1. General Principles / Scope of Application
1.1 These General Terms and Conditions shall apply exclusively to all legal transactions G. Halmschlager GmbH (“GH Paper Technology Consulting”) and those persons who use GH Paper Technology Consulting´s consultancy services (hereinafter the “Client”), together hereinafter the “Parties”.
1.2 These General Terms and Conditions shall also apply to all future contractual relationships, thus even if not expressly referred to.
1.3 Any conflicting General Terms and Conditions of the Client shall be invalid unless expressly accepted by the Contractor in writing.
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 thereof. The invalid provision shall be replaced by a valid provision which comes as close as possible to its meaning and economic purpose.
2. Scope of the Consulting Order / Substitution
2.1 The Parties shall agree on the scope of consulting service to be provided by GH Paper Technology Consulting in each individual case.
2.2 Written results from the services provided by GH Paper Technology Consulting (hereinafter “reports”) are intended for the exclusive use of the Client only. No other person or entity is permitted to use such report unless otherwise agreed in writing by GH Paper Technology Consulting.
2.3 All information in such reports is confidential. The recipient may disclose the information contained in the report to management, officers, employees within the recipient’s organisation or other consultants, provided that the recipient informs such persons of the confidentiality of such reports and ensures their compliance therewith. Any other use of such reports is strictly prohibited.
2.4 GH Paper Technology Consulting shall be entitled to engage third parties to perform its services.
3. Client´s duties
3.1 Client shall ensure that all documents necessary for the performance and execution of the consulting service are provided to GH Paper Technology Consulting in a timely manner, even without GH Paper Technology Consulting ´s special request, and that GH Paper Technology Consulting is informed of all processes and circumstances that are of importance for the provision of the consulting service. This shall also apply to all documents, processes and circumstances which only become known during the provision of the service by GH Paper Technology Consulting.
3.2 Client shall also fully inform GH Paper Technology Consulting about previously performed and/or ongoing consultations - also in other areas of expertise.
4. Intellectual Property
4.1 The copyrights and other intellectual property rights to the works created by GH Paper Technology Consulting and its employees and commissioned third parties shall remain with GH Paper Technology Consulting. Client shall not be entitled to reproduce and/or distribute the work(s) without the express consent of GH Paper Technology Consulting. Under no circumstances, an unauthorized reproduction/dissemination of such works shall give rise to any liability on the part of GH Paper Technology Consulting vis-à-vis third parties.
5. Indemnity and Warranty
5.1 Nothing in GH Paper Technology Consulting´s reports is or shall be construed as a promise or prediction of future results or events. Reports are being prepared by GH Paper Technology Consulting on available and accessible information at the time of preparation with no obligation to update such reports. Reports partly are based on information and facts beyond the control of GH Paper Technology Consulting. Estimates, numbers, and figures are subject to change and may differ from those described depending on various parameters.
5.2 GH Paper Technology Consulting shall be liable to the Client for damages - with the exception of personal injuries - only in the event of intent or gross negligence. This shall also apply mutatis mutandis to damages caused by third parties engaged by GH Paper Technology Consulting. GH Paper Technology Consulting´s liability for indirect damages or consequential damages as well as in general unforeseeable damages shall be excluded to the maximum extent permitted by law.
5.3 In any case, GH Paper Technology Consulting´s liability shall be limited to the order value of the respective service.
5.4 Claims for damages may be asserted by the Client through the competent court within six months after knowledge of the damage and the damaging party, claims under warranty within six months after provision of the respective service.
5.5 In the event that claims for damages are asserted, the Client shall in each case furnish proof of all facts on which the Client´s claim is bases, in particular that the damage is attributable to fault on the part of GH Paper Technology Consulting.
6. Fees and Invoicing
6.1 GH Paper Technology Consulting shall be entitled to a fee agreed between the parties. GH Paper Technology Consulting shall be entitled to submit interim invoices in accordance with the progress of the service. The fee shall be due upon submission of the invoice by GH Paper Technology Consulting.
6.2 Any cash expenses, out-of-pocket expenses, travel expenses, etc. incurred shall be reimbursed additionally by the Client upon submission of an invoice by the GH Paper Technology Consulting.
7. Governing Law and Jurisdiction
The contractual relationship between the Parties shall be governed exclusively by Austrian law; the exclusive jurisdiction of the competent courts in Krems shall apply.