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Terms of business

Terms of business

These are the standard terms on which Schuetze Web Engineering Pte. Ltd. works with clients. Our quotes and statements of work refer to them.

1. Who we are and when these terms apply

Schuetze Web Engineering Pte. Ltd., a private limited company incorporated in Singapore (UEN 201818502R), Blk 129 Ang Mo Kio Avenue 3 #08-1541, Singapore 560129 ("we", "us"), provides software development, AI integration, automation and related consulting services. These terms apply to every quote, statement of work and engagement with us, unless we have signed a separate agreement with you that says otherwise.

We work only with businesses, not with consumers. Your own terms and conditions do not apply, even if you refer to them, unless we have accepted them in writing.

2. How a contract is made

A contract is made when you accept our quote or statement of work in writing (an email is enough) or when you ask us to start work on its basis. Your contract is always with Schuetze Web Engineering Pte. Ltd., never with any of our directors, employees or contractors personally.

If documents contradict each other, this order applies: a signed agreement, then the quote or statement of work, then these terms.

3. Our services

We perform our services with reasonable care and skill, in line with the scope set out in the quote or statement of work. Unless agreed otherwise, we do not guarantee any particular business outcome.

Software and AI systems can contain errors, and AI outputs can be inaccurate or incomplete. You remain responsible for reviewing results before relying on them, for your business decisions and for your compliance with the laws and regulations that apply to you. We do not give legal, tax, regulatory or financial advice.

Changes to the scope are agreed in writing and may change fees and timelines.

4. Your responsibilities

You give us the information, access and cooperation we reasonably need, on time, and make sure you are entitled to give us access to the systems and data involved. You are responsible for keeping backups of your data. If delays or changes on your side affect our work, timelines are extended accordingly and we may charge the additional effort.

5. Fees and payment

Fees are set out in the quote or statement of work, in Singapore dollars unless stated otherwise, and exclude GST and other taxes, which are added where applicable. Invoices are due within 14 days of the invoice date. If an invoice is overdue, we may pause work after giving you notice. Agreed expenses and third-party costs, such as licences, cloud services or AI usage, are charged at cost unless agreed otherwise.

6. Intellectual property

Once you have paid in full, you own the deliverables we created specifically for you. We keep the rights to our pre-existing materials, tools, libraries, templates and general know-how, and grant you a non-exclusive, perpetual licence to use those that are part of your deliverables for your own business. Third-party and open-source components remain subject to their own licences.

7. Confidentiality

Each side keeps the other side's confidential information secret and uses it only for the engagement. This does not apply to information that is public, already known to the recipient or must be disclosed by law. These obligations continue for three years after the engagement ends.

8. Data protection

Where we process personal data on your behalf, we act as your data intermediary (under the GDPR: processor), follow your documented instructions and protect the data with reasonable security arrangements. On request we enter into a data processing agreement with you. You are responsible for having a lawful basis for the processing you ask us to carry out.

9. Third-party services

Our work may rely on third-party services such as cloud platforms and AI model providers. Their use is subject to the providers' own terms, and we are not responsible for their availability, changes or outages, though we will reasonably assist you in dealing with them.

10. Limitation of liability

Our total liability arising out of or in connection with an engagement, whether in contract, tort (including negligence) or otherwise, is limited to the fees paid or payable for that engagement in the twelve months before the event giving rise to the claim.

We are not liable for indirect or consequential loss, or for loss of profit, revenue, business, goodwill or anticipated savings, whether direct or indirect. For loss or corruption of data, our liability is limited to the reasonable cost of restoring it from your backups.

Nothing in these terms limits liability for death or personal injury caused by negligence, for fraud, or for any other liability that cannot be limited or excluded by law. Apart from what is set out in these terms, all implied warranties and conditions are excluded to the extent permitted by law.

11. No personal liability

To the extent permitted by law, you agree that our directors, employees and contractors have no personal liability to you in connection with our services, and that you will bring any claim only against Schuetze Web Engineering Pte. Ltd. Each of them may rely on this clause under the Contracts (Rights of Third Parties) Act 2001.

12. Term and termination

Either side may end an ongoing engagement with 30 days' written notice, and immediately if the other side materially breaches the contract and does not remedy the breach within 14 days of being asked to. On termination you pay for the work done and costs incurred up to the termination date. Clauses that by their nature should survive, such as those on confidentiality, liability and intellectual property, continue to apply.

13. Events beyond our control

Neither side is liable for delays or failures, other than in payment obligations, caused by events beyond its reasonable control, such as outages of third-party services, natural disasters or government action, for as long as the event lasts.

14. Governing law and courts

These terms and every engagement are governed by the laws of Singapore. The courts of Singapore have exclusive jurisdiction over any dispute arising out of or in connection with them.

15. General

These terms, together with the quote or statement of work, are the entire agreement on the engagement. If a provision is invalid, the rest remains in force. Changes must be agreed in writing (an email is enough). You may not assign the contract without our consent. We may update these terms for future engagements; the version that applies is the one current when you accept our quote.

These terms are also available in German for convenience; if the versions differ, the English version prevails. Questions: simon@schutze-web.com.

Version: 1.0, 24 October 2026

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