1. Scope and parties
These General Terms and Conditions (“Terms”) apply to all contracts, services, digital products and other offerings provided by:
Alex Wrona, sole proprietor (Einzelunternehmen), trading as Gulf Cloud AdvisoryDörflistrasse 112
8050 Zurich, Switzerland
Email: alex@gulfcloudadvisory.com
UID/CHE no.: in registration
– hereinafter “Gulf Cloud Advisory”, “we”, “us” or “our”.
These Terms apply to advisory and consulting services, individually agreed projects, digital products, paid newsletters and any other services we provide, whether delivered online or otherwise.
The version of these Terms in force at the time the contract is concluded is decisive. Conflicting, deviating or supplementary terms of the client do not apply unless we have expressly agreed to them in text form. Individual agreements (in particular proposals, statements of work, engagement letters or order confirmations) take precedence over these Terms.
1.1 Business clients and consumers
Our advisory and consulting services are primarily directed at businesses, self-employed persons, professionals and other organisations acting in the course of their commercial or professional activity (“business clients”). Our digital products and paid newsletter may also be purchased by consumers, i.e. natural persons acting outside their commercial or professional activity.
Where the client is a consumer, mandatory consumer-protection rules of the consumer’s country of habitual residence apply to the extent they cannot be derogated from by agreement, and prevail over any conflicting provision of these Terms. Provisions that, by their nature, can only apply between businesses (for example certain limitations or exclusions) apply to business clients only.
2. Services
Gulf Cloud Advisory provides, in particular:
- cloud strategy, architecture and migration advisory;
- cloud cost, security, governance and operations consulting;
- assessments, audits, analyses and recommendations;
- workshops, training and strategic advisory;
- digital products (e.g. reports, templates, guides, downloadable materials);
- paid newsletters and subscription content;
- other individually agreed advisory or digital services.
The specific scope of services follows from the relevant proposal, statement of work, product description, engagement letter or other individual agreement.
Unless a specific result is expressly agreed as a defined work product, we owe the diligent and professional performance of services (Auftrag / mandate in the sense of Art. 394 ff. CO). We do not owe any particular economic, technical, commercial, regulatory or other outcome.
3. Advisory nature – no professional, legal, tax or investment advice
Our services, reports, materials and any content made available are provided for general business and informational purposes in the field of cloud and technology advisory. Unless expressly and separately agreed in writing, nothing we provide constitutes legal, tax, accounting, regulatory, audit, financial or investment advice, and it shall not be relied upon as such.
The client remains solely responsible for its own decisions and for their implementation. Any reliance on our content, recommendations or deliverables is at the client’s sole discretion and risk. Before acting, the client should obtain independent professional advice appropriate to its specific circumstances.
4. Digital products
We may offer digital products such as reports, templates, guides and other downloadable or online materials. The scope, format and delivery of each digital product follow from its description at the point of sale.
Unless otherwise agreed, digital products are made available electronically after full payment, by download or via an individual access link. The client is responsible for the secure storage of purchased files and for not sharing access links with unauthorised third parties.
Digital products are licensed, not sold (see Section 11). To the extent permitted by law, they are provided “as is” (see Section 13). Consumer rights of withdrawal, where applicable, are addressed in our Cancellation Policy.
5. Paid newsletter / subscription content
We may offer a paid newsletter and other subscription content. Such content is currently hosted and delivered via a third-party platform (Substack). By subscribing, the client also accepts the applicable terms and privacy policy of that platform, and payment and subscription management may be handled by the platform or its payment processor.
Subscriptions renew and can be cancelled in accordance with the cycle stated at the point of subscription. Cancellation takes effect at the end of the current paid period; unless mandatory law provides otherwise, fees already paid for the current period are not refunded on a pro-rata basis. Content is provided for the client’s own informational use and may not be redistributed, resold or published without our prior consent.
6. Conclusion of contract
Enquiries via our website, email, telephone or other channels are non-binding and do not constitute a contract. For advisory engagements, we may submit a binding proposal in text form (covering scope, fees, payment terms, timelines and other conditions). A contract is concluded when the client accepts the proposal – by email, signature, digital confirmation, payment or another expressly agreed method.
For digital products and subscriptions, the contract is concluded when the client completes the order or subscription process and confirms the payment obligation, or when the contract is otherwise expressly concluded.
7. Fees, payment and VAT
The fees stated in the relevant proposal, order process, product description or engagement letter apply. Unless expressly stated otherwise, prices are net amounts in the currency indicated. Where required by law for consumers, prices are stated as total prices including any applicable taxes.
Gulf Cloud Advisory is currently not registered for Swiss value added tax (MWST/TVA) and therefore does not charge or show Swiss VAT, as its turnover is below the registration threshold (CHF 100,000). Should this status change, prices will be adjusted accordingly. For services supplied to clients established abroad, any taxes, duties or reverse-charge obligations in the client’s own country are the client’s responsibility.
Digital products and subscriptions are payable in advance before access is granted, unless expressly agreed otherwise. Advisory fees are due within 14 days of invoice date without deduction, unless the proposal, engagement letter or invoice provides otherwise. If the client is in default of payment, we may suspend further performance until outstanding amounts are settled; statutory rights (including default interest under Art. 104 CO) remain reserved. For consumers, default occurs only under the applicable statutory conditions.
The client may only set off claims that are undisputed or have been finally adjudicated, and may exercise a right of retention only in respect of claims arising from the same contractual relationship. For consumers, this applies only to the extent legally permitted.
8. Client cooperation duties
The client shall provide, in good time and in full, all information, content, documents, access credentials, rights, approvals and cooperation required for the performance of the services – including access to relevant systems, cloud environments, accounts and data, as well as decisions and feedback.
The client is responsible for ensuring that the content and materials it provides are lawful and do not infringe the rights of third parties. Delays or additional effort caused by missing, late, incomplete or incorrect cooperation are not attributable to us, and agreed timelines extend accordingly. If the client fails to cooperate despite a request to do so, we may pause the engagement; services already rendered remain payable.
9. Timelines – no guarantee of results
Dates and deadlines are binding only where expressly agreed as binding. Other time indications are for orientation only and depend on the client’s timely cooperation and, where prepayment is agreed, on receipt of payment.
We do not guarantee any specific outcome, cost saving, performance level, security posture, availability, certification, compliance result or commercial success. Recommendations are based on the information available and the state of technology at the time of performance; we do not warrant their continued suitability as circumstances, providers, platforms or regulations change. Cloud providers, platforms, third parties and external factors lie outside our control.
10. Deliverables, acceptance and revisions
Where a definable work product is owed (e.g. a written report, document or configuration), the agreed scope includes up to two reasonable revision rounds within the originally agreed scope, unless otherwise stated in the proposal. Revisions do not include new concepts, additional scope, new features or changes based on subsequent client requirements; these are agreed and charged separately.
The client accepts a deliverable if it is substantially in conformity with the agreement. If the client uses, publishes or commercially deploys a deliverable, this is deemed acceptance of that deliverable absent reservation of material defects.
11. Intellectual property and licence
Upon full payment, we grant the client the non-exclusive rights of use required for the agreed purpose in respect of deliverables created specifically for the client, unless otherwise agreed. Unless expressly agreed, such rights are granted for the client’s internal business use only.
We retain all rights in our pre-existing materials, methods, frameworks, templates, tools, know-how, drafts and working files, as well as in any general-purpose components. Digital products and subscription content are licensed for the client’s own use only and may not be copied, resold, sublicensed, redistributed or published without our prior written consent.
Third-party rights (e.g. in software, fonts, stock material, cloud tooling) remain unaffected; the client is responsible for obtaining and complying with any required third-party licences. We may name the engagement as a reference only with the client’s prior consent.
12. Confidentiality and data protection
Each party shall treat the other party’s confidential information as confidential and use it only to perform the contract. This obligation survives termination. It does not apply to information that is or becomes public without breach, was lawfully obtained otherwise, was independently developed, or must be disclosed by law or authority.
Information on the processing of personal data is set out in our Privacy Policy. Where we process personal data on the client’s behalf, the parties conclude a data-processing agreement in accordance with applicable data-protection law (Art. 9 FADP and, where applicable, Art. 28 GDPR).
13. Warranty and “as is” disclaimer
To the maximum extent permitted by applicable law, all content, information, reports, digital products and materials made available are provided “as is” and “as available”, without warranty of any kind, whether express or implied, including any implied warranties of merchantability, fitness for a particular purpose, accuracy, completeness or non-infringement.
For agreed advisory services, we warrant diligent and professional performance in accordance with the engagement. Statutory warranty rights that cannot be excluded by agreement – in particular mandatory consumer warranty rights – remain unaffected.
14. Limitation of liability
We are liable without limitation for damage caused by unlawful intent or gross negligence, and for damage arising from injury to life, body or health, as well as where liability is mandatory under applicable law. Liability under Art. 100 para. 1 CO for our own unlawful intent or gross negligence cannot be and is not excluded.
For slight negligence, we are liable only for breach of an essential contractual obligation, and such liability is limited to the foreseeable damage typical for this type of contract. To the maximum extent permitted by law, we exclude liability for indirect, incidental, consequential, special or punitive damages, and for lost profits, lost revenue, lost data, loss of goodwill or business interruption.
To the extent permitted by law, our aggregate liability arising out of or in connection with the contract is limited to the total fees actually paid by the client to us for the specific service giving rise to the claim during the twelve (12) months preceding the event causing the damage. We are not liable for acts, omissions, outages, policy changes, suspensions or technical failures of third parties (including cloud providers, hosting providers, payment processors and platforms), except where we are responsible for them. Liability for auxiliary persons is excluded to the extent permitted by Art. 101 CO. The above limitations do not apply to consumers to the extent mandatory law provides otherwise.
15. Indemnification
Business clients shall indemnify and hold us harmless from third-party claims arising out of content, data, instructions or materials provided or approved by the client, or out of the client’s use of our deliverables in breach of these Terms or applicable law, to the extent the client is responsible for the underlying matter.
16. Cancellation and right of withdrawal
Swiss law does not provide a general statutory right of withdrawal or cooling-off period for contracts concluded online or at a distance. Consumers resident in the EU/EEA or the UK may, however, have a statutory withdrawal right under the law of their country of residence, which applies where mandatory. The details, including our voluntary arrangements, are set out in our Cancellation Policy, which forms part of these Terms.
17. Term and termination
Project-based services end upon full performance. Ongoing advisory or subscription arrangements without a fixed term may be terminated by either party in text form with the notice period stated in the relevant agreement or, for subscriptions, at the end of the current paid period. The right to terminate for good cause remains unaffected. If the client terminates a commenced engagement, or it cannot be continued for reasons within the client’s responsibility, our claim to remuneration for services already rendered remains unaffected.
18. Force majeure
Events outside our reasonable control that materially impede or prevent performance – including natural events, cyber-attacks, failures of upstream providers, internet, hosting, platform or payment services, official measures, strikes, illness or pandemics – entitle us to postpone performance for the duration of the impediment. Statutory rights of the parties remain unaffected.
19. Compliance, sanctions and export control
Both parties shall comply with applicable laws, including anti-corruption, export-control and economic-sanctions regimes. The client confirms that it is not subject to applicable sanctions and that our services will not be used for any purpose prohibited by applicable export-control or sanctions law. We may decline or suspend performance where it would breach such laws.
20. Final provisions
These Terms and all contracts based on them are governed exclusively by Swiss substantive law, to the exclusion of conflict-of-law rules and of the United Nations Convention on Contracts for the International Sale of Goods (CISG). For consumers, this choice of law does not deprive them of the protection of mandatory provisions of the law of their country of habitual residence.
The exclusive place of jurisdiction for all disputes is Zurich, Switzerland, to the extent permitted by law. For consumers, the statutory places of jurisdiction remain unaffected.
Should any provision be or become invalid, the remainder of the contract remains valid; the invalid provision shall be replaced by the statutory rule or by a valid provision that comes closest to its economic purpose.
The contract language is English. We are not obliged to participate in dispute resolution proceedings before a consumer arbitration board.