TS-Digital KLG

Schmidstrasse 3, 8570 Weinfelden

Status: July 2026

A. General Information

1. Scope of Application

These General Terms and Conditions apply to all services provided by TS-Digital KLG (hereinafter "we" or "TS-Digital") in the field of conception, design, development, and maintenance of websites and web applications. By accepting an order, the client accepts these General Terms and Conditions.

2. Contract Conclusion and Offer Validity

Quotes and offers from TS-Digital are valid for 30 days from the date of issue, unless otherwise specified. A contract is concluded as soon as the client accepts an offer in writing or signs the offer. Verbal agreements or promises do not constitute a binding order. After the expiration of the offer validity, we reserve the right to adjust prices and terms.

2a. Order of Contract Documents

If an individually negotiated quote, order confirmation, or service contract contains provisions that deviate from these General Terms and Conditions, the individual agreements take precedence. Otherwise, these General Terms and Conditions apply as supplementary.

3. Services

We provide our services to the best of our knowledge and belief and in accordance with industry standards. The specific services are defined in a separate quote or order confirmation, which is part of the contract. We are obligated to provide professional services, but not to guarantee any specific economic or business success.

4. Communication and Availability

Communication takes place primarily via email. We endeavor to respond to inquiries within 2 business days. Email communication is considered a written form under these General Terms and Conditions, unless a different form is expressly agreed upon. The email address provided by the client at the time of order placement is authoritative. Oral agreements must be confirmed in writing to be valid.

B. Project Execution

5. Client's Cooperation Obligations

The client provides all necessary content, information, and access required for implementation in a timely manner. Delays caused by the client's failure to cooperate or late provision of content are not our responsibility, and we are entitled to adjust agreed-upon deadlines accordingly. If the client does not respond to inquiries for more than 10 days or fails to provide necessary content, we reserve the right to pause the project or charge for additional efforts separately.

6. Client Content

The client guarantees that all content provided by them (texts, images, logos, videos, etc.) is free from third-party rights or that they have the necessary usage rights. TS-Digital is not liable for copyright infringements caused by content provided by the client. Any third-party claims are entirely the responsibility of the client.

7. Scope Changes and Price Adjustments

If the client wishes to expand or make significant changes to the originally agreed scope of services during the project (scope creep), these will be charged separately according to effort. Such changes may also result in an adjustment to the agreed delivery dates. Scope changes require written confirmation by both parties.

8. Test Environment and Staging

Upon request, we provide a test environment (staging) for development and acceptance. Costs for the staging environment are billed to the client by quote, unless otherwise agreed.

9. Acceptance and Feedback Rounds

After completion of the agreed services, the client is granted a reasonable testing period for acceptance. Two feedback rounds are included in the project price. Additional change requests beyond the originally agreed scope are charged separately according to effort. If no written feedback is received within 30 days of delivery, the project is considered accepted.

10. Subcontractors

We reserve the right to subcontract parts of the order to carefully selected subcontractors or freelancers. Full responsibility to the client remains with TS-Digital. Subcontractors are bound by confidentiality obligations.

10a. Non-Solicitation

The client undertakes not to directly engage or employ subcontractors or freelancers brought in by us during the contract period or within 12 months after their last engagement for this project without our prior written consent.

11. Third-Party Services and Licenses

For project implementation, we may use third-party services, plugins, or open-source libraries (e.g., Payload CMS, Infomaniak, Google Fonts). We are not responsible for changes, price adjustments, or discontinuation of services by third parties. Any license or usage costs for third-party services are the responsibility of the client, unless otherwise agreed.

12. Accessibility

Compliance with accessibility standards (e.g., WCAG) is not automatically part of the basic order. If the client has specific accessibility requirements, these must be expressly agreed upon in the quote.

C. Defects, Complaints, and Warranty

13. Complaints and Defects

Defects must be reported in writing within 14 days of acceptance. For justified complaints, we are committed to making corrections. There is no right to reimbursement of the project price. If a reasonable correction fails repeatedly or is impossible, the client is entitled to an appropriate reduction.

14. Warranty

We warrant that the delivered website is fully functional after acceptance for 30 days and complies with the agreed requirements. Defects reported in writing during this period are corrected free of charge. Defects caused by third parties, changes made by the client, or external influences are not covered by the warranty.

D. Compensation and Payment

15. Prices and Value-Added Tax

TS-Digital KLG is not subject to value-added tax. All quoted prices are therefore excluding value-added tax. Compensation is in accordance with the agreed quote or order confirmation.

15a. Commencement of VAT Liability

If TS-Digital KLG becomes subject to value-added tax during the contract period, value-added tax is charged in addition to the agreed price for services not yet billed at that time.

16. Advance Payment and Payment Plan

Before project commencement, an advance payment of 20-50% of the agreed project price is due, unless otherwise specified in the quote. The remaining amount becomes due according to the payment plan defined in the quote or order confirmation.

17. Payment Default

Invoices are payable within 30 days of invoice date without deduction. In case of payment default, we are entitled to charge default interest of 5% per annum and a reminder fee of CHF 20.- per reminder.

If payment remains outstanding after written notice and a grace period of 14 days, we are entitled to suspend our services and block access to systems and services managed by us until full payment of outstanding amounts. Services registered in the client's name (in particular own hosting or domain account) are not affected.

17a. Offset

The client can only offset our claims with counterclaims that have been acknowledged by us in writing or determined by final court decision.

18. Price Adjustment for Long-Term Projects

For projects with a duration of more than 6 months, we reserve the right to adjust agreed prices for changed costs (e.g., third-party service costs). Such adjustment is communicated to the client in writing at least 30 days in advance. In this case, the client has the right to terminate the order with immediate effect, with all services rendered up to that point being fully charged.

19. Project Cancellation by the Client

If the client terminates an ongoing project, all services rendered up to that point are fully charged. Advance payments already made are offset against the outstanding balance. There is no right to refund of the advance payment.

E. Copyright, Usage Rights, and Source Code

20. Copyright and Ownership

All works created in the course of an order - including source code, components, libraries, and build pipelines - remain the intellectual property of TS-Digital, unless expressly agreed otherwise in writing. The client does not acquire ownership of the source code.

21. Usage Rights

Upon full payment, we grant the client an exclusive, perpetual, and non-transferable right to use the delivered results. This includes operating the agreed website on its own hosting and using the built files.

This does not include, in particular, the transfer of source code to third parties, modification or further development of the source code, reuse for other projects, or reverse engineering - unless expressly agreed otherwise in writing.

22. Source Code Transfer

Source code transfer does not occur automatically. Complete or partial transfer can be optionally agreed upon for separate compensation. Without explicit agreement, there is no claim to it.

23. Non-Assignment

The client is not entitled to assign or transfer rights or obligations under the contract to third parties without our express written consent. This applies in particular to business sales, mergers, or restructurings.

F. Hosting, Domain, and Operations

24. Domain and Hosting

If the client is responsible for managing the domain and hosting themselves, we assume no responsibility for outages, configuration errors, or data loss related to hosting. We provide support for setup but do not assume liability for the client's infrastructure.

25. Data Backup and Backups

Responsibility for regular backups of the production website lies with the client, unless a separate maintenance or service contract exists. We recommend setting up regular backups. TS-Digital is not liable for data loss caused by missing or faulty backups.

26. Maintenance and Updates

Maintenance, security updates, CMS updates, and ongoing support after project completion are not included in the basic order and are agreed upon and charged separately. We recommend concluding a separate maintenance or service contract.

27. Maintenance Contracts and Retainers

If a separate maintenance contract or retainer is agreed upon, the terms of the respective service contract apply.

G. Confidentiality, Data Protection, and References

28. Confidentiality and Data Protection

Both parties undertake not to disclose confidential information of the other party to third parties and to use it exclusively for the purposes of the agreed cooperation. This obligation continues after termination of the contractual relationship. If we gain access to personal data of the client in the course of the order, we undertake to treat it in accordance with Swiss data protection law (revDSG). If needed, a separate Data Processing Agreement (DPA) can be concluded.

29. Marketing and References

We reserve the right to mention the client as a customer and to use completed projects as references in our portfolio, on our website, in social media, and in marketing materials, unless the client expressly objects in writing.

H. Contract Termination and Liability

30. Contract Termination

Upon termination of the cooperation, the granted usage right according to section 21 remains in effect. There is no claim to further development, support, maintenance, or transfer of source code or internal tools. Optionally agreed transfers or licenses remain unaffected.

31. Force Majeure

In case of unforeseen events beyond our control (e.g., illness, technical failures by third parties, natural disasters), we are released from the obligation to provide timely performance. We inform the client immediately and agree on new deadlines.

32. Liability

We are only liable for damages caused intentionally or by gross negligence. Any liability for indirect damages, lost profits, or data loss is excluded to the extent permitted by law.

I. Final Provisions

33. Legal Notices

Legally relevant notices such as terminations, defect notices, or complaints must be sent in writing to the following address:

TS-Digital KLG

Schmidstrasse 3

8570 Weinfelden

info@ts-digital.ch

The notice is deemed received as soon as it is verifiably transmitted to the above address or email address.

34. Changes to the General Terms and Conditions

We reserve the right to modify these General Terms and Conditions at any time. The current version is available on our website. Changes to ongoing orders require written consent of both parties.

35. Applicable Law and Jurisdiction

These General Terms and Conditions are governed by Swiss law. The place of jurisdiction is Weinfelden TG, to the extent permitted by law.

36. Severability Clause

If any provision of these General Terms and Conditions is or becomes invalid, the validity of the remaining provisions is unaffected. The invalid provision is replaced by a valid one that is as close as possible to the economic purpose of the invalid provision.