ajila privacy notice and cookies policy

1.     Scope and validity

Ajila AG, Centralstrasse 8b, 6210 Sursee (hereinafter "Ajila") is the operator of the website www.ajila.blink and provider of the services on this website. Ajila is therefore responsible for the collection, processing and use of your data and must ensure compliance with the Swiss law. Ajila attaches great importance to the protection of your personal data. Here we inform you about what data is collected by Ajila and how it is used. You will also learn how to verify the accuracy of this information and how to request that we delete this data. Please note that this Privacy Policy may change from time to time. We therefore recommend that you regularly read this Privacy Policy to ensure that you are always familiar with the latest version.

2.     Collection, use and processing of personal and company-related data

By visiting www.ajila.blink certain data is automatically stored on our servers or on servers of services and products that we obtain and / or have installed, for system administration purposes, for statistical or backup purposes or for tracking purposes. These are:

  • the name of your internet service provider
  • your IP address
  • the version of your browser software
  • the operating system of the computer with which www.ajila.blink was accessed
  • the date
  • the time
  • the website from which you visit www.ajila.blink
  • the key words you used to find www.ajila.blink
  • Under certain circumstances, this data may allow conclusions to be drawn about a specific visitor. However, personal data is not used in this context.
  • By using the services of Ajila and entering your data on www.ajila.blink, you consent to the use of your entered data for service-related use. This data includes your first and last name, e-mail address and cell phone number.
  • Furthermore, you agree that your data can be used for advertising measures / advertising purposes of third parties. If you do not agree to the use of the data for advertising purposes, you can prohibit this at any time by sending an e-mail to marketingteam@ajila.com

 

3.   Disclosure to third parties

Your data will be transferred to our partners (third parties) as far as the order processing makes it necessary. If we pass on data to external service providers, technical and organizational measures will be taken to ensure that the transfer is in accordance with the legal provisions of data protection. If you provide us with personal or company-related data of your own accord, we will not use, process or pass on this data beyond the scope permitted by law or specified by you in a declaration of consent. Furthermore, we will only pass on your data to external service providers to the extent that this is necessary for the processing of the contract and they have agreed to the corresponding confidentiality and due diligence provisions. Furthermore, we will only pass on your data if we are obliged to do so by law or by official or court orders.

4.   Information, deletion and correction

  • Your data will be transferred to our partners (third parties) as far as the order processing makes it necessary. For this purpose, we ask you to send a request for information by e-mail to the address below. Together with the request, a proof of identity to the same address is required.
  • You have the possibility to request the deletion or correction of your data at any time. Of course, you are also entitled at any time to revoke your consent to the use or processing of personal data with effect for the future. To do this, we ask you to write to us by e-mail at info@digital.deals.
  • Stored data will be deleted by us when it is no longer needed for the specified purpose.
  • Regarding the deletion of data, it should be noted that we are subject to certain legal obligations, which foresee a retention obligation for certain data. We have to comply with this obligation. If you wish to delete data that is subject to the legal obligation to retain data, the data will be blocked in our system and only used to fulfill the legal obligation to retain data. After expiry of the retention period, your request for deletion will be complied with.

5.   Data security

We will keep your data secure and therefore take all reasonable measures to protect your data from loss, access, misuse or alteration. Our employees and contractors who have access to your data will be contractually bound to secrecy and compliance with data protection laws. In some cases, it will be necessary for us to pass on your requests to companies affiliated with us. In these cases, too, your data will be treated confidentially.

6.     Cookies

To facilitate the use of our www.digital.deals we use so-called cookies. "Cookies" are small pieces of information that are temporarily stored by your browser on the hard drive of your computer and are necessary for the use of con www.digital.deals. They serve the information contained in the cookies to control the session, in particular to improve navigation and allow a high degree of user-friendliness of a website. The cookies we use do not store any personal information. With most web browsers, cookies are accepted automatically. You can avoid this by changing the settings of your browser. You can remove cookies stored on your PC at any time by deleting the temporary Internet files.
Deactivating cookies may mean that you cannot use all the functions of our portal.

7.     Plug-Ins

  • Google Adsense

These Internet pages may use Google AdSense, a service for integrating advertisements of Google Inc. ("Google"). Google AdSense uses "cookies", which are text files placed on your computer, to help the website analyze how users use the site. Google AdSense also uses so-called web beacons (invisible graphics). Through these web beacons, information such as visitor traffic on the pages of this offer can be evaluated.

The information generated by cookies and web beacons about the use of this website (including the user's IP address) and the delivery of advertising formats is transmitted to a Google server in the USA and stored there. This information may be passed on by Google to contractual partners of Google. However, Google will not merge your IP address with other data stored by you.

The information generated by cookies and web beacons about the use of this website (including the user's IP address) and the delivery of advertising formats is transmitted to a Google server in the USA and stored there. This information may be passed on by Google to contractual partners of Google. However, Google will not merge your IP address with other data stored by you.
  • Google Ads

Our website uses Google conversion tracking. If you reach www.digital.deals via an ad placed by Google, a cookie is set on your computer by Google Ads. These cookies lose their validity after a predefined duration and are not used for personal identification. If you visit certain pages of our website again and the cookie has not yet expired, we and Google can recognize that you have clicked on an ad and were redirected by it. Cookies vary by client, each receiving their own. With the conversion cookie, we learn the total number of users who clicked on an ad and were redirected to a corresponding page. However, we do not receive any personal information so that you could be identified as a user.

  • Google Analytics

We use the web analytics service Google Analytics. This is a server-based service provided by a third party, with which we can measure the use of the website and evaluate it in a non-personal manner. The technical operator of this service is Google LLC ("Google") in the USA. Permanent cookies that Google sets are also used for this purpose. Google does not receive any personal data from us, but it can track your use of the website and, in doing so, records the information that is automatically identifiable for technical reasons when a website is accessed (e.g. device type, operating system, browser software and details of which websites were visited and when). Insofar as you have registered with Google yourself, Google recognizes you. We use the services of Google under activation of the IP anonymization function. This results in Google storing the IP address under which you visit the website only in abbreviated form.  The anonymization or masking of the IP takes place after the IP addresses arrive at the Google Analytics data collection network, but before any storage or processing of the data takes place.

Google Analytics requires the placement of "cookies" on the device from which you access the websites. The information generated by the cookie about your use of the websites is usually transmitted to and stored by Google on servers in the United States. Google has submitted to the CH-US Privacy Shield.

Google will use the information obtained from cookies for the purpose of evaluating your use of the websites, compiling reports on website activity and providing other services relating to website activity and internet usage to Ajila. This is our legitimate interest in the data processing. Google combines the information collected in this way with data from other websites that you have visited and that are also tracked by Google, and uses these findings for its own purposes (e.g. controlling advertising). The subsequent processing of your personal data by Google then takes place under the responsibility of Google in accordance with their data protection provisions.  Google only informs us in a non-personal manner how our respective website is used (No personal information). You can prevent the information generated by the cookie from being collected, transmitted to Google and processed by Google by downloading and installing a corresponding browser plugin.

8.   Modifications

Changes to this privacy policy will be published on this page. In this way, you can inform yourself at any time about what data we store, how we collect and use it. You can save and / or print the privacy policy here.

Ajila AG Terms of Use

1.   Scope and application

  • These Terms of Use apply because you have either entered into a contract as a customer with Ajila AG (hereinafter "Ajila") to use Ajira's services or have been authorized by a customer as a user to use the services. As a user of the Platform, you agree to be bound by these Terms of Use.
  • To use FES, you need a valid email address and Swiss cell phone number, as well as a phone with which you can receive SMS. You also need to provide information about yourself and other parties (esp. first and last name).
  • In addition, Ajila's Privacy Policy and Section 11 of the GTC regarding data protection, confidentiality and compliance with laws and regulations shall apply.

2.   Warranty and liability

Ajila excludes any warranty and liability towards you. Liability for auxiliary persons is also excluded.

3.   Platform usage

  •  Subject to other restrictions, Ajila grants you the limited, non-exclusive, non-transferable, non-sublicensable right to use the Platform.
  • You are obliged to treat information and personal data confidentially and to ensure that they are protected from third-party access. You undertake to take appropriate precautions when using computers and mobile devices.
  • You agree to keep your login details secret at all times to prevent unauthorized persons from gaining access to the Platform.
  •  You agree to keep your login details secret at all times to prevent unauthorized persons from gaining access to the Platform.
  • Attempted or actual unauthorized access to the platform may result in civil and criminal prosecution.
    • not use the Platform in a way that infringes copyrights, database rights, trademarks, confidentiality claims or other intellectual property rights or violates data protection law or the right to privacy or other personal rights of third parties.
    • not introduce malicious software (such as viruses, malware, Trojans, viruses, scripts), other computer codes, files or programs (such as browsers with scraping or crawling function) into the Platform.
  • You may not impersonate, misrepresent, or otherwise misrepresent your affiliation or relationship with any person or entity.
  • You acknowledge Ajila's right to disclose information concerning you to the customer associated with your account if it appears that you have misused the Platform.

General Terms and Conditions for Products of Ajila AG

1.             Scope and application

  • These General Terms and Conditions (GTC) govern the aspects of the business relationship between the parties for the purchase or provision of services from Ajila AG (hereinafter "Ajila"). These GTC govern services under contract law, contract for work and services, license law and purchase law, including but not limited to software licensing, acquisition, maintenance and care of consumables, hardware and software, support and operation of applications.
  • Reference may be made to these GTC from any other (digital) contractual documents (such as the conclusion of an online subscription) or from a corresponding offer. The GTC are thus an integral part of the contractual document. Insofar as reference is made below to "contracts", this shall mean all possible further contract documents and these GTC.
  • Reference may be made to these GTC from any other (digital) contractual documents (such as the conclusion of an online subscription) or from a corresponding offer. The GTC are thus an integral part of the contractual document. Insofar as reference is made below to "contracts", this shall mean all possible further contract documents and these GTC.
  • As long as it has not come to the conclusion of a written contract, but the customer has otherwise expressly ordered services - such as by name via e-mail - Ajila may invoice the services provided and not yet remunerated by the customer. This includes in particular:
    1. advance services at Ajila's standard rates in effect from time to time;
    2. investments made by Ajila in respect of the intended contract;;
  • Obligations to third parties entered into with regard to the intended contract.
  • Prior to entering into a written contract, either party may terminate contract negotiations and cease performance without further obligation (except for indemnification as set forth above).

2.             Contract Components and Order of Precedence

In the event of any inconsistency between the terms of the Contracts, the Contracts shall prevail over the terms of these GTC. These GTC take precedence over the offer and the offer takes precedence over product and service descriptions. In each case, newer versions shall take precedence over older ones. Deviating agreements of the parties in the contracts remain reserved.

3.             Ajila services

  • Ajila operates a platform that enables private customers, corporate customers and public authorities (collectively "Customers") to have their employees, customers, partners and other participants (collectively "Users") sign documents digitally using the advanced signature (hereinafter "FES"). Users are subject to additional "Terms of Use", acceptance of which is required for effective use of the platform. Private customers may be customers and users at the same time. The current functionality of the FES can be found in the respective product description on the platform.
  • The services of Ajila are directed exclusively at customers domiciled or resident in Switzerland. Other persons are not permitted to use the platform. Ajila reserves the right to enforce the proper use of its services with the aid of technical or other suitable measures.
  • Ajila does not verify the business basis, accuracy of content, or completeness of the data exchanged between Users through Ajila.
  •  If reasonable doubt arises in Ajila's mind as to the lawfulness of any intended or actual use of the Services provided by Ajila, including the systems operated or provided by it, Ajila may, without becoming liable to pay compensation, suspend the relevant Service or take other appropriate measures, even if this conflicts with Ajila's obligation to perform under the Contracts. It will inform the customer immediately.
  • On the platform, the duration within which the signing process must be completed is determined (a few days from the moment the customer releases the document to be signed). Ajila keeps the documents to be signed stored during this period. After this period, neither Customer nor User will be able to access the document via the Platform (no archiving function).

4.           Involvement of subcontractors

Ajila may engage subcontractors under its responsibility and after clarification of the data protection and confidentiality obligations for the performance of the obligations arising from the contracts.

5.             Cooperation obligations of the customer

  • The customer shall actively support Ajila, its employees and the third parties engaged by it for the performance of the contract in every reasonable way to the extent required and in a timely manner. The customer undertakes to notify Ajila without undue delay of any malfunctions or other defects.
  • During the use of the platform, the customer is obligated to use only current versions/patch versions etc. supported by the respective manufacturer. In particular, the customer must apply the latest security patches.
  • Customer is responsible for protecting the security elements (namely passwords, authentication methods, etc.) provided to it by Ajila for use Platform.
  • The customer shall bear all costs incurred by him in fulfilling his obligations to cooperate..
  • Ajila will endeavor to perform its services even if the customer fails to comply with its support and cooperation obligations, but cannot guarantee performance.

6.             Compensation and expenses

  • The customer shall pay the remuneration published on the platform or (depending on the agreement) provided for in the contracts for the services provided by Ajila. Ajila aims to make the platform available to customers free of charge by the end of May 2020. The free use of the platform does not obligate the customer to subsequently conclude a paid offer. Unless otherwise specified in the contracts, there is no automatic conversion of a free use into a paid use. The customer will be informed on the platform about changes in pricing.
  • All prices are exclusive of taxes, duties and fees. All taxes, levies and/or duties, including but not limited to withholding taxes and/or withholding taxes, imposed by or on behalf of governmental authorities on transactions under these TOS shall be borne by Customer unless Customer provides evidence of an appropriate exemption. If Customer is required to withhold or deduct any such tax or charge from any payment under this Agreement, Customer shall increase the payment by such additional amount so that Ajila will receive, after such withholding or deduction, the amount that would have been paid in the absence of such withholding or deduction.
  • Remuneration is due in accordance with the agreed payment schedule. In the absence of such a payment schedule, one-off payments are to be made in advance, recurring payments monthly in arrears. Ajila shall assert due claims by means of an invoice. Invoices are payable net within 30 calendar days.
  • Incorrect invoice items do not entitle the customer to withhold payment of correct invoice items.
  • The default of the customer occurs after the expiry of the payment deadline. The statutory default interest rate applies. If the customer is in default of payment, Ajila may make the performance of further services under the individual contracts conditional on the full payment of outstanding invoices and, at its discretion, also on advance payments or other securities.
  • Services requested by the customer, the prices of which have not been specifically agreed, shall be invoiced according to the effective expenditure at the applicable hourly or daily rates.
  • Unless otherwise agreed, travel, board and lodging expenses shall be borne by the customer and invoiced separately.

7.             Information requirements

The parties shall inform each other of developments, incidents and findings that may be of significance for the other party in connection with the performance of the contracts or for the contractual relationship as a whole, insofar as this does not conflict with any statutory or contractual duties of confidentiality.

8.             Ownership, property rights and rights of use

  • Property in things:

Unless expressly agreed otherwise in writing, the contracts shall not provide for any transfer of ownership.

  • Property rights and rights of use:

Ajila shall make Software or individual modules thereof available to Customer as Software as a Service ("Software" or "SaaS") on servers via an Internet connection within the scope of the Agreements and for specific purposes.

Ajila grants to the customer for itself the non-transferable, non-exclusive right to use the agreed services of Ajila. The content, scope and limitation of the territory of this right are set out in the contracts. In the case of services which, according to the contracts, are to be provided only for a certain period of time, this right is limited to the provision in these contracts.

 
Ajila grants to the customer for itself the non-transferable, non-exclusive right to use the agreed services of Ajila. The content, scope and limitation of the territory of this right are set out in the contracts. In the case of services which, according to the contracts, are to be provided only for a certain period of time, this right is limited to the provision in these contracts.

 

All rights to existing intellectual property or intellectual property arising from the performance of the contract (copyrights, patent rights, know-how, etc.) relating to services provided by Ajila shall remain with Ajila or the authorized third party. Both are not restricted in the further exploitation and other use of such Intellectual Property and are under no obligation to the Customer. To the extent that the parties have created intellectual property jointly, they grant each other in perpetuity the authority to use and exploit these rights independently of each other without restriction, subject to the obligation of confidentiality.

In the case of software, the customer shall in particular refrain from reproducing the software in whole or in part, from creating software that is similar in terms of function or design, namely software that has a comparable "look and feel". Likewise, he shall refrain from any system access in order to change, extend, decompile, disassemble the software or otherwise produce the source code from the object code. Unless otherwise agreed in writing, the customer has no right to the source code and may not use or procure it. Customer acknowledges the existence of Ajila's and any third party's intellectual property in the Services provided by Ajila and will not do anything that may impair its value. It will, to the extent of its ability, prevent any unauthorized use. This paragraph shall survive the termination of the Agreements.

All rights to software, to the appearance, to applications and to content on its websites and other communication platforms (e.g. apps), in particular copyright and trademark rights, shall belong exclusively to Ajila.

9.             Warranty from Ajila

  • Generally:

Ajila performs its services professionally and diligently. A performance under a contract for work and services is only owed if the contracts explicitly state so.

  • Warranty in kind for expressly agreed operating, maintenance and care services:

Ajila warrants to maintain expressly agreed service levels. Ajila cannot guarantee completely error-free, undisturbed or uninterrupted operation beyond this.

If expressly agreed, Ajila shall measure compliance with the Service Levels and report to Customer. This is deemed to be correct until proven otherwise. The customer may request insight into the measurement results and records relating to the customer. In the event of non-compliance with the Service Levels, only the consequences expressly agreed in this respect shall apply.

If expressly agreed, Ajila shall measure compliance with the Service Levels and report to Customer. This is deemed to be correct until proven otherwise. The customer may request insight into the measurement results and records relating to the customer. In the event of non-compliance with the Service Levels, only the consequences expressly agreed in this respect shall apply.
  • Warranty of Rights:

Ajila warrants that its Services do not infringe any intellectual property rights of third parties in Switzerland (hereinafter "Intellectual Property Rights").

If a third party attempts to prevent the customer from using Ajila's services in accordance with the contract under the specified conditions of use on the basis of allegedly superior intellectual property rights, the customer shall notify Ajila thereof in writing within five calendar days. Provided that the customer notifies Ajila in due time and provides reasonable assistance, Ajila will, at its own discretion, either modify its services (including software) in such a way that they do not infringe intellectual property rights if all essential requirements of the customer are fulfilled, or procure for the customer at its own expense a licence from the third party or contest the third party claim. If a legal action is brought by the third party against the customer, the customer shall give Ajila sole control of the litigation and shall take all actions necessary for that purpose. Subject to this, Ajila will pay the costs of litigation (including reasonable attorneys' fees) and reimburse the customer for any direct loss resulting from a final judgment against the customer, subject to the limitation of liability under Clause 10. Customer will forfeit its rights under this warranty of title if it withdraws or fails to give Ajila control of the conduct of the litigation, including, without limitation, if it settles or admits third-party claims in whole or in part without Ajila's express consent. Ajila will not withhold such approval without good cause.

  • Warranty for services and products of third parties:

Ajila is liable for the services of third parties commissioned by Ajila in the same way as for its own services. If the involvement or commissioning of a particular third party is desired or required, e.g. by customer or system specifications, as in particular in the case of specific software manufacturers, Ajila merely guarantees careful instruction and supervision of these third parties.

  • Warranty Exclusions:

The warranty is excluded in the event of events or circumstances the causes of which are beyond Ajila's control and for which the customer, its users or third parties not commissioned by Ajila are wholly or partly responsible (e.g. changes to the software or customer software, faults emanating from the customer's network, improper use) and in the event of force majeure. The contractual warranties also do not extend to operating resources provided by the customer (namely software licenses), even if these were procured by Ajila for or on behalf of the customer.

Ajila does not warrant that IT systems operated by it can be used uninterruptedly and without error in all combinations desired by the customer, with any data, other IT systems and programs.

If the customer claims for itself or for third parties instructed by it authorizations to access systems or applications for which Ajila has operational responsibility and if the use of these authorizations may lead to breaches of contract (in particular to non-compliance with service levels), the burden of proof that the breach of contract was not caused by the customer or the third party instructed by it lies with the customer. Ajila is entitled to determine the technical and organizational framework conditions for such accesses.

Fault analyses, recommendations and remedies for faults for which the customer or third parties commissioned by the customer are responsible, which are based on errors in operating resources provided by the customer (in particular software licenses) or which are carried out due to incompatibilities of the operating resources provided by the customer in interaction with the infrastructure provided by Ajila, shall be carried out on a "best effort" basis and shall be invoiced to the customer according to effective expenditure.

10.         Ajila liability

  • In the event of breach of contract, Ajila shall be liable for the proven damage, unless it proves that it is not at fault. For damage caused intentionally and by gross negligence, Ajila's liability is unlimited. In the case of slight negligence, Ajila's liability for personal injury is unlimited. In all other respects liability for damage to property and financial loss is excluded.
  • In no event shall Ajila be liable for any indirect or consequential damages, including, without limitation, any lost profits or lost data or loss of reputation, or any claims by third parties.
  • Ajila is furthermore not liable if the performance of the service is temporarily interrupted, wholly or partially restricted or impossible due to force majeure. Force majeure includes in particular natural events of particular intensity (avalanches, floods, landslides, etc.), warlike events, riots, unforeseeable official restrictions, epidemics and pandemics, etc. If Ajila cannot meet its obligations under the contract, performance of the contract or the date for performance of the contract will be postponed in accordance with the event that has occurred. Ajila shall not be liable for any damage suffered by the customer as a result of the postponement of performance of the contract.
  • Any further liability provisions to the detriment of Ajila shall apply - also in documents taking precedence over these GTC - only if they expressly refer to the present provision.
  • The above provisions apply to contractual as well as non-contractual claims.
  •  

11.         Data protection, confidentiality and compliance with laws and regulations

    • Privacy:

    Both parties undertake to comply at all times with the provisions of the Swiss Federal Data Protection Act within the scope of their own data processing. This also includes the implementation of appropriate technical and organizational security measures.

    The customer must ensure compliance with the relevant provisions by users who use Ajila's services within its own sphere of influence. The customer is responsible for informing the data subjects about the processing of data relating to them and, if necessary, for obtaining the necessary consents for this.

    Ajila collects, stores and processes only data that is required for the execution of the contract, for the maintenance of the customer relationship, namely for ensuring a high quality of service, for the security of operations and infrastructure, and for invoicing. Data that Ajila processes in the context of the User's use of the FES will be stored by Ajila for the duration of the availability of the relevant signature link (usually for 10 days). As soon as the period has expired, the link loses its validity and Ajila irrevocably deletes the associated data, irrespective of whether the relevant document has been signed by the respective Users or not.

    In connection with the conclusion and performance of the contracts, Ajila may obtain information about the customer and pass on data concerning the customer's payment behavior, use the customer's data for the needs-based design and development of its services and products and for customized offers, and process the customer's data for the same purposes within the Ajila Group.

    If a service is provided by Ajila jointly with third parties or if the customer obtains services from third parties under the contracts, Ajila may disclose data about the customer or the customer to such third parties in Germany or abroad to the extent that this is done in connection with or related to the provision of the service or for collection purposes.

    Additional data protection requirements, e.g. those to be taken into account in the context of order data processing, such as the scope and purpose of the data processing and the services requested by the customer with regard to data security, can be agreed in the contracts. The procedures, controls and corresponding costs provided for this shall also be agreed in the individual contracts.

    • Confidentiality:

    Both parties undertake to treat as confidential their employees, other auxiliary persons and consulted third parties, all information which is not generally known and which they learn in connection with the provision of their services under the contracts or with the contractual relationship or about the customers and business relationships of the other party. They undertake to make this information available to third parties only to the extent and to the extent that the Contracts permit the parties to do so, the other party expressly permits this, or this becomes necessary due to a court order or legal obligation. Ajila is entitled to disclose the information to commissioned third parties in Germany and abroad, the latter, however, only to the extent this is necessary for the commissioned third parties to fulfill their contractual obligations.

    Ajila is authorized to use the name and marks of the Customer and the agreed Services of Ajila for reference purposes. Further advertising and publications about project-specific services require the consent of the other party.

    • Compliance with laws and regulations in general, measures against abuse and interference:

    The Parties shall comply with the laws and regulations applicable to them. Ajila shall therefore comply with those laws and regulations that are generally applicable to Ajila as a provider of services in the field of information technology. Customer is responsible for assessing and specifying the requirements of those laws and regulations applicable to its business, including with respect to the products and services purchased under these TOS. Each party shall comply with applicable export and import laws and regulations.

    In the event of detection or reasonable indications of security threats, as well as of unlawful or improper use or use of malfunctioning equipment, Ajila reserves the right to take measures to prevent or reduce imminent damage, subject to prompt notification of the Customer. The measures include in particular:

    1. the request to immediately and permanently cease or effectively prevent unlawful or improper use and removal of operating equipment that causes disruptions; as well as the extraordinary termination for cause;
    2. the immediate and temporary interruption of affected contractual services (e.g. temporary blocking of access).

    The taking of such measures does not constitute a breach of contract on the part of Ajila insofar as it is not itself responsible for the cause of the disruption/threat.

12.         Entry into force, term of contract, termination

  • The contractual relationship comes into force upon conclusion of the contract. The term of any subscription results from the respective order. They may be terminated at the end of the respective term and shall be extended without notice by the duration selected in the subscription. If contracts are not limited in time, they shall be deemed concluded for an indefinite period in each case with regard to the service contained therein. If a minimum term has been agreed, termination is possible at the earliest at the end of the minimum term.
  • The contracts may stipulate deviating provisions regarding the effective date, term and ordinary termination options, subject to the right to extraordinary termination of a continuing obligation for good cause. Important reasons are in particular:
  1. the occurrence of events or circumstances which make the continuation of the agreed cooperation under the respective contracts unreasonable for the terminating party, such as in particular the persistent serious breach of material contractual obligations;
  2. the official publication of the opening of bankruptcy proceedings or debt-restructuring moratorium of one party. In these cases, the extraordinary right of termination applies only to the other party;
  • the incomplete performance of a required advance payment or other securities.
    • If a breach of contract by one party can be remedied, the other party shall give written notice of the breach of contract and allow a period of 30 calendar days for its remedy before giving notice of termination.

13.         Consequences of termination

  • In the absence of any contractual provision to the contrary, Ajila will delete the data provided or processed by the customer or its users upon termination of the contract, unless there are legitimate reasons for not doing so, such as, in particular, its own legal archiving or preservation of evidence.
  • Outstanding payment obligations as well as rights and obligations which expressly or according to their nature remain unaffected by a termination of the contractual relationship shall survive the termination of the contract.

14.         Further regulations

  • The contracts (including these GTC) shall in each case supersede all previous agreements, correspondence, declarations, negotiations or understandings of the parties regarding the subject matter of the respective contracts, unless expressly referred to in the respective contracts. This shall also apply to offers, tenders or specifications.
  • The validity of the contracts is subject to the necessary regulatory approvals being granted for the execution of the respective contracts.
  • All amendments and deviations from the respective contracts must be made in writing, unless the parties have agreed otherwise in writing.
  • Offsetting of claims by the customer is only permitted with Ajila's written consent.
  • The rights and obligations under the respective contracts may only be assigned and transferred to third parties with the written consent of the other party.
  •  The parties agree that they do not enter into a simple partnership (Art. 530 ff. CO) by means of the contracts. If, contrary to expectations, such a company is adopted, the dissolution of the contract to which it relates shall at the same time lead to the dissolution of the simple partnership.
  • Should parts of the contracts prove to be invalid or ineffective, this shall not affect the validity of the remaining provisions or the existence of the other parts of the contract. The invalid or ineffective provision shall be replaced by a provision that comes closest to the economic objective of the parties.

15.         Applicable law and place of jurisdiction

  • The contractual relationship of the parties, including these GTC and all contracts concluded thereunder, shall be governed exclusively by Swiss law. The parties declare that the conflict of laws rules of private international law and the United Nations Convention on Contracts for the International Sale of Goods of 11 April 1980 do not apply.
  • The place of jurisdiction for any disputes arising out of or in connection with the present contractual relationship of the parties, i.e. the legal relationship arising out of the contracts including these GTC, shall be exclusively the registered office of Ajila. Ajila may, however, also bring an action against the customer at the customer's place of business. Furthermore, Ajila reserves the right to bring an action for a declaration of discontinuance by one party against the other party at the court of the principal place of business, but only if this court of the principal place of business is located in Switzerland.

 

16.        UK Tax Strategy of Swisscom Group

 

Introduction
 
This document, approved by the Swisscom Board, sets out Swisscom’s policy and approach to conducting its UK tax affairs and dealing with tax risk, and is made available to all Swisscom stakeholders.

The document will be periodically reviewed by the Swisscom Tax team, and any amendments will be approved by the Board of Directors. It is effective for the year ending 31 December 2020.
 
Swisscom Tax Policy
 
We confirm that this strategy will apply to our UK company Ajila Ltd., London and comprises five key components.

Compliance
Swisscom is committed to conduct its tax affairs to comply with all relevant laws, rules and regulations and reporting and disclosure requirements. The group’s tax affairs are managed in a way which takes into account the group’s wider reputation and standards of governance.

Our approach to risk management and governance arrangements in relation to UK taxation
Our tax strategy is aligned to our overall risk strategy. Swisscom believes that by approaching the control of risk in a strategic and organized manner, risk factors can be reduced to a level that is acceptable given its likelihood and impact.

Responsibility and accountability for the Group’s tax affairs is clearly defined within the Group and overseen by the Group’s Audit Committee and Board.

Professional diligence and care will be applied to our management of all risks associated with tax matters to evaluate those risks. Where there is uncertainty as to the application or interpretation of tax law, appropriate advice is taken from local external advisers.

Attitude of the group to risk management and governance arrangements in relation to UK taxation
Tax strategy is reviewed on an on-going basis by the Group’s Audit Committee and Board. Our tax status is reported regularly through the Group’s Chief Financial Officer.

Swisscom aims for certainty regarding the tax positions adopted by the group. Incentives and reliefs will be claimed to minimize tax costs of conducting our business activities, but we will not knowingly enter into arrangements that are contrived or artificial.

Level of risk to UK taxation
Swisscom’s policy is to minimize risk wherever possible when conducting our business affairs including tax matters. We actively seek to identify, evaluate, and monitor and manage UK tax risks to mitigate such risks. Where there is significant uncertainty or complexity in relation to a risk, external advice is sought.

Approach towards dealings with HM Revenue & Customs (‘HMRC’)
An important part of our tax strategy is the maintenance and development of a co-operative and proactive working relationship with HMRC. We engage with HMRC with honesty, integrity, respect and fairness and always in a transparent manner. Wherever possible, we do so, on a real time basis.

Swisscom regards this publication as complying with the duty under para. 16(2) Sch. 19 Finance Act 2016.