GENERAL TERMS AND CONDITIONS
OF KAROLA SAKOTNIK CREATING CULTURE E.U.
(AS OF: 08/2022)
I. SCOPE OF APPLICATION
Karola Sakotnik creating culture e.U. (hereinafter referred to as KScc), develops and offers tailor-made lectures, concepts, programmes, trainings and coachings with regard to culture development, leadership development, experience and learning design, regional development, strategic staging and the advanced training of leaders and specialists. KScc’s other areas of activity include business coaching, artistic staging and performance, and online coaching, blogging and consultancy. To this end, the main focus is on the development of human skills in the professional environment, for managers and the employees who are to develop them in the client company in order to improve the performance of the organisation. Interview techniques, mental training or embodiment techniques are used for this purpose. Furthermore, an assessment of the implementation possibilities and the elaboration and implementation of lectures and individual programmes will be carried out, which will lead to inspiration and subsequently to a sustainable development of skills and competences. The services of KScc defined under points 1. and 2. are provided exclusively on the basis of the following General Terms and Conditions and the respective provisions of the contracts concluded individually by KScc, whereby provisions in the individual contracts which deviate from the provisions of the General Terms and Conditions take precedence. KScc does not recognise conflicting terms and conditions of the Customer or terms and conditions of the Customer deviating from the above-mentioned terms and conditions, unless KScc has expressly agreed to their validity in writing. Amendments and supplements to any contract concluded by KScc must be in writing. This also applies to any agreed departure from the written form. Commitments and subsidiary agreements require written confirmation by KScc.
II. CONCLUSION OF CONTRACT
The contract is concluded by acceptance by signature, date and company stamp of the contract offer prepared by KScc and return of the original. KScc’s offers are valid for three months from the date of issue.
III. SCOPE OF PERFORMANCE, CHANGE OF PERFORMANCE, DEADLINES
The scope of performance is stipulated in detail in the offer or contract and the performance of KScc is limited to the agreed items. Subsequent services requested by the Customer require a separate written agreement and – unless otherwise agreed in the original contract – are to be invoiced separately. In the event of the Customer’s service requests deviating in part or in full from the offer or contract, KScc shall examine the effects with regard to remuneration, additional expenditure and scheduling before order confirmation. In this case, KScc reserves the right to reject the order in the event of collisions of interest with other projects etc. KScc shall not be responsible for delays in performance due to force majeure and circumstances in the Customer’s area of responsibility. KScc is entitled to postpone the provision of the service concerned by the duration of the hindrance plus a reasonable start-up period. KScc has the right to include the project in KScc’s reference list. In addition, KScc may publicly reproduce the services rendered or project successes for demonstration purposes or refer to them, if the Customer does not assert and prove any opposing justified interest.
IV. REMUNERATION, TERMS OF PAYMENT
All contractually agreed remuneration is in euros plus the current statutory value added tax, unless otherwise stated. Accommodation and meals are charged separately for agreed services. For special activities, transfer costs, third-party costs such as rental fees for materials etc. will be charged on. Travel expenses will be invoiced according to receipts or with official mileage allowance per kilometre. If services are rendered by KScc within the scope of a project budget without an individual quotation, completed services are due immediately after invoicing by KScc, no discount is granted. The agreement of partial invoicing dates or fee advances remains reserved for the respective individual contract. Debt-discharging payments are due 7 days after invoicing without any deduction and are to be paid free of charges to the account specified by KScc. A payment shall be deemed made on the day on which KScc can dispose of it. Upon payment of the invoice or the last partial invoice by the Customer, all services rendered by KScc shall be deemed accepted and approved. In the case of partial invoicing, the corresponding partial payments are due 7 days after receipt of the respective invoice. Objections to the amount of the invoice must be notified in writing within 7 days, failing which the invoice shall be deemed approved. If the payment dates are exceeded, interest on arrears amounting to 8 % above the base interest rate of the European Central Bank applicable at the time shall be deemed to have been agreed. The charging of additionally incurred costs, in particular for reminder and collection fees as well as lawyer’s fees, shall be deemed agreed. The right to assert further damages remains unaffected. KScc shall be entitled, despite the Customer’s provisions to the contrary, to set off payments first against the Customer’s oldest debts. If costs and interest have already arisen as a result of default, KScc shall be entitled to set off the payment first against the costs, then against the interest and finally against the main performance. Offsetting or assertion of a right of retention due to counterclaims not recognised by KScc or not legally established is excluded. If no remuneration agreements have been made for a service which the Customer could not, according to the circumstances, expect without remuneration, the usual remuneration for these services shall be paid.
Orders or individual interventions (seminars) firmly placed by the client may be cancelled free of charge within 90 days prior to commencement. For cancellations between 60 and 90 days prior to the start of the seminar, 30 between 30 and 59 days before the start of the seminar: 50%. less than 30 days before the start date 100 of the order value will be charged. Illness: In the event of illness of the KScc lecturer, an alternative date will be agreed or an attempt will be made to provide a replacement, particularly with regard to content. Cancellation and postponement of coaching sessions online and offline: except in the case of illness or force majeure, a cancellation or postponement of the appointment is deemed to have been agreed at least 24 hours in advance. Canceled appointments will be charged or considered postponed. In the case of coaching packages, the last possible postponement is the end date of the package.
VI. WARRANTY, LIABILITY
KScc does not provide any warranty, unless otherwise stipulated by mandatory law or by express provisions in these General Terms and Conditions or in the individually concluded contracts. KScc shall only be liable for damage in the event of gross negligence and intent. Liability for gross negligence is limited to the liability insurance sum available for the specific case of damage, unless mandatory statutory provisions conflict with this limitation. Liability for slight negligence is excluded. KScc shall not be liable for consequential damage, insofar as this limitation of liability does not conflict with mandatory statutory provisions. KScc shall only be liable for third parties commissioned with partial services with the knowledge of the Customer, who are neither employees nor partners, in the event of fault in selection. KScc shall only be liable to the Customer, not to third parties. The Customer is obliged to expressly draw the attention of third parties who come into contact with the services of KScc due to the Customer’s involvement to this circumstance.
VII. INDUSTRIAL PROPERTY RIGHTS AND COPYRIGHTS OF THIRD PARTIES
Programmes, training material, documents etc. of KScc are protected by copyright and may only be used within the company of the respective Customer and only in the country in which the Customer has his registered office or which has been expressly agreed. Any complete or partial duplication of training material or documents (e.g. documentation, etc.) or publication is only permitted with the written consent of KScc; likewise the passing on and repeated use, by third parties or the Customer himself. In any case, an annual usage fee is to be agreed and paid in advance for the coming year. Insofar as learning elements are made available online or on the client’s systems, these elements may only be made available for viewing by the persons participating in the respective courses (this means the non-negotiable prohibition of downloads and the passing on of access or publication). Insofar as learning elements – depending on the contract – are not made permanently available to the Customer, the Customer is obliged to delete all learning elements from his systems or to place them offline after expiry of the agreed period. The Customer undertakes to indemnify and hold KScc harmless with regard to the above-mentioned points. Learning elements which are made available on the Customer’s systems contain the KScc logo as well as the Customer’s logo as a clear identification. If such learning elements are made accessible to unauthorised persons in any way whatsoever without the consent of KScc, KScc reserves the right to charge a penalty for this learning content in the amount of the agreed licence fee.
VIII. WITHDRAWAL FROM THE CONTRACT
The Customer may withdraw from the contract in writing after setting a reasonable period of grace, if there is a delay attributable to gross negligence on the part of KScc and the reasonable period of grace has also expired without success. Irrespective of other rights, KScc is entitled to withdraw from the contract without further grace period, if the performance of the service or the start or continuation of the project handling is impossible for reasons for which the Customer is responsible, or is further delayed despite the setting of a reasonable period of grace, if doubts have arisen as to the Customer’s solvency and the Customer, at KScc’s request, neither makes an advance payment nor provides suitable security, if insolvency proceedings are instituted against the Customer’s assets or an order to institute insolvency proceedings is rejected for lack of sufficient assets. Withdrawal may also be declared with regard to an outstanding part of the delivery or service for the above reasons. Irrespective of KScc’s claims for damages including pre-litigation costs, in the event of withdrawal services or partial services already rendered shall be settled and paid in accordance with the contract. This shall also apply to preparatory actions performed by KScc. Other consequences of withdrawal are excluded.
IX. CHOICE OF LAW AND PLACE OF JURISDICTION
The Customer is not entitled to assign his claims from the contract. Unless otherwise agreed, the substantive law of the Republic of Austria shall apply to the exclusion of the rules on further reference. For legal disputes arising from or in connection with the contractual relationship governed by the General Terms and Conditions, including disputes about its validity, the exclusive jurisdiction of the court with subject-matter jurisdiction at the Austrian registered office of KScc is agreed, insofar as this does not conflict with mandatory law. KScc shall, however, also be entitled to bring claims against the Customer before any other court in Austria or abroad in whose jurisdiction the Customer has his registered office, residence, branch or assets. In relation to customers who are consumers within the meaning of the Consumer Protection Act, the jurisdiction provision of section 14 of the Consumer Protection Act shall apply.
X. GENERAL PROVISIONS
The Customer expressly agrees that KScc processes, transfers or transmits the personal data relating to the Customer and/or his company (within the meaning of the Data Protection Act and/or the DSGVO) to the extent that this is necessary and expedient for the fulfilment of the assigned agendas or results from legal obligations of KScc. Declarations to be made according to these General Terms and Conditions may – unless otherwise stipulated in individual contracts – also be made by e-mail. Unless otherwise instructed in writing by the Customer, KScc shall be entitled to handle e-mail communication with the Customer in non-encrypted form. The Customer declares that he is informed of the associated risks (in particular access, secrecy, alteration of messages in the course of transmission) and, being aware of the risks, agrees that the e-mail traffic is not carried out in encrypted form. If one or more provisions of these General Terms and Conditions should be or become legally ineffective, violate mandatory law or if these General Terms and Conditions contain a loophole, the contracting parties shall replace or supplement the ineffective, contestable or incomplete provision by appropriate provisions which correspond as far as possible to the economic purpose of the intended provision. The validity of the remaining provisions shall remain unaffected thereby.