Terms & Conditions

1. Scope

These Terms & Conditions apply to contracts between H.O.T. AG, Dufourstrasse 116, 8008 Zurich, Switzerland, and its business clients. H.O.T. AG's services are intended exclusively for companies and professional clients, not consumers.

The Terms apply where they are incorporated into an offer, order confirmation, individual agreement or otherwise validly made part of the contract. Individual written agreements take precedence.

2. Services and mandate

Depending on the agreed scope, H.O.T. AG provides services including Media Consulting, media analysis and strategy, planning and buying, monitoring and reporting, Independent Audit & Forensics, Media Forensics, Ad Fraud, Brand Safety, programmatic and supply-chain reviews, AdTech and related consulting and project services.

The applicable offer, individual agreement or order confirmation defines scope, deliverables, responsibilities, budgets, timing and fees. Services may be commissioned as individual modules or as an integrated mandate.

3. Project organization and client cooperation

The client provides all information, approvals, data, access rights, contacts and decisions required for the agreed services in due time and ensures that supplied data and materials are accurate and may lawfully be used for the intended purpose.

If delayed or incomplete cooperation affects performance, relevant deadlines are extended appropriately. Additional work caused by missing or delayed cooperation may be charged at the agreed fee or hourly/day rate.

4. Deadlines, approvals and changes

Deadlines are binding only where expressly agreed as such. Dependencies on clients, platforms, publishers, technology providers and other third parties may affect schedules.

Approvals of media plans, budgets, offers, bookings, creatives and other mandate decisions may be given in writing or by email. Subsequent changes to scope may result in additional fees, third-party costs and revised deadlines.

5. Media Buying and representation toward third parties

Depending on scope and client preference, H.O.T. AG may deal with media owners, publishers, platforms, DSPs, technology providers and other third parties either as representative in the client's name and for the client's account or as contracting party in H.O.T. AG's own name. The applicable model is defined in the offer, mandate or booking process.

Where H.O.T. AG acts as disclosed representative, rights and obligations under the third-party contract generally arise directly for the client. Where H.O.T. AG contracts in its own name, agreed external costs and services are recharged to the client in accordance with the offer or order. Third-party terms, deadlines and cancellation rules also apply to bookings.

Unless H.O.T. AG has been granted explicit budget or contracting authority, chargeable third-party commitments require prior client approval.

6. Media, technology and third-party costs

Media spend, publisher costs, DSP/ad-serving fees, technical measurement costs, FouAnalytics, tracking, licenses, production, creative work, external specialists, travel and other third-party costs are included in H.O.T. AG's fee only if expressly stated.

Approved third-party costs, or costs incurred under an agreed authority, are charged in addition to H.O.T. AG fees according to the commercial terms set out in the offer. Non-cancellable or already binding external and cancellation costs remain payable even if the mandate is subsequently changed or terminated. H.O.T. AG may request prepayment for material third-party commitments.

7. Fees, invoicing and payment

Fees are defined in the offer or individual agreement. Where no fixed fee has been agreed, services are charged based on actual effort at the agreed rates. Prices are exclusive of applicable taxes, duties and expressly stated expenses unless otherwise agreed.

Invoices are payable within 15 days of the invoice date without deduction. In the event of overdue payment, H.O.T. AG may, after reminder, suspend further work and additional third-party commitments until payment is received. Resulting schedule changes are not attributable to H.O.T. AG.

8. Quality, acceptance and remediation

H.O.T. AG performs its services with the professional care customary for consulting and media services. Where formal acceptance is agreed for a specific work product, material apparent defects should be notified in writing without undue delay after delivery.

For justified defects, H.O.T. AG is first given a reasonable opportunity to remedy the issue. Third-party products and services remain subject to the provider's warranty and service terms where H.O.T. AG merely arranges or procures them on the client's behalf.

9. Forecasts, media outcomes and technical measurement

Planning values, reach, frequency, CPMs, traffic, leads, conversions, sales and other outcome forecasts are based on available data and assumptions. They are planning inputs, not guarantees. H.O.T. AG does not guarantee a specific commercial or communication outcome unless expressly agreed in writing as a contractual result.

Media Forensics, Ad Fraud, bot-traffic and other technical audits depend on measurement coverage, implementation, data access and observable environments. An audit can identify and reduce risks and anomalies but cannot guarantee fraud-free, bot-free or risk-free delivery. A single technical signal does not automatically prove fraud.

Technical media measurements alone do not constitute a legal or regulatory compliance certification.

10. Client content, rights and responsibility

The client is responsible for ensuring that texts, images, trademarks, data, audience information, lists and other materials supplied to H.O.T. AG may lawfully be used and do not infringe third-party rights. H.O.T. AG may refuse to use material or data that appears unlawful.

The client remains responsible for legally required approvals relating to its advertising, products, claims and offers unless legal review is expressly agreed under a separate mandate.

11. Intellectual property and usage rights

Upon full payment, the client receives the usage rights required for the agreed contractual purpose in client-specific deliverables created for it. Unless otherwise agreed, the license is non-exclusive, unlimited in time and intended for the client's own business purposes.

Pre-existing methods, models, frameworks, templates, data structures, scripts, tools, analytical methods and generic know-how of H.O.T. AG remain with H.O.T. AG, as do developments that do not embody exclusively client-specific content. Third-party materials remain subject to their applicable licenses and terms.

Source code, raw data, internal tools or proprietary methods are supplied only if expressly included in the agreed scope.

12. Confidentiality, data and documents

Both parties keep non-public commercial, technical and strategic information of the other party confidential and use it only for the mandate. Mandatory disclosure obligations remain unaffected.

H.O.T. AG processes client and project data in accordance with applicable data protection law and contractual arrangements. Where a separate data-processing agreement is required for a specific processing activity, it will be concluded separately.

After the project, data and documents may be deleted or archived when no longer needed for the contractual purpose, subject to statutory, contractual or legitimate retention requirements. The client remains responsible for backups of its original data and systems.

13. Client references and cases

H.O.T. AG uses client names, logos, testimonials, identifiable cases or client-specific measurement results only with the client's express approval. Generalized, non-client-identifying methodological and experience-based know-how may be used to develop H.O.T. AG's services.

14. Personnel and third parties

H.O.T. AG may use employees, associated specialists and suitable third parties to perform the contract. For merely arranged third-party services, H.O.T. AG's responsibility is, to the extent permitted by law, limited to careful selection and instruction. Availability, platform rules, technical changes and performance of independent third-party providers are outside H.O.T. AG's direct control.

15. Term and termination

For indefinite retainers and ongoing mandates, unless otherwise agreed in the individual contract and to the extent legally permissible, the ordinary notice period is three months to the end of a calendar month.

Where a contractual relationship qualifies as a mandate under Articles 394 et seq. of the Swiss Code of Obligations, mandatory statutory termination rights, in particular Article 404, remain reserved. Termination at an inopportune time may trigger the statutory obligation to compensate resulting loss.

Upon early termination, services performed up to the termination date and all approved, committed or non-cancellable media, technology, production and other third-party costs remain payable. Further loss may be claimed to the extent permitted by law.

16. Liability

H.O.T. AG is liable in accordance with mandatory law for loss caused intentionally or by gross negligence. Any advance limitation of such liability is excluded where prohibited by law.

For direct and foreseeable loss caused by ordinary negligence, H.O.T. AG's liability is, to the extent permitted by law, limited to the net fee agreed for the affected mandate. Liability for indirect or consequential loss, loss of profit, missed savings, reputational loss or data loss is excluded in cases of ordinary negligence to the extent permitted by law.

H.O.T. AG is not liable for outages, changes, suspensions, measurement gaps or service failures of platforms, publishers, networks, DSPs, ad servers or other independent third-party providers unless attributable to H.O.T. AG itself.

17. Non-solicitation

Direct solicitation or engagement of employees or persons directly involved in the mandate outside the existing contractual relationship requires the other party's prior written consent during the contract and for twelve months thereafter, to the extent such restriction is legally permissible.

18. Force majeure

Neither party is liable for delay or non-performance caused by events outside its reasonable control, including substantial infrastructure or telecommunications failures, government action, war, natural events, pandemics or comparable events. The affected party will inform the other and take reasonable steps to mitigate the impact.

19. Amendments, severability and form

Changes to an individual mandate and material service approvals may be agreed in text form, including by email. If any provision of these Terms is invalid or unenforceable, the remaining provisions remain effective. Where necessary, the parties will replace the affected provision with a lawful provision that most closely reflects its commercial purpose.

20. Governing law and jurisdiction

Swiss law applies exclusively, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG) to the extent its exclusion is permitted. Exclusive jurisdiction is Zurich, Switzerland, subject to any mandatory statutory jurisdiction.

Last updated

September 2026. For newly concluded contracts, this version replaces the Terms previously published on hotag.ch in May 2022 where it is validly incorporated into the contract.