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Service Description Unite Agency Model Switzerland

Unite Agency Model is a transaction service provided by Unite Network SE with standardised invoicing and payment processing by Unite Financial Services.

1 Services of the Unite Network SE

The services provided by Unite Network SE are described in the product information regarding the Agency Model as amended, which can be viewed on https://unite.eu/en-global/transaction-models-product-description).

2 Subcontracting Unite Financial Services

Unite Network SE instructs Unite Financial Services Schweiz GmbH, a company affiliated with Unite Network SE under Swiss law with its registered office in Herrliberg (‘Unite Financial Services’), to draw up the invoice for the Customer.

The Provider authorizes Unite Network SE to instruct Unite Financial Services to do the following:

  1. To issue an invoice to the Customer on behalf and for the account of the Provider;

  2. To accept all payments from the Customer in the ordinary course of business and forward them to the Provider without delay;

  3. To generate any automatic reminders necessary on the Provider’s behalf. This does not include the assumption of the del credere risk by Unite Financial Services.

2.1 The Parties agree that the invoice issued by Unite Financial Services is the only legally binding invoice.

3 Payment Processing

3.1 The object of Unite Financial Services being instructed by the Provider is to transfer amounts received in the bank account specified on the invoice for the Customer (‘Payment Account’) and attributable to the Provider from the Payment Account on a cashless basis to the following target accounts as follows:

  1. Transfer of the commission agreed with the Provider in the agreed amount from the Payment Account to Unite Network SE’s account.

  2. Transfer of the respective payment amount less the commission for Unite Network SE from the Payment Account to the Provider’s account.

3.2 The payment order will be executed in Swiss francs.

3.3 Unite Financial shall identify the Provider in accordance with the statutory requirements, especially the Swiss Federal Act on Combating Money Laundering and Terrorist Financing (‘Money Laundering Act’). Should such identification not be possible owing to a lack of cooperation or the Provider’s failure to meet legal criteria (e.g. because the Provider has been placed on an embargo list), applying the Unite Agency Model Switzerland is precluded.

4 Services of the Provider

4.1 The Provider agrees to send Unite Financial Services the legally required invoice details (hereinafter referred to as ‘Invoice Data’) for the preparation of the invoice for the Customer and for delivery to the Customer in electronic form, structured as defined by Unite Network SE. The Provider will provide a reference number which will be used by Unite Financial Services as the invoice number on the invoice to be created for a third party (the Customer). The Provider must ensure that the reference number provided satisfies tax law requirements for the numbering of invoices, in particular that it is a unique, sequential number in the Provider’s accounting.

4.2 The Provider is responsible for the tamper-proof archiving of the invoice. Objections to the invoice produced must be raised by the Provider within five working days. Once this period has expired, the invoice produced shall be deemed to have been approved by the Provider.

4.3 The Provider will remain responsible for the content and scope of the necessary Invoice Data. The Provider will remain responsible to the tax authorities for the invoices and their effects, in particular with regard to VAT (sales tax). If relevant, the Provider will remain responsible for reporting and paying VAT and other applicable taxes as if the invoices had been issued directly by the Provider. The Provider is not entitled to send Invoice Data to Unite Financial Services if, by law, it may not be created and sent by third parties on behalf of the Provider. Unite Financial Services is entitled to supplement the Invoice Data received from the Provider accordingly if and to the extent that this is necessary for the processing and/or the delivery of the invoice on the Partner’s or Customer’s system.

4.4 Unite Network SE and the Provider agree that only the invoice issued by Unite Financial Services is legally binding. In this regard, the Provider undertakes not to produce any invoices of its own for transactions conducted under the Unite Agency Model. The Invoice Data sent by the Provider to Unite Financial Services must not convey the appearance of an invoice as defined by VAT law. For this purpose, the Provider agrees to note the following on Invoice Data: “Draft invoice” and/or “This document does not constitute authorization for input tax deduction.”

4.5 The Provider accepts that payment can only be made with debt-discharging effect for the Customer to the Payments Account specified by Unite Financial Services. Payments made by the Customer to the Payments Account specified on the invoice by Unite Financial Services are approved by the Provider as settlement of the Customer’s payment obligation.

4.6 The Provider undertakes to process all transaction-related payment procedures in the normal course of business such as credit notes and revised invoices via the Payments Account, and to transfer the corresponding amounts to this account without delay.

5 Contractual conditions and their order of priority

The contractual relationship between Unite Network SE and the Provider set out here is subject to the following contractual conditions in the order of precedence shown below. In the event of any inconsistencies, higher conditions take precedence over lower ones. Terms not defined in this Service Description have the meanings assigned to them in the General Contractual Conditions for Unite Providers and the Unite Terms of Use.

  1. This Service Description Unite Agency Model Switzerland;

  2. Product information regarding teh Agency Model as amended (viewable at https://unite.eu/en-global/transaction-models-product-description);

  3. General Contractual Conditions for Unite Providers as amended (viewable at https://unite.eu/en-global/terms-vendor-unite);

  4. Unite Terms of Use as amended (viewable at https://unite.eu/en-global/terms-of-use);

  5. Code of Conduct for our business partners as amended, which describes the essential principles to be observed by the Provider and Unite Network SE, mindful of their responsibility for people, society and the environment, as a standard of business conduct, and to be mutually regarded as minimum requirements (viewable at https://unite.eu/en-global/unite-coc).

For information on the type and scope of processing of personal data, Unite Network SE refers to https://unite.eu/en-global/privacy.

Last updated: 04/2022