GTC

General Terms and Conditions of the Rey Companies

I. Validity

01.
Unless otherwise agreed in writing between the parties, these General Terms and Conditions (hereinafter referred to as “GTC”) apply to all deliveries and services provided by the Rey companies, namely Rey 360 Holding AG [UID: CHE-398.217.352], Rey Technology Holding AG [CHE-275.651.197], Rey Automation AG [UID: CHE-108.042.994], Rey Informatik AG [UID: CHE-115.251.959], Rey Immobilien AG [UID: CHE-398.018.189], iDIP Solution AG [UID: CHE-284.008.847], and Rey GmbH in 79111 Freiburg im Breisgau [HRB 703684].

02.
These General Terms and Conditions apply if the customer expressly or tacitly accepts them or if the provision of services has begun. Deviating provisions of the customer shall only apply if their validity has been expressly agreed in writing, even if reference is made to them in requests for quotations or other documents.

II. Conclusion of contract

03.
Contracts between the customer and a Rey company are deemed to have been concluded when such a company (hereinafter: “Rey company providing the service”) confirms acceptance of the order or contract, including any change requests, in a verifiable written form (order confirmation or individual contract) or has commenced provision of the service.

04.
The contracting party shall always remain solely the relevant Rey company, even if other Rey companies provide contractually owed services, regardless of the degree of integration, other Rey companies communicate directly with the customer, any title provides for any claims against Rey companies other than the contracting party, or insolvency proceedings or bankruptcy proceedings are opened against the contracting party.

05.
Offers without a deadline are non-binding.

III. Provision of services

06.
The order confirmation or an individual contract shall be decisive for the scope and execution of all deliveries and services, standby and response times (SLA), as well as usage times and availability. License fees, materials, or services not listed therein will be charged additionally. No permanent or uninterrupted availability is guaranteed for software solutions provided (applications, cloud computing, software as a service).

07.
Insofar as this is reasonable for the customer, Rey companies may deliver modified or adapted hardware and software or provide other services that deviate from order confirmations and contracts. Such changes are particularly reasonable if they do not impair the agreed functionality. The same applies to deviations in the user documentation from the content of the contract and/or from deliveries and services, namely in descriptions and illustrations. Under no circumstances do such deviations constitute assurances of properties or a change to the contract. Extensions to software to be maintained with the same or similar functions (upgrades) as well as updates to the documentation in the event of subsequent adjustments within the scope of software maintenance are only part of the contract if agreed.

08.
The customer accepts the terms and conditions of purchase or use of the respective third-party provider associated with standard software. Furthermore, the customer expressly accepts that Rey companies may use free/libre open source software components and that these components are subject to the license terms applicable to the customer.

09.
The contractual services do not include brief telephone and electronic consultations that are equivalent to user training and questions that can be answered by reading user manuals or other documentation.

10.
The outsourcing of contractually owed services to subcontractors and other Rey companies is expressly permitted.

IV. Remuneration

11.
All prices are in Swiss francs, excluding value added tax and ancillary costs such as travel expenses (time and distance), fees and license fees, charges of any kind, customs duties, transport, packaging, insurance, etc.

12.
The services provided by the Rey companies shall be remunerated by the customer at a fixed price or on a time basis. Unless a flat-rate remuneration has been agreed, the time specified is always only an estimate. In this case, the actual time spent on providing the services shall be charged. The hourly rate is CHF 220.00, unless otherwise agreed. In addition to the actual provision of services, the time to be remunerated by the customer also includes, in particular, participation in meetings and project meetings as well as any preparatory and follow-up work, regardless of the location.

13.
Currency fluctuations, a significant postponement of the delivery date, changes in relevant regulations, further developments, reduced availability, and changes to products, prices, or conditions at suppliers entitle the Rey companies to adjust prices.

14.
Additional costs resulting from incomplete, incorrect, or delayed information or subsequent changes (or requests for changes) shall be borne by the customer.

V. Terms of payment

15.
Payments shall be made by the customer net, without deduction of discounts, expenses, taxes, duties, fees, customs duties, and the like. Unless otherwise agreed in writing, the following shall apply:

a) For fixed prices: 50% as a down payment within 14 calendar days of the date of order confirmation or contract signing; 40% upon complete delivery or commissioning and 10% after acceptance;

b) According to expenditure: In each case following the reporting month;

c) Expenses: In each case following the reporting month;

d) Material/hardware/etc. deliveries, software licenses: 100% after signing the contract or before ordering by the Rey company;

e) Permanent contracts: Quarterly in advance.

16.
All invoices from Rey companies are payable within 14 calendar days of the invoice date.

Unless the customer notifies Rey of the disputed amount and the reasons for the dispute by the due date, the invoice shall be deemed accepted. The customer's payment obligation shall only be deemed fulfilled once the amount has been received and is freely available to the Rey company providing the service.

17.
The payment dates must also be adhered to if shipping, transport, data connections, commissioning, or acceptance of deliveries and services is delayed or rendered impossible for reasons for which the Rey company providing the service is not responsible, or if insignificant parts of deliveries and services are still missing or rework is necessary that does not completely render the use of deliveries and services impossible.

18.
If the customer fails to meet a payment deadline, they shall be in default in all cases without a reminder and shall pay default interest of 5% from the 15th calendar day after the invoice date. The Rey company providing the service is entitled to compensation for administrative costs of CHF 30.00 per reminder. In the event of default of payment by the customer or if there is serious reason to fear that payment by the customer will not be made in full or on time, the Rey company shall be entitled, without prejudice to its other claims, to suspend all deliveries and services, to withdraw the rights of use granted to the customer (e.g. to software) and to demand the return of any goods delivered (e.g. data carriers, documentation, etc.) and to retain deliveries ready for shipment until new payment and delivery terms have been agreed or the Rey company providing the service has, in its own opinion, received sufficient security. If such an agreement cannot be reached within 15 calendar days of the default or if the Rey company does not receive sufficient security in its own opinion, the Rey company shall set a grace period of at least three calendar days for payment. If this grace period expires without action, the Rey company providing the service may sue for performance and damages for delay or, within a reasonable period of time (no immediate declaration necessary), waive subsequent performance and either demand compensation for the damage resulting from non-performance or withdraw from the contract (Art. 109 OR). In the event of withdrawal from the contract, the Rey company concerned shall be entitled to remuneration for the services rendered up to that point, plus a reasonable share of the profits.

19.
The customer may not withhold, reduce or offset payments due to complaints, claims or counterclaims not recognized in writing by the Rey company providing the service.

VI. Work results and rights of use

20.
All pre-existing rights of use and property rights (intellectual property rights and performance rights as well as entitlements as such) as well as those to agreed work results and work results arising in the course of contract performance, including plans, drawings, technical documents, user documentation, software including source codes, program descriptions, documentation, concepts, evaluations, or development results, as well as legally unprotected ideas, processes, and methods, belong to and remain with the Rey company providing the service. Patent rights to inventions created during the performance of the contract belong to the Rey company providing the service. The customer may only dispose of these or make them available to third parties if this has been granted in advance in writing.

21.
Conversely, all pre-existing rights of use and property rights to the content supplied by the customer remain with the customer. The customer guarantees that they have the necessary rights of use. The Rey company providing the service shall be held fully indemnified by the customer in this regard.

22.
Unless otherwise expressly agreed, the customer is only granted the non-exclusive, non-transferable, and generally time-limited right to use the standard software and the associated user documentation in accordance with the third-party provider's terms and conditions of purchase or use. The customer is not entitled to grant sublicenses for the software or user documentation to third parties, to pass them on to third parties, to sell them or to rent them out. In the case of free/libre open source software components, only the license terms applicable to these components shall apply. The customer may store software on a storage medium or load it into the working memory to the extent necessary for use. The customer is not entitled to make copies (except for archiving purposes, temporary troubleshooting, or to replace defective, necessary storage media) or to update, upgrade, or otherwise extend the software. For the period of unagreed overuse, the customer undertakes to pay compensation for the overuse. If the customer does not report the overuse on their own initiative, a contractual penalty amounting to five times the price of the usage in accordance with the applicable price list shall be payable. The customer may not disassemble, decompile, decrypt, reverse engineer, or otherwise modify the software, even if it was individually produced for them. If the customer violates any of these provisions, the Rey company concerned is entitled to revoke the right to use the software without notice and to discontinue its other services. Claims for damages and other legal action remain reserved.

23.
Upon full payment of the remuneration owed, the non-transferable, perpetual, non-exclusive, and geographically unrestricted rights to individually developed software shall be transferred to the customer. Without a written agreement, there shall be no claim to the transfer of source codes and development documentation. The Rey companies are entitled to further develop, modify, use, and otherwise commercially exploit software and components, knowledge, and processes developed for the customer.

24.
Documents, drafts, software for testing purposes, plans, concepts, data, source codes, etc. must be returned to the respective authorized Rey company and/or permanently deleted electronically if no actual deliveries or services are made, and always upon termination of the contractual relationship. Complete return or deletion must be confirmed in writing. The customer shall not acquire any rights to offer documents and may neither make them accessible to third parties nor use them themselves.

VII. Customer's obligations to provide information and cooperate

25.
The customer shall provide the Rey company providing the service with all specifications relevant to the performance of the contract in a timely, complete, clear, and correct manner and in a generally accepted form. The Rey company providing the service may rely on the information provided by the customer. The customer shall inform the Rey company providing the service in good time of any technical requirements and of any legal, regulatory, official, and other requirements at the destination, insofar as these are relevant to the development, execution, and use of deliveries or services provided by the Rey company, as well as to the prevention of illness and accidents. The customer is solely responsible for compliance with domestic and foreign export regulations. The customer is also obliged to provide full information and cooperation so that the provision of deliveries and services by the Rey companies is facilitated as much as possible.

26.
The customer shall grant the Rey company providing the services the necessary access to its premises/systems and shall provide the necessary infrastructure for the performance of the services. This applies in particular to the provision of competent employees with decision-making authority, the provision of test workstations, staging and storage rooms, training rooms, meeting rooms for workshops, parking spaces, the hardware and software environment (system environment) required for proper operation, power, data, Internet, and telecommunications facilities, etc. The customer is obliged to procure all necessary licenses for standard products from third-party providers for the respective contract period within the scope of the ordered deliveries and services, and to comply with these licenses and the license terms for free/libre open source software components. The customer is obliged to provide the Rey company providing the services with remote access to the data processing equipment on which any contractual software is installed and used. The customer is responsible for activating the online access required for remote access and bears the connection costs.

27.
The customer is obliged to prevent unauthorized access to the software supplied. The customer shall store the original data carriers supplied in a location that is secured against unauthorized access. The customer shall comply with the security and administrative regulations provided. The administration of user IDs and passwords is the responsibility of the customer. These must be kept secret by the customer, protected against unauthorized access, and not disclosed to third parties. In order to avoid damage due to data loss, the customer is obliged to ensure that their data is backed up daily, in a machine-readable form and in accordance with the current state of the art, thus ensuring that this data can be restored with reasonable effort. Unless explicitly agreed otherwise, the customer is solely responsible for data security and compliance with data protection regulations.

28.
Insofar as support services are provided to the customer within the scope of projects, the customer is obliged to regularly check whether the project goals specified in writing are being met. Project management and responsibility lie exclusively with the customer.

29.
If software maintenance services have been agreed, these shall only be provided for software that is used by the customer in the current program version. If the customer uses a program version that is not current, a check shall be carried out at the customer's premises and the software shall be updated for a separate fee, which depends on the number of program versions not updated by the customer.

VIII. Retention of title and right of use

30.
Insofar as material/hardware/etc. deliveries are made, the Rey company providing the service shall remain the owner until the agreed remuneration has been paid in full. During this time, the customer may not sell, rent, pledge, or otherwise encumber the delivery. The customer is obliged to cooperate in measures necessary to protect the property of the Rey company providing the service, in particular the entry in the retention of title register. All rights of use are granted subject to full payment of the agreed remuneration.

IX. Deadlines

31.
Only deadlines confirmed in writing are binding. Deadlines (including sanctioned milestones) and follow-up deadlines shall be extended appropriately and automatically without the need for special notification and without the customer being entitled to any claims arising therefrom:

a) if the customer is in arrears with the work to be performed by them, is in default of acceptance after receiving a warning, or is in default with the fulfillment of their contractual obligations, in particular if and at least as long as they do not comply with the terms of payment;

b) if the Rey company providing the service does not receive the information it requires for the provision of the service in good time, or if the customer subsequently changes this information, or if and as long as the customer fails to fulfill its obligations to cooperate;

c) in the event of unforeseen obstacles and their consequences that are beyond the control of the Rey company providing the service, regardless of whether they arise with the parties or with a third party, at least for the duration of such obstacles and consequences. Such obstacles include, for example, force majeure, official orders, pandemics, epidemics, mobilization, war, riots, significant operational disruptions, labor disputes, natural disasters, fire, theft;

d) in the event of delivery or transport delays and the like on the part of a third-party provider, supplier, or carrier.

X. Place of performance

32.
Unless the parties have agreed on a specific place of performance in writing, the place of performance shall be the registered office of the Rey company providing the service. In particular, there shall be no entitlement to on-site performance at the customer's premises if services can be performed by telephone or remotely (online direct access). The customer shall take reasonable measures to exclude or minimize on-site performance.

33.
The customer is obliged to hand over, fax or email a signed delivery note to the Rey company providing the service immediately after delivery of the materials/hardware/etc.

34.
If a delivery is delayed or becomes impossible for reasons for which the Rey company providing the service is not responsible, the delivery shall be stored at the customer's expense and risk, without the customer being entitled to withdraw from the contract or claim damages.

XI. Transfer of risk

35.
The benefits and risks shall pass to the customer upon dispatch of the material/hardware/etc. deliveries from the registered office of the Rey company providing the service, regardless of any agreed delivery and installation conditions. All transport shall be at the expense and risk of the customer. The customer shall be responsible for insuring against damage of any kind.

XII. Acceptance / inspection obligations

36.
Unless a special procedure has been agreed in writing, the customer must test the work contractually agreed service or delivery, including any data carriers, user manuals, and other documentation provided, immediately upon delivery or receipt, before productive use, and at the latest within ten (10) calendar days of any notification of readiness for acceptance, by means of appropriate tests in a practical manner, and immediately notify the Rey company providing the service in writing of any defects, stating the nature of the defect, its effect, and the circumstances in which it occurred. The customer shall give the Rey company providing the service the opportunity to remedy the defects. Insignificant defects are negligible.

37.
If the customer fails to inspect and/or report the defects immediately, refuses to sign an acceptance report despite a short grace period without objective reason, or uses the deliveries or services without complaint for seven (7) calendar days, they shall be deemed accepted. Defects that would have been apparent at the time of acceptance or partial acceptance but were not reported immediately cannot be claimed later. Insignificant defects do not entitle the customer to refuse acceptance.

XIII. Warranty

38.
In the case of work performance, the Rey company providing the service guarantees that the work will essentially comply with the warranted specifications for a period of twelve (12) months, provided that it is used as intended and that the customer has fully complied with its obligations.

39.
The Rey company providing the service guarantees the properties of material/hardware/etc. deliveries exclusively within the scope of the warranty provided by the manufacturers or third-party providers, which the customer expressly accepts. Depending on the manufacturer, the warranty period is twelve (12) months, and in the case of continuous day and night operation, it is generally six (6) months. The warranty period begins with delivery or service provision. The Rey company does not provide any warranty for rights of use and exploitation or for the properties of free/libre open source software components used.

40.
If Rey Gesellschaft provides purely consulting services, it shall not be liable for the accuracy and suitability of the consulting services, in particular for the achievement of the purpose pursued with the commissioned consulting (no guarantee of success).

41.
Consumables and damage resulting from wear and tear, inadequate maintenance, failure to observe operating instructions, changes to the system environment, source codes or databases, installation and/or operating errors, damage attributable to third-party products, including defective or license-infringing standard software and free/libre open source software components, damage resulting from interventions in the service/software, such as modifications, adjustments, connection with other programs, and/or use contrary to the contract, excessive strain, unsuitable operating resources, chemical or electrolytic influences, defective defect rectification work not carried out by the Rey company providing the service, force majeure, and other reasons for which the Rey company is not responsible. Furthermore, there is no guarantee that data transmission will be free of faults or that it will be available.

42.
The warranty period shall expire prematurely if the customer or third parties make changes or repairs, or if the customer does not immediately take all appropriate measures to mitigate the damage, or if the customer does not immediately give the Rey company providing the service the opportunity to remedy the defect.

XIV. Rights in respect of defects

43.
A defect shall only be deemed to exist if it can be proven that the intended use is impossible or that an important function or feature is missing. Other, insignificant defects shall be disregarded.

44.
The Rey company providing the service shall remedy defects that have been duly reported within the applicable warranty period within a reasonable period of time. The original warranty period may be extended once by the same period at most. In the event of any contradictions, in particular with regard to material/hardware/etc. deliveries, the provisions of the manufacturer or third-party provider shall take precedence.

45.
Claims for defects in software shall only exist if the reported defect is reproducible or can be demonstrated by machine-generated output and was reported immediately after discovery. Insofar as this is reasonable for the customer, the Rey company providing the service is entitled to provide the customer with a new version of the software (e.g., update, maintenance release/patch) that no longer contains the reported defect or eliminates it, or to develop an alternative solution.

46.
If a defect cannot be remedied despite two attempts, the customer may, after written notification and setting a reasonable grace period, remedy the defect itself or have it remedied by third parties. In this case, the customer is entitled to reimbursement of the costs incurred by the replacement, less any savings, but not exceeding a total of ten (10) percent of the value of the defective delivery or service. Further claims under the warranty are excluded; in particular, the customer may not demand a reduction in price, withdraw from the contract (rescission), or demand compensation for lost profits, indirect and direct damages, penalties to third parties, consequential damages, loss of use, capital costs, or for the acquisition of substitute services or other economic consequential damages.

47.
In the event of alleged infringements of property rights, the Rey company providing the service is entitled at any time to remedy such infringements by adapting its delivery or service accordingly or by acquiring the relevant rights. The customer shall have no other claims.

48.

If it transpires that a defect reported by the customer does not actually exist or is not based on the deliveries or services provided by the Rey company providing the service, the customer shall compensate the Rey company for the expenses incurred in connection with the analysis and other processing.

XV. Liability

49.
To the extent permitted by law, the liability of the Rey company providing the service for culpably caused damage is limited to a maximum of 50% of the total remuneration of the corresponding contract for one-off services or the remuneration for 12 months for recurring services. Liability for lost profits, indirect and direct damages, penalties to third parties, consequential damages, loss of use, capital costs or costs for the acquisition of substitute services, as well as any other economic consequential damages, is expressly excluded. Liability for the recovery of data is excluded, unless the Rey company caused its destruction intentionally or through gross negligence.

50.
Liability for employees and auxiliary persons called in is excluded in accordance with Art. 101 para. 2 of the Swiss Code of Obligations.

51.
The Rey company providing the service shall only be liable, under the conditions specified in its liability insurance policies, for personal injury and property damage that can be proven to have been caused to the customer through the fault of the Rey company. Further claims are excluded. If the liability insurance policies do not cover the personal injury or property damage incurred, the Rey company providing the service shall not be liable for any further claims.

XVI. Permanent contracts

52.
Unless otherwise agreed, permanent contracts shall be extended by one (1) year in each case. Either party may terminate permanent contracts in writing with one (1) month's notice to the end of a contract year, but no earlier than after twelve (12) months.

53.
Upon termination of a permanent contract, the customer must immediately delete all software for which temporary rights of use have been granted from the hardware on which it is installed or stored. The customer is hereby expressly advised that they may no longer use such software after termination of a permanent contract.

54.
The Rey company providing the service has the right to change the prices for permanent contracts once a year. The customer must be notified of any price increases six (6) weeks before they take effect. Upon notification, the customer shall have an extraordinary right of termination at the time the price increase takes effect. In this case, the customer must declare the termination to the Rey company providing the service in writing no later than four (4) weeks after notification of the price increase.

XVII. Prohibition of poaching personnel

55.
The customer undertakes not to poach, hire, or otherwise employ any employees of a Rey company, either directly or indirectly, during the provision of services and for one year thereafter. In the event of a breach of this non-solicitation clause, the customer shall owe the Rey company concerned a contractual penalty of CHF 100,000.00. Payment of the contractual penalty shall not release the customer from compliance with the other contractual obligations.

XVIII. Confidentiality

56.
The parties shall treat all information that is neither public nor generally accessible as strictly confidential. In particular, the customer acknowledges that source codes constitute sensitive trade secrets. In case of doubt, information shall be treated as confidential and there shall be a mutual obligation to consult. The confidentiality obligation shall apply from the start of the contract negotiations and shall continue to apply indefinitely after the end of the contractual relationship. The Rey companies may advertise the fact that they are or were working with the customer and cite them as a reference.

XIX. Unilateral termination of contract

57.
If unforeseen events occur that fundamentally change the circumstances relevant to the contract or have a significant impact on the performance of the contract by the Rey company providing the service, or if the execution of the deliveries subsequently proves to be wholly or partially impossible, the parties shall attempt to agree on a contract amendment within a period of 30 calendar days. If the parties cannot agree, the Rey company providing the service shall be entitled to terminate the contract or the relevant parts of the contract. If the Rey company intends to terminate the contract, it must notify the customer immediately after becoming aware of the significance of the event, even if an extension of the delivery period has been agreed upon initially. In the event of termination of the contract, the Rey company providing the service is entitled to remuneration for the services rendered at that point. Claims for damages by the customer, including claims for lost profits, indirect and direct damages, penalties to third parties, consequential damages, loss of use, capital costs, or costs for the acquisition of substitute services, as well as any other economic consequential damages, are expressly excluded.

XX. Termination for good cause

58.
The parties have the right to terminate for good cause. The right to terminate for good cause requires that the party at fault has previously been given written warning by the other party, setting a deadline of at least twenty (20) calendar days to commence or resume conduct in accordance with the contract and to restore the situation to one in accordance with the contract, and referring to the right of termination, without success. Good cause shall be deemed to exist in particular:

a) if the continuation of the cooperation is objectively no longer reasonable due to a serious breach of contract;

b) if the customer is more than two (2) months in arrears with payment;

c) if the customer violates the terms and conditions of purchase or use of a Rey company or a third-party provider;

d) if changes or measures taken by the customer significantly impair the contractual provision of services and the parties are unable to find a mutually acceptable solution.

59.
Payments already made at the time of termination shall remain paid. Termination does not release the parties from their obligation to ensure the fulfillment of their contractual obligations in the normal course of business.

XXI. Data protection

60.
The customer acknowledges the data protection declaration of the Rey companies, the current version of which can be viewed at https://www.rey-technology.com/de/datenschutz.

61.
The parties undertake to comply with the provisions of data protection. The Rey companies are entitled to have personal data processed by third parties inside and outside Switzerland, provided that data security is guaranteed. If data processing takes place in a country with an insufficient level of data protection, or if this cannot be ruled out, the third party must provide sufficient contractual guarantees to ensure adequate data protection. The customer agrees that cross-border data transfer and data processing abroad may take place to this extent.

62.
The parties shall agree on the necessary separate contracts (e.g. regarding order processing) without further ado. Without concluding an order processing contract with the usual clauses, the customer must ensure that the Rey companies do not have access to the customer's personal data within the scope of the service provision. In any case, the customer or its customers, as controllers within the meaning of the applicable data protection law, are and remain solely responsible for the legality and assessment of the admissibility of the processing of personal data, including the admissibility of order processing or sub-order processing, as well as for the protection of the rights of the data subjects. The customer guarantees that all data has been processed in a lawful manner (information obligations, legal basis, compliance with applicable data protection law, etc.) and may continue to be processed by them. The Rey companies shall be held fully indemnified by the customer in this regard.

63.
Without concluding a separate contract regarding order processing (AVV) with the usual clauses, the other party must ensure that it does not gain access to the personal data of the Rey companies.

64.
The parties shall inform each other immediately if violations of applicable data protection law, data security, errors, or irregularities are detected or become known.

XXII. Miscellaneous provisions

65.
Declarations in text form that are transmitted or recorded by electronic media (fax, email, internet, and the like) shall be deemed to be written declarations by a party. The sender shall be responsible for proving that such declarations have been received by the recipient. Such declarations shall be deemed to have been received at the time of acknowledgment by the recipient. Contract amendments and terminations must always be made in writing (electronic media are not sufficient).

66.
If one party waives its right to enforce a contractual claim in an individual case, this cannot be regarded as a general waiver of all contractual claims.

67.
The parties exclude offsetting against counterclaims that have not been acknowledged in writing.

68.
The parties mutually undertake, without any special consideration, to make all declarations in the proper form that are necessary for the execution of the contracts concluded.

69.
In the event of contradictions between an individual contract, these GTC, and an offer, the provisions of the individual contract shall take precedence over these GTC and those of an offer.

XXIII. Severability clause

70.
Should individual provisions of these GTC prove to be invalid, ineffective, or unenforceable, this shall not affect the validity, effectiveness, and enforceability of the remaining parts of the GTC. In this case, the parties undertake to replace the invalid, ineffective, or unenforceable part of the GTC with a valid, effective, and enforceable provision that comes closest to the economic purpose of the provision. In all other respects, the provisions of the Swiss Code of Obligations (SR 220) shall apply.

XXIV. Amendment of the GTC

71.
These GTC may be amended at any time. Amendments or additions to the GTC will be communicated to the customer. These become part of the contract if the customer does not object in writing within 30 calendar days of notification. The currently valid version of the GTC is available at: www.rey-technology.com/en/agb.

XXV. Place of jurisdiction and applicable law

72.
The Rey companies endeavor to resolve any differences amicably. The place of jurisdiction for disputes is the registered office of the respective Rey company. However, the respective Rey company is also entitled to sue the customer at their place of business. All legal relationships between the parties are subject to Swiss law, excluding the Vienna Sales Convention.

As of: September 2023