Terms and conditions
Version 1.2 of 11 October 2026.
Scope
These terms apply to engagements entrusted to SPTS Fiduciaire, a brand operated by SPTS - Swiss Payroll & Tax Services Sàrl ("SPTS"), where the accepted quote or the engagement letter refers to them and the Client was able to read them before accepting it. In the event of any discrepancy, the specific terms of the accepted quote or of the engagement letter prevail over these terms.
Visiting this site does not constitute acceptance of these terms. Use of the site is governed by the legal notice.
The engagement
SPTS acts as an agent within the meaning of art. 394 et seq. of the Swiss Code of Obligations (CO). It performs the engagement with the diligence and competence expected of an accounting and tax firm. It cannot guarantee the decisions of the tax administration, a compensation fund or any other authority, which are theirs to make.
The scope of the engagement is defined in writing before any commitment. Any service outside that scope requires prior agreement, in writing or by email.
SPTS does not audit the accounts it keeps, does not provide investment advice and does not represent clients before the courts. Where a matter requires it, SPTS refers the Client to the appropriate specialist.
The Client's information and documents
The Client provides SPTS, within the agreed time limits, with complete and accurate documents and information, and informs it of any change relevant to the engagement.
SPTS relies on the documents and information provided by the Client. Unless otherwise agreed, the engagement does not include an independent check of their accuracy or completeness. If SPTS notices an apparent inconsistency or omission, it asks the Client for the necessary clarification.
Where the service requires it, the Client reviews and approves the documents prepared for it before they are signed or filed. This approval does not relieve SPTS of its responsibility for its own services.
Late or incomplete information may delay the work. Any additional work it causes is invoiced in accordance with the terms of the engagement.
Communications
SPTS and the Client may exchange information and documents by email. An email does not guarantee its receipt or that a deadline is met: for any step subject to a deadline, the Client makes sure that SPTS has confirmed receipt of its instructions and documents. As emails are encrypted in transit where the email services allow it, but not end to end, the Client may request another means of transmission for particularly sensitive data.
Staff and third parties
SPTS performs the engagement through its staff, for whom it is liable as for its own acts (art. 101 CO).
Where the Client consents or the engagement so provides, SPTS may entrust part of the engagement to an external specialist. It is then liable for the care with which it chose that specialist and gave instructions (art. 399 para. 2 CO). A specialist whom the Client engages directly is responsible for its own services.
SPTS uses technical service providers, in particular for its software, its email and the hosting of its data. It is liable for them within the limits of the Liability clause.
SPTS requires its staff, external specialists and technical service providers to comply with confidentiality obligations and, where they process personal data, with data protection obligations appropriate to their role.
Fees and expenses
Fees are those set out in the accepted quote or the engagement letter, either as a fixed fee or on a time basis. VAT is added at the statutory rate where due. Third-party costs incurred on the Client's behalf, such as official fees, commercial register or notary fees, are recharged at cost. SPTS may request an advance on expenses.
Unless specific terms have been agreed, invoices are payable within thirty days. The specific terms of the quote or the engagement letter prevail, in particular for fixed fees, advances, instalments and payment arrangements.
If an invoice remains unpaid after a reminder, SPTS may suspend its work until payment, after informing the Client in writing and pointing out any known deadlines that may be affected. It may claim default interest as provided by law (art. 104 CO).
Payment orders
Fees remunerate SPTS's services. SPTS does not receive funds from the Client to make payments to third parties and does not make payments on the Client's behalf.
Where the engagement so provides, SPTS prepares payment orders, for example for salaries, social security contributions or taxes. The Client checks, approves and executes them itself. The execution of these payments and compliance with their due dates are the Client's responsibility, subject to SPTS's failings in preparing the orders.
Confidentiality and data
SPTS treats the Client's information confidentially, during the engagement and after it ends. It discloses it only with the Client's consent, or where the law or an authority requires or permits it.
This site's data protection policy describes the processing related to the use of the site. The processing needed to perform an engagement, in accounting, tax, payroll or administrative matters, is governed by the engagement.
Depending on the processing, SPTS acts as controller or as processor within the meaning of the Swiss Federal Act on Data Protection. Where it processes data on the Client's behalf, for example its employees' data for payroll, its role and obligations are set out in the engagement.
Liability
SPTS is liable for the faithful and diligent performance of the engagement (art. 398 CO). Whatever the basis of the claim, its liability is limited, per event giving rise to damage, to the fees for the service that caused the damage, calculated as follows:
- for an annual accounting or tax service: the fees agreed for the financial year or tax period concerned;
- for a one-off service at an agreed price: the fees agreed for that service;
- for an engagement paid monthly, in particular payroll: twelve times the agreed monthly fees;
- for a service charged on a time basis with no fixed fee or budget agreed: the fees corresponding to the time spent on the matter concerned, at the agreed rate, during the twelve months preceding the event giving rise to the damage.
Where the fees actually paid for that service are higher, they constitute the limit. Fees are understood excluding VAT. Third-party costs recharged to the Client are not included in this calculation. Several instances of damage resulting from the same cause or the same error constitute a single event giving rise to damage.
This limitation does not apply in cases of wilful misconduct or gross negligence, nor to any other liability that the law does not allow to be limited.
SPTS is not liable for consequences attributable to inaccurate, incomplete or late information or documents provided by the Client, nor for decisions taken by the Client against its advice. SPTS remains liable for its own failings.
End of the engagement
The engagement is entered into for an indefinite period, unless otherwise agreed. Either party may terminate the engagement at any time in accordance with art. 404 CO. To make proof and the organisation of the end of the engagement easier, SPTS recommends giving notice of termination by post or by email. A party that terminates at an inopportune time compensates the other for the resulting damage (art. 404 para. 2 CO). Services performed and expenses incurred until the end of the engagement remain payable.
At the end of the engagement, SPTS returns to the Client the documents it provided and anything SPTS received on its behalf (art. 400 CO). At the Client's request, it passes to the new adviser the items prepared during the engagement that are needed for the continuity of the file. It keeps the copies it is required by law to retain.
Changes to these terms
SPTS may update these terms. The new version applies to new engagements that refer to it. For engagements in progress, any substantial change requires the Client's agreement.
Language
These terms exist in French and English. In the event of any discrepancy, the French version prevails.
Governing law and jurisdiction
These terms and the engagements they govern are subject to Swiss law. The place of jurisdiction is Geneva, subject to any mandatory place of jurisdiction provided by law, in particular where consumer protection rules apply (art. 32 and 35 of the Swiss Civil Procedure Code).