General Terms and Conditions

§ 1 Scope of Application

(1) These General Terms and Conditions (GTC) apply to all contracts between ARTORIUS, represented by Thomas Scislowski, Bussardweg 18, 41468 Neuss (hereinafter "Contractor") and the Client for consulting services.

(2) Deviating, conflicting, or supplementary General Terms and Conditions of the Client shall only become part of the contract if and insofar as the Contractor has expressly agreed to their validity in writing.

§ 2 Subject Matter of the Contract

(1) The Contractor provides consulting services in the areas of IT transformation, security governance, program management, and interim management.

(2) The type and scope of services are defined in the respective individual contract or proposal.

§ 3 Remuneration

(1) Remuneration is based on the respective proposal or individual contract.

(2) All prices are exclusive of statutory value added tax.

(3) Travel costs and expenses are charged at actual cost, unless otherwise agreed.

(4) Invoices are due for payment within 14 days of the invoice date without deduction, unless otherwise agreed.

§ 4 Client's Duties to Cooperate

(1) The Client shall provide the Contractor with all information, documents, and access required for the execution of the assignment in a timely manner.

(2) The Client shall designate a contact person who is authorized to make decisions on all project matters.

(3) The Client shall ensure that the necessary coordination and approvals are made in a timely manner.

§ 5 Confidentiality

(1) Both parties undertake to keep confidential all confidential information of the other party obtained in the course of the cooperation and not to disclose it to third parties.

(2) This obligation shall continue to apply after termination of the contract.

(3) Information that is or becomes publicly known without any breach of duty is excluded from the confidentiality obligation.

§ 6 Rights of Use

(1) Upon full payment of the agreed remuneration, the Contractor grants the Client a simple, temporally and spatially unlimited right of use to the work results created within the scope of the assignment.

(2) Pre-existing rights, in particular to methods, tools, and know-how of the Contractor, remain with the Contractor.

§ 7 Liability

(1) The Contractor shall only be liable for damages in cases of intent and gross negligence.

(2) In cases of slight negligence, the Contractor shall only be liable for breach of essential contractual obligations (cardinal obligations).

(3) Liability is limited to the typical, foreseeable damage under the contract.

(4) The above limitations of liability do not apply to damages resulting from injury to life, body, or health.

§ 8 Term and Termination

(1) The contract term is determined by the respective individual contract.

(2) For contracts without a fixed term, the contractual relationship may be terminated by either party with 4 weeks' notice to the end of the month.

(3) The right to extraordinary termination for good cause remains unaffected.

§ 9 Data Protection

(1) Both parties undertake to comply with the applicable data protection laws.

(2) If the Contractor processes personal data of the Client within the scope of the assignment, a separate data processing agreement shall be concluded.