1. General principles / scope

 

1.1      For all legal transactions between the client and MP-Management Consulting (management consultant) - hereinafter only the term MP-Management Consulting is used - these General Terms and Conditions apply exclusively. The version valid at the time the contract is concluded is decisive.

 

1.2      These general terms and conditions also apply to all future contractual relationships, even if they are not expressly referred to in additional contracts.

 

1.3      Conflicting general terms and conditions of the client are invalid unless they are expressly recognized in writing by MP-Management Consulting.

 

1.4      In the event that individual provisions of these General Terms and Conditions should be and/or become invalid, this shall not affect the validity of the remaining provisions and the contracts concluded on the basis of them. The ineffective provision is to be replaced by an effective provision that comes closest in meaning and economic purpose.

 

2. Scope of the consulting assignment / representation

 

2.1      The scope of a concrete consulting order is contractually agreed in each individual case.

 

2.2      MP-Management Consulting is entitled to have the tasks incumbent on him/her performed in whole or in part by third parties. The third party is paid exclusively by MP-Management Consulting itself. There is no direct contractual relationship of any kind between the third party and the client.

 

2.3      The client undertakes not to enter into any business relationship of any kind with persons or companies that MP-Management Consulting uses to fulfill its contractual obligations during or for a period of three years after the end of this contractual relationship. In particular, the client will not commission these persons and companies with such or similar consulting services that MP-Management Consulting also offers.

 

3. Obligation of the client to provide information: in / declaration of completeness

 

3.1      The client ensures that the organizational framework conditions when fulfilling the consulting assignment at his/her place of business allow work to be carried out as undisturbed as possible, which is conducive to the rapid progress of the consulting process.

 

3.2      The client will also provide MP Management Consulting with comprehensive information about previous and/or ongoing consultations - also in other specialist areas.

 

3.3      The client ensures that all documents necessary for the fulfillment and execution of the consulting contract are presented to MP-Management Consulting in a timely manner, even without his/her special request, and that he/she is informed of all processes and circumstances that are necessary for the execution of the consulting assignment are important. This also applies to all documents, processes and circumstances that only become known during the work of the consultant.

 

3.4      The client ensures that his/her employees and the employee representation (works council) provided for by law and set up if necessary are informed by the contractor before the start of his/her work.

 

4. Securing Independence

 

4.1      The contracting parties undertake to be loyal to one another.

 

4.2      The contracting parties mutually undertake to take all precautions that are suitable to prevent the independence of the commissioned third parties and employees of the contractor from being endangered. This applies in particular to offers by the client for employment or the acceptance of orders for their own account.

 

5. Reporting / Duty to Report

 

5.1      The MP-Management Consulting undertakes to report on his/her work, that of his/her employees and, if necessary, also the commissioned third parties according to the work progress according to the client.

 

5.2      The client will receive the final report within a reasonable period of time, i.e. two to four weeks, depending on the type and scope of the consulting assignment after completion of the assignment.

 

5.3      The MP-Management Consulting is not subject to instructions in the production of the agreed work, acts at its own discretion and on its own responsibility. He/she is not tied to a specific place of work or specific working hours.

 

6. Intellectual Property Protection

 

6.1      The copyrights to the works created by MP-Management Consulting and its employees and commissioned third parties (in particular offers, reports, analyses, expert opinions, organizational plans, programs, service descriptions, drafts, calculations, drawings, data carriers, etc.) remain with MP-Management Consulting. They may only be used by the client during and after the end of the contractual relationship for purposes covered by the contract. In this respect, the client is not entitled to reproduce and/or distribute the work(s) without the express consent of the contractor. Under no circumstances will the contractor be liable to third parties as a result of unauthorized duplication/distribution of the work - in particular for the correctness of the work.

 

6.2      The client's violation of these provisions entitles MP-Management Consulting to terminate the contractual relationship immediately and prematurely and to assert other legal claims, in particular for injunctive relief and/or damages.

 

7. Warranty

 

7.1      Irrespective of fault, MP-Management Consulting is entitled and obliged to rectify any inaccuracies and defects that become known within the framework of the statutory warranty on its performance. He/she will inform the client of this immediately.

 

7.2      This claim of the client expires six months after the respective service has been rendered.

 

8. Liability / Damages

 

8.1      MP-Management Consulting is liable to the client for damage - with the exception of personal injury - only in the event of gross negligence (intent or gross negligence). This also applies to damage caused by third parties called in by MP-Management Consulting.

 

8.2      Claims for damages by the client can only be asserted in court within six months of becoming aware of the damage and the damaging party, but no later than within three years of the event giving rise to the claim.

 

8.3      The client must provide evidence that the damage is due to the fault of the contractor.

 

8.4      If MP-Management Consulting performs the work with the help of third parties and warranty and/or liability claims arise against these third parties in this context, MP-Management Consulting assigns these claims to the client. In this case, the client will primarily rely on these third parties.

 

9. Confidentiality / Data Protection

 

9.1      The MP-Management Consulting undertakes to maintain strict confidentiality about all business matters of which he/she becomes aware, in particular business and trade secrets as well as any information that he/she receives about the type, scope of operations and practical activities of the client .

 

9.2      Furthermore, the MP-Management Consulting undertakes to keep the entire content of the work and all information and circumstances that he/she received in connection with the creation of the work, in particular the data of clients of the client :in to maintain secrecy towards third parties.

 

9.3      MP-Management Consulting is released from the duty of confidentiality towards any assistants and deputies he/she uses. However, he/she has to transfer the confidentiality obligation to them completely and is liable for their violation of the confidentiality obligation as for their own violation.

 

9.4      The duty of confidentiality extends indefinitely beyond the end of this contractual relationship. Exceptions exist in the case of statutory obligations to provide information.

 

9.5      MP-Management Consulting is entitled to process personal data entrusted to him/her within the scope of the purpose of the contractual relationship. The client warrants to MP-Management Consulting that all necessary measures, in particular those within the meaning of the Data Protection Act, such as declarations of consent by those affected, have been taken.

 

 

10. Fee

 

10.1     After completion of the agreed work, MP-Management Consulting receives a fee according to the agreement between the client and MP-Management Consulting. MP-Management Consulting is entitled to issue interim accounts according to the progress of work and to request advance payments corresponding to the respective progress. The fee is due upon invoicing by MP Management Consulting.

 

10.2     MP-Management Consulting will issue an invoice with all legally required features that entitles you to deduct input tax.

 

10.3     Any cash outlays, expenses, travel expenses, etc. are to be additionally reimbursed by the client against the contractor’s invoice.

 

10.4     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 MP-Management Consulting, MP-Management Consulting retains the right to payment the entire agreed fee minus saved expenses. If an hourly fee is agreed, the fee is to be paid for the number of hours expected for the entire agreed work, less the expenses saved. The expenses saved are agreed at a flat rate of 30 percent of the fee for those services that MP-Management Consulting has not yet provided by the day the contractual relationship ends.

 

10.5     In the event of non-payment of interim bills, MP-Management Consulting is released from his/her obligation to provide further services. However, this does not affect the assertion of further claims resulting from non-payment.

 

11. Electronic invoicing

 

11.1     MP-Management Consulting is entitled to send the client: In invoices also in electronic form. The client expressly agrees to MP-Management Consulting sending invoices in electronic form.

 

12. Duration of Contract

 

12.1     In principle, this contract ends with the completion of the project and the corresponding accounting.

 

12.2     Irrespective of this, the contract can be terminated by either party at any time for important reasons without observing a period of notice. An important reason is, in particular,

 

• If a contracting party breaches material contractual obligations, or

• if a contracting party defaults on payment after the opening of insolvency proceedings, or

• if there are legitimate concerns about the creditworthiness of a contracting party for which no insolvency proceedings have been opened and this party does not make any advance payments at the request of the contractor or provide suitable security before the contractor performs and the poor financial situation of the other contracting party were not known at the time the contract was concluded.

13. Final Provisions

 

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

 

13.2     Changes to the contract and these GTC must be in writing; as well as a waiver of this formal requirement. Verbal collateral agreements do not exist.

 

13.3     Substantive Austrian law is applicable to this contract, excluding the reference standards of private international law and the UN Sales Convention. The place of performance is the place of business establishment of the contractor. The court at the place of business of the contractor is responsible for disputes.

 

 

The Association for Management Consulting, Accounting and Information Technology recommends the following mediation clause as a business-friendly means of dispute resolution:

 

(1) In the event of disputes arising from this contract that cannot be settled by mutual agreement, the contracting parties mutually agree to involve registered mediators (ZivMediatG) with a focus on business mediation from the list of the Ministry of Justice for the out-of-court settlement of the conflict. If no agreement can be reached on the selection of the business mediators or on the content, this will take place at the earliest one month after the failure of the negotiations

legal action initiated.

 

(2) In the event that mediation does not take place or is aborted, Austrian law applies to any court proceedings that may have been initiated.

All necessary expenses incurred as a result of previous mediation, in particular those for legal advisors consulted, can be claimed as “pre-trial costs” in court or arbitration proceedings as agreed.