1. AGREEMENT AND SERVICES.

1. Agreement. BUREAU54 AG (“BUREAU54”) undertakes to provide the services (“Services”) in accordance with the proposal (which also applies to proposals with other designations, such as “Offer”) to the client named in the proposal. This document describes the General Terms and Conditions (“GTC”) for the Services and, together with the Offer, constitutes the Agreement (“Agreement”). The GTC also apply to all Services agreed upon at any time in the future that BUREAU54 provides to the Customer, unless a different version of the GTC has been or will be agreed upon for those Services. The Agreement enters into force upon the Customer’s tacit or express acceptance of the Offer. If the Offer has not been accepted within 30 days, BUREAU54 is no longer bound by it.
2. Multiple service providers. The customer is generally free to engage other service providers in addition to BUREAU54 to perform the same or similar services. Where the parallel work of multiple service providers may have a negative impact on the result (e.g., in complex website projects), the customer accepts any resulting negative consequences, such as additional costs and a reduced effectiveness of the services.
3. Subcontractors and AI Tools. BUREAU54 may engage subcontractors to provide its services, while ensuring confidentiality. The customer acknowledges and agrees that BUREAU54 uses software solutions based on artificial intelligence (AI) to increase efficiency and provide creative support (e.g., for text creation, image generation, or data analysis). To the extent that these providers act as subcontractors within the meaning of data protection law, BUREAU54 ensures that appropriate data processing agreements (DPA/AVV) are in place. To avoid misunderstandings: Although BUREAU54 may collaborate with third-party providers, such as photographers, copywriters, etc., or digital providers such as Meta, Google, etc. (“Supporting Third-Party Providers”) as part of its services, these are not subcontractors of BUREAU54. In this context, BUREAU54 merely supports its clients in using the tools offered by these third-party providers.
4. Warranty. BUREAU54 provides its services diligently and in accordance with industry standards. All other warranties are expressly excluded. In particular, BUREAU54 cannot guarantee that measures taken by third-party service providers will produce the desired results.
5. Disclaimer Regarding AI Services. Since state-of-the-art AI models are capable of generating hallucinations (misinformation), BUREAU54 does not guarantee the factual accuracy of AI-generated raw content. We recommend that the customer review the content before publication.

2. OBLIGATIONS OF THE CUSTOMER.

1. Fees. The client agrees to pay BUREAU54 the fees agreed upon in the proposal for its services (“Invoice” or “Fees”). If services beyond those originally proposed are requested, these will be billed separately (unless a higher fee is agreed upon in individual cases). If there is a deviation of more than 10% from the quotation, BUREAU54 will consult with the client before issuing the invoice.
2. Third-party costs. The customer agrees to pay all costs incurred for third-party services (“third-party costs”) promptly. BUREAU54 hereby disclaims any liability for damages that may arise from the non-payment of third-party costs. BUREAU54 reserves the right to forward invoices for third-party costs directly to the customer for payment.
3. Invoicing, Payment, Taxes. Upon order confirmation, BUREAU54 will issue an initial advance invoice for half of the total amount at the start of the project. Third-party costs will be forwarded to the client for direct payment as soon as they have been verified by BUREAU54. Invoices are due within 10 days of the invoice date. If payment is not received, BUREAU54 will send the client a payment reminder with a 10-day payment deadline and is entitled to suspend its services without further notice and assumes no liability for any damages that may result to the client. All prices quoted are in CHF plus statutory value-added tax, unless otherwise stated.
4. Additional Customer Obligations. The customer agrees to promptly perform any necessary cooperative actions, such as providing images or text or approving proposed wording or design concepts. If the client fails to fulfill their obligations under this section, BUREAU54 may suspend its services until the action is taken, and the client shall bear any additional costs resulting from the delay. If the action consists of giving consent, such consent shall be deemed granted unless BUREAU54 receives an objection within 5 days of a written deadline being set (an email suffices).

3. TERM AND TERMINATION.

1. Term. The term of the agreement begins upon its entry into force and continues until the completion of the services specified in the offer or—in the case of recurring services—until the end of the specified service period. Unless the agreement is terminated as provided in Section 3B in the case of recurring services, the term with respect to such services shall be extended for an additional service period of the same duration.
2. Termination. An order for the creation of a specific product cannot be canceled once it has been placed. In the case of recurring services, either party may terminate the agreement at any time effective at the end of a month (via email or letter). The customer must pay all fees and third-party costs accrued up to the date of termination. There is no entitlement to a refund of payments already made.

4. CONFIDENTIALITY AND DATA PROTECTION.

1. Confidential Information. Each party shall treat as confidential all non-public information provided by the other party that is identified as confidential at the time of disclosure or that should reasonably be considered confidential (“Confidential Information”).
2. Data Protection and Use of AI. Each party undertakes to comply with applicable data protection laws and to implement appropriate technical and organizational measures to ensure that any personal data exchanged is adequately protected. BUREAU54 undertakes not to feed any sensitive personal data of the customer (e.g., customer lists, real names) into public AI models that use this data to train their algorithms. Preference is given to enterprise solutions that guarantee the confidentiality of inputs (prompts). To the extent that BUREAU54 processes personal data on behalf of the customer, it will process and use such data only in the manner in which the customer itself would be permitted to do so.
3. Indemnification by the Client. The Client shall instruct BUREAU54 only to perform processing operations that comply with applicable laws, in particular the Data Protection Act and the Federal Act Against Unfair Competition. If the Client breaches its obligations under this section, it shall fully indemnify BUREAU54 for any damages (including legal representation costs) incurred by BUREAU54 as a result.
4. Obligations upon Termination. The parties’ obligations under Section 4 shall remain in effect for 5 years after the termination of this Agreement. BUREAU54 agrees to maintain a backup of the completed project for 5 years following receipt of the invoice amount.

5. INTELLECTUAL PROPERTY RIGHTS.

1. BUREAU54 Intellectual Property Rights. BUREAU54 retains all intellectual property rights to which it is entitled, including, in particular, all copyrights as well as the rights to the products, its know-how, and any documents provided to the customer.
2. Client Intellectual Property Rights. If BUREAU54 has developed content specifically for a client as part of its service provision, it shall transfer the associated intellectual property rights to the client upon full payment of all invoices issued.
3. Intellectual property rights of third parties. The customer warrants and represents that it will provide BUREAU54 with content for further processing only if it either exclusively owns the intellectual property rights to such content or is authorized to disclose it.
4. Special considerations regarding AI-generated results. The customer is advised that, under current law, results generated solely by AI may not be subject to copyright protection. BUREAU54 grants the customer full rights to use the delivered results but makes no warranty as to their eligibility for copyright protection or registrability (e.g., as a trademark).

6. LIABILITY.

BUREAU54 is liable for direct damages resulting from intentional or grossly negligent breaches of its obligations. In all other cases, its liability is excluded. Liability for infringements of third-party intellectual property rights caused by AI-generated content is excluded, provided that BUREAU54 exercised the standard of care customary in the industry during creation. The final review of legal admissibility (particularly under competition and trademark law) is the responsibility of the customer.

7. FINAL PROVISIONS.

1. Entire Agreement; Written Form. This agreement supersedes all prior agreements between the parties regarding this matter.
2. Changes to the Terms and Conditions. BUREAU54 reserves the right to amend its Terms and Conditions at any time.
3. Severability clause. If any provision of this agreement is held to be invalid, the validity of the remaining provisions shall remain unaffected.
4. Governing Law, Jurisdiction. This Agreement is governed by the substantive laws of Switzerland. The exclusive venue for any legal proceedings is Altstätten (Switzerland).