General Terms & Conditions (GTC) of the Gottlieb Duttweiler Institute (GDI)

A. General part

1. Scope

These General Terms & Conditions apply in their current version to all business relationships between the GDI and the customer. They can be changed by the GDI at any time.

The conditions in the general part (A) of these GTC apply to all services of the GDI, those in the special part (B) only apply to the services mentioned in each case.

The Customer’s General Terms and Conditions or similar documents as well as industry standards that replace, modify or supplement the present GTC have no legal effect, even if there is a reference to them in any confirmation or in the business correspondence.

2. Address and contact of the GDI

GDI Gottlieb Duttweiler Institute
Stiftung «Im Grüene»
Langhaldenstrasse 21
CH-8803 Rüschlikon/Zürich
Phone +41 44 724 61 11
info@gdi.ch

3. Individual contract, conclusion of contract​

The individual contract and any specific appendices or general terms and conditions relating to it govern the specific services and conditions that the Parties have agreed for specific services. In the event of contradictions between these provisions and the GTC, the provisions of the individual contract and the specific appendices or General Terms and Conditions shall take precedence.

The individual contract can be concluded via two channels.

a. Contract conclusion via www.gdi.ch

By sending an order to www.gdi.ch, the Customer submits a legally binding offer to conclude a contract. The contract is concluded when the GDI accepts this offer by sending an order confirmation by email or post.

b. Conclusion of contract by direct contact:

The Customer contacts the GDI directly (by phone, email, etc.). The contract is concluded by the GDI by means of the order confirmation (email is sufficient). If the order confirmation refers to prices in other documents (price lists, product lists, etc.), the GDI reserves the right to make changes to these prices at any time.

4. Data protection 

The Parties undertake to process personal data that they receive from the other party or collect on its behalf within the scope of the contractual relationship exclusively in accordance with the applicable data protection provisions. In particular, the Parties undertake to (i) process such personal data exclusively for the purpose of fulfilling the contractual obligations and in compliance with the instructions issued by the other party for this purpose; (ii) treat the data confidentially and to take appropriate technical and organisational measures to protect it; (iii) return and/or permanently delete the data after termination of the contract or at the instruction of the other party at its discretion. When engaging third parties, the Parties shall make appropriate contractual agreements and agree control measures and, in particular, impose the obligations of this paragraph on the third party.

The Parties agree that the contractual relationship does not constitute data processing on behalf of another party pursuant to the applicable data protection provisions at the time the contract is concluded. In the event that the contractual relationship should, at any time, qualify as order processing pursuant to the applicable data protection provisions, the Parties agree to conclude a market-standard order processing contract at the first request of one of the Parties.

5. Compliance

The Customer undertakes to act in accordance with all applicable legal and regulatory provisions in connection with the conclusion and fulfilment of this contractual relationship and not to commit any act or omission that could damage the reputation of the GDI.

6. Force majeure

Force majeure means any serious, unforeseeable and exceptional cause which prevents fulfilment of the contract and falls outside the reasonable control of the relevant Party and includes, in particular, fire, explosions, natural disasters (such as floods, earthquakes, drought), currency crashes, war, other warlike events, unrest, epidemics and pandemics, embargoes and government restrictions (including decrees or other acts taken by public authorities with respect to restrictions on the freedom of movement or on economic activities). Exemptions include strikes and other work stoppages.

The Party invoking force majeure shall notify the other Party immediately and in writing of the occurrence and the end of such a case of force majeure.

In the event of a case of force majeure, the Party affected shall, during the relevant time frame and insofar as it is prevented from fulfilling the contract as a result of force majeure, be released from its contractual obligations without the other Party being able to claim damages.

The GDI shall be entitled to terminate the contract (in full or in part) without notice. The Customer shall reimburse any expenses that have been justifiably and effectively incurred to date. The Parties shall otherwise each bear their share of the costs incurred until that date. No further obligations to pay compensation shall arise from a withdrawal from the contract.

7. Termination / Cancellation

In the event of a breach of a material provision of this contract that objectively renders continuation of the contract unacceptable to the other Party, this other Party shall have the right, but not the obligation, to request in writing, setting a reasonable deadline, that the offending Party remedy the situation that is in breach of contract. If the situation in breach of contract is not remedied within the deadline set, the Party that is not responsible for the situation that is in breach of contract may terminate the contract with immediate effect without notice.

Each Party may terminate this contract immediately at any time if the other Party is insolvent, submits an application for a judicial or out-of-court debt restructuring moratorium, requests an emergency moratorium or a stay of insolvency proceedings pursuant to Art. 725a CO, becomes bankrupt, seeks judicial or out-of-court debt settlement proceedings or makes other agreements with its creditors due to imminent insolvency, or if other comparable actions under Swiss or foreign law take place or are imminent.

The GDI is entitled to terminate individual contracts (in whole or in part) at any time without notice. All payments made by the Customer prior to termination shall be refunded pro rata or in proportion to the services already received. Termination of the contract shall not give rise to any further claims against the GDI.

8. Written form requirement​

All amendments and additions to these GTC must be made in writing and signed by authorised representatives of the Parties. All other agreements and amendments thereto (including, but not limited to individual contract, briefing, offer) must be in writing to be valid, whereby in addition to the handwritten signature, an electronic signature (including the exchange of signed scanned copies by email, via DocuSign or another reputable e-signature provider) or the exchange of emails is sufficient. This form requirement may likewise only be waived in writing. The right to object to verbal amendments to the contract is expressly waived.

9. Severability clause​

Should a provision of these GTC, a contract or one of its appendices prove to be invalid or void, this shall not affect the validity of the contractual document concerned. Rather, the invalid or void provision shall be replaced by another legally valid provision that comes closest to the meaning intended by both Parties, insofar as legally permitted. This also applies in the event of a gap.

10. Applicable law

All legal relations between the Parties are governed exclusively by Swiss law, to the complete exclusion of the conflict-of-law provisions of private international law and the United Nations Convention on Contracts for the International Sale of Goods of 11 April 1980.

The exclusive place of jurisdiction for all disputes is the City of Zurich

 

B. Specific part

11. GDI events (own events)

11.1. Definition

GDI events are all events that the GDI organises itself and that are open to the public.

11.2. Participation fee

The participation fee must be paid in advance. If several employees of a Customer take part in the event, the participation fees are determined based on the number of participants from the same company. Subsequent registrations will be invoiced separately. Last-minute registrations (later than 2 weeks before the GDI event) can only be paid by credit card.

11.3. Programme changes

The event programme is subject to change. If a GDI event does not go ahead as scheduled, the participation fee will be refunded. Any other claims are expressly excluded.

11.4. Cancellation

If the Customer is unable to attend, a written cancellation is required. A transfer of participation to a substitute participant is possible at any time.

For evening events: up to five full working days before the GDI event, the GDI will refund the participation fee to the Customer, after which the full amount will be charged.

For conferences and seminars: up to thirty full days before the GDI event, the Customer will be refunded the participation fee. Thereafter and up to five full working days before the GDI event, the GDI will invoice the Customer for 75% of the fee; in the event of later cancellations, the full amount will be charged.

12. Commissioned work

12.1. Definition

All services provided by the GDI that lead to the creation of work results defined in advance by the Customer are deemed to be commissioned work. In particular, this includes commissioned studies, commissioned research or consultations on a specific topic.

12.2. Prices

The prices agreed in the individual contract (e.g. accepted offer) are in CHF and are exclusive of VAT, any material costs incurred as well as travel and, if applicable, accommodation costs for the commissioned GDI project team. Invoices are issued directly to the Customer. In the event of changes to the scope or objective of the work results requested by the Customer after conclusion of the contract, the GDI reserves the right to invoice the additional expenses incurred as a result of these changes. Any additional costs will be coordinated with the Customer in advance.

12.3. Payment

Unless otherwise agreed, 50 % of the remuneration is due immediately after the signing of the corresponding individual contract. The remaining 50 % of the remuneration as well as the material, travel and, if applicable, accommodation costs incurred are due 30 days after invoicing.

12.4. Rights to work results and use

All rights existing at the time of the conclusion of the contract ("grandfathering rights") shall remain with the respective Party. In particular, the pre-existing knowledge (data, images, videos, etc.) and the processes/methods used to create work results are grandfathering rights of the GDI. The GDI transfers all rights to the work results that were created specifically for the Customer as part of the commissioned work ("new intellectual property rights") to the Customer. The latter undertakes to use the work results only for internal business purposes and in particular not to publish them. Any other use, in particular publication, is permitted only with the consent of and in accordance with the specifications of the GDI.

12.5. Postponement and cancellation conditions

If the Customer does not fulfil its obligation to cooperate (in particular, provision of documents, response to queries, participation in briefings, etc.) or does not do so on time, the Customer shall bear the additional expenses incurred as a result of the postponement.

In the event of cancellation of the contract by the Customer after commencement of the commissioned work, the entire agreed remuneration shall be due.

13. GDI Innovation Hub licence agreement​

13.1. Additional General Terms & Conditions

When purchasing a licence for the GDI Innovation Hub or a company-specific hub, additional General Terms and Conditions and Terms of Use of intelligent management solutions GmbH in the currently valid version (DE: https://www.in-manas.com/legal/agb; EN: https://www.in-manas.com/en/legal/agb) also apply.

13.2. Licence fee

Payment of the licence fees is made in advance for one year and is due 30 days after invoicing.

13.3. Term

The contract term begins on the date of purchase of the licence and is unlimited in time. The contract can be cancelled with three months' notice to the end of a contract year.

13.4. Limited rights of use

Use of the GDI Innovation Hub or a company-specific hub is reserved exclusively for the Customer's employees. Use is only permitted within the company or as part of strategic foresight projects. External redistribution of the content is prohibited. The Customer is also obliged to treat the access data for the GDI Innovation Hub confidentially and to prevent its use by third parties.

14. Training / Further training

14.1. Definition

Further training is defined as all services provided by the GDI which have as their object the further training of individuals and which are carried out on behalf of the Customer for an audience specified by the Customer. These further training courses can be provided in various formats including presentations, keynote speeches, coaching sessions, workshops and training events, and can be held both as individual events and as programme events (consisting of several individual events).

14.2. Prices

The prices quoted are in CHF and are exclusive of any VAT, material costs incurred and travel and, where applicable, accommodation costs for the commissioned Impact Leadership Partner, for the commissioned GDI employees or for the commissioned GDI project team. Invoices are issued directly to the Customer (for programmes in consultation with the participant). In the event of changes to the scope, content or objectives of the further training requested by the Customer after conclusion of the contract, the GDI reserves the right to invoice the additional costs incurred as a result. Any additional costs will be coordinated with the Customer in advance.

14.3. Payment

Unless otherwise agreed, the agreed remuneration shall be invoiced as follows:

(i) For individual events (presentations, keynote speeches, coaching, workshops and training events), the total amount (including any material, travel and, where applicable, accommodation costs incurred) shall be invoiced directly after the event has taken place. This total amount is due 30 days after invoicing;

(ii) For programme events in the field of Leadership & Transformation, the total programme price shall be invoiced before or at the start of the programme. This total amount is due 30 days after invoicing.

14.4. Rights to work results and use

All rights existing at the time the contract is signed ("grandfathering rights") remain with the respective Party. In particular, the pre-existing knowledge (data, images, videos, etc.) as well as the processes/methods used to create further training content or other work results are grandfathering rights of the GDI. The GDI transfers all rights to the further training content and other work results created specifically for the further training ("new intellectual property rights") to the Customer. The latter undertakes to use the further training content and work results only for internal business purposes and in particular not to publish them. Any publication is only permitted with the consent of and in accordance with the specifications of the GDI.

14.5. Postponement and cancellation conditions

If the Customer does not fulfil its obligation to cooperate (in particular, provision of documents, response to queries, participation in briefings, etc.) or does not do so on time, the Customer shall bear the additional expenses incurred as a result of the postponement. Unless otherwise agreed, the cancellation of further training courses is regulated as follows:

• 30 full days before the start: 50%​
• 10 full days before the start: 75%​
• less than 10 full days before the start: 100%​

15. Hire of conference and banqueting rooms with/without ancillary services (catering, inventory, etc.)

15.1. Contract / option data

The individual contract (event contract) is concluded with the mutual signing of the order confirmation or a written commitment between the GDI and the Customer. By signing or confirming in writing, the Customer accepts these General Conditions, which form an integral part of the event contract.

The offer/confirmation is based on the information provided by the Customer regarding the date, time, duration, number of guests, etc. As a basic principle, the prices confirmed in writing by the GDI shall apply; the GDI reserves the right to make any price changes.

Option dates are binding for both Parties. The GDI reserves the right to rent the reserved rooms to other parties if a response has not been received from the Customer upon expiry of the option dates, without the Customer being able to hold the GDI liable for this.​

15.2. Withdrawal

As long as no signed order confirmation or written confirmation has been received from the Customer, the GDI reserves the right to withdraw from an offer at any time and without giving reasons.The cancellation of a definitively booked event by the Customer is only valid if it is made in writing. In the event of cancellations within the deadlines listed below, the following costs of the commissioned offer will be charged:

​

Up to 80 people:

• 70 - 51 full days before the date of the event: 25% of the commissioned offer*​
• 50 - 26 full days before the date of the event: 50% of the commissioned offer*
• 25 - 0 full days before the date of the event: 100% of the commissioned offer*​
  

From 81 people:

• 90 - 71 full days before the date of the event: 25% of the commissioned offer*​
• 70 - 51 full days before the date of the event: 50% of the commissioned offer*​
• 50 - 26 full days before the date of the event: 75% of the commissioned offer*​
• 25 - 0 full days before the date of the event: 100% of the commissioned offer*​

A cancellation or reduction during the event will be charged at 100%. If the premises can be rented to another party, the calculated costs will not apply.

*The offer includes all agreed services such as room hire, technical infrastructure, food and beverages.

In the event of a new booking, within the same framework, within the 6 months following cancellation, the cancellation costs will be partially credited to the customer towards the event costs.

15.3. Changes to the number of participants

Changes to the number of participants after a definitive booking has been made must be notified to the GDI in writing in advance, observing the following deadlines:

• up to 50 people: no later than 7 working days before the date of the event​
• 51 - 100 people: at the latest 10 working days before the date of the event​
• 100 people or more: no later than 12 working days before the date of the event​

The calculations are based on the number of participants stated in the offer/confirmation. If this is reduced or increased in the case of a provisional or definitive reservation, the GDI reserves the right to recalculate:​

• up to 100 people: by more than 10%
• 100 people or more: by more than 5%​

15.4. Bringing in food and drinks

All catering at events of any kind is the sole responsibility of the GDI or the supplier it has appointed. A tap fee will be invoiced for drinks and food brought in.

15.5. Insurance

The Customer (as organiser) shall be liable for losses and damage caused to rooms, facilities, furniture and surroundings by its event participants, employees or auxiliary staff. The Customer must insure the goods brought in against all possible risks. As the landlord, the GDI accepts no liability or responsibility for the loss of or damage to items brought onto the premises. The guarding of valuable items is the sole responsibility of the customer.​

The installation of decoration material or other objects brought in by the Customer is only permitted with the prior consent of the GDI. All decoration material must comply with fire regulations.

If the Customer (as the orderer) is not also the organiser, the Customer and the organiser are jointly and severally liable to the GDI for all claims arising from the contract as well as for all non-contractual claims. The Customer is liable to the GDI for payment of the additional services ordered by the event participants.

Malfunctions or defects in the technical and other facilities, equipment or materials provided by the GDI shall be rectified immediately, as far as possible. Under no circumstances can the organiser withhold payment or claim a discount.

15.6. Invoicing / Advance payment

Invoices are payable in full within 30 days of the invoice date. The GDI reserves the right to demand payment in advance.​

15.7. Various provisions

The GDI reserves the right to make changes to the room allocation insofar as this is reasonable for the Customer, taking into account its interests.

The organiser can arrange for the disposal of waste such as cardboard, paper and leftover conference materials at the GDI. The GDI reserves the right to charge a disposal fee for larger quantities.

Compliance with cantonal regulations regarding noise emissions is mandatory. A sound pressure level of 93 dB(A) must not be exceeded during events. The organiser is responsible for compliance with these requirements. From 10 p.m. onwards, a reduced background noise level must be ensured in the outdoor area of the GDI.

15.8. Opening hours

Monday to Friday from 8 a.m. to 5 p.m. Any work outside these opening hours must be notified in advance, including for assembly/dismantling. Events held at weekends and on public holidays are charged on an hourly attendance basis and on Sundays are subject to a surcharge of 50% on all booked services. For such events, there is a minimum turnover and a minimum number of guests. During the week in the evening, a minimum number of 20 people and at the weekend a minimum turnover of CHF 25'000.

15.9. Publications

Advertisements in the media (newspapers, radio, television, internet) with reference to the event at the GDI require the prior written consent of the GDI. In the event of publication without consent, the GDI may cancel the event.

16. Newsletter and marketing communication

By registering a user account at www.gdi.ch, the user agrees that the GDI may send them information relevant to the topic and invitations to events by email. The content sent is based on the areas of interest stored in the user profile and can be customised or completely deactivated by the user at any time. Each email also contains a direct unsubscribe link.

17. Language precedence

In the event of any discrepancies between the German and the English version of these General Terms & Conditions, the German version shall prevail.