These Terms & Conditions ("T&Cs") of ADT Consulting, headquartered in Chemin des Boverattes, 1B — 1009 Pully (hereinafter "ADT Consulting") apply to all business relationships between clients and ADT Consulting. ADT Consulting provides consulting and other services related to the selection and implementation of software. When referring to "in writing", an email is considered sufficient.
A client is any natural and legal person who maintains business relationships with ADT Consulting.
These T&Cs apply exclusively. Conflicting, supplementary or deviating terms and conditions require the express written confirmation of ADT Consulting to be valid.
When using ADT Consulting services, the client confirms that they fully accept these T&Cs.
All offers, dates and deadlines announced by ADT Consulting are subject to change and are non-binding. The effort and costs listed in the offers are estimates (including remuneration according to the amount of time spent) and can be changed during the course of the respective project. ADT Consulting notifies the client of any additional expenditure that may become apparent beforehand to obtain their consent.
Quotations from ADT Consulting are always created free of charge. Exceptions to this are examinations and the answering of functional specifications, which are invoiced according to the time and the applicable conditions.
The contract is concluded upon written acceptance of the quotation by the client. The contract is also concluded when the client uses the services offered by ADT Consulting.
Unless indicated otherwise, all prices are in Swiss Francs (CHF), including VAT (VAT incl.).
Unless fixed prices have been expressly agreed, consultancy and service contracts will be remunerated according to the time required. The amount of the fee or the fee rate is determined in each case according to the quotation valid at the time of the order confirmation.Unless otherwise agreed, ADT Consulting is entitled to reimbursement of its expenses in addition to its fee claim. The following in particular apply:
For projects that run over several months, the expenses already made are invoiced monthly.
The client is required to pay the amounts invoiced by ADT Consulting within 30 days of the invoice date.
If the invoice is not paid within the aforementioned payment period, the client will be warned. If the client does not pay the invoice within the set reminder period, the client owes default interest in the amount of the 15% of the invoice amount.
ADT Consulting reserves the right to request pre-payment at any time without giving reasons. If payment is not made within the specified period, ADT Consulting is entitled to withdraw from the contract and not to deliver the services.
Offsetting the amount invoiced against any claim by the client against ADT Consulting is not permitted.
ADT Consulting has the right to refuse any further service provision if the client defaults on payment.
Unless otherwise agreed, ADT Consulting fulfils its obligation by providing the agreed service. ADT Consulting is also entitled to provide and invoice partial deliveries and / or partial services insofar as this is reasonable for the client.
ADT Consulting carries out subsequent requests for changes by the client, provided that this is possible without additional costs or delays. If additional costs are incurred in the event of subsequent requests for changes, ADT Consulting shall notify the client of this in advance and the client must confirm this additional assumption of costs in writing
Part of ADT Consulting's services are provided online. For all other services, ADT Consulting's headquarter address is the place of fulfilment, unless otherwise agreed.
ADT Consulting has the express right to call in auxiliary persons to fulfil their contractual obligations. It must ensure that the auxiliary person is involved in compliance with all mandatory statutory provisions and any collective employment contracts.
The client is obliged to immediately take all precautions necessary for the provision of the service by ADT Consulting. The client must take the precautions at the agreed place at the agreed time and to the agreed extent. Depending on the circumstances, this includes providing suitable information and documents for ADT Consulting.
Furthermore, the client is obliged to cooperate comprehensively and promptly. The Client has to hand over to ADT Consulting any documents required in connection with the provision of the service, completely and correctly in terms of content. ADT Consulting assumes that the information and documents provided are correct and complete and that they comply with the legal obligations to cooperate and provide information. ADT Consulting is only responsible for checking the accuracy and correctness of the client's information, documents and figures if this has been agreed in advance in writing.
Both parties have the right to withdraw from the contract at any time. The resigning client must fully pay the expenses already made by ADT Consulting. Withdrawal at times is not permitted. If the client withdraws from the contract, they will be charged for 50% of the originally agreed upon quotation.
ADT Consulting is liable within the meaning of Art. 398 para. 2 CO for the faithful and careful execution of the service ordered from it.
The client is obliged to test and/or examine services by ADT Consulting (services and/or goods) immediately upon receipt and/or to report any discrepancies to ADT Consulting immediately. Programs and adaptations or extensions of standard software developed by ADT Consulting are considered accepted if the client does not report any defects in writing to ADT Consulting within 30 days of delivery.
Protocols, business specifications, technical specifications, design proposals and the like are deemed to have been approved by the client if they have been submitted for acceptance by ADT Consulting and the client has not given 14 days' notice in writing to fill in any gaps or to remedy defects has requested, or if the client moves on to another project phase.
For software from third-party vendors, the client concludes the license agreement directly with said vendor. Any warranty claims or warranties are to be asserted exclusively with this vendor. ADT Consulting excludes any guarantee.
ADT Consulting excludes all liability, regardless of its legal basis, as well as claims for damages against ADT Consulting and any auxiliary persons and vicarious agents. After installing software, the client is solely responsible for its correct use.
ADT Consulting is especially not liable for indirect damage and consequential damage, loss of profit or other personal, property and pure financial loss of the client or third parties. A further mandatory legal liability is reserved, for example for gross negligence or unlawful intent.
ADT Consulting will not be responsible for any failure to perform its obligations under this contract, if it is prevented or delayed in performing those obligations by an event of Force Majeure.
An event of Force Majeure is an event or circumstance which is beyond the control and without the fault or negligence of ADT Consulting , and which by the exercise of reasonable diligence the party affected was unable to prevent provided that event or circumstance is limited to the following:
All rights to the services, products and any brands ADT Consulting or the owner is entitled to use them.
Neither these general T&Cs, nor the associated individual agreements deal with the transfer of intellectual property rights unless this is explicitly agreed in written form. In particular, the client does not acquire the copyright with the delivery and payment of the software programs and developments. The client only acquires the right to use it. The programs and developments remain the property of ADT Consulting. ADT Consulting expressly reserves the right to continue to use and develop the delivered software, developments and learning content.
Publication and making available information, pictures, texts or other things, which the client receives in connection with the service of ADT Consulting, are prohibited, unless it is explicitly approved by ADT Consulting.
If the client uses content, texts or pictorial material to which third parties have a property right in connection with ADT Consulting, the client must ensure that no property rights of third parties are violated.
ADT Consulting and the client undertake to mutually oblige their employees and auxiliary persons to maintain confidentiality with regard to all documents and information which are not generally known and which relate to the business sphere of the other party and which help them prepare and implement this contract become accessible.
This obligation remains as long as there is a legitimate interest in it, even after the termination of the contractual relationship. This duty of confidentiality only applies to information that is not generally accessible, known or obvious. The legal information requirements remain reserved.
Subsequent changes and/or additions to these T&Cs and the respective order must be in writing to be effective.
Should individual provisions of these T&Cs be wholly or partially void and/or ineffective, the validity and/or effectiveness of the remaining provisions or parts of such provisions remain unaffected. The invalid and/or ineffective provisions will be replaced by those that are economically and legally closest to the meaning and purpose of the invalid and/or ineffective provisions. The same applies to any gaps in the regulation.
In the event of a dispute, only Swiss law is used, with the exception of conflict-of-law standards.
Place of jurisdiction is Lausanne, unless the law provides for mandatory places of jurisdiction.
Applicable as of June 1st, 2026