GTC

3.3     The client undertakes not to enter into any kind of business relationship with persons or companies that Korb Consulting KG uses to fulfill its contractual obligations during and for a period of three years after termination of this contractual relationship. In particular, the client shall not commission these persons and companies with such or similar consulting services as are also offered by Korb Consulting KG.

4 Duty of the client to provide information / declaration of completeness

4.1     The client shall ensure that the organizational framework conditions for the performance of the consultancy assignment at his place of business permit work that is as undisturbed as possible and conducive to the rapid progress of the consultancy process.

4.2     The client shall also provide Korb Consulting KG with comprehensive information about previous and/or ongoing consultancy work – including in other specialist areas.

4.3     The client shall ensure that Korb Consulting KG is presented with all documents necessary for the fulfillment and execution of the consultancy assignment in a timely manner, even without a specific request to do so, and that it is informed of all processes and circumstances that are of significance for the execution of the consultancy assignment. This also applies to all documents, processes and circumstances that only become known during the work of the consultant or trainer.

4.4     The client shall ensure that his employees and any employee representatives (works council) established by law are informed by Korb Consulting KG prior to the commencement of its activities.

5 Ensuring independence

5.1     The contracting parties undertake to be mutually loyal.

5.2     The contracting parties shall mutually undertake to take all precautions that are suitable to prevent the independence of the commissioned third parties and employees of Korb Consulting KG from being jeopardized. This shall apply in particular to offers of employment by the client or the acceptance of orders for the client’s own account.

6 Reporting / Duty to report

6.1     Korb Consulting KG undertakes to report to the client on the progress of its work, that of its employees and, where applicable, that of commissioned third parties.

6.2     The Client shall receive the final report within a reasonable period of time, i.e. two to four weeks, depending on the type of consulting assignment, after completion of the assignment.

6.3     Korb Consulting KG shall be free from instructions in the production of the agreed work and shall act at its own discretion and under its own responsibility. It, its employees and commissioned third parties shall not be bound to any particular place of work or any particular working hours.

7 Protection of intellectual property

7.1     The copyrights to the works created by Korb Consulting KG and its employees and commissioned third parties (in particular offers, reports, presentations, analyses, expert opinions, organizational plans, programs, training documents, service descriptions, drafts, calculations, drawings, data carriers, software, etc.) shall remain with Korb Consulting KG. They may only be used by the client during and after termination of the contractual relationship for purposes covered by the contract. In this respect, the client shall not be entitled to reproduce and/or distribute the work(s) without the express consent of Korb Consulting KG. Under no circumstances shall any unauthorized reproduction/distribution of the work give rise to any liability on the part of Korb Consulting KG – in particular for the accuracy of the work – vis-à-vis third parties.

7.2     Violation of these provisions by the client shall entitle Korb Consulting KG to terminate the contractual relationship prematurely with immediate effect and to assert other statutory claims, in particular for injunctive relief and/or damages.

8 Warranty

8.1     Korb Consulting KG shall be entitled and obliged, regardless of fault, to rectify any inaccuracies and defects in its services that become known. It shall inform the client of this immediately.

8.2     This entitlement of the Client shall expire six months after the provision of the respective service.

9 Liability / Compensation

9.1     Korb Consulting KG shall only be liable to the client for damages – with the exception of personal injury – in the event of gross negligence (intent or gross negligence). This shall also apply mutatis mutandis to damages attributable to third parties engaged by Korb Consulting KG.

9.2     Claims for damages by the client can only be asserted in court within six months of knowledge of the damage and the party causing the damage, but at the latest within three years of the event giving rise to the claim.

9.3     The client must provide proof that the damage is attributable to the fault of the contractor.

9.4     If Korb Consulting KG performs the work with the assistance of third parties and warranty and/or liability claims arise against these third parties in this context, Korb Consulting KG shall assign these claims to the client. In this case, the client shall give priority to these third parties.

10 Confidentiality / Data protection

10.1     Korb Consulting KG undertakes to maintain absolute confidentiality about all business matters of which it becomes aware, in particular business and trade secrets, as well as any information it receives about the nature, scope of operations and practical activities of the client.

10.2     Furthermore, Korb Consulting KG undertakes to maintain confidentiality towards third parties regarding the entire content of the work as well as all information and circumstances that it has received in connection with the creation of the work, in particular also regarding the data of the client’s clients.

10.3     Korb Consulting KG shall be released from the duty of confidentiality towards any assistants and representatives it uses. However, it shall impose the duty of confidentiality on them in full and shall be liable for their breach of the duty of confidentiality in the same way as for its own breach.

10.4     The duty of confidentiality shall extend indefinitely beyond the end of this contractual relationship.

10.5     Korb Consulting KG shall be entitled to process personal data entrusted to it within the scope of the purpose of the contractual relationship. The client shall guarantee the contractor that all necessary measures have been taken for this purpose, in particular those within the meaning of the Data Protection Act, such as declarations of consent from the data subjects.

10.6     Korb Consulting KG reserves the right to place the names, Internet addresses and type of services of clients on a reference list and to make these available to other clients and interested parties on request. At the express written request of the client, the client shall not be named in the reference list.

11 Fee

11.1     After completion of the agreed work, Korb Consulting KG shall receive a fee in accordance with the agreement between the client and Korb Consulting KG. It shall be entitled to submit interim invoices in accordance with the progress of the work and to demand payment on account in accordance with the respective progress. The fee shall be due in each case upon invoicing by the Contractor.

11.2     Unless expressly stated otherwise, all prices quoted by Korb Consulting KG are exclusive of VAT. In the event of invoicing, the statutory value added tax shall be added to these prices.

11.3     Korb Consulting KG shall issue an invoice entitling the client to deduct input tax with all legally required features.

11.4     Any cash outlays, expenses, travel costs, etc. incurred shall be additionally reimbursed by the client against an invoice from Korb Consulting KG.

11.5     Korb Consulting KG shall be entitled to charge interest on arrears at a rate of 12% p.a. even in the event of default of payment through no fault of its own.

11.6     All costs necessary for appropriate legal action shall be charged directly.

11.7     The client shall not be entitled to withhold payments or to offset them against any counterclaims unless these have been recognized by us or have been legally established.

11.8     If the agreed work is not carried out for reasons on the part of the client, or due to a justified premature termination of the contractual relationship by Korb Consulting KG, the contractor shall retain the right to payment of the entire agreed fee less expenses saved. In the event that an hourly fee is agreed, the fee shall be paid for the number of hours that could have been expected for the entire agreed work, less the expenses saved. The expenses saved shall be agreed at a flat rate of 30 percent of the fee for those services which the Contractor has not yet provided by the date of termination of the contractual relationship.

11.9     In the event of non-payment of interim invoices, Korb Consulting KG shall be released from its obligation to provide further services. However, this shall not affect the assertion of further claims resulting from non-payment.

12 Electronic invoicing

12.1     Korb Consulting KG shall also be entitled to send invoices to the client in electronic form. The client expressly agrees to the sending of invoices in electronic form by Korb Consulting KG.

13 Duration of the contract

13.1     This contract shall generally end upon completion of the project.

13.2     Notwithstanding this, the contract may be terminated by either party at any time for good cause without observing a period of notice. Good cause shall be deemed to exist in particular
– if a contractual partner breaches material contractual obligations or
– if insolvency proceedings are opened against a contractual partner or the bankruptcy petition is dismissed for lack of assets to cover costs.

14 final provisions

14.1     The contracting parties confirm that they have provided all information in the contract conscientiously and truthfully and undertake to notify each other immediately of any changes.

14.2     Amendments to the contract and these GTC must be made in writing, as must any waiver of this formal requirement. There are no verbal collateral agreements.

14.3     This contract shall be governed by Austrian substantive law to the exclusion of the conflict of law rules of private international law. The place of performance shall be the registered office of Korb Consulting KG, Perchtoldsdorf. The place of jurisdiction shall be the competent court in Perchtoldsdorf.

14.4     If the English version of the GTC differs from the German version, the German version shall be binding.