1. Subject matter of the contract

 1.1 Scope of application. These General Terms and Conditions (hereinafter referred to as "GTC") govern the contractual relationship between AlpineAI AG, Obere Strasse 22b, 7270 Davos, Switzerland (hereinafter referred to as "AlpineAI"), and you as a customer (hereinafter referred to as "Customer") for the use of the SwissGPT platform provided by us.

1.2 Deviations. If the parties enter into agreements that deviate from these GTC, these agreements shall take precedence over the provisions of these GTC. In order to be valid, deviating agreements must be in writing and signed by both parties.

1.3 Changes. AlpineAI reserves the right to amend these GTC for existing contractual relationships if changes become necessary due to changes in the law, applicable case law or market and business conditions. In this case, AlpineAI will inform the Customer of the planned changes by e-mail, whereby the e-mail will contain or refer to the updated GTC. The Customer may object to the new GTC within 14 days of receipt of the e-mail. If the customer does not object within this period, the changes shall be deemed accepted. In the event of an objection, AlpineAI is entitled to terminate the contract prematurely.

2. Service description

2.1 SwissGPT platform. AlpineAI grants the customer access to the SwissGPT platform, a solution based on a Large Language Model (LLM) for the automation and optimization of business processes through intelligent language interaction and data processing. The platform offers a user-friendly interface in German and English and can be integrated into existing business systems via APIs. It is hosted in Switzerland and is therefore particularly suitable for organizations that handle critical information. SwissGPT is provided as a cloud solution and can be complemented by desktop or mobile apps, depending on the package agreed between the customer and AlpineAI.

2.2 Function extensions. AlpineAI may grant the customer access to a functional extension for a limited period of time ("pilot phase"). The customer can decide for himself whether he wants to test the functional extension or not. During the pilot phase, there are no additional fees for the functional extension. At the end of the pilot phase, the customer can decide whether he wishes to purchase the additional extension at the applicable price. If this is not the case, AlpineAI will block access to this additional functional extension. 

2.3 New functionalities and significant changes. AlpineAI will continuously maintain and expand the SwissGPT platform. Maintenance and minor changes are included in the platform fees. Additional fees may apply for new functionalities and major changes. In these cases, AlpineAI will provide a functional description and a price. The customer can decide whether to purchase the additional functionality or stay with the original package.

2.4 Disclaimer for medical purposes. The customer acknowledges and agrees that the SwissGPT platform is not designed or intended for medical advice, diagnosis, treatment or any form of healthcare service. The SwissGPT platform is intended solely to increase the efficiency of business processes through intelligent language processing and to reduce administrative tasks. The information generated by the platform may not be used for medical decisions or as a substitute for professional medical advice. The customer is solely responsible for ensuring that the use of SwissGPT complies with all industry-specific regulations, including those relating to medical and health-related services.

3. term and termination

3.1 Self-registration. The customer can purchase the service based on the standard offers on our website by self-registration. In this case, the term and renewal conditions specified in the offer apply.

3.2 Special offers. The customer can also accept a special offer submitted directly. In this case, the term and extension conditions specified in the special offer apply.

3.3 Standard renewal conditions. Unless renewal terms are expressly stated, the standard license term is twelve (12) months and will automatically renew annually unless either party cancels the subscription at least thirty (30) days prior to the renewal date by automatic means on the SwissGPT platform (if provided to the Customer) or by contacting AlpineAI Customer Support via email.

3.4 Payment. The customer is obliged to pay the fees incurred using the payment methods provided by AlpineAI. These payment methods may be credit card payment, invoice, bank transfer or similar. If payment is not made at the time of registration (e.g. by credit card), the Customer must pay the fees incurred within fourteen (14) days of receipt of the invoice. If the customer does not fulfill this obligation, AlpineAI is entitled to block the service until the fees have been paid. However, this does not release the Customer from paying the fees for the entire period.

3.5 Termination for good cause. Premature termination is only permitted for good cause. Good cause shall be deemed to exist in particular if a party breaches material obligations under this agreement. The non-availability of the service within the agreed Service Level Agreement (SLA) is expressly not considered good cause.

4. Obligations of the customer

4.1 Internet access. The customer is responsible for ensuring that he has Internet access in order to be able to use the SwissGPT platform.

4.2 Utilization. The Customer may only use the SwissGPT platform for business purposes. The Service may not be used for illegal or immoral activities, transactions or purposes that violate intellectual property rights, applicable laws and regulations or individual rights. Swiss law and the law of the customer's country shall apply to the assessment of illegality. Other relevant laws may also be applicable.

4.3 Participation. The customer is obliged to provide AlpineAI with all necessary information and data, including contact and billing information, to enable the proper provision of the service.

5. Data protection

5.1 Roles and responsibilities. The customer is the "controller" within the meaning of Article 4(7) GDPR and Article 5(j) of the Swiss Data Protection Act (DPA). AlpineAI acts as a "processor" within the meaning of Article 4(8) GDPR and Article 5(k) FADP, processing personal data on behalf of the Customer. Both parties undertake to comply with the applicable data protection laws, including the GDPR and the DPA, in all data processing activities under this agreement.

5.2 Purpose and scope of processing. AlpineAI processes personal data solely for the purpose of providing the SwissGPT Platform and related services as described in this Agreement. The processing includes the storage, analysis and transmission of data to the extent necessary for the operation of the platform, customer support and the improvement of the platform.

5.3 Type of data and data subjects. The personal data processed may include names, contact details, interaction data and other data uploaded or generated by the Customer's use of the SwissGPT Platform. Data subjects are employees, contractors and customers of the customer or other persons whose data the customer processes via the platform.

5.4 Processing location. All personal data on the SwissGPT platform is processed and stored exclusively on servers in Switzerland. Administrative data (e.g. e-mail communication with the customer, accounting) may be processed by subcontractors outside Switzerland. In these cases, AlpineAI ensures that appropriate legal, data protection and security measures are taken.

5.5 Subcontractors. AlpineAI may use third parties for certain data processing activities. A list of approved subcontractors is available upon request. AlpineAI will ensure that all subcontractors are subject to the same data protection obligations as set out in this Agreement.

5.6 Safety measures. AlpineAI takes appropriate technical and organizational measures to ensure the confidentiality, integrity and availability of personal data in accordance with Article 32 GDPR and Articles 7 and 8 FADP. These measures include encryption, access control, regular security audits and secure data transmission methods.

5.7 Rights of the data subjects. The customer is responsible for processing requests from data subjects under the GDPR or the DPA, including requests for access, rectification, erasure or data portability. AlpineAI will assist the customer in fulfilling these obligations to the extent required and permitted by law. 

5.8 Reporting of data breaches. In the event of a data breach, AlpineAI will notify the customer immediately and provide all necessary information to assist the customer in fulfilling its reporting obligations to supervisory authorities and data subjects in accordance with Article 33 GDPR and Article 24 FADP.

5.9 Data storage and deletion. AlpineAI will only store personal data for as long as necessary to fulfill contractual obligations or as required by law. After termination of the contract, AlpineAI will delete all personal data or return it to the customer, unless further storage is required by law.

5.10. Audits. Customer may, at its own expense and with reasonable prior notice, audit AlpineAI's data processing activities to ensure compliance with this provision and applicable data protection laws. However, if AlpineAI provides standard documentation that adequately demonstrates compliance and aims to reduce the cumulative audit effort, the Customer may only request an audit if such documentation is deemed insufficient. Should an audit nevertheless be necessary, it must not disrupt AlpineAI's business operations and must be carried out in such a way that the confidentiality and security of other customers' data is maintained. 

5.11. Liability. AlpineAI is liable for breaches caused by its subcontractors. AlpineAI's total liability in relation to data protection breaches is limited to the extent described in the "Liability" section of these GTC.

5.12. Changes. Changes to data protection requirements imposed by law or regulatory authorities will be incorporated into these GTC as appropriate and AlpineAI will inform the customer of any necessary changes. 

6. service level agreement (SLA) 

6.1 SLA. AlpineAI guarantees an availability of 99 % during the license period. Temporary unavailability may occur during planned or urgent maintenance work. AlpineAI will inform the customer in advance of planned maintenance windows whenever possible to minimize disruption. 

7. Liability

7.1 General liability. AlpineAI shall be liable without limitation for intent and gross negligence. AlpineAI shall only be liable for slight negligence in the event of damage in connection with injury to life, body or health as well as in the event of a breach of essential contractual obligations (obligations whose fulfillment is essential for the proper execution of the contract and on whose compliance the contractual partner may regularly rely).

7.2 Limited liability. In the event of a slightly negligent breach of material contractual obligations, AlpineAI's liability shall be limited to the fees paid by the Customer in the last twelve (12) months prior to the event.

7.3 Customer error. AlpineAI is not liable for errors made by the customer when entering information.

7.4 LLM error. AlpineAI accepts no liability for errors made by the underlying language models (LLMs) when responding to the customer's requests.

7.5 Misuse. AlpineAI is not liable for the use of the service by the customer that violates applicable law, personal rights or other forms of improper use.

7.6 Exclusion of further liability. Any further liability of AlpineAI is expressly excluded.

7.7 Representatives and vicarious agents. The above limitations of liability also apply to the legal representatives and vicarious agents of AlpineAI.

8. Final provisions

8.1 Applicable law. The contractual relationship shall be governed exclusively by Swiss law to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).

8.2 Severability clause. Should individual provisions of these GTC, including this clause, be or become invalid in whole or in part, this shall not affect the validity of the remaining provisions. The invalid or missing provisions shall be replaced by the relevant statutory provisions.

8.3 Jurisdiction. The place of jurisdiction for all disputes arising from contracts in which these GTC are included is Zurich, Switzerland.