Service Agreement: Acronis® Cyber Backup

The Service Agreement (OoS) is an integral part of the General Terms and Conditions published at the link https://www.swizzonic.ch/company/legal/general-conditions-of-service/?lang=en ("Swizzonic's General Terms and Conditions"). Swizzonic's General Terms and Conditions and this OoS, including the documentation referenced therein, establish the terms and conditions for the Acronis® Cyber Backup service provided by Swizzonic (hereinafter referred to as "the Contract" or in regard to its terms and conditions "the terms"). The acceptance and/or confirmation of the order form by the customer constitutes full acceptance of this Contract. The commercial offer published on the website https://www.swizzonic.ch/?lang=en or otherwise made known to the customer (hereinafter referred to as "Offer") is an essential part of these contractual conditions.
Acronis® is a registered trademark of Acronis International GmbH (hereinafter "Acronis") and/or its subsidiaries in the United States or other countries.

1. DESCRIPTION AND FEATURES OF THE SERVICE
1.1 The Acronis Cyber Backup Service (hereinafter referred to as the "Service") allows the customer to transfer backup copies of data and content selected by the customer into virtual storage space provided by Acronis, which is exclusively available to the customer, within the capacity limits specified in the Offer. The Service is provided by Swizzonic ("Swizzonic" or "Company") in compliance with data protection regulations as per Swizzonic's privacy policy, published on the Swizzonic website at https://www.swizzonic.ch/company/legal/privacy-policy-cookies/?lang=en which the customer has read and understood.
1.2 The data uploaded by the customer will be stored on Acronis' cloud platform, which is based in Germany. The customer acknowledges and agrees that Swizzonic acts solely as the seller of Acronis by providing the Services of the Contract via the Acronis platform and services. Further information regarding the roles of Swizzonic and Acronis concerning the European Data Protection Regulation and the Federal Act on Data Protection ("FADP") can be found in Article 5.4 of this Contract.
1.3 Before using the Service, the customer declares that they have read and accepted the contractual documents of Acronis, which are regularly updated by Acronis, particularly the End-User License Agreement (EULA) of Acronis, available at https://www.acronis.com/en-eu/support/eula/, as well as Acronis' privacy policy, available at https://www.acronis.com/en-eu/company/privacy/.
1.4 The features of the Service and the operational procedures for the customer's use are published in the Offer, which can be found on Swizzonic’s website and/or in Swizzonic's control panel or otherwise communicated to the customer by Swizzonic. Swizzonic reserves the right to change the Service features and/or migrate the Service to other platforms with equivalent or better quality, with the customer being notified in writing.
1.5 Additional features visible in the Acronis control panel and not part of the commercial offer purchased by the customer from Swizzonic may not be available for subscription by the customer, even through a separate commercial offer agreed upon with Swizzonic.
1.6 The backup policies are the responsibility of the customer, who declares that they have the necessary and appropriate knowledge to autonomously carry out these tasks and verify the consistency of the backups performed. The customer must use the encryption tools provided by Acronis and securely store the master password. Acronis and Swizzonic do not take responsibility for the loss or unauthorized acquisition of data that the customer has not encrypted using the available encryption in an Acronis product or service.
1.7 The customer agrees to keep the original copy of the data for which a backup copy has been created. The integrity and security of files, programs, and content in the customer’s area are entirely the responsibility of the customer. If the customer jeopardizes the security of the system by failing to update or by errors in the code, allowing unauthorized access by third parties, which may, at the discretion of Swizzonic, lead to direct or indirect damage to the Service and/or the platform, Swizzonic reserves the right to suspend the Service, with or without prior notice, until the customer restores the security conditions deemed necessary by Swizzonic.
1.8 All data and content uploaded by the customer through the Service remain the exclusive property of the customer and are subject to their sole control. Swizzonic has no access to or control over the data being backed up and assumes no responsibility for this data and content. It is the customer's sole responsibility to securely store the access credentials and take appropriate security measures to prevent unauthorized access by third parties to the Service. The customer is also responsible for taking all necessary security measures to protect the backup copies from hacking, intrusions, and attacks.
1.9 The Service is available unless interrupted for maintenance. Support is provided by Swizzonic from Monday to Friday, from 08:00 to 12:00 and from 13:00 to 17:00 (except on valid Swiss public holidays (canton/city of Zurich)). Swizzonic will only assist with inquiries that fall within Swizzonic's area of responsibility, as provided in this Contract. To request technical support, the customer must submit a detailed ticket via their control panel.
1.10 Swizzonic works with qualified technology partners and technologies and utilizes the best available resources to assist the customer in delivering the Services offered under this Contract. Swizzonic cannot be held responsible for interruptions to the Service caused by events outside Swizzonic’s reasonably controllable jurisdiction and/or damages caused by anomalies during the Service delivery that are not directly attributable to Swizzonic and/or not within their technical control. This includes, but is not limited to, (i) force majeure, (ii) events caused by third parties, such as failures or malfunctions of telecommunications services or power lines, or actions or omissions by the service provider, (iii) damages caused by failures of devices necessary for access to the Service, (iv) malfunctions of the customer’s devices or communication systems, (v) improper use of devices and/or procedures by the customer or third parties to access the backup storage.
1.11 Swizzonic may suspend the Service at any time, for security and/or confidentiality reasons, with or without prior notice to the customer. Swizzonic may, at its discretion, modify or review the functionality or features of the Services for planned maintenance, with the customer being notified at least 5 days in advance, ensuring reasonable functionality of the Service in any case.


2) OBLIGATIONS AND RESPONSIBILITIES OF THE CUSTOMER
2.1 The customer accepts and acknowledges that the Service, for the duration selected by the customer at the time of purchase, begins upon activation of the Service. It is therefore the customer’s responsibility to activate the Service after purchase by following the procedures and instructions provided by Swizzonic. The customer accepts and acknowledges that Swizzonic will not verify or control the correct activation of the Service and cannot be held responsible for any incorrect or missing activation of the Service.
2.2 Swizzonic reserves the right to immediately suspend the Service if, at Swizzonic's discretion or based on third-party reports, Swizzonic determines that the customer is conducting activities directly and/or indirectly in violation of the obligations of this contract and/or applicable legal and regulatory provisions. In this case, the customer must immediately rectify the cause of the complaint after receiving notification from Swizzonic, including by email, or provide appropriate documentation proving that the activities attributed to the customer, directly or indirectly, are fully in compliance with all applicable norms and regulations. If the customer fails to respond to Swizzonic’s notification, Swizzonic reserves the right to immediately terminate this contract without waiving the payment of any outstanding amounts and additionally making claims for damages related to any losses or damages incurred by Swizzonic in connection with this incident.
2.3 Throughout the term of this contract, the customer is obligated, at their own responsibility and expense: • To use the Service only for lawful and permissible purposes;
• To follow all instructions from Swizzonic regarding the correct use of the Service.
The customer must take all measures to prevent damage and/or loss of files, storage, documents, or other content or data for which a backup has been made. In this regard, the customer agrees to duplicate and securely store all such files, documents, and storage media. The customer accepts that the backup storage Service is immutable and is provided on an "as is" basis without any guarantee, including but not limited to fitness for specific purposes and the absence of errors. The customer therefore expressly waives any claims against Swizzonic regarding these aspects.
2.4 The customer agrees and acknowledges that they are fully and solely responsible for any activity carried out through the Service that can be directly or indirectly attributed to the customer, particularly for the content and communications that are copied, stored, and transmitted via the Service. Swizzonic shall under no circumstances be held responsible for criminal actions, civil, or administrative omissions by the customer that are directly or indirectly committed through the Service. The customer agrees to defend and hold harmless Swizzonic from any legal actions, claims, costs, or expenses, including legal fees, that may arise due to the customer's failure to fulfill their obligations and warranties under this Contract, as well as any claims related to the use of the Service.
2.5 The customer acquiring Services on behalf of third parties (users) and/or their end customers agrees to inform them of the contractual documents related to the Service pursuant to the Contract, including Swizzonic's General Terms and Conditions and the aforementioned documentation from Acronis. The customer must ensure that users acknowledge and accept these documents and use the Service in compliance with the technical and regulatory guidelines.
The customer acquiring Services on behalf of third parties (users) and/or their end customers is responsible for the data inserted into the webspace that is stored via the backup Service of the end customer.
The customer acquiring Services on behalf of third parties (users) and/or their end customers takes responsibility for all orders submitted to Swizzonic and agrees to indemnify Swizzonic and Acronis to the maximum extent allowed by law from all claims, costs, fines, or third-party penalties, including from relevant authorities, related to the execution of this Contract and/or the breach of obligations, declarations, and warranties by the customer, users, and/or end customers.
2.6 The customer guarantees and declares that the Service will not be purchased or used by the customer or any other end user in a country subject to a U.S. embargo. The customer further guarantees that the Service will not be acquired or used by a party to whom export is denied or restricted due to U.S. laws, regulations, government orders, or political measures. The customer agrees to indemnify Swizzonic in case of any violation or dispute related to this section.

3. DURATION OF THE SERVICE
3.1 The Service has the duration specified in the commercial offer.
3.2 The Service may expire with or without automatic renewal in accordance with Swizzonic's General Terms and Conditions.
3.3 In the event of termination of this Contract, the Service will be deactivated and all data stored by the customer in their backup space will be deleted, with no possibility of restoring this data and without prior notification to the customer, and no responsibility on the part of Swizzonic for the storage or backup of such data. Furthermore, the customer will no longer be able to access their backup space. Therefore, it is the customer’s responsibility to renew the Service in time to avoid data loss.
3.4 To avoid Service interruption and/or data loss, the customer must renew the backup space Service at least 7 days before the expiration date (renewal deadline). If renewal is done by bank transfer, the customer must provide proof of payment to Swizzonic before the Service expires. The customer agrees that if renewal is delayed, the Service may no longer be available, and the data could be deleted; the customer releases Swizzonic from any responsibility in this regard.

4. FEES AND PAYMENTS
4.1 The fees for the Service are listed in the commercial offer on the website https://www.swizzonic.ch/?lang=en. The contract for the provision of the Service is considered concluded and fulfilled once the customer has paid the amount for the Service in accordance with the offer. The price for renewal will be the price Swizzonic applies at the time of the customer’s renewal request, which will be displayed in the control panel. The amount to be paid for the Service must be paid by credit card or another payment method available on Swizzonic's website during the checkout process.

5. ADDITIONAL CONTRACT TERMS FOR ACRONIS SERVICES
The following articles represent specific contractual terms for Acronis services that the customer and the end user of the Service explicitly accept. These terms supplement the preceding provisions of this Contract (including Swizzonic's General Terms and Conditions).
5.1 Suspension of Software
5.1.1 The customer acknowledges that Swizzonic or Acronis may suspend access to the products and Services in whole or in part at any time for the following reasons: • To fulfill legal, contractual, or regulatory obligations or due to an order from a competent authority; • If Swizzonic or Acronis have reasonable suspicions that the customer, end user, or reseller is engaging in fraudulent, illegal, or criminal activity, or in a manner that endangers Swizzonic, Acronis, or any of their resellers or end users; • If the customer or end users violates a contractual, legal, regulatory, or governmental obligation; • In the event of force majeure (including but not limited to natural disasters, wars, uprisings, government actions, fires, floods, earthquakes, accidents, public health crises, quarantines, strikes, or fuel crises); • If the customer refuses to provide information or provides false information about the past or current use of products and Services or about features related to the use or planned use of the products or services; • If required for the maintenance of corporate APIs, infrastructure, or Acronis services; • If the customer continues to use a product or service after its end-of-life (i.e., after the company has stopped providing support and/or security patches for that product or service).
5.1.2 If reasonably possible under these circumstances, Acronis or Swizzonic will inform the customer in advance about the suspension and specify the reasons for the suspension. If the customer has purchased services on behalf of various end users, the customer, notwithstanding the right of Acronis and Swizzonic to directly inform each end user, remains primarily responsible for notifying the end users about the suspension and assumes responsibility for any failures or delays in providing this information.
5.1.3 Acronis and/or Swizzonic shall not be liable to anyone for any losses or damages arising from the suspension of access to the products or Services due to any of the causes mentioned in this article.
5.1.4 In any case, Swizzonic shall not be liable for suspensions or interruptions of the Services due to maintenance work, even if the customer is not notified in advance.

5.2 User Data
5.2.1 Acronis acknowledges that it does not acquire any ownership rights, title, or interest in the data processed, stored, or transmitted by the customer or their end users when using the products or services ("User Data"). Apart from the normal access and security procedures of Acronis and the privacy policy (available at https://www.acronis.com/en-eu/company/privacy/), the customer grants Acronis a non-exclusive and transferable license to use the User Data, if necessary, to provide the Service to the customer. Any employee or subcontractor of Acronis accessing the User Data under this section will be bound by confidentiality obligations that are at least as restrictive as those contained in this Contract. Without the owner's consent (which may be withheld at their discretion), the User Data may not: (a) be used by Acronis for any purpose outside of the usage allowed in these terms; or (b) be personalized, sold, assigned, or leased by Acronis. Acronis has the right to monitor and analyze the use of the products and Services by the customer and to use the results of this monitoring to improve the products and Services during the term of the Contract and after its termination. If the customer is not the end user, the customer guarantees that: (i) they have obtained all necessary consents and approvals to provide Acronis with the User Data and allow Acronis to use the User Data in accordance with these terms; and (ii) they hold all necessary rights to grant the license in this article.
5.2.2 As outlined above, Acronis has the right to use all data and information on the use of the products and Services by the customer, any resellers, or end users for legitimate purposes, including billing, statistical analysis, comparative analysis, and research.

5.3 Location of Data
5.3.1 Acronis may, without prior notice: (A) move data stored in an Acronis-operated data center to another Acronis data center in the same country, and (B) move data stored in an Acronis-operated data center within the European Union or Switzerland to another corporate data center within the European Union or Switzerland.

5.4 Data Protection and Confidentiality
5.4.1 When the customer purchases the Service, the customer must provide their email address to Swizzonic; this will create a unique username, which will then be transmitted along with the email address to Acronis, which will be duly designated as the data processor under Article 28 of Regulation (EU) 679/2016 and Article 9 FADP for the provision of the Service. The customer will receive a link from Acronis to access the Acronis panel and use the purchased Service.
5.4.2 For the personal data of the customer that Swizzonic may access as part of the support provided under section 1.9 of the Contract, Swizzonic acts as the data processor, while the customer remains the sole data controller. The mutual obligations of the parties regarding confidentiality and data protection are governed by the Personal Data Processing Agreement, available at https://www.swizzonic.ch/company/legal/?lang=en, which forms an integral part of this Contract.
5.4.3 Regarding the personal data that the customer uploads to the Acronis platform, the customer acts as the data controller for the processing of this data, while Acronis acts as the data processor.
In the course of providing the Service to the customer, Acronis commits to ensuring the same level of data protection as agreed in the Personal Data Processing Agreement between Swizzonic and the customer.
5.4.4 At the time of the customer’s registration on the Acronis platform, the customer will be informed that Acronis acts as the data controller for certain data processing activities according to the privacy policy it has published, which the customer can review at the time of registration on the respective platform.
5.5. Warranties
5.5.1 Authority and Power: Each party represents and warrants that it has sufficient corporate rights and authority to grant the other party all licenses and rights granted under the Contract.
5.5.2 Exclusion of Other Warranties: Acronis and Swizzonic make no warranties other than the warranty in the preceding section 5.5.1. All products and Services, along with the associated documentation and other materials provided by Acronis or Swizzonic under this Contract, are provided "AS IS." To the extent permitted by applicable law, the warranties in section 5.5.1 represent the only and exclusive warranty of any kind, whether express or implied, provided by Acronis or Swizzonic in connection with this Contract. Acronis and Swizzonic expressly exclude all representations or other warranties, including the implied warranties of merchantability, non-infringement, title, or fitness for a particular purpose, non-infringement of third-party rights through filtering, disabling, or removing software, spyware, adware, cookies, emails, documents, advertisements, or similar from third parties, or any implied warranty arising from trade practices, negotiations, or contract performance. Without limiting the generality of the above, Acronis and Swizzonic do not specifically warrant that the products and Services will meet the requirements of the customer, a reseller, or an end user, or that the operation of the products and Services will be accurate, uninterrupted, reliable, free of data loss, or error-free. To the extent that Acronis and Swizzonic cannot exclude a warranty under applicable law, the scope and duration of such warranty shall be limited to the minimum extent permissible by such law.


5.6. Compliance with Laws
5.6.1 Compliance: The customer (including its owners, directors, officers, employees, agents or advisors, and business partners, collectively referred to as the "customer" for this article) agrees to use the products and services solely in compliance with this Contract and all applicable laws. Without limiting the above:

A. The customer acknowledges and agrees that the products and services may be subject to economic sanctions and export controls imposed by (I) the United States of America ("USA"), (II) the United Nations Security Council, (III) the European Union or its member states ("EU"), (IV) the United Kingdom ("UK"), (V) Switzerland, or (VI) the relevant government authorities of any of these countries, including, for example, OFAC, the U.S. Department of Commerce, the U.S. Department of State, any other U.S. government agency, and the UK Treasury (each a "Sanctions Authority"). The customer agrees not to engage in any transactions or activities that could result in the company becoming liable under sanctions imposed by a Sanctions Authority or export control laws or regulations. The customer agrees to comply with all economic sanctions of the Sanctions Authorities, as well as export control laws and regulations, as though it were directly subject to them, and to comply with all other applicable export or import regulations of other countries. The customer agrees not to permit any third party to remove or export products or services from the USA, the EU, the UK, or Switzerland (the "Sanctions Authorities' Jurisdictions") or to allow the export or re-export of any part of the products and services or any product to (I) any country subject to a comprehensive embargo by the Sanctions Authorities, (II) any person or entity listed or sanctioned by a Sanctions Authority (or its equivalent), including specially designated nationals and blocked persons, the list of foreign sanctions evaders, and the list of sectoral sanctions identifications managed by OFAC, the consolidated list of persons, groups, and entities subject to EU financial sanctions, the consolidated list of financial sanctions targets in the UK and Ukraine, the list of persons involved in destabilizing the situation in Ukraine, managed by the UK Treasury, and the list of Swiss sanctions measures (the "Lists"), or (III) any country, entity, or person subject to export or re-export restrictions or prohibitions or for which an export license or other government authorization is required at the time of export from a Sanctions Authority's jurisdiction, or to re-export without such license or authorization. The customer assumes sole responsibility for applying for and/or obtaining the necessary export authorizations and for complying with all export laws and regulations.

B. The customer represents and warrants that it is not listed on any of the above-mentioned lists. If the customer is placed on any such list, it will promptly notify the company and cooperate with the company’s investigations and/or report such measures to the relevant Sanctions Authorities, which may, at Acronis' sole discretion, be done.

C. The customer may not use the products and services for itself or permit their use by end users or third parties, whose rights derive from these, if they are located in a country or a legal entity under the control of a country subject to a comprehensive embargo by the Sanctions Authorities. Countries currently under a comprehensive embargo include: Cuba, Iran, North Korea, Syria, and the Crimean region of Ukraine (the region may be referred to as a country for the purposes of this section). Whenever the customer uses or allows the use of products and services, it represents, warrants, and agrees that no customer, reseller, end user, or other third party whose rights derive from these is (I) located in a country or legal entity under the control of a country subject to a comprehensive embargo by the Sanctions Authorities, (II) directly or indirectly exporting or re-exporting products or services to any of the above countries, or allowing third parties to do so, (III) listed on any Sanctions Authority's list or subject to sanctions measures, (IV) using the products or services for purposes prohibited by the laws of the Sanctions Authorities, including the development, construction, manufacture, or production of nuclear weapons, chemical or biological weapons, weapons of mass destruction, or their proliferation, or (V) using the products or services or allowing others to use them to create, store, secure, distribute, or provide access to child pornography or other illegal content or data under applicable laws.

D. Acronis or Swizzonic shall not be liable to the customer or its officers, directors, employees, agents, contractors, representatives, customers, or other parties for the rejection or non-performance of goods, software, services, or technical data due to actions taken after the customer is placed on any list.

E. If Acronis or Swizzonic in good faith believes that the customer or any third party acting on its behalf is in violation of or intends to violate the export controls or sanction laws or regulations of any Sanctions Authority, or has already done so, Swizzonic may immediately terminate the Contract entered into by accepting these terms, notwithstanding other provisions of these terms. Upon such termination, Swizzonic and Acronis shall be free from any liability and obligations under the Contract.

F. The customer shall indemnify Swizzonic and Acronis from any claims, losses, damages, liabilities, costs, and expenses, including reasonable legal fees, arising from failure to comply with export controls or sanctions laws or from being placed on any of the Lists. Swizzonic and Acronis are relieved from any claims and liabilities arising (I) from the termination of the Contract under section 5.6 of this Contract and (II) from the rejection, non-performance, or inability of Acronis or Swizzonic to perform due to the placement of the customer on any of the Lists.
G. The customer will ensure at their own cost that no reseller, end user, or other third parties, whose usage rights to the products and services are derived from them, are listed on any of the lists, and that no contracts are entered into with persons listed on any of these lists.
H. Acronis may, at its discretion, send a notice ("Pre-Screen Notice") at any time to refuse or permit the use of the products and services by resellers, distributors, end users, or third parties whose rights to use the products and services are derived from them, unless Acronis has previously approved such use in writing, including by email. After the service customer receives the Pre-Screen Notice, the customer will notify Acronis or Swizzonic in advance, also by email, of the identity of the relevant reseller, distributor, end user, or third party, with accompanying details and further information that Acronis and/or Swizzonic may request. Acronis will use this information to verify whether this person is listed on any of the lists. Acronis will inform the customer of the approval of this person if they are not on any of the lists. Any person who is listed or appears to be listed on any of the lists will not be approved, and Acronis will not engage with that person regarding the products and services.
I. Acronis and Swizzonic may, at their discretion, verify the compliance of the customer with this section at any time. Upon request from Acronis or Swizzonic, the customer will provide the names of all resellers, distributors, end users, and all third parties whose rights to use the products and services are derived from them.
J. Acronis or Swizzonic may suspend the customer's access to the products and Services, either in full or in part, at any time without assuming liability to the customer if the customer, any of its resellers, end users, or other third parties whose rights are derived from them are subject to sanctions authorities, violate export controls of any of the sanctioning authorities, or violate the policies referred to by Acronis in Sections 5.6.2 and 5.6.3 of this article.
5.6.2 Sanctions and Export Controls. The customer hereby acknowledges and agrees to fully comply at all times with Acronis' sanctions and export control policy, which is available at https://www.acronis.com/en-us/support/sanctions-and-export-controls-compliance-policy.html, as Acronis may update this policy at its discretion without prior notice to the customer. The terms and conditions under the above link apply additionally and not in contradiction to the provisions of this Contract.
5.6.3 Anti-Corruption and Anti-Bribery. The customer hereby acknowledges and agrees to all terms under https://www.acronis.com/en-us/support/anti-corruption-policy.html, as Acronis may update this policy at its discretion without prior notice to the customer. The terms and conditions under the above link apply additionally and not in contradiction to the provisions of this Contract.
5.6.4 Certification. Without limiting the provisions of Section 5.6.3 in any way, the customer will, upon request by Acronis and/or Swizzonic, provide written confirmation that it has complied with its obligations under this Section 5.6.

5.7 Termination
5.7.1 Notwithstanding the provisions of Swizzonic's General Terms and Conditions, Swizzonic has the right to terminate this Contract if the customer violates any of the provisions or conditions of this Contract and fails to remedy the breach within thirty (30) days after receiving written notice from Swizzonic, or within ten (10) days for a breach related to payments.
5.7.2 Notwithstanding the provisions of Swizzonic's General Terms and Conditions, Swizzonic may, at its discretion and with prior written notice to the customer, terminate or suspend the performance of the Contract formed by the acceptance of these terms, if the Customer or Acronis or Swizzonic ceases its business operations.
5.7.3 Notwithstanding the provisions of Swizzonic's General Terms and Conditions , Swizzonic may terminate this Contract at any time without giving reasons and without liability to the customer or a reseller or end user, provided that the customer is given written notice of termination with at least sixty (60) days’ notice.
5.7.4 Acronis and Swizzonic shall not be liable to the customer, the user, and/or third parties for the termination or premature termination of the Contract, whether due to loss potentials, lost profits, early sales, or any expenditures, investments, rents, or obligations related to business activities or business start-ups.