Skip to Content

Terms and Conditions

1. General Principles / Scope

(1) These General Terms and Conditions (GTCs) apply exclusively to all legal transactions between the client and the contractor (management consultant) – hereinafter referred to as "contractor." The version valid at the time of the conclusion of the contract is applicable.​

 (2) These General Terms and Conditions also apply to all future contractual relationships, even if no express reference is made to them in supplementary contracts.

 (3) Conflicting General Terms and Conditions of the client are invalid unless they are expressly recognized in writing by the contractor.

 (4) If individual provisions of these General Terms and Conditions are or become invalid, this does not affect the validity of the remaining provisions and the contracts concluded under their application. The invalid provision shall be replaced by a valid provision that comes closest in meaning and economic purpose.

2. Scope of the Consulting Assignment / Representation

(1) The scope of a specific consulting assignment is contractually agreed upon in each individual case.

(2) The contractor is entitled to have the tasks assigned to them performed in whole or in part by third parties. Payment to the third party is made exclusively by the contractor. No direct contractual relationship of any kind is established between the third party and the client.

(3) The client agrees not to enter into any business relationship of any kind, with persons or companies used by the contractor to fulfill their contractual obligations during and up to three years after the termination of this contractual relationship. The client will not engage these persons or companies, particularly for similar consulting services offered by the contractor.

3. Client's Duty to Inform / Declaration of Completeness

(1) The client ensures that the organizational framework conditions at their business premises allow for the most undisturbed working environment conducive to the rapid progress of the consulting process.

 (2) The client will comprehensively inform the contractor about any prior and/or ongoing consultations – even in other fields.

 (3) The client ensures that all documents necessary for the fulfillment and execution of the consulting assignment are provided to the contractor in a timely manner without special request and that they are informed of all processes and circumstances that are significant for the execution of the consulting assignment. This also applies to all documents, processes, and circumstances that become known during the consultant's activity.

 (4) The client ensures that their employees and the legally provided and possibly established employee representation (works council) are informed of the consultant's activities before the commencement of the contractor's work.

4. Ensuring Independence

(1) The contracting parties commit to mutual loyalty.

 (2) The contracting parties mutually agree to take all precautions to prevent any threats to the independence of third parties and the contractor's employees. This particularly applies to offers from the client for employment or the acceptance of assignments on their own account.

5. Reporting / Obligation to Report

(1) The contractor is obliged to report to the client on their work, that of their employees, and, if applicable, third parties commissioned by them, according to the progress of the work.

 (2) The final report is provided to the client within a reasonable time frame, i.e., two to four weeks, depending on the nature and scope of the consulting assignment after the conclusion of the assignment.

 (3) The contractor is independent in creating the agreed work, acts at their own discretion and responsibility, and is not bound to a specific place of work or working hours.

6. Protection of Intellectual Property

(1) The copyrights to works created by the contractor and their employees and commissioned third parties (in particular, offers, reports, analyses, expert opinions, organizational plans, programs, performance descriptions, drafts, calculations, drawings, data carriers, etc.) remain with the contractor. They may only be used by the client during and after the end of the contractual relationship for purposes covered by the contract. The client is not entitled to reproduce or distribute the work(s) without the contractor's express consent. Unauthorized reproduction/distribution of the work does not create liability for the contractor – especially for the accuracy of the work – to third parties.

 (2) Der Verstoß des Auftraggebers gegen diese Bestimmungen berechtigt den Auftragnehmer zur sofortigen vorzeitigen Beendigung des Vertragsverhältnisses und zur Geltendmachung anderer gesetzlicher Ansprüche, insbesondere auf Unterlassung und/oder Schadenersatz.

7. Warranty

(1) The contractor is entitled and obliged, regardless of fault, to correct any inaccuracies and defects in their performance within the scope of the statutory warranty. They will promptly inform the client of this.

 (2) Dieser Anspruch des Auftraggebers erlischt nach sechs Monaten nach Erbringen der jeweiligen Leistung.

8. Liability / Damages

(1) The contractor is only liable to the client for damages – except for personal injury – in cases of gross negligence (intent or gross negligence). This applies similarly to damages caused by third parties engaged by the contractor.

 (2) The client's claims for damages can only be asserted in court within six months of becoming aware of the damage and the party responsible, but no later than three years after the event giving rise to the claim.

 (3) The client must provide proof that the damage is due to the contractor's fault.

 (4) If the contractor provides the work with the help of third parties and warranty and/or liability claims arise in this context against these third parties, the contractor assigns these claims to the client. In this case, the client will primarily hold these third parties liable.

9. Confidentiality / Data Protection

(1) The contractor is obliged to maintain absolute secrecy about all business matters that come to their knowledge, particularly trade and business secrets and any information received about the type, scope of operation, and practical activities of the client.

 (2) The contractor also undertakes to maintain secrecy about the entire content of the work and all information and circumstances that come to their attention in connection with the preparation of the work, particularly about the client's data.

 (3) The contractor is released from the duty of confidentiality towards any assistants and substitutes they use. However, they must fully transfer the duty of confidentiality to them and are liable for any breach of the confidentiality obligation as if it were their own breach.

 (4) The duty of confidentiality extends indefinitely beyond the end of this contractual relationship. Exceptions exist in the case of legally required statements.

 (5) The contractor is entitled to process personal data entrusted to them within the scope of the purpose of the contractual relationship. The client guarantees that all necessary measures have been taken, particularly those in accordance with the Data Protection Act, such as consent declarations by the persons concerned.

 (6) The contractor is entitled to use anonymized customer feedback for marketing purposes unless otherwise explicitly agreed. The contractor guarantees that no personally identifiable information will be used without the customer's prior consent.

10. Fee

(1) After completing the agreed work, the contractor receives a fee according to the agreement between the client and the contractor. The contractor is entitled to issue interim invoices according to the progress of the work and to demand corresponding advance payments. The fee is due upon invoicing by the contractor.

 (2) The contractor will issue an invoice that entitles the client to deduct input tax with all legally required features.

 (3) Cash expenses, costs, travel expenses, etc., incurred are to be reimbursed by the client in addition to the contractor's invoicing.

 (4) If the agreed work is not carried out for reasons attributable to the client, or due to a justified early termination of the contractual relationship by the contractor, the contractor retains the right to payment of the entire agreed fee less saved expenses. In the case of an hourly fee agreement, the fee for the expected number of hours for the entire agreed work, less saved expenses, is to be paid. The saved expenses are agreed at a flat rate of 30 percent of the fee for services not yet provided by the contractor up to the date of termination.

 (5) In the event of non-payment of interim invoices, the contractor is released from their obligation to provide further services. The assertion of further claims arising from non-payment remains unaffected.

11. Electronic Invoicing

(1) The contractor is entitled to send invoices to the client in electronic form. The client expressly agrees to receive invoices in electronic form from the contractor.

12. Duration of the Contract

(1) This contract generally ends with the completion of the project and the corresponding invoicing.

 (2) However, the contract can be terminated at any time by either party without notice for good cause. A good cause is particularly if:

  • If one party violates essential contractual obligations, or
  • If a party falls into arrears after the initiation of insolvency proceedings, or
  • If there are justified concerns about the creditworthiness of a party, for which no insolvency proceedings have been initiated, and this party, at the contractor's request, neither makes advance payments nor provides suitable security before the contractor's performance, and the poor financial circumstances of the other party were not known at the time of the contract conclusion.

13. Dispute Resolution

(1) In the event of disputes arising from this contract that cannot be settled amicably, the contracting parties agree to involve registered mediators (ZivMediatG) specializing in business mediation from the list of the Ministry of Justice for out-of-court settlement. If no agreement can be reached on the selection of business mediators or the content, legal steps will be taken no earlier than one month after the failure of the negotiations.

 (2) In the event of an unsuccessful or aborted mediation, Austrian law applies to any court proceedings.

 (3) All necessary expenses incurred as a result of previous mediation, including those for involved legal advisors, can be claimed in a court or arbitration proceeding as "pre-litigation costs" by agreement.

14. Final Provisions

(1) The contracting parties confirm that all information provided in the contract has been made conscientiously and truthfully, and agree to immediately notify each other of any changes.

 (2) Amendments to the contract and these GTCs must be in writing; the same applies to any waiver of this formal requirement. There are no verbal side agreements.

 (3) This contract is subject to Austrian substantive law, excluding the referral norms of international private law and the UN Sales Convention. The place of performance is the place of the contractor's business establishment. The court at the contractor's place of business has jurisdiction over disputes.

 (4) The contractor reserves the right to change or supplement these GTCs. Changes can be made to respond to changes in business practices, market conditions, technological developments, changes in the law, or other good reasons.

 (5) The client will be informed of significant changes to the GTCs within a reasonable time before they take effect. Clients have the right to object to the changes within 14 days of receiving the notification. If no objection is raised, the amended GTCs are deemed accepted. In the event of an objection, the contractor reserves the right to terminate the contractual relationship, subject to applicable notice periods.

 (6) The notification of changes to the GTCs is made in writing or text form, for example, by email, to the customer's last known address.

 (7) To the extent that designations relating to natural persons are only given in the male form in this contract, they apply equally to persons of any gender. When applying the designation to specific natural persons, the gender-specific form is to be used.