Software maintenance contract CLX.FTX

1 Subject matter of the contract

The software maintenance contract (hereinafter referred to as the contract) serves to meet the constant technical and functional requirements, particularly with regard to the various interfaces and format changes in financial institutions. It also helps the software work well in the long run, since the latest service packs - and therefore the latest important changes for the market - are always at your disposal.

In this Agreement, the parties agree to provide software maintenance services for CLX.FTX CH under license. Software maintenance is included in the purchase price for the first year, i.e. the software can only be purchased with one year of software maintenance. By purchasing the software, the customer also accepts this contract.

 2 CREALOGIX services

 The following services are included in the flat-rate remuneration to be paid in accordance with § 5:

a) Inform the company regularly of changes and results that will ensure the proper functioning of the company.

could affect the operation of CLX.FTX.FTX CH ;

b) Delivery of the latest versions and Service Packs for CLX.FTX CH to the following address / C# (essential functional extensions are not included) ;

c) Delivery of the latest collection available with CLX.FTX CH.

Communication modules for banks and Postfinance ;

d) Delivery of program files by download.

 3 Company Requirements

 The requirements for the provision of services according to § 2 are :

Functional and performance-based hardware; Windows operating system correctly installed, currently supported by Microsoft; where applicable, latest Service Packs for Windows operating systems must be installed. For network installations, the proper functioning of the network and the availability of the necessary access rights.

 4 Other services

 CREALOGIX can provide additional services in connection with CLX.FTX CH against separate payment and after corresponding order from the company. These include: Clarification of problems caused by third-party components and advice on their repair; comprehensive training of company employees; installation of additional communication equipment. The respective rates for services and travel costs of CREALOGIX apply.

 5 Costs and payment terms

 The fixed annual fee for services according to § 2 is 16% of the current licence price plus statutory VAT. For the first year, the costs are part of the purchase price, after which they are due annually if the contract is not terminated in time.

The remuneration is invoiced by CREALOGIX at the beginning of each contract year.

All invoices are payable within 30 days of the invoice date without deduction.

 6 Contract duration

 The contract takes effect upon delivery of the software. The contract is concluded for an indefinite period. It may be terminated by either party with three months' notice from the end of the contract year.

 7 Confidentiality and fiduciary obligations

 CREALOGIX and its employees undertake to keep secret all company data they receive under this contract in accordance with Article 47 of the Banking Act, the professional duty of confidentiality under Article 35 of the Data Protection Act, the prohibition of insider trading under Article 161 StGB, business secrecy under Article 162 of the Criminal Code and the prohibition of business intelligence services under Article 273 of the Criminal Code. In particular, no data may be published, duplicated, made accessible to third parties or used for other purposes without the company's permission. The obligation provided for in Article 1 also applies to third parties who come into contact with the company on behalf of CREALOGIX.

 8 Final clauses

 8.1 Written form

All annexes and any subsequent amendment agreements must be made in writing and with reference to the relevant contract; they must be legally signed by both parties.

8.2 Binding nature

This contract and its annexes are binding for the regulation of the relations between the parties in relation to the subject matter of the contract. They take precedence over the information provided during the contract negotiations and any deviating conditions in the correspondence on the conclusion of the contract.

8.3 Partial invalidity

Should parts of this contract or an appendix be void or become legally ineffective, the rest of the contract shall continue to apply. The contracting parties shall then interpret and formulate the contract in such a way that the purpose intended by the void or legally ineffective parts is achieved as far as possible.

8.4 Transfer of the contract

This contract or individual rights and obligations may otherwise only be transferred to third parties with the prior written consent of the contractual partner.

8.5 Applicable Law & Jurisdiction

This contract is subject to Swiss law. The exclusive place of jurisdiction is the Commercial Court in Zurich.