IT Services Agreement (Mandate)

between

le dot E-Solution Stanic, Mirko Stanic Birmensdorferstrasse 240, 8003 Zürich UID: CHE-130.745.803 Email: mail@le-dot.com (hereinafter "Service Provider")

and

[Client] [Company/Organisation] [Client address] (hereinafter "Client")

(collectively "the Parties")

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Art. 1 — Subject matter

1.1 The Service Provider renders IT services for the Client in the areas of IT consulting, project management, and technical support.

1.2 This constitutes a mandate (Auftrag) within the meaning of OR Art. 394 ff. The Service Provider owes diligent performance of services, but not a specific result.

Art. 2 — Scope of services

2.1 The specific scope of services is determined by the respective individual agreement, proposal, or project description appended to this contract.

2.2 Changes or extensions to the scope of services require a written agreement.

Art. 3 — Duty of care

3.1 The Service Provider renders services to the best of its knowledge and belief and in accordance with professional standards (OR Art. 398 Abs. 2).

3.2 The Service Provider shall safeguard the interests of the Client with due loyalty (OR Art. 398 Abs. 1).

3.3 The Service Provider is free to choose the means and organisation of its work, unless otherwise agreed.

Art. 4 — Remuneration

4.1 Remuneration is based on an hourly rate of CHF [Amount]/h (excl. VAT) or a daily rate of CHF [Amount]/day (excl. VAT).

4.2 The Service Provider issues monthly invoices with documentation of hours/days worked.

4.3 Invoices are payable within 30 days of the invoice date.

4.4 In the event of late payment, the Service Provider is entitled to charge default interest of 5% p.a. (OR Art. 104 Abs. 1).

Art. 5 — Expenses

5.1 Expenses are reimbursed at actual cost upon presentation of receipts, unless the Parties agree on a flat rate.

5.2 Travel costs exceeding the usual commute are reimbursed in accordance with the Client's rates or — in the absence of such rates — according to the recommendations of the TCS.

Art. 6 — Liability

6.1 The Service Provider is liable for direct damages attributable to intent or gross negligence.

6.2 The Service Provider's liability is in any case limited to the total amount of remuneration invoiced in the preceding 12 months.

6.3 Liability for indirect and consequential damages, in particular loss of profit, data loss, or business interruption, is excluded to the extent permitted by law.

Art. 7 — Client's duty to cooperate

7.1 The Client shall provide the Service Provider in a timely manner with:

• a) Access to systems, infrastructure, and environments;
• b) Required data and documentation;
• c) A contact person with decision-making authority;
• d) Decisions and approvals within agreed deadlines.

7.2 Delays attributable to the Client's failure to cooperate shall not be borne by the Service Provider and entitle the Service Provider to adjust deadlines and effort estimates.

Art. 8 — Termination

8.1 The mandate may be revoked or terminated by either Party at any time (OR Art. 404 Abs. 1).

8.2 In the event of termination, the Service Provider is entitled to remuneration for work performed up to the date of termination and reimbursement of expenses incurred.

8.3 If the Client terminates at an inopportune time, the Client owes the Service Provider compensation for damages (OR Art. 404 Abs. 2). The same applies vice versa.

8.4 The Parties agree on a reasonable handover period of at least 10 working days to ensure an orderly transition.

Art. 9 — Confidentiality

9.1 The Parties undertake to keep confidential all confidential information received in the course of this contract and to use it only for the contractual purpose.

9.2 This obligation shall continue for a period of 3 years after the termination of this contract.

9.3 Excluded is information that is or becomes publicly known without the receiving party being responsible.

Art. 10 — Intellectual property

10.1 All work results produced under this contract shall become the property of the Client upon full payment of the remuneration.

10.2 Tools, methods, frameworks, and libraries developed by the Service Provider before or independently of this contract shall remain the property of the Service Provider. The Client receives a non-exclusive, perpetual right of use within the scope of the contractual purpose.

10.3 Open-source components are subject to their respective licence terms.

Art. 11 — Final provisions

11.1 Written form: Amendments and supplements to this contract require written form and the signature of both Parties.

11.2 Severability clause: Should any provision of this contract be or become invalid, the validity of the remaining provisions shall not be affected. The invalid provision shall be replaced by a valid provision that most closely approximates the economic purpose of the invalid provision.

11.3 Applicable law: This contract is governed exclusively by Swiss law.

11.4 Jurisdiction: The exclusive place of jurisdiction is Zurich.

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Signatures

	Service Provider	Client
Company	le dot E-Solution Stanic, Mirko Stanic	[Company/Organisation]
Name	Mirko Stanic	[Client]
Place, date	Zürich, [Date]	__
Signature	__	__

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Annexes

• Annex A: Individual agreement / Proposal / Project description

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References

• OR Art. 394 — Definition of the mandate (Auftrag)
• OR Art. 398 — Duty of care and loyalty of the mandatary
• OR Art. 400 — Duty to render account
• OR Art. 404 — Revocation and termination of the mandate
• OR Art. 104 — Default interest