General Terms and Conditions
1. Scope
These GTC apply to all agreements between Knovas and the customer on the use of the Semantix software, unless expressly agreed otherwise in writing. The respective main agreement supplements these terms.
2. Subject matter
Knovas provides the customer with the Semantix software as software-as-a-service (SaaS) via an API. The scope of services is defined by the respective agreement.
3. Services by Knovas
Knovas operates and maintains the software, provides updates, and offers support in accordance with the terms agreed in the contract.
4. Customer obligations
The customer undertakes to use the software only in accordance with the terms of use, to treat access credentials confidentially, and to provide the cooperation reasonably required.
5. License
The customer receives a simple, non-exclusive, non-transferable, non-sublicensable right to use the software for the term of the agreement.
6. Fees and payment
Fees are determined by the pricing model agreed in the contract. Payments are due within 30 days of invoicing without deduction. In the event of late payment, Knovas may suspend access to the software.
7. Warranty
Knovas warrants the availability of the software as agreed in the contract. Defects must be reported without undue delay. After a notice of defect, Knovas undertakes to remedy defects within a reasonable period (14 to 30 calendar days).
8. Liability
Knovas is fully liable for intent and gross negligence. In cases of slight negligence, liability is limited to CHF 1,000 per incident. A higher liability cap may be agreed for key customers or larger projects. Liability for indirect damage, consequential loss, and lost profits is excluded to the extent permitted by law.
9. Data protection and processing
Knovas processes personal data on behalf of the customer in accordance with applicable data protection law. The separate data processing agreement applies.
10. Term and termination
The agreement runs for an indefinite term and may be terminated with one year’s notice to the end of the contract period. Termination for cause remains reserved.
Deviating rules for pilot projects
Pilot agreements are governed by the term and notice periods set out in the respective pilot contract. The provisions of this section do not apply to pilot projects.
11. Support and service levels
Details on support, availability, response times, and other service parameters are set out in a separately agreed service-level agreement (SLA). The SLA is an integral part of the agreement and binding on both parties.
For pilot projects, no SLA applies. Support is provided on a best-effort basis only; availability and response times are not guaranteed.
12. Confidentiality
Both parties shall keep all confidential information secret, including after the end of the agreement.
13. Changes to the GTC
Knovas may amend these GTC with 30 days’ notice in writing or by email. Changes are deemed accepted unless the customer objects in writing within 14 days of receipt of the change notice. If the customer objects, the customer does not accept the new terms and may terminate the agreement when the changes take effect without observing a notice period.
14. General provisions
Amendments and supplements to the agreement require written form. Should any provision be invalid, the validity of the remaining provisions remains unaffected. Place of jurisdiction is Zurich; applicable law is Swiss law.
Contact
For questions about these GTC, please contact:
Email: contact@knovas.ch
Knovas
Zurich, Switzerland · knovas.ch