Teklens Service Agreement.
This Service Agreement governs the use of the «Teklens» software-as-a-service platform and the accompanying product management support services. The provider is Teklens GmbH (i.G., in formation), Rüti ZH, Switzerland («Provider»). «Customer» is the company named in the respective offer. The offer and this Agreement together form the contract; in case of conflict the offer prevails.
01Services
The Provider renders the following services («Services»):
a) Platform licence: a non-exclusive, non-transferable right to use the Teklens platform for the Customer's internal purposes, for the term of the contract and within the scope of the offer.
b) Product management support: onboarding and enablement, connecting the existing tools and the codebase, building the prioritised roadmap, producing specs with code context, and ongoing support of the product team.
All Services are rendered with the due care of a competent professional, as a mandate under Art. 394 et seq. of the Swiss Code of Obligations. No specific work result is owed. The Provider keeps agreed deadlines; where no deadline is agreed, Services are rendered within a reasonable time, and the Customer's orders are handled with priority.
Subcontractors or professionals from other fields are engaged only with the Customer's written consent. The Provider is liable for their work as for its own.
02Customer cooperation
The Customer provides the information and access required for the Services (e.g. API tokens, approvals) and names a contact person. The Customer reviews delivered results promptly and reports defects without delay.
03Confidentiality
Each party keeps all non-public information of the other party confidential — whether or not marked as confidential, where its disclosure could harm the other party. Disclosure is permitted only where required by law or with the other party's prior consent.
The confidentiality obligation is unlimited in time and survives the end of this Agreement.
04Intellectual property
All rights to the Teklens platform, its further development and the underlying technology remain with the Provider. The Customer receives the right of use under section 01.
Customer-specific work products (e.g. reports, configurations, documents created for the Customer) transfer to the Customer in full upon complete payment; the consideration is included in the fees.
All rights to the Customer's code and business data remain exclusively with the Customer. Customer data is not used to train models.
05Data & security
Hosting in Switzerland/EU, full audit logs, model choice per project. The processing of personal data is governed by the privacy policy.
06Fees
Fees are set out in the offer. The Provider invoices in advance; invoices are payable within 30 days net unless the offer provides otherwise. Prices exclude VAT.
Expenses (e.g. travel, accommodation) require the Customer's prior written approval.
07Term & termination
The Agreement takes effect on the date stated in the offer. Either party may terminate it by unilateral declaration as per the end of a month. During the notice period the Provider completes the work taken on, and the Customer pays for it as agreed.
In case of a material breach, the other party may terminate without notice if the breach is not cured despite a written warning with a reasonable grace period — or if by its nature it cannot be cured.
08Final provisions
If a provision of this Agreement is invalid, the remainder stays in force; the parties replace the invalid provision with a valid one that comes closest to its economic purpose. Amendments require written form.
The parties seek an amicable settlement. Failing that, the competent court in Zurich has exclusive jurisdiction. Substantive Swiss law applies, excluding the UN Convention on Contracts for the International Sale of Goods.
Teklens GmbH (i.G.) · Weierstrasse 18a · 8630 Rüti ZH · Switzerland · hello@teklens.ai