General Terms and Conditions for Construction Work

Definitions

The following expressions are used throughout these GTC and are to be understood in the sense defined below or may have the various meanings stated below:

Client

The client is the party placing the order. Depending on the type of contract, it is also referred to as the building owner, principal or customer.

Construction management

Construction management means a representative appointed by Reasco Immobilien AG (hereinafter Reasco) who is responsible for construction management. This may be an employee of Reasco or an external representative, e.g. an external engineer, architect or similar. This representative may also be referred to as the client's representative, project manager, etc.

Contractor

Contractor means the party accepting the order. This also includes joint ventures, consortia, manufacturers, suppliers, sellers, subcontractors, etc.

Work (subject matter of the contract)

Completed Work, ready for use, functional and operational, comprising all agreed deliveries and services under the contract.

1. General

These "General Terms and Conditions" (GTC) apply to the execution of all construction and construction-related work on behalf of the client and form an integral part of the works contract. They may also cover planning, project design, installation, spare parts and maintenance. Deviating and/or additional terms of the contractor, in particular any kind of general terms and conditions and terms of offer, apply only if and to the extent that they have been expressly recognised in writing by the client in the contract. The works contract and these GTC take precedence over any GTC of the contractor in all cases.

The works contract and these GTC are binding on both parties and, to the extent that they do not contradict the contractual provisions, so are the rules of the SIA (SIA Standard 118 and other SIA standards relating to the subject matter of the contract).

2. Invitations to tender, requests for offers, offers

By means of the invitation to tender/request, the contractor is asked to submit a free-of-charge, binding and economically optimised offer. In the offer, the contractor must adhere strictly to the request and expressly point out any deviations. Any proposals for improvements and cost reductions based on circumstances specific to the contractor (equipment, methods, etc.) will be accepted by the client. However, they must be presented in detail as options with separate prices, in addition to the basic variant requested.

If the text of an item allows different interpretations, the contractor is obliged to draw the client's attention to this in its offer so that the text can be clarified before the contract is concluded. If the contractor fails to do so, the interpretation of the construction management is decisive.

By submitting the offer, the contractor acknowledges that it is aware of all specifications, facts and (local) conditions relevant to the preparation of the offer, the calculation, design and execution of the Work including accessories and supplementary services, and declares that it duly takes these into account in the offer and in the execution. Subsequent objections and additional claims arising from lack of knowledge of the construction site will not be recognised.

By submitting the offer, the contractor further acknowledges that it is able to execute the Work in accordance with the contract and on time with the resources available to it.

Upon submission, the offer remains binding on the contractor for the period specified in the request. If no such period is specified in the request, the contractor remains bound for six months from the date of submission of the offer.

The contractor warrants that neither it nor its subcontractors employ any staff without valid and proper work documents. The contractor undertakes to keep copies of the work documents (social security card, work permit, residence permit, etc.) available on the construction site at all times. The construction management has the right to check the existence of these work documents at any time.

The costs of the consumption of water, gas and electrical energy and of the operation of sanitary facilities, etc. are borne by the contractors. The cost contribution amounts to 0.1% for the master builder works and 0.4% for the other trades.

The contractor contributes 0.6% of its final invoice amount to the general construction overheads such as glass breakage, general construction cleaning, etc. However, this does not release the contractor from its duty of care, in particular not from the duty to dispose of rubble.

The contractor pays an appropriate amount (percentage cost allocation) per trade towards the costs of a joint construction site signboard.

Depending on the risk, the client takes out a construction all-risk insurance for a property. The contractor contributes to the costs of this insurance.

3. Deviations from and additions to the SIA standard

118

The deviations from SIA Standard 118 are listed below. Further deviations can be found directly in these GTC.

3.1.1. Art. 7 para. 2

Art. 1 comprises the intended contract document and these GTC of Reasco (see also Art. 1.2 GTC)

3.1.2. Art. 17

Unless otherwise agreed in writing, the period of 6 months stated in Art. 2.5 GTC applies.

3.1.3. Art. 21 para. 1

The contract document includes all contract appendices and these GTC and takes precedence over the other documents listed in Art. 21 para. 1 SIA Standard 118. The tender documents take precedence over the contractor's offer.

3.1.4. Art. 25 para. 3

Excluded, see Art. 5.2 GTC.

3.1.5. Art. 29 para. 5

Excluded, see Art. 8.2 GTC.

3.1.6. Art. 51

All surcharges on the contractually agreed time and materials rates are only paid by the principal if agreed in writing in advance and if commissioned accordingly in writing by the construction management.

3.1.7. Art. 54

At least the price discount applicable under the works contract also applies to time and materials work.

3.1.8. Art. 60

Snow clearance is not remunerated separately. Weather-related loss of individual working hours is included in the contract prices.

3.1.9. Art. 64-82

The agreed prices are in principle lump-sum or fixed prices which are not subject to inflation or any other price adjustment, unless expressly agreed otherwise in writing in the contract.

3.1.10. Art. 86

Agreed unit prices apply in their amount irrespective of increased or reduced quantities (but according to measurement).

3.1.11. Art. 126

Site installations may be used free of charge by the other contractors. Additions to or modifications of the site installations must be carried out by the contractor free of charge. In the event of disproportionate effort, a time and materials report may be prepared with the prior written consent of the construction management, and the contractor will be remunerated for the effort accordingly.

3.1.12. Art.157 para. 1

Partial acceptances are not permitted. Where agreed in writing, interim inspections take place.

3.1.13. Art.165 et seq.

3.1.14. Art. 166 para. 4

For errors in the execution documents, Art. 5.2 GTC must be observed.

3.1.15. Art. 167 2nd sentence

However, Art. 5.2 GTC must be observed.

3.1.16. Art. 179 para. 4 + 5

In the case of acceptance without inspection, the contractor is only not liable for hidden defects if these would have been readily identifiable during the warranty period. The burden of proof that an alleged hidden defect is not a deviation from the contract or a defect within the meaning of SIA Standard 118 lies with the contractor.

3.1.17. Art. 180 para. 1

3.1.18. Art. 187 para. 3

Excluded. Art. 376 CO applies.

3.1.19. Art. 190

Unless expressly agreed otherwise in writing, payments are made in accordance with Art. 9 GTC.

4. Orders, contract amendments, additional orders

The contract, orders and contract amendments are only valid in writing. Oral and telephone orders, additions, instructions and agreements require written confirmation. Drawings, comments, specifications, etc. form part of the contract if they are expressly mentioned therein.

The client reserves the right to delete, reduce or change individual items without the contractor being able to assert claims for compensation. The price agreed under the contract is reduced to this extent.

For orders without a contract document signed by both parties, an order confirmation with all reference details of the order and the necessary technical documents must be sent to the client within 10 days of receipt of the order (usually a signed duplicate of the order). If no confirmation is received, this is deemed to constitute acceptance of the order under the conditions contained therein and these GTC.

5. Execution

The entire Work (deliveries and services) must be executed in accordance with proven principles of execution and construction, taking into account the latest state of science and technology, properly and professionally and using the most suitable means, products and materials, in such a way that the result in every respect fulfils the contract specification and the intended purpose in an operationally appropriate and economical manner and complies with the relevant official regulations as well as the applicable technical regulations and standards.

In deviation from SIA Standard 118 Art. 5 and Art. 25 para. 3, the contractor must check the nature of the subsoil and the local conditions, all dimensions and levels in the execution plans on its own responsibility before carrying out the work; this also applies if the client is represented by a construction management or is itself an expert or is advised by an expert called in. The contractor must immediately notify the construction management in writing of any discrepancies. Construction inaccuracies and/or tolerances must be checked before the work is carried out and taken into account accordingly.

The contractor also obtains and supplies, in good time and in binding written form, all information required by third parties involved in the project. If, as a result of subsequent changes to the layout or dimensions not approved by the client, modification work becomes necessary on the client's Work or on deliveries from third parties, all resulting costs are borne by the contractor.

The contractor submits the necessary samples to the client in good time for the final choice of materials and colours within the scope of the execution provided for in the contract documents. The procurement of the material and colour samples is included in the contractual price for the Work. The contractor is liable for any quality defects in the materials and colours it proposes for selection. If a selection proposal by the client involves quality risks that the contractor is not prepared to assume, the contractor must give the client a written warning before the final selection.

The contractor must ensure that emissions such as noise, odours, dust and other disturbances which may affect neighbours and residents are kept to the technically possible minimum.

Time and materials work may only be carried out on the specific instruction of the construction management. As a matter of principle, Reasco does not recognise work carried out without a specific instruction from the construction management or on the instruction of other contractors. Art. 45 para. 2 of SIA Standard 118 remains reserved.

Time and materials reports must be submitted to the construction management for signature within three working days. As a matter of principle, reports submitted after this period will no longer be recognised.

Unless otherwise agreed, the time and materials rates of the professional associations applicable at the place of construction apply to time and materials work. The conditions are governed by the works contract.

6. Packaging, dispatch, transport, ecology, disposal

The packaging and disposal costs are included in the price for the Work.

In all cases, the packaging must be designed so that the goods are effectively protected against damage of any kind during transport and any storage. All mechanical parts must be adequately protected against damage and corrosion, and insulating parts also against moisture.

Dispatch and transport up to and including the place of destination, including unloading, are at the expense and risk of the contractor. The contractor is responsible for insurance, loss and damage.

The costs of storing the delivery at the place of destination until installation has been completed are borne by and at the responsibility of the contractor, and the storage must be supervised by the contractor. The storage space at the place of destination is allocated by the client or its representative (construction management).

The materials used by the contractor must always comply with the latest findings with regard to their subsequent disposal. If ecologically problematic materials nevertheless have to be used, the construction management must be informed of this in writing. If the products delivered and the materials used contain substances harmful (to the environment), the contractor guarantees the client the taking back and proper disposal of residues, waste, etc. This also applies to substances and materials that may have been altered through use.

Packaging, containers and the like must be taken back by the contractor for disposal free of charge.

In accordance with the Technical Ordinance on Waste of 10 December 1990 (TVA) and the cantonal and municipal ordinances governing the implementation of the TVA, construction waste must be separated in accordance with the guidelines of the Swiss Master Builders' Association (multi-skip concept), recyclable materials must be recycled and non-recyclable materials must be disposed of in an environmentally friendly manner.

For buildings with a construction volume of 300 m3 or more, the companies commissioned with the demolition work must submit the disposal concept for the demolition materials to the competent cantonal authority for approval before construction begins.

7. Inspections during the production of the Work

During the execution of the work, the client has the right but not the obligation to inspect the work on an ongoing basis (on site and at the contractor's/manufacturer's premises). After prior notification, the client and its representatives have free access during normal working hours to the workshops of the contractor and its subcontractors or sub-suppliers. The client must be given all information requested and insight into the documents relating to the progress of the work, the quality of the material used, quality assurance and testing, acceptance tests and final tests, etc.

The aforementioned inspections do not release the contractor from full responsibility for compliance with the obligations assumed under the contract.

They do not restrict the client's contractual rights, in particular with regard to default penalties and contractual penalties, notices of defects, etc.

8. Subcontractors, suppliers and third parties

The choice of subcontractors and suppliers is the responsibility of the contractor. The contractor concludes the corresponding contracts in its own name and for its own account.

In deviation from SIA Standard 118 Art. 29 para. 5, the contractor is also fully liable for the services of the subcontractors and suppliers prescribed to it by the client and/or engaged by it. The assumption by the client of follow-up measures due to defective work by the subcontractors is excluded.

Before the contractor concludes a contract, it must notify the client in writing and in good time of the intended subcontractors and suppliers. The client has the right to refuse the award of the work to a subcontractor or supplier proposed by the contractor or to demand the award to a specific subcontractor or supplier, without having to bear any additional costs incurred as a result. This applies in particular if, in the client's opinion, a proposed subcontractor or supplier does not offer the necessary guarantee of flawless work and timely completion or is not trustworthy for other reasons.

The contractor is obliged to obtain information at an early stage regarding all technical, functional and installation-related interfaces and to agree the procedure with the relevant third parties so that these interfaces are optimally coordinated by those involved and the necessary measures are initiated at an early stage. The construction management must be informed of the result. For this purpose, the client will provide each of these contractors with the relevant contacts. If no agreement can be reached between them, the construction management must be informed immediately.

9. Terms of payment

Unless otherwise provided in the works contract, the following terms of payment apply.

Payments are only made against invoice. If a down payment or advance payment is made under the contract, it must be secured by means of a down payment guarantee. If the total contract value is less than CHF 50,000.--, no down payment or advance payment is made.

If a down payment is agreed for a total contract value of more than CHF 50,000.--, the contractor must provide a down payment guarantee in accordance with the requirements set out in Art. 13 GTC in the amount of the agreed payment.

Instalment payments/partial payments (according to construction progress; up to a maximum of 90% of the contract value) are permitted in accordance with the client's specifications.

10% of the respective invoice amounts or of the final total price is retained as a warranty retention until after expiry of the warranty period or is paid together with the last instalment after receipt of the corresponding security in accordance with Art. 13.2 GTC and the final account. No interest is paid on the retention.

A separate invoice must be issued for each payment requested. Invoicing may take place at the earliest when the service required to fulfil the event triggering payment has been rendered in full. The recognised document proving performance must be stated on the respective invoice (countersigned minutes on construction progress or interim inspections, approved time and materials reports, etc.).

Invoices must be sent in duplicate, marked with the reference details of the order and/or the contract, stating the type of invoice (down payment, on-account, final, time and materials invoice or similar), addressed to the client, to the client or to the construction management. VAT must be shown in detail on the respective invoices as a separate item, both as an amount and as a percentage.

Payments are made within 60 days net or within 30 days with a 2% cash discount after receipt of the invoice. Set-off against any counterclaims of the client remains reserved. The decisive date for calculating the payment periods and entitlement to the cash discount is the date agreed in the works contract or, in the absence of such provision, the receipt of the correct invoice by the client.

If the construction management prepares the final account for the contractor, the contractor must contribute to the cost of this service.

All cost contributions and deductions are also deducted in the case of lump-sum contracts.

10. Transfer of risk, liability and insurance

The contractor bears the full risk for its entire performance and delivery until acceptance.

The client and the construction management are under no circumstances liable for damage to or theft of material and apparatus belonging to the contractor.

The contractor is liable for defects in accordance with SIA Standard 118 Art. 165 et seq., whereby the contractor is also liable for consequential damage caused by defects.

The contractor is liable for any damage, including consequential damage caused by defects, caused to the client, its personnel or third parties in the performance of the contract and/or by the subject matter of the contract, the contractor, its personnel or by failure to observe instructions or by defective deliveries. Personnel means all persons paid or employed by the client or contractor. The contractor is likewise liable for damage and accidents, etc. affecting itself, its employees and auxiliary persons and its subcontractors.

Should the client, on the basis of statutory provisions (e.g. as owner of the Work), be held liable by third parties for damage caused to them by the subject matter of the contract, the contractor must indemnify the client against the third party from any liabilities and costs connected with the claim. To the extent of this indemnification, the contractor assigns its claims to the insurance benefits governed by Art. 10.6 GTC.

Comprehensive insurance of the manufacturing, transport and storage risks, including accidental destruction of the Work or parts thereof or damage to and defects in buildings until acceptance, as well as comprehensive insurance against property damage and personal injury (including recourse claims), is taken out by the contractor at its own expense. The insurance also applies to the contractor's subcontractors and must cover indirect financial losses such as (defect-related) consequential damage arising from property damage and personal injury. Unless otherwise provided in the works contract, the sum insured is at least CHF 3,000,000.- per event. The contractor provides the client with written proof of sufficient and valid insurance before construction begins. Any changes to the insurance and/or arrears in premium payments must be notified to the client in writing directly by the insurer. In the event of payment arrears, the client is entitled to pay the outstanding and future premiums in place of the contractor and to set them off against the contractor's claim to remuneration for the Work. In this regard, the section to be completed by the contractor on p. 4 GTC must be observed.

For damage whose originator cannot be identified, the costs incurred are deducted from all companies involved in the construction at the time of the damage event in proportion to their works contract sum.

11. Builders' liens

The contractor is responsible for ensuring that a subcontractor never has cause to register a builders' lien.

If a builders' lien in favour of a subcontractor is entered provisionally or definitively in the land register, the contractor is obliged to provide adequate security within the meaning of Art. 839 para. 3 CC within ten days of notification of this land register entry so that the builders' lien is deleted again.

The client is entitled to pay the remuneration agreed between the contractor and the subcontractor directly to the subcontractor with discharging effect and to deduct the payment from the remuneration owed to the contractor. Before making full direct payment, the client hears both the contractor and the subcontractor on the existence and amount of the subcontractor's unpaid claim. The client may deposit an amount that is disputed between the contractor and the subcontractor with discharging effect (vis-à-vis the contractor).

Even without the conditions of Art. 11.2 GTC above having to be fulfilled, the client may at any time demand that the contractor, as a precautionary protection against builders' liens, provide a bank guarantee or joint and several guarantee from a Swiss bank or insurance company acceptable to the client in an amount to be determined by the client that is appropriate to the risk of builders' liens. The security must be maintained until it is certain that no further builders' liens can be registered or until registered builders' liens have been deleted again.

12. Early termination of the contract

The client may withdraw from the contract at any time (Art. 377 CO). The declaration of withdrawal is only valid in written form.

If the client withdraws due to events beyond its control which make continuation of the contract unreasonable for it, the contractor is entitled to reimbursement of all proven costs incurred up to that point, to the extent that they are not covered by insurance benefits. However, lost profits for services not yet rendered will not be reimbursed.

If the client withdraws for good cause for which the contractor is responsible, the contractor is only entitled to remuneration for the services rendered. The contractor is entitled to lump-sum damages in the amount of 5% of the works contract price including all approved supplements; if the damage is higher, it may assert this in accordance with the statutory rules.

Good cause includes in particular:

12.4.1. The contractor does not carry out the work in accordance with the contract or neglects the performance of its contractual obligations despite written reminders;
12.4.2. The contractor disregards written instructions from the client or the construction management or refuses to remove defective work or unsuitable material from the construction site or to replace it;
12.4.3. The contractor does not begin carrying out the work on the "start of construction" date specified in the contract;
12.4.4. The contractor arbitrarily interrupts the progress of the work for more than 14 calendar days;
12.4.5. The contractor allows the reasonable period set for it to remedy a defect to expire without effect;
12.4.6. The contractor is threatened with the opening of bankruptcy proceedings;
12.4.7. The contractor files an application with the court for the opening of bankruptcy proceedings or a debt-restructuring moratorium, or bankruptcy or composition proceedings are opened against the contractor;
12.4.8. The performance of the work in accordance with the contract is jeopardised by an enforcement order issued against the contractor;
12.4.9. The contractor assigns any rights in favour of its creditors in an arrangement with them;
12.4.10. The contractor declares the liquidation of its company (except in the case of voluntary liquidation for the purpose of a merger or reorganisation);
12.4.11. The contractor is faced with the seizure of its assets.

The good causes listed under sections 14.4.1 and 14.4.2 can only be asserted if the contractor has not remedied these causes within a reasonable period after receipt of a written request from the client.

In the event of withdrawal for good cause for which the contractor is responsible, the client has the right to enter into the contracts between the contractor and its subcontractors and to commission third parties to continue the planning and execution of the Work.

Payment of amounts for services already rendered ends on the date of the client's written declaration of withdrawal to the contractor. Any balance in favour of the contractor only becomes due for payment once the financial settlement has been completed.

In the event of early termination of the contract for reasons for which the contractor is responsible, the contractor is obliged to hand over all documents and computer files necessary for the performance of this contract in an editable format (e.g. not *.pdf, but *.pln or *icf, *.dwg, *.dxf) and to assign the contracts concluded with the subcontractors and suppliers. At the same time, the copyrights to the project are transferred to the client.

The contractor undertakes to include the following clause in the contracts with its subcontractors and suppliers: "In the event of early termination of this contract, the client has the right to enter into this contract in place of the contractor named herein."

In the event of early termination of the contract for which it is responsible, the contractor undertakes to allow the key persons involved in the project (project manager, construction management, architect, civil engineer, HVAC engineer, electrical planner/MCR, sanitary planner) to enter immediately into a direct employment relationship with the client or a company designated by the client in order to complete the project.

In the event of failure to meet the agreed execution deadlines, the contractor is liable for all damage incurred by the owner, client and construction management. Liability also exists if the contractor is not at fault for the delay (delivery difficulties, etc.). If timely construction progress is prevented by delayed delivery or insufficient deployment of labour, the client is entitled to award this contract in whole or in part elsewhere.

13. Security

The contractor provides interest-free security in cash or in the form of a guarantee acceptable to the client from a first-class Swiss bank or insurance company, issued in favour of the client, payable on first demand and without objection, extendable and valid for at least one year beyond the date of acceptance. The corresponding costs are borne by the contractor. If an extension of the period of validity proves necessary (e.g. in the event of delay, late acceptances, extension of the warranty period or similar), the contractor must arrange this extension with the guarantor in good time.

Security for warranty obligations: retention which serves to secure the contractor's warranty obligations and lasts for 5 years beyond the date of acceptance, in the following amount (but in any case a maximum of CHF 1,000,000.--): up to CHF 600,000.--: 10% from CHF 600,001.--: 5% The retention does not apply if the contractor secures the amount of the retention for the client by means of a bank or insurance guarantee.

14. Acceptance

The subject of acceptance is the completed Work. Self-contained parts of the Work can only be accepted separately if this has been agreed in the works contract or the client gives its written consent to this. In all cases, written minutes of the result of the inspection must be drawn up and signed by the client and the contractor. If defects are found during acceptance, the warranty retention only becomes due for payment after they have been completely remedied.

15. Warranty

Unless otherwise provided in the works contract, SIA Standard 118 Art. 172-180 applies to the warranty and limitation periods. In deviation from SIA Standard 118 Art. 180 para. 1, a notice period of thirty days applies to hidden defects. The periods begin to run upon acceptance of the entire turnkey building by the client. For work that has not yet been accepted at that time, the period begins upon its later acceptance. If the client has provided a warranty to third parties for the contractor's work, notices of defects are deemed to have been raised with the contractor in good time if they are submitted within 10 days of the timely complaint by the third party.

The client's claims against the contractor arising from the contractor's liability for defects can be assigned to third parties (e.g. the customer of the overall Work, an insurance company) together with all ancillary rights.

16. Safety on the construction site

When entering the client's buildings, sites and/or construction or installation sites, the (sub)contractor must comply at its own expense with all statutory regulations in the area of safety and employee protection as well as the client's instructions (with the obligation to pass them on), in particular the regulations of the BauAV i , the VUV ii , the ArGV 3 iii and the PrSG SR 930.11 iv . The work to be carried out must be discussed with the local construction management/site supervision before work begins. In the event of non-compliance, the (sub)contractor alone is liable for any damage, including consequential damage caused by defects. The client has the right to check compliance by the (sub)contractor at any time without notice.

The storage of flammable materials in the buildings, sites and/or on construction or installation sites is prohibited. Likewise, materials that are hazardous or harmful to water must be stored in accordance with the statutory regulations. The use of unusual equipment and machinery or the application of special construction and installation methods requires the consent of the client/construction management. The construction management is entitled at any time to demand the use of other working methods or equipment at no cost to the client.

The contractor is responsible for the safe keeping of keys / badges received. It assumes liability for the use of the keys / badges received and bears all financial consequences arising from the loss of the keys / badges or from failure to lock the door(s). If the keys issued belong to a master key system, the contractor must, in the event of loss, bear the costs of replacing the entire master key system to which the key belongs and of any consequential damage.

17. Instruction

During the execution of the work, installation, assembly and commissioning, the contractor instructs the client or its agents thoroughly in the use, operation and maintenance of the Work, so that after successful acceptance the Work can be handed over to the client or its agents for use and operation without reservation.

18. Construction documentation

The contractor is obliged to hand over the complete construction documentation to the client, in triplicate and in electronic form, where appropriate in an editable format, including official records and permits, revised execution plans, installation diagrams, operating and user manuals, a list of contractors, system and function descriptions, etc. If the preparation of the construction documentation is wholly or partly the responsibility of the client's agents, the contractor supplies all necessary information regarding the execution, including entries of deviations in the execution in plans prepared by the client. The service, operating and user manuals and the list of contractors are handed over at the acceptance of the construction. The other construction documents are handed over no later than two months after acceptance of the construction, and official records and permits upon receipt. The costs of the construction documentation are included in the contractual price for the Work.

In the case of building services systems and other prefabricated parts, the contractor is obliged to submit the design documents, documents and calculations essential for assessing the intended Work to the client or the construction management for approval before production begins. The contractor will take into account as far as possible any requests for changes and proposed corrections expressed by them within four weeks. Submission and approval of documents by the client do not release the contractor from responsibility for compliance with the guarantees and obligations assumed under the contract.

19. Intellectual property rights

To the extent permitted under copyright law, the contractor transfers to the client all intellectual property rights created in the course of performing the contract and ensures that, at the time of acceptance, the client is in possession of all ownership, usage, copyright, licence and modification rights necessary for the operation, use, servicing and maintenance of the Work.

The contractor is liable to the client for all copyright and patent disputes of third parties arising from the performance of the contract and is obliged to conduct any proceedings on behalf of the client at its own expense and to hold the client harmless from any damage, including

consequential damage caused by defects. It ensures that no delay in the performance of the contract or losses to the client can arise from such third-party claims and is fully liable to the client for any damage, including consequential damage caused by defects.

The contractor undertakes to carry out any repeat orders within the warranty period on the terms of the contract and also all revisions and repairs that become necessary after its expiry and are requested by the client at reasonable prices.

20. Place of jurisdiction

Disputes between the client and the contractor up to an amount in dispute of CHF 10,000.-- are finally settled by a sole arbitrator. If the parties cannot agree on an arbitrator, the arbitrator is appointed by the President of the Cantonal Court (Obergericht) of the canton of Schaffhausen.

For amounts in dispute exceeding CHF 10,000.--, the ordinary courts have jurisdiction. The place of jurisdiction is Schaffhausen.

Contractor's self-declaration

The undersigned contractor confirms that

it, as well as the third parties commissioned by it, permanently and fully complies, for services in Switzerland, with the occupational safety provisions applicable at the place of performance (including defined safety regulations) and the working conditions, in particular the provisions on wages, working hours, wage supplements, social benefits and the provisions on equal treatment of women and men with regard to equal pay;
it permanently and fully complies with the provisions of the Federal Act on Workers Posted to Switzerland (Posted Workers Act, SR 823.20) of 8 October 1999, to the extent that work is carried out by subcontractors domiciled or with their registered office abroad;
it permanently and fully complies with the provisions of the Federal Act on Measures to Combat Undeclared Work (Federal Act against Undeclared Work, BGSA, SR 822.41) of 17 June 2005;

Occupational safety provisions are the Labour Act (SR 822.11), the Accident Insurance Act (SR 832.20), the respective implementing regulations, the guidelines of the Federal Coordination Commission for Occupational Safety (EKAS) and the related instructions and contractual requirements of the principal. In performing the order, the contractor also undertakes to act in accordance with the principles of the SUVA Safety Charter:

Source: www.sicherheits-charta.ch (as at April 2022)

Working conditions in Switzerland are the collective employment agreements (GAV), the generally binding collective employment agreements (ave GAV) and the standard employment contracts (NAV). Membership of a GAV is not required by the principal, but the provisions of the collective employment agreements applicable in the sector must also be complied with by non-member bidders. Where there are no GAV and NAV, the actual working conditions customary in the locality and the sector must be complied with. By signing, the contractor confirms the above statements and declares its willingness to substantiate them on request with documents that are not older than one year. At the same time, it authorises the competent authorities to provide the principal with information in connection with the points listed above. If the contractor engages third parties to perform the contract, it must oblige them in writing to also comply with the aforementioned principles.

Evidence

The contractor declares its willingness to provide evidence within the set period upon request

Have you paid the cantonal, municipal and direct federal taxes due in full?
Have you paid the value added tax due in full?
Have you paid the social security contributions due (AHV, IV, EO, FAK, ALV, BVG, UVG, etc.) in full, including the employee contributions deducted from wages?
Are you currently subject to debt enforcement or bankruptcy proceedings?
Have any seizures been carried out against you in the past twelve months?
If yes: amount of claim CHF

Contractor's liability insurance

Insurance company: Name:
Policy no.:
Cover per loss event:
for personal injury: CHF
for property damage CHF
for financial loss: CHF
Deductible per loss event: CHF
Fire and explosion damage: Yes/No

Any changes to the insurance and/or arrears in premium payments must be notified to the client in writing directly by the insurer. In the event of payment arrears, the client is entitled to pay the outstanding and future premiums in place of the contractor and to set them off against the contractor's claim to remuneration for the Work.

Contractor's declaration of acceptance

The undersigned contractor confirms that it has read and understood the above "General Terms and Conditions for Construction Work (GTC)" of Reasco Immobilien AG and has accepted them as a valid part of its

offer (trade / date / offer no.):
in the project:

and of any (works) contract resulting therefrom. The undersigned contractor is aware that the above GTC are specifically tailored to the needs of Reasco Immobilien AG and its clients, that the SIA standards have been supplemented and/or excluded in various respects, that the above GTC take precedence over the corresponding provisions of the SIA standards applicable to the Work to be executed, and that deviating terms of offer may result in exclusion from the evaluation of offers.

Person responsible/telephone/email:
Place/date/signature/company stamp:

Legal bases (footnotes)

BauAV Construction Work Ordinance http://www.admin.ch/ch/d/sr/8/832.311.141.de.pdf
VUV Ordinance on Accident Prevention http://www.admin.ch/ch/d/sr/8/832.30.de.pdf
ArGV 3 Ordinance 3 to the Labour Act http://www.admin.ch/ch/d/sr/8/822.113.de.pdf
PrSG SR 930.11 Federal Act on Product Safety http://www.admin.ch/ch/d/sr/9/930.11.de.pdf