TERMS AND CONDITIONS OF YUSHIN-RYU PRIVATE UNIVERSITY
I. PART GENERAL PROVISIONS
1. SCOPE OF APPLICATION
1.1 These General Terms and Conditions (GTC) apply to contracts concluded with Yushin-Ryu Private University LLC. (YRU) as the service provider. Section 2.1 is reserved.
2.1 The GTC YRU regulate the rights and obligations of the contracting parties with regard to services and/or deliveries (performance), unless mandatory statutory regulations provide otherwise (e.g. submission law) or unless there is a demonstrable deviation therefrom by written agreement (amendments, supplements and/or side agreements).
2.2 If there are different language versions of these GTC YRU, the German version shall prevail.
3. CONCLUSION OF CONTRACT
3.1 The contract shall be deemed concluded when:
a.) all contracting parties have bindingly registered the contract with an online registration and clearly marked with the ticked box for binding purchase of the online offer, or
b.) YRU has received a written acceptance of its offer from the customer/purchaser or YRU has confirmed its performance to the customer/purchaser, for example by sending a signed order duplicate. customer/purchaser, for example by sending a signed order duplicate.
4. PLACE OF PERFORMANCE
4.1 The place of performance shall be the place of performance designated by YRU (e.g. place of delivery). If no such place is designated, the following place of performance shall apply: Yushin-Ryu Private University Eschenz.
4.2 The other party to YRU shall bear the transport costs.
II. PART YRU AS SERVICE PROVIDER
5. REFUSAL TO PROVIDE THE SERVICE
5.1 YRU shall be entitled to reject inquiries, offers or quotations whereby it is requested to provide services without giving reasons. The provision of services on the basis of statutory obligations shall remain reserved.
5.2 YRU shall inform the client/customer of the rejection.
5.3 YRU shall not be liable to the customer/purchaser for any costs incurred in connection with the rejection.
6. TRANSFER OF RISK
6.1 Benefit and risk shall pass to the customer/buyer upon conclusion of the contract.
7.1 YRU shall provide the service at the agreed price. The customer/purchaser shall reimburse YRU separately for any additional and/or ancillary costs (such as expenses, packaging and/or insurance costs, customs duties and value added tax, license fees and social security contributions) incurred by YRU in connection with performance of the contract and not explicitly included in the agreed price. These costs shall be shown separately on the invoice to the customer/purchaser.
7.2 YRU shall be entitled to demand advance payments and/or other forms of security.
8. TERMS OF PAYMENT
8.1 YRU shall invoice the customer/buyer for the services rendered and for any other costs incurred by YRU in the course of performance of the contract (Section 7.1).
8.2 Payment of the remuneration by the client/customer shall be made immediately online after delivery of the registration.
9. INSPECTION AND APPROVAL OF THE SERVICE
9.1 The customer/purchaser shall inspect the quality of the service as soon as is practicable in the normal course of business, but at the latest within 5 days after the service has been provided, and shall notify YRU without delay of the absence of contractually warranted characteristics or other defects.
9.2 The notification shall be made in writing and shall specify the missing or defective parts.
9.3 If the notification is missing, late or imprecise, the customer/buyer shall be deemed to have approved the performance.
10.1 YRU warrants that the performance rendered by it has the contractually warranted characteristics and does not have any physical or legal defects that impair its value or its suitability for the intended use.
10.2 YRU shall be liable for the faithful and careful performance of the contractually owed service and guarantees that this was performed in accordance with the contractual specifications and the current state of science and technology.
10.3 YRU is entitled to outsource to third parties all or part of the work necessary for performance of the contract.
10.4 If the service provided does not have the contractually warranted characteristics or is defective, the customer/purchaser shall be entitled to proceed in accordance with the relevant statutory provisions.
10.5 The Customer’s rights in respect of defects (Clause 10.4) shall become statute-barred within one year after the performance of the contractually owed service.
11. PENALTY FOR BREACH OF CONTRACT
11.1 If the customer/purchaser defaults on the provision of a service required by YRU in connection with its performance of the contract or fails to fulfil its contractual obligations or fails to do so properly, YRU shall be entitled, in addition to claiming compensation for delay (1% per full or commenced working week of delay, but not more than a total of 10% of the total contract sum), to claim from the customer/purchaser a contractual penalty amounting to 10% of the total contract sum, but not less than CHF 500, in addition to the performance of the contract.
12.1 YRU shall be entitled to return the material made available to it for the performance of the contract (e.g. test material) to the customer/buyer after the end of the contract or to dispose of it at the customer’s/buyer’s expense. The costs of disposal will be invoiced separately to the Customer/Orderer (cf. Sections 7 and 8).
III. PART FINAL PROVISIONS
13. ASSIGNMENT AND PLEDGE
13.1 In order to assign or pledge individual rights and/or obligations under the contract to third parties, the other party shall be obliged to obtain YRU’s prior written consent.
14. FORCE MAJEURE
14.1 The contracting parties shall not be liable for the consequences of force majeure (e.g. war or environmental disasters or etc.). Such events shall give each party the right to withdraw from the contract or to delay the performance of the same accordingly, with compensation for what has already been paid (Clause 17.3); this shall not give rise to any liability for damages.
15. INDUSTRIAL PROPERTY RIGHTS
15.1 YRU shall be assigned before, during and after the term of the contract all intellectual property rights required in connection with the performance of the contract.
15.2 All intellectual property rights arising in connection with the performance of the contract and any rights of use and/or exploitation thereof shall belong exclusively to YRU.
15.3 YRU shall be entitled to use the results resulting from the performance of the contract for the fulfillment of its statutory duties and, in particular, for research purposes (e.g. for Bachelor’s and Master’s theses as well as for doctoral dissertations) and for university teaching (basic and advanced training).
16. PRESERVATION OF CONFIDENTIALITY
16.1 Subject to statutory obligations to provide information and/or clarification, the contracting parties shall treat as confidential all facts that are neither public knowledge nor generally accessible. Confidentiality shall be maintained prior to the commencement of the contractual relationship and shall remain in force after the termination of the contractual relationship. If the other party breaches YRU’s confidentiality, Clause 11 shall apply.
16.2 If a contracting party wishes to advertise or publicize the contractual relationship, it shall require the prior written consent of the other party.
17. TERMINATION OF THE CONTRACT
17.1 A fixed-term contract shall terminate upon expiry of the agreed term of the contract. An indefinite contract may be terminated in accordance with the contractually agreed termination provisions (ordinary), subject to mandatory statutory provisions. In the absence of contractually agreed notice periods, the contract may be terminated in writing by either party with three months’ notice to the end of a month.
17.2 For important reasons which make the continuation of the contract unreasonable for one of the contracting parties, the contract may be terminated (extraordinarily) after prior, written, unsuccessful request to remedy the situation in question within a set period of time. In the event of unjustified, extraordinary termination, Clause 11 shall apply.
17.3 The services rendered up to the termination of the contract shall be mutually compensated.
18. APPLICABLE LAW AND PLACE OF JURISDICTION
18.1 Swiss law shall apply to contracts concluded with YRU. The United Nations Convention on Contracts for the International Sale of Goods (CISG) shall be excluded.
18.2 The place of jurisdiction shall be Eschenz, Switzerland.
19. SEVERABILITY CLAUSE
19.1 Should individual provisions of a contract be invalid or unenforceable or become invalid or unenforceable after conclusion of the contract, the validity of the remainder of the contract shall not be affected thereby. The invalid or unenforceable provision shall be replaced by a valid and enforceable provision whose effects come as close as possible to the economic objective. The above provisions shall apply mutatis mutandis in the event that the contract proves to be incomplete.