Terms of Service

These Terms of Service (“Terms”) govern the relationship between DuMa GmbH, Steinenring 3, 4051 Basel, UID CHE-232.672.179 (the “VAT Agent”, “we”, “us”), and any business or legal entity (the “Client”) that engages the VAT Agent for Swiss VAT fiscal representation services.

The VAT Agent’s services are offered exclusively to businesses and are not available to consumers. These Terms become binding upon the Client’s confirmation of the engagement or, if earlier, upon first use of the services. Terms agreed individually in an engagement letter prevail over these Terms in the event of a conflict.

The VAT Agent provides the following Swiss VAT fiscal representation services within the meaning of Art. 67 of the Federal Act on Value Added Tax (VAT Act; SR 641.20):

• registration of the Client for VAT purposes with the Federal Tax Administration (FTA);
• preparation and submission of periodic VAT returns (quarterly, semi-annually under the net tax rate method, or annually where approved by the FTA);
• provision of a fiscal domicile address in Switzerland, including receipt and forwarding of official FTA correspondence to the Client without undue delay; and
• reminders of statutory filing and payment deadlines.

The services do not include legal advice, tax planning, audit defence, or representation in administrative or judicial proceedings, unless separately agreed in writing.

The Client shall:

• provide accurate, complete, and timely information and documents required for VAT registration and compliance, including a signed power of attorney;
• deliver the data required for each VAT return no later than 10 days before the statutory filing deadline;
• notify the VAT Agent without undue delay of any material change to its business activities, turnover, Swiss supply chain, or contact details;
• respond within the applicable deadlines to FTA correspondence forwarded by the VAT Agent; and
• provide and fund any security required by the FTA (such as a cash deposit or a guarantee issued by a bank domiciled in Switzerland); arranging such security is the Client’s sole responsibility.

The Client remains solely responsible for the accuracy and completeness of all data submitted to the VAT Agent and for the payment of all VAT amounts owed to the FTA.

Fees are billed annually in advance in CHF (or, where agreed, in an equivalent amount of foreign currency converted at the exchange rate applicable on the invoice date) and are due within 30 days of the invoice date. Fees are exclusive of any applicable VAT. Official charges and documented third-party costs are invoiced additionally.

In case of late payment, default interest of 5% per annum applies (Art. 104 of the Swiss Code of Obligations, CO). If the Client remains in default after a written reminder and a grace period of 10 days, the VAT Agent may suspend the services or terminate the engagement for cause. The Client remains responsible for its own VAT compliance during any suspension.

The Client remains the taxpayer liable for all Swiss VAT obligations. The VAT Agent acts as an administrative fiscal representative only and assumes no joint or several liability for the Client’s VAT, interest, or penalties.

The VAT Agent is liable without limitation for damage caused by its wilful misconduct or gross negligence. In cases of slight negligence, the VAT Agent’s liability is limited to proven direct damage and shall not exceed the fees paid by the Client in the 12 months preceding the event giving rise to the claim; in such cases, any liability for indirect or consequential damage, including loss of profit, is excluded. Liability for auxiliary persons is excluded to the extent permitted by Art. 101 CO.

The VAT Agent is not liable for penalties, interest, or other consequences arising from late, incomplete, or incorrect information provided by the Client, or from the Client’s failure to pay VAT when due.

Either party may terminate the engagement by giving 60 days’ written notice, effective at the end of a calendar month. The statutory right of either party to terminate the mandate at any time (Art. 404 para. 1 CO) remains reserved; a party terminating at an inopportune time shall compensate the other for the resulting damage (Art. 404 para. 2 CO).

Upon termination, the VAT Agent will support the transition to a successor representative and notify the FTA of the change. Fees for services already rendered remain due; prepaid fees covering the period after the effective termination date are refunded pro rata.

If the Client remains registered for Swiss VAT and has not appointed a successor representative by the effective termination date, the VAT Agent may notify the FTA that its representation has ended as of that date. The Client acknowledges that maintaining a Swiss representative is its own statutory obligation for as long as it remains registered. The VAT Agent will hand over the Client’s records upon request and may retain copies to the extent required by law.

The VAT Agent may amend these Terms with at least 30 days’ advance notice in writing, including by email. If the Client does not agree to the amended Terms, it may terminate the engagement under Section 6 before they take effect; otherwise, continued use of the services constitutes acceptance.

Should any provision of these Terms be or become invalid or unenforceable, the remaining provisions remain unaffected. The invalid provision shall be replaced by a valid provision that most closely reflects its economic purpose.

These Terms are governed by Swiss substantive law, to the exclusion of its conflict-of-law rules. Any dispute arising from or in connection with these Terms shall be subject to the exclusive jurisdiction of the ordinary courts of the Canton of Basel-Stadt, Switzerland.

Questions about these Terms: contact@vatagent.ch