Become A Broker
Use exclusive discounted rates on our products to sell carbon-offsetting memberships while we do the heavy lifting.Apply Today
Refer And Earn
Unlock transformative change and reap rewards by joining Zoetic Carbon's Affiliate Program today. Empowerment awaits you.Invite Friends
Need A Gift Certificate?
Present the ideal gift for an eco-conscious world with our Carbon Offset Gift Certificate. Embrace sustainability today!Buy For Gift

Terms of Service

1. Zoetic Carbon Carbon Net Zero Technology

1.1. In these Terms and Conditions for Zoetic Carbon Carbon Net Zero Services, Zoetic Carbon and/or any of its affiliates will be referred to throughout as “Zoetic Carbon”, “our”, “we”, or “us”.

1.2. We have developed a technology to avoid CO2 from being emitted by burning fossil fuelsinto the atmosphere and we install and monitor the application of this technology. We combine this with permanent storage of CO2 (for example carbon mineralization), performed by third parties contracted by Zoetic Carbon, to permanently sequester CO2 from the atmosphere. We refer to the combined process as Zoetic Carbon Carbon Dioxide Avoidance (“Zoetic Carbon Carbon Avoidance”).

1.3. This combined process is used to provide Zoetic Carbon Carbon Net Zero Services (“Zoetic Carbon Carbon Net Zero Services”).

2. Ordering Zoetic Carbon Carbon Net Zero Services

2.1. Zoetic Carbon Carbon Net Zero Services can be ordered from Zoetic Carbon on our website. Any agreement as regards Zoetic Carbon Carbon Net Zero Services (“Agreement”) shall be subject to the order confirmation sent by Zoetic Carbon (“Order Confirmation”), these terms and conditions for Zoetic Carbon Carbon Net Zero  Services (“Terms and Conditions”), the privacy policy (“Zoetic Carbon Privacy Policy”, available here) and the terms of use (“Zoetic Carbon Website Terms of Use”, available here), in each case, in their version existing at the time the order is placed.

2.2. In case you have purchased a monthly plan, the applicable Terms and Conditions, Zoetic Carbon Privacy Policy, and Zoetic Carbon Website Terms of Use applying to each invoiced Service Quantity are the versions of these documents in effect at the time of each invoice. In particular, the applicable version of the Terms and Conditions is referenced with a weblink in each invoice you receive in your Zoetic Carbon customer portal. Capitalized terms used in this Agreement and not otherwise defined (either in-line or by hyperlink) have the same meaning as in the Zoetic Carbon Website Terms of Use. To the extent these Terms and Conditions conflict with the Zoetic Carbon Website Terms of Use, these Terms and Conditions will prevail, but solely as applicable to the Zoetic Carbon Carbon Net Zero Services.

2.3. In the event of a conflict between these Terms and Conditions and any Order Confirmation, the terms of such (or the most recent) Order Confirmation shall prevail. The application of your general terms and conditions is excluded, unless we expressly consent to them in writing.

3. Minimum Age

3.1. If you are under the age required to order Zoetic Carbon Carbon Net Zero Services under the applicable law, you must have your parent or legal guardian’s permission to do so. Please have your parent or legal guardian read these Terms and Conditions with you.

3.2. If you are a parent or legal guardian, and you allow your child to purchase the Zoetic Carbon Carbon Net Zero Services, then these Terms and Conditions apply to you and you are responsible for your child’s order.

4. Scope of Zoetic Carbon Carbon Net Zero Services

4.1. Zoetic Carbon will sequester the net quantity of CO2 as described in the Order Confirmation (“Service Quantity”) from the atmosphere by performing the Zoetic Carbon Carbon Net Zero Program. We will avoid emitting CO2  into  ambient air at one or several units operated by or on behalf of us (each, a “Zoetic Carbon Plant”). The avoided and sequestering process of  CO2 is provided by or on behalf of us to one or several third parties that perform such services..

4.2. The Service Quantity is conclusively determined by a mass flow meter where Zoetic Products are installed.. CO2 emissions avoided by the Zoetic Carbon Carbon Net Zero process are deducted and onlythe net quantity of CO2 avoidance is sold to you.

4.3. The Zoetic Carbon Carbon Net Zero Services are completed once the Avoidance Quantity has been avoided from being emitted into theatmosphere employing Zoetic Carbon Carbon Net Zero Services..

5. Pricing for Service Quantity

5.1. The price of the Zoetic Carbon  Carbon Net Zero Services for the Service Quantity quoted in the Order Confirmation includes the subsequent permanent storage.

5.2. Depending on your country of residence if you are a consumer, or your country of establishment if you are a company, prices may be quoted as net prices and may not include value-added tax. Upon selection of your country of residence or country of establishment, as applicable, on the check-out page, the check-out price is inclusive of value-added tax (if applicable) in the amount specified by applicable law. Additional charges or taxes are to be borne by you.

6. Zoetic Carbon Carbon Net Zero Services Confirmation

6.1. Zoetic Carbon will complete the Zoetic Carbon Carbon Net Zero Services for the Service Quantity as described in any Order Confirmation within 6 (six) years following the invoice date.

6.2. If you have purchased a subscription for Zoetic Carbon Carbon Net Zero Services, a confirmation stating the Service Quantity attributable to you will be made available to you at the end of each year until the Service Quantity purchased has been fully delivered.

7. Payment and Assignment

7.1. When ordering through our website, the payment of the amount charged for the provision of the Zoetic Carbon Carbon Net Zero Services (“Zoetic Carbon Carbon Net Zero Service Fee”) is typically made by credit card according to the billing cycle chosen by you, unless stated otherwise in the Order Confirmation.

7.2. In case we issue an invoice for the Zoetic Carbon Carbon Net Zero Service Fee, payment is due within 30 (thirty) days to an account indicated by us. Any fees or charges related to such payments will be borne by you.

7.3. We are entitled to assign this Agreement, in whole or in part, in particular to affiliates of Zoetic Carbon. You can assign this Agreement and/or any of its rights or obligations only with our prior written consent.

8. Liability

8.1. Except as expressly described in this agreement, neither party makes, and each party expressly disclaims, all representations or warranties whatsoever, whether express, implied, or statutory, concerning the services to be provided under this agreement, including warranties concerning merchantability, or suitability or fitness for a particular purpose, non-infringement, and any warranties arising from course of dealing, course of performance or trade usage.

8.2. To the maximum extent permitted by applicable law, neither party shall be liable to the other, regardless of the legal theory used to make a claim, and whether or not based upon negligence, breach of warranty, strict liability, in tort or any other cause of action, for any: (a) cost of procurement of any substitute services; (b) delays or unavailability of the Zoetic Carbon Carbon Net Zero Services in connection with section 11.6, reasonable delays, economic losses, expected or lost profits, revenue, or anticipated savings, loss of business, loss of contracts, loss of or damage to goodwill or reputation or third party claims; and/or, (c) indirect, special, incidental, punitive, or consequential loss or damage, whether arising out of performance or breach of this agreement or for any matter beyond the party’s reasonable control, even if the party has been advised as to the possibility of such loss or damages.

8.3. To the maximum extent permitted by applicable law, each party agrees that the maximum aggregate liability of either party for all claims of any kind under this agreement, whether based on contract, tort, or any other legal or equitable theory or resulting from this agreement or the Zoetic Carbon Carbon Offsetting Services, shall not exceed the Zoetic Carbon Carbon Net Zero Services Fee applicable to the portion of the Service Quantity giving rise to liability, and that such remedy is fair and adequate.

9. Intellectual Property

9.1. You are entitled to use any documentation provided as part of the Zoetic Carbon Carbon Net Zero Services solely to have proof of the Service Quantity attributable to you.

9.2. No further rights are granted under this Agreement unless they are explicitly granted in any other Zoetic Carbon documentation applicable to this Agreement. In particular, no other license, rights of use, and/or ownership of any kind of Zoetic Carbon’s intellectual property are granted and all know-how, patents, trademarks, tradenames, designs, logos, copyrights, manufacturing or business secrets, and all other intellectual property owned by Zoetic Carbon shall remain the exclusive and unrestricted property of Zoetic Carbon.

10. Term and Termination

10.1. The provision of Zoetic Carbon Carbon Net Zero Services and this Agreement shall terminate once the parties have complied with their obligations under this Agreement.

10.2. In case the Zoetic Carbon Carbon Net Zero Service Fee or any other agreed payment is not received by Zoetic Carbon within the payment period set by us, we shall be entitled to terminate this Agreement without notice.

10.3. We are entitled to terminate this Agreement without cause and at our sole discretion with 3 (three) months’ end of the month prior written notice to you.

10.4. Notwithstanding any other provisions in this Agreement, we are entitled to suspend the performance of Zoetic Carbon Carbon Net Zero Services effective immediately in case you are in default or otherwise fail to comply with your obligations under this Agreement.

10.5. If you have purchased a subscription for Zoetic Carbon Carbon Net Zero Services, you may manage your subscription at any time with effect for the following period (for example month). To terminate or modify your subscription under this Agreement, you can simply click on the corresponding link in our reminder e-mail, manage your settings accordingly or send us an e-mail (no signature required) to Info@ZoeticCarbon.com. We will send you a confirmation e-mail.

10.6. If you change your mind, let us know by e-mail to Info@ZoeticCarbon.com within 14 (fourteen) days from the date you order Zoetic Carbon Carbon Net Zero Services. If you decide to change your mind, you will be entitled to a full refund, save for any costs we have incurred in delivering you the Zoetic Carbon Carbon Net Zero Services during this period.

10.7. Any Zoetic Carbon Carbon Net Zero Services ordered before the effective termination of this Agreement shall be delivered following the terms of this Agreement.

10.8. Provisions that, by their explicit or implied terms, are meant to survive termination or expiration shall continue irrespective of such termination or expiration. This applies in particular to section 2.1. 6, 8, 9, 10, 11.2, 11.7, 11.8, 11.9, 11.10.

10.9. Termination of this Agreement is not an exclusive remedy and all other remedies will remain available.

11. Miscellaneous

11.1. Any notice required or permitted hereunder shall be sent at Info@ZoeticCarbon.com (if addressed to Zoetic Carbon) or at your e-mail address, as specified in the Order Confirmation (if addressed to you).

11.2. If any provision of this Agreement shall be adjudged by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be replaced by a valid and enforceable provision reflecting the economic intent of the parties or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and be enforceable.

11.3. We may change these Terms and Conditions and other documents forming part of the Agreement from time to time. We will notify you by email at least 30 (thirty) days before the date they become effective. Once such changes are in effect, you will be bound by them, unless you have terminated your order. All modifications, waivers, or amendments requested by you shall be subject to our written approval.

11.4. Zoetic Carbon Carbon Net Zero Services may be subject to U.S. trade controls and sanctions laws and regulations, including but not limited to the U.S. Export Administration Regulations and the sanctions laws and regulations administered by the U.S. Office of Foreign Assets Control (“OFAC”), as well as the trade controls and sanctions of any other jurisdictions in which Customer operates (collectively, “Trade Controls”), and, in such case, may only be exported, reexported, or transferred following applicable requirements. If applicable, it is your responsibility to (a) provide us with the necessary information for us to comply with Trade Controls; (b) ensure all end-uses and end-users relating to customers’ reexports and retransfers of the Zoetic Carbon Carbon Net Zero Services comply with Trade Controls; and, (c) refrain from taking any action that causes us to violate Trade Controls.

11.5. You represent that you are not subject to restrictions under any U.S. government-restricted end-user list, including but not limited to the U.S. BIS Entity List, U.S. BIS Denied Persons List, or the OFAC List of Specially Designated Nationals, and are not 50% or more, directly or indirectly, owned or controlled by any individuals or entities identified on such lists, and that you shall not engage any person subject to the foregoing restrictions to provide any goods or services for you in connection with your obligations under this Agreement. You will immediately notify us if you become subject to any such restrictions.

11.6. Except for the obligation to pay money, neither party will be liable for any failure or delay in its performance under this Agreement due to any cause beyond its reasonable control. The party subject to such event shall: (a) give the other party notice of such event within 30 (thirty) days; and, (b) use appropriate and commercially reasonable efforts to minimize or remove the effects of the event and to resume the performance affected by such event.

11.7. This Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements and communications relating to the subject matter of this Agreement.

11.8. This Agreement and each Order Confirmation shall be governed by the laws of Switzerland without reference to its choice of law principles. The United Nations Convention on the International Sale of Goods (CISG) shall not apply. The parties to this Agreement consent to the exclusive jurisdiction of the appropriate courts Zurich, Canton of Zurich, Switzerland, for any legal or equitable action or proceeding arising out of, or in connection with, this Agreement or an Order Confirmation. You specifically waive all objections to venue in such courts. Nothing herein shall preclude us from seeking equitable injunctive relief in any jurisdiction or court if we perceive that without such relief, serious harm may be done to our interests.

11.9. Each party to this Agreement hereby irrevocably waives its rights to trial by jury in any action or proceedings arising out of this Agreement or an Order Confirmation.

11.10. You shall defend us against any third-party claim asserted against us arising from or relating to your violation of applicable law and indemnify and hold us harmless from and against related costs, attorneys’ fees, and damages, if any, finally awarded according to a non-appealable order.

1. Zoetic Carbon Carbon Net-Zero Technology

1.1. In these Terms and Conditions for Zoetic Carbon Carbon Net-Zero Services, Zoetic Carbon and/or any of its affiliates will be referred to throughout as “Zoetic Carbon”, “our”, “we”, or “us”.

1.2. We have developed a technology to avoid CO2 from ambient air and build and operate equipment applying this technology. We combine this with permanent storage of CO2 (for example carbon mineralization), performed by third parties contracted by Zoetic Carbon, to permanently remove CO2 from the atmosphere. We refer to the combined process as Zoetic Carbon Carbon Dioxide Removal (“Zoetic Carbon Carbon Offsetting”).

1.3. This combined process is used to provide Zoetic Carbon Carbon Offsetting Services (“Zoetic Carbon Carbon Offsetting Services”).

2. Ordering Zoetic Carbon Carbon Offsetting Services

2.1. Zoetic Carbon Carbon Offsetting Services can be ordered from Zoetic Carbon on our website. Any agreement as regards Zoetic Carbon Carbon Offsetting Services (“Agreement”) shall be subject to the order confirmation sent by Zoetic Carbon (“Order Confirmation”), these terms and conditions for Zoetic Carbon Carbon Offsetting Services (“Terms and Conditions”), the privacy policy (“Zoetic Carbon Privacy Policy”, available here) and the terms of use (“Zoetic Carbon Website Terms of Use”, available here), in each case, in their version existing at the time the order is placed.

2.2. In case you have purchased a subscription, the applicable Terms and Conditions, Zoetic Carbon Privacy Policy, and Zoetic Carbon Website Terms of Use applying to each invoiced Service Quantity are the versions of these documents in effect at the time of each invoice. In particular, the applicable version of the Terms and Conditions is referenced with a weblink in each invoice you receive in your Zoetic Carbon customer portal. Capitalized terms used in this Agreement and not otherwise defined (either in-line or by hyperlink) have the same meaning as in the Zoetic Carbon Website Terms of Use. To the extent these Terms and Conditions conflict with the Zoetic Carbon Website Terms of Use, these Terms and Conditions will prevail, but solely as applicable to the Zoetic Carbon Carbon Offsetting Services.

2.3. In the event of a conflict between these Terms and Conditions and any Order Confirmation, the terms of such (or the most recent) Order Confirmation shall prevail. The application of your general terms and conditions is excluded, unless we expressly consented to them in writing.

3. Minimum Age

3.1. If you are under the age required to order Zoetic Carbon Carbon Offsetting Services under the applicable law, you must have your parent or legal guardian’s permission to do so. Please have your parent or legal guardian read these Terms and Conditions with you.

3.2. If you are a parent or legal guardian, and you allow your child to purchase the Zoetic Carbon Carbon Offsetting Services, then these Terms and Conditions apply to you and you are responsible for your child’s order.

4. Scope of Zoetic Carbon Carbon Offsetting Services

4.1. Zoetic Carbon will remove the net quantity of CO2 as described in the Order Confirmation (“Service Quantity”) from the atmosphere by performing Zoetic Carbon Carbon Offsetting. We will capture CO2 from ambient air at one or several units operated by or on behalf of us (each, a “Zoetic Carbon Plant”). The captured CO2 is provided by or on behalf of us to one or several third parties that perform subsequent permanent storage of such CO2.

4.2. The Service Quantity is conclusively determined by a mass flow meter in the Zoetic Carbon Plant. CO2 emissions caused by the Zoetic Carbon Carbon Offsetting process are deducted and only the removal of the net quantity of CO2 is sold to you.

4.3. The Zoetic Carbon Carbon Offsetting Services are completed once the Service Quantity has been removed from the atmosphere employing Zoetic Carbon Carbon Offsetting.

5. Pricing for Service Quantity

5.1. The price of the Zoetic Carbon Carbon Offsetting Services for the Service Quantity quoted in the Order Confirmation includes the subsequent permanent storage.

5.2. Depending on your country of residence if you are a consumer, or your country of establishment if you are a company, prices may be quoted as net prices and may not include value-added tax. Upon selection of your country of residence or country of establishment, as applicable, on the check-out page, the check-out price is inclusive of value-added tax (if applicable) in the amount specified by applicable law. Additional charges or taxes are to be borne by you.

6. Zoetic Carbon Carbon Offsetting Services Confirmation

6.1. Zoetic Carbon will complete the Zoetic Carbon Carbon Offsetting Services for the Service Quantity as described in any Order Confirmation within 6 (six) years following the invoice date.

6.2. If you have purchased a subscription for Zoetic Carbon Carbon Offsetting Services, a confirmation stating the Service Quantity attributable to you will be made available to you at the end of each year until the Service Quantity purchased has been fully delivered.

7. Payment and Assignment

7.1. When ordering through our website, the payment of the amount charged for the provision of the Zoetic Carbon Carbon Offsetting Services (“Zoetic Carbon Carbon Offsetting Service Fee”) is typically made by credit card according to the billing cycle chosen by you, unless stated otherwise in the Order Confirmation.

7.2. In case we issue an invoice for the Zoetic Carbon Carbon Offsetting Service Fee, payment is due within 30 (thirty) days to an account indicated by us. Any fees or charges related to such payments will be borne by you.

7.3. We are entitled to assign this Agreement, in whole or in part, in particular to affiliates of Zoetic Carbon. You can assign this Agreement and/or any of its rights or obligations only with our prior written consent.

8. Liability

8.1. Except as expressly described in this agreement, neither party makes, and each party expressly disclaims, all representations or warranties whatsoever, whether express, implied, or statutory, concerning the services to be provided under this agreement, including warranties concerning merchantability, or suitability or fitness for a particular purpose, non-infringement, and any warranties arising from course of dealing, course of performance or trade usage.

8.2. To the maximum extent permitted by applicable law, neither party shall be liable to the other, regardless of the legal theory used to make a claim, and whether or not based upon negligence, breach of warranty, strict liability, in tort or any other cause of action, for any: (a) cost of procurement of any substitute services; (b) delays or unavailability of the Zoetic Carbon Carbon Offsetting Services in connection with section 11.6, reasonable delays, economic losses, expected or lost profits, revenue, or anticipated savings, loss of business, loss of contracts, loss of or damage to goodwill or reputation or third party claims; and/or, (c) indirect, special, incidental, punitive, or consequential loss or damage, whether arising out of performance or breach of this agreement or for any matter beyond the party’s reasonable control, even if the party has been advised as to the possibility of such loss or damages.

8.3. To the maximum extent permitted by applicable law, each party agrees that the maximum aggregate liability of either party for all claims of any kind under this agreement, whether based on contract, tort, or any other legal or equitable theory or resulting from this agreement or the Zoetic Carbon Carbon Offsetting Services, shall not exceed the Zoetic Carbon Carbon Offsetting Services Fee applicable to the portion of the Service Quantity giving rise to liability, and that such remedy is fair and adequate.

9. Intellectual Property

9.1. You are entitled to use any documentation provided as part of the Zoetic Carbon Carbon Offsetting Services solely to have proof of the Service Quantity attributable to you.

9.2. No further rights are granted under this Agreement unless they are explicitly granted in any other Zoetic Carbon documentation applicable to this Agreement. In particular, no other license, rights of use, and/or ownership of any kind of Zoetic Carbon’s intellectual property are granted and all know-how, patents, trademarks, tradenames, designs, logos, copyrights, manufacturing or business secrets, and all other intellectual property owned by Zoetic Carbon shall remain the exclusive and unrestricted property of Zoetic Carbon.

10. Term and Termination

10.1. The provision of Zoetic Carbon Carbon Offsetting Services and this Agreement shall terminate once the parties have complied with their obligations under this Agreement.

10.2. In case the Zoetic Carbon Carbon Offsetting Service Fee or any other agreed payment is not received by Zoetic Carbon within the payment period set by us, we shall be entitled to terminate this Agreement without notice.

10.3. We are entitled to terminate this Agreement without cause and at our sole discretion with 3 (three) months’ end of the month prior written notice to you.

10.4. Notwithstanding any other provisions in this Agreement, we are entitled to suspend the performance of Zoetic Carbon Carbon Offsetting Services effective immediately in case you are in default or otherwise fail to comply with your obligations under this Agreement.

10.5. If you have purchased a subscription for Zoetic Carbon Carbon Offsetting Services, you may manage your subscription at any time with effect for the following period (for example month). To terminate or modify your subscription under this Agreement, you can simply click on the corresponding link in our reminder e-mail, manage your settings accordingly or send us an e-mail (no signature required) to Info@ZoeticCarbon.com. We will send you a confirmation e-mail.

10.6. If you change your mind, let us know by e-mail to Info@ZoeticCarbon.com within 14 (fourteen) days from the date you order Zoetic Carbon Carbon Offsetting Services. If you decide to change your mind, you will be entitled to a full refund, save for any costs we have incurred in delivering you the Zoetic Carbon Carbon Offsetting Services during this period.

10.7. Any Zoetic Carbon Carbon Offsetting Services ordered before the effective termination of this Agreement shall be delivered following the terms of this Agreement.

10.8. Provisions that, by their explicit or implied terms, are meant to survive termination or expiration shall continue irrespective of such termination or expiration. This applies in particular to section 2.1. 6, 8, 9, 10, 11.2, 11.7, 11.8, 11.9, 11.10.

10.9. Termination of this Agreement is not an exclusive remedy and all other remedies will remain available.

11. Miscellaneous

11.1. Any notice required or permitted hereunder shall be sent at Info@ZoeticCarbon.com (if addressed to Zoetic Carbon) or at your e-mail address, as specified in the Order Confirmation (if addressed to you).

11.2. If any provision of this Agreement shall be adjudged by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be replaced by a valid and enforceable provision reflecting the economic intent of the parties or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and be enforceable.

11.3. We may change these Terms and Conditions and other documents forming part of the Agreement from time to time. We will notify you by email at least 30 (thirty) days before the date they become effective. Once such changes are in effect, you will be bound by them, unless you have terminated your order. All modifications, waivers, or amendments requested by you shall be subject to our written approval.

11.4. Zoetic Carbon Carbon Offsetting Services may be subject to U.S. trade controls and sanctions laws and regulations, including but not limited to the U.S. Export Administration Regulations and the sanctions laws and regulations administered by the U.S. Office of Foreign Assets Control (“OFAC”), as well as the trade controls and sanctions of any other jurisdictions in which Customer operates (collectively, “Trade Controls”), and, in such case, may only be exported, reexported, or transferred following applicable requirements. If applicable, it is your responsibility to (a) provide us with the necessary information for us to comply with Trade Controls; (b) ensure all end-uses and end-users relating to customers’ reexports and retransfers of the Zoetic Carbon Carbon Offsetting Services comply with Trade Controls; and, (c) refrain from taking any action that causes us to violate Trade Controls.

11.5. You represent that you are not subject to restrictions under any U.S. government-restricted end-user list, including but not limited to the U.S. BIS Entity List, U.S. BIS Denied Persons List, or the OFAC List of Specially Designated Nationals, and are not 50% or more, directly or indirectly, owned or controlled by any individuals or entities identified on such lists, and that you shall not engage any person subject to the foregoing restrictions to provide any goods or services for you in connection with your obligations under this Agreement. You will immediately notify us if you become subject to any such restrictions.

11.6. Except for the obligation to pay money, neither party will be liable for any failure or delay in its performance under this Agreement due to any cause beyond its reasonable control. The party subject to such event shall: (a) give the other party notice of such event within 30 (thirty) days; and, (b) use appropriate and commercially reasonable efforts to minimize or remove the effects of the event and to resume the performance affected by such event.

11.7. This Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements and communications relating to the subject matter of this Agreement.

11.8. This Agreement and each Order Confirmation shall be governed by the laws of Switzerland without reference to its choice of law principles. The United Nations Convention on the International Sale of Goods (CISG) shall not apply. The parties to this Agreement consent to the exclusive jurisdiction of the appropriate courts Zurich, Canton of Zurich, Switzerland, for any legal or equitable action or proceeding arising out of, or in connection with, this Agreement or an Order Confirmation. You specifically waive all objections to venue in such courts. Nothing herein shall preclude us from seeking equitable injunctive relief in any jurisdiction or court if we perceive that without such relief, serious harm may be done to our interests.

11.9. Each party to this Agreement hereby irrevocably waives its rights to trial by jury in any action or proceedings arising out of this Agreement or an Order Confirmation.

11.10. You shall defend us against any third-party claim asserted against us arising from or relating to your violation of applicable law and indemnify and hold us harmless from and against related costs, attorneys’ fees, and damages, if any, finally awarded according to a non-appealable order.