a grace period of two weeks has been granted without success;

1. c) if the customer, when using the services that are the subject of the contract, culpably

violates legal regulations or infringes on copyrights, industrial property rights or

name rights of third parties;

1. d) if the customer seriously violates obligations according to these GTC or

violates any other contractual provisions;

1. e) when using the distributed services for the purpose of promoting criminal,

unlawful and ethically questionable actions by the customer.

15.6. In the event of the death of the owner of a sole proprietorship, the Provider shall in principle be liable for the

Release of the data of the sole proprietorship to authorized persons (in particular

family members, trustees) are entitled. This issuance is conditional upon proof of a

legitimate interest (e.g. succession planning, division of an estate, etc.). Further the

Provider after providing appropriate evidence of an authorized person

Grant access to the book-assist account of the individual company concerned or set the account to

transferred to such a person (e.g. heir). Is the authorization in doubt or does it raise

several parties have divergent claims, the Provider may refuse to issue data or

refuse to take further steps.

16. Communications

16.1. All notices, except as provided in this Agreement or by law, shall be

more stringent form is mandatory, in writing or by e-mail to the address specified by the customer.

specified in the bookassist account or indicated on the provider’s website.

(e-mail) addresses. The Customer is obliged to notify the Provider of address changes

(incl. e-mail) without delay, respectively to adjust in the Buchassist account,

Otherwise, notices sent to the last known address shall be deemed to be legally effective.

received.

17. Privacy

17.1. With the acceptance of these GTC, the customer simultaneously declares his consent to the

Privacy policy (attachment 1) and to the order processing agreement (Annex 2) of the

Provider in each case in the currently valid version. This is permanently available on the website of the

provider is switched on. The customer declares to know these documents.

18. Intellectual property rights

18.1. All intellectual property rights to the SaaS services of the Provider, in particular to

of the software Buchassist as well as to the website remain the property of the provider.

19. Secrecy obligation

19.1. The Provider undertakes to inform the Provider about all the information it receives in the course of the preparation, implementation and

confidential processes that have come to our knowledge in the course of the performance of this contract, in particular

business or trade secrets of the customer and to keep them confidential.

Information without authorization of the customer not to outside third parties

to pass on. This applies vis-à-vis any unauthorized third party, provided that the disclosure of

Information is not required for the proper fulfillment of the contractual obligations of the

provider is required.

19.3. The Customer authorizes the Provider to name the Customer publicly as a reference and to

General about the agreed contract in an appropriate manner for marketing, public

relations and sales purposes. However, the provider will notify the customer before

Publication contact, whereby the customer exclusively for important reasons its

can revoke consent.

20. Severability clause

20.1. Should individual provisions of this contract be or become invalid or void,

this shall not affect the validity of the remaining provisions. The ineffective or

void provision shall be replaced by a new, legally permissible provision.

replace the economic significance and effect of the ineffective or

void provision comes closest. The same procedure shall be followed if a

contractual gap becomes apparent.

21. Applicable law and place of jurisdiction

21.1. This Agreement, including the issues of its formation and validity, is subject to

Swiss law, excluding the conflict of law rules and international agreements.

21.2. Exclusive place of jurisdiction for all disputes arising from or in connection with

this Agreement and with respect to the subject matter hereof, including the

Questions of formation, validity, invalidity, binding nature

implementation, modification or amendment, breach or termination of this

contract, is at the registered office of the Provider.

22. Priority

22.1. In the event of any inconsistencies between the German version of these GTC and its annexes and a

version in another language, the German version has priority.

Last version: November 2022

Accentoris AG

Auerstrasse 14

9442 Berneck

Switzerland

Annex 1 Privacy policy

Annex 2 Order processing contract