Terms and conditions

1. Who these terms apply to

These terms govern every offer, contract and service of Moesano Web di Lorenzo Clerici, Via Stradón 33, 6562 Soazza (GR), Switzerland (“Moesano Web”). They are addressed to clients acting in the course of their business or profession. A signed contract may provide otherwise: in that case the contract prevails. The client’s own general terms do not apply unless Moesano Web accepts them in writing.

2. The two formulas

Every website can be had in two ways: as a one-off project or as a monthly subscription. The offer states the price of both and the client chooses on signing. The difference that matters is one: with the one-off project the website becomes the client’s, source code included; with the subscription the client uses the website for the whole term of the contract, but the code remains Moesano Web’s. The details are in articles 3 and 4.

3. One-off project

Price and payment. The price is the one in the offer, fixed. 50% is due on confirmation of the assignment and 50% when the website goes live; invoices are payable within 30 days.

What the client receives. Once the balance is received, Moesano Web delivers the complete website and its source code: files, images, texts and configuration, installed on the client’s hosting or delivered as an archive. If the offer includes the management panel (CMS), the panel is part of the delivered code.

Rights in the final product. With full payment the client acquires all rights of use and economic exploitation in the final product (structure, design, texts and translations written by Moesano Web, image processing), without limits of time or territory: the client may modify it, move it to another host and have it updated by anyone. Excluded are third-party components (typefaces, libraries), which follow their own licences, and the generic components and know-how that Moesano Web uses across all its projects and may continue to use. The author’s moral rights remain as provided by law.

After delivery. Hosting, domain, certificate and updates are the client’s responsibility. On request Moesano Web takes care of them, at the price stated in the offer or on quotation.

4. Subscription

What it includes. One fixed monthly fee and everything is in it: .ch domain, hosting, https certificate, the management panel if provided for in the offer, updates and support. Updates means changes to texts, photographs and Q&A within the existing structure of the website. New sections or pages, further languages, new functions and a redesign are separate work, on quotation.

No initial cost. The fee starts from the month the website goes live; if it goes live after the 15th of the month, from the following month. If, for reasons attributable to the client, the website cannot go live within three months of signing, the fee starts anyway from the fourth month.

Minimum term: 24 months. It applies to every type of website, single-page or multi-page, and to every activation of the subscription.

Payment. The fee is paid in advance, by the first day of each month, with the invoice sent by e-mail and carrying the Swiss QR code. On request we invoice once a year. If the fee does not arrive by the due date, the client has 48 hours to put it right; after that the website is taken offline and the contract suspended, without this interrupting the term or the fees due. Once payment is received the website goes back online. Statutory default interest applies to late payments (art. 104 CO).

Early termination. Whoever stops before the end of the term pays in one instalment the fees remaining until the end of the term, plus CHF 59.90 for domain and hosting and CHF 39.90 for the domain transfer, the two items that were included in the fee. This is the counterpart of there being no initial cost: the building of the website is repaid through the fees.

Expiry and renewal. At the end of the 24 months the subscription renews for a further 24 months on the same terms, unless either party gives written notice at least three months before expiry. At every expiry, therefore, both the client and Moesano Web can decide whether to continue. Each renewal is a new minimum term of 24 months.

Who owns what. The website’s code, design and management panel remain Moesano Web’s, which grants the client the right to use them for the whole term of the contract. The material supplied by the client (texts, photographs, logo), the domain and the enquiries received through the website remain the client’s.

End of the subscription. If the subscription is not renewed at expiry, or in case of early termination, the website is switched off together with its hosting. The client does not receive the source code or the content produced by Moesano Web, not even after the first 24 months: structure, design, texts and translations written by us, image processing. The original material supplied by the client remains the client’s, and the data collected through the website on the client’s behalf is returned or deleted according to the client’s instructions. The domain can be transferred to the client for CHF 39.90.

Buying out the website. Alternatively, at the expiry of the subscription the client may buy out the website by paying in full the one-off price stated in the original offer for the same website. Fees already paid cover the service received and are not deducted from the buy-out price. With the buy-out the website passes to the client under the terms of article 3, source code and rights included, and the subscription ends.

5. Timing, material and revisions

The delivery times stated in the offer run from receipt of the complete material (final texts, photographs, logo), which the client delivers within 30 days of signing. Three rounds of revision on texts and images are included before the website goes live. If no comments arrive within ten working days of the delivery of a round, that round is deemed approved. Deadlines are suspended while Moesano Web is waiting for a reply, an approval or material.

6. Content supplied by the client

The client warrants that it holds the rights to the texts, photographs, logo and any other material it supplies, and is liable for third-party claims on that material. Translations prepared by Moesano Web from the client’s texts must be approved by the client before the website goes live; the translated content remains the client’s responsibility.

7. Hosting and support

Under the subscription Moesano Web keeps the website running, looks after the https certificate and the security updates, and keeps a backup copy of the website. Nobody can guarantee that a website is reachable 100% of the time: there may be interruptions for maintenance, announced when scheduled, or provider failures. Moesano Web answers reports within two working days and acts immediately on failures that make the website unreachable.

8. Data protection

The controller of the data collected through the client’s website is the client. Moesano Web processes that data as a processor (art. 9 FADP), only to run the website and only on the client’s instructions, with appropriate technical measures; it may rely on providers for hosting, remaining responsible for their work. The processing of data of visitors to moesanoweb.ch is described in the privacy policy.

9. Liability

Moesano Web builds websites to professional standards but promises no commercial results: no guarantee of search engine ranking, number of visits or enquiries. Moesano Web is liable for the damage it causes; indirect damage and loss of profit are excluded, and compensation does not exceed what the client has paid in the previous twelve months. Wilful intent and gross negligence remain reserved. Neither party is liable for delays due to causes beyond its control.

10. Prices and VAT

Prices are in Swiss francs and are final: no VAT to be added. Should Moesano Web become subject to VAT, the tax will be applied from the date it becomes subject, as the law requires. Offers are valid for 30 days. The estimates of the website calculator are indicative: the written offer is binding.

11. References and confidentiality

Both parties keep the other’s confidential information to themselves. Moesano Web may cite the client’s website and brand among its references and show images of them; a written notice from the client is enough to withdraw this consent.

12. Changes to these terms

The version of the terms in force on signing applies to each contract. For subscriptions, changes take effect from the following renewal and are communicated at least three months before expiry. The date at the top of the page always shows the latest revision.

13. Governing law and jurisdiction

Swiss law applies. The competent court is that of the district of Moesa, Canton of Graubünden. Should a clause be void, the rest of the terms remain valid. In case of differences between the language versions of these terms, the Italian version prevails.