Terms
last updated: 01.11.2024
1. Introduction
1.1. These Terms and Conditions ("T&Cs") govern the provision of services by edesigns ("we," "us," or "Leadstreams"), a simple partnership ("einfache Gesellschaft nach Schweizer Recht") based in Zurich, Switzerland.
1.2. By engaging Leadstreams’ services, the client ("Client") agrees to these T&Cs. Deviations from these terms must be explicitly agreed in writing.
2. Scope of Services
2.1. Leadstreams provides AI-based sales automation solutions, integrating multiple third-party tools to deliver tailored services for lead generation and optimization.
2.2. The services include:
– Initial setup to configure and launch the Client's lead generation system (“Leadstream”);
– Weekly optimization loops informed by data analysis to improve performance (based on service level);
– Advisory on outreach strategies and compliance with applicable regulations.
2.3. Leadstreams measures success by the volume of qualified leads generated but does not guarantee any specific conversion rates, business outcomes, or revenue increases.
2.4. The Client is solely responsible for converting generated leads into customers.
3. Responsibilities and Obligations
3.1. Leadstreams’ Responsibilities
We undertake to provide the Service with professional diligence, ensuring proper setup, performance optimization, and advisory within the agreed scope of work.
Any specific deliverables will be outlined in the relevant service agreement.
3.2. Client Responsibilities
The Client agrees to provide all necessary information, resources, and access promptly to facilitate service delivery. The Client bears full responsibility for the approval and implementation of outreach sequences and compliance with applicable laws in their jurisdictions.
3.3. Data Privacy and Compliance
Leadstreams will recommend outreach sequences compliant with Swiss data protection laws (FADP/DSG) and, where applicable, international regulations such as the EU GDPR.The Client is responsible for ensuring that all outreach campaigns meet the legal requirements of their specific jurisdiction. Leadstreams assumes no liability for breaches caused by non-compliant sequence design or unauthorized use of third-party tools.
3.4. Third-Party Tools
Leadstreams integrates third-party software and tools into its services. While we ensure proper configuration and maintenance, we do not guarantee the performance, availability, or reliability of third-party services. Any disruptions, outages, or faults caused by these third-party tools will be addressed promptly, but resolution timelines are dependent on the third-party provider.
3.5. Indemnification
The Client agrees to indemnify and hold harmless Leadstreams, its partners, and any affiliates from and against any and all claims, damages, liabilities, costs, and expenses (including legal fees) arising from the Client's use of the Service, failure to comply with applicable laws, or breach of these T&Cs.
3.6. Force Majeure
Leadstreams and its partners shall not be held liable for any failure or delay in the performance of their obligations under these T&Cs due to circumstances beyond their reasonable control, including but not limited to cyberattacks, third-party service outages, or regulatory changes.
4. Fees and Payment Terms
4.1. Service fees, including setup costs and ongoing optimization charges, are outlined in the applicable service agreement.
4.2. Invoices are payable within 14 days unless otherwise specified. All payments must be made in the currency stipulated in the invoice.
4.3. Late payments are subject to interest at the statutory rate under Swiss law.
5. Intellectual Property Rights
5.1. Leadstreams retains all intellectual property rights to its methods, processes, tools, and proprietary systems used in delivering the Service.
5.2. The Client is granted a limited, non-exclusive, non-transferable license to use the outputs of the Service for its internal business purposes.
6. Confidentiality
6.1. Both parties agree to keep all non-public, proprietary, and confidential information disclosed during the engagement strictly confidential.6.2. Confidentiality obligations shall survive termination or expiration of the agreement.
7. Service Modifications and Adjustments
7.1. Leadstreams reserves the right to modify, update, or discontinue any aspect of the Service due to technological advancements, regulatory changes, or updates to third-party tools.
7.2. Clients will be notified in advance of significant adjustments that may affect their operations.7.3. Leadstreams will make reasonable efforts to ensure service continuity and minimize disruptions during any transition or modification.
7.3. Leadstreams will make reasonable efforts to ensure service continuity and minimize disruptions during any transition or modification.
8. Termination
8.1. Either party may terminate the agreement with 30 days' written notice.
8.2. Leadstreams may terminate the agreement immediately in the event of non-payment, material breach of these T&Cs, or misuse of the Service.
8.3. Fees paid are non-refundable if the agreement is terminated for reasons attributable to the Client.
9. Limitation of Liability
9.1. Leadstreams shall only be liable for direct damages arising from gross negligence or intentional misconduct. Liability for indirect, consequential, or financial losses, including lost profits, is expressly excluded.
9.2. Leadstreams’ total liability shall not exceed the fees paid by the Client for the Service in the 6 months preceding the claim.
10. Governing Law and Dispute Resolution
10.1. These T&Cs are governed by the substantive laws of Switzerland, excluding conflict-of-law principles.
10.2. Any disputes arising from or in connection with these T&Cs shall be resolved through mediation. If mediation fails, disputes shall be submitted to the exclusive jurisdiction of the courts of Zurich, Switzerland.
11. Miscellaneous Provisions
11.1. These T&Cs constitute the entire agreement between the parties concerning the subject matter hereof and supersede all prior agreements, representations, and understandings.
11.2. If any provision of these T&Cs is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
11.3. Failure by either party to enforce any provision of these T&Cs shall not constitute a waiver of that provision or any other provision.
