1. scope of application

These GTC govern the legal relationship between FirstMedia Solutions GmbH, Lerchenfeldstrasse 3, CH-9014 St. Gallen (hereinafter "Saley", "we", "us" or "our") and its contractual partners (hereinafter "Customer") in relation to the use of the Software-as-a-Service platform offered by Saley and all related services.
These GTC are aimed exclusively at companies (B2B). Consumers within the meaning of Art. 3 lit. a UWG are excluded from use.

2 Subject matter of the contract and services

2.1 Saley operates a cloud-based online platform ("Platform") through which the Customer can, among other things, create, edit, send, analyze and electronically sign digital sales and presentation documents ("Documents").
2.2 The Platform is provided exclusively by means of remote access use (Software as a Service, "SaaS"); a local installation is not provided.
2.3 The scope of functions and services is determined by the selected subscription plan ("Subscription") and the service description published on the Platform at the time of the order.
2.4 Saley is entitled to improve the Platform at any time, add or remove functions, provided that this does not significantly impair the essential scope of services.
2.5 Interfaces (API) & third-party integration: The Customer can connect third-party applications (e.g. Bexio) via the interfaces documented by Saley. Saley only owes the provision of the API. Saley assumes no liability for the availability, functionality, security or support of the third-party applications. The Customer shall ensure that it is authorized to connect and that it complies with the contractual and data protection conditions of the third-party provider.

3. registration, conclusion of contract and user accounts

3.1 The contract is concluded as soon as the customer clicks on the "I accept the GTC" checkbox during registration or uses the platform.
3.2 The customer undertakes to provide truthful and complete information during registration and to keep this data up to date for the duration of the contract.
3.3 Each user receives a personal login. Passing on access data to third parties is prohibited.
3.4 The customer is liable for all activities carried out under his user accounts.

4 Obligations of the customer

4.1 The customer is obliged to use the platform only within the framework of the applicable laws and these GTC.
4.2 The customer shall ensure that all content uploaded to the platform by him or his authorized users ("customer content") does not infringe any third-party rights and is free of malware.
4.3 The customer must set up suitable backup solutions and regularly make backup copies of his data.

5. granting of rights and responsibility for customer content

5.1 The Customer shall remain the owner of all Customer Content.
5.2 The Customer grants Saley a non-exclusive, worldwide, royalty-free right, limited to the term of the Agreement, to use the Customer Content for the purpose of fulfilling the Agreement, maintenance, improvement, security and analysis of the Platform.
5.3 The Customer shall indemnify Saley against all third-party claims resulting from the unlawful use or provision of Customer Content (in particular copyright, trademark, personality or data protection infringements).

6 Prohibited content and activities

The customer may not post any content or perform any actions that

• violate applicable law, in particular by disseminating pornographic, racist, violence-glorifying or defamatory content,
• infringe intellectual property rights or personal rights of third parties,
• contain malware or other harmful code,
• impair the operation or security of the platform.
  Saley reserves the right to delete illegal content or content that violates these GTC without prior notice and to block the account in question.

7 Remuneration and terms of payment

7.1 The use of the platform is subject to a fee, unless otherwise agreed. The amount of the fees is determined by the tariff selected when the contract is concluded.
7.2 All prices are net prices plus statutory VAT.
7.3 Billing: Billing takes place exclusively monthly in advance by credit card via Stripe; the billing period is thirty (30) calendar days in each case.
7.4 If the customer defaults on a payment or if the credit card on file cannot be charged, access to the platform will be automatically blocked immediately. Access will only be reactivated once payment has been received in full.

8 Availability, maintenance and service levels

8.1 Saley strives for an average annual target availability of the Platform of 99.5%. This does not constitute an assurance or guarantee.
8.2 Scheduled maintenance windows and periods of force majeure shall not be considered unavailability.
8.3 Saley is entitled to carry out regular maintenance and security updates. Maintenance work will be announced 48 hours in advance, as far as reasonable.

9. warranty (exclusion of liability for guarantees)

9.1 The Platform is provided to the Customer "as is" and without any express or implied warranty to the extent permitted by law.
9.2 In particular, Saley disclaims any warranty as to condition, fitness for a particular purpose, availability, security or freedom from defects to the extent permitted by law. Contractually warranted characteristics exist only if they are expressly designated as such in writing.

10. liability

10.1 Saley shall be liable without limitation for damages caused intentionally or by gross negligence as well as for injury to life, body or health.
10.2 In the event of slight negligence, Saley shall only be liable for breach of material contractual obligations (cardinal obligations) and limited to the foreseeable damage typical for the contract; in any case, however, not exceeding the net fees paid by the Customer in the last twelve (12) months prior to the occurrence of the damage event.
10.3 Saley is not liable for indirect damages, consequential damages, loss of profit or loss of data.
10.4 Saley assumes no liability for the legality or license-free nature of Customer Content, including uploaded images. The Customer bears sole responsibility and indemnifies Saley against all claims.
10.5 Saley is not liable for disruptions, data loss or other damage caused by third-party integrations.

11 Intellectual property of the platform

11.1 All rights to the Platform, including software, designs, databases and documentation, shall remain exclusively with Saley or its licensors.
11.2 The Customer shall only receive a simple, non-transferable, non-sublicensable right of use for the duration of the Agreement.

12. data protection

12.1 Saley processes the Customer's personal data in accordance with the revised Federal Act on Data Protection (FADP) and, where applicable, the EU General Data Protection Regulation (GDPR).
12.2 Further details can be found in the separate privacy policy
12.3 Documents are made available by default via a unique, cryptographically generated link. These links are always publicly accessible to persons who have access to the link. The Customer is responsible for the secure sharing and management of the links. Saley recommends that links are only forwarded to authorized recipients
12.4 All data is stored in encrypted form during transmission (TLS) and at rest.

13. confidentiality

Both parties undertake to keep all confidential information obtained within the scope of this contract secret and not to make it accessible to third parties.

14 Contract duration and termination

14.1 The contract is concluded for an indefinite period.
14.2 The customer can terminate the subscription at any time with effect from the end of the current 30-day billing period via the account settings.
14.3 The right to terminate without notice for good cause remains unaffected.

15 Amendments to the GTC

Saley may amend these GTC at any time. The customer shall be notified of any amendments in text form at least 30 days before they come into force. If the customer does not object within this period

18 Applicable law and place of jurisdiction

18.1 This contract shall be governed exclusively by substantive Swiss law to the exclusion of private international law (IPRG) and international conventions.

18.2 The exclusive place of jurisdiction for all disputes arising from or in connection with this contract is St. Gallen, Switzerland.

Last update: June 22, 2025