1. Scope and contracting party

These Terms apply to all services, offers, contracts, consulting, projects, deliveries and digital services provided by Teissl Consulting GmbH (the “Provider”) to customers. They apply in particular to business consulting, revenue optimization, IT consulting, web development, software development, AI automation, IT security, hosting, maintenance, courses, training, escrow-related coordination, transaction coordination, accounting/tax-structure-related coordination and finance-, portfolio-, crypto-, real-estate- or investment-related information, to the extent such services may legally be provided.

Conflicting, deviating or supplementary customer terms apply only if the Provider expressly agrees to them in writing. Individual written agreements, offers, specifications or contracts prevail over these Terms.

2. Contract conclusion and scope of services

Unless stated otherwise, offers are valid for 14 calendar days. A contract may be concluded by written or electronic acceptance, electronic signature, confirmation by email or messenger, payment of an invoice or deposit, booking of an appointment, use of provided access credentials or commencement of performance at the customer’s request.

The specific scope of services is determined by the offer, order confirmation, invoice, project plan, service description or separate contract. Website content, initial calls, potential analyses and general information are non-binding and do not constitute a guarantee of specific results.

3. Advisory nature and no guarantee of success

The Provider performs services with appropriate professional care. Unless a specific work result or success has been expressly agreed in writing, the Provider owes a service and not any particular economic, technical, tax, legal, financial or other result.

Statements regarding revenue growth, scaling, savings, returns, security, conversion rates, tax structures, financing, transaction security or similar outcomes are forecasts, experience-based assessments or objectives, not guarantees.

4. Customer cooperation duties

The customer must provide all information, documents, access, content, data, decisions and approvals completely, truthfully and on time. The customer is responsible for the legality of its content, data, images, trademarks, texts, customer data, access credentials, transactions and instructions.

Delays or additional work caused by late, incomplete or incorrect customer cooperation extend deadlines appropriately and must be compensated separately. The customer is responsible for adequate backups of its own systems and data unless otherwise agreed.

5. Fees, payment and default

Fees are determined by the offer, invoice or agreement. Unless stated otherwise, prices are net amounts plus applicable taxes, charges and external costs. Invoices are payable without deduction within 14 calendar days unless stated otherwise.

For project services, the Provider may request deposits, advance payments or milestone payments. Ongoing services such as hosting, maintenance, support, licences, retainers, monitoring or email services are payable in advance.

In the event of late payment, the Provider may claim statutory default interest, reminder costs, enforcement costs and further damages caused by default. The Provider may suspend services, access, hosting, support, domain/email services, handovers and project work until full payment is received. Delivery periods are extended accordingly.

6. Additional services and hourly rate

Changes, new requirements, additional revisions, further coordination, support, emergency assistance, technical analysis, project management, documentation or services outside the agreed scope are chargeable separately. Unless another rate has been agreed, the hourly rate is EUR 120.00 net.

7. Acceptance, approval and defects

Work results must be reviewed by the customer without undue delay and no later than 14 calendar days after provision, handover, publication or access. If no detailed written defect notice is received within this period, the work results are deemed accepted and approved.

Minor defects, taste-related matters, later change requests or new requirements do not entitle the customer to refuse acceptance. In case of justified material defects, the Provider must first be given an appropriate opportunity to remedy them.

8. Web development, software, AI and digital systems

The Provider may use its own frameworks, templates, modules, source code, scripts, AI prompts, automations, workflows, libraries, server components and know-how. All rights to pre-existing, reusable or general components remain with the Provider.

After full payment, the customer receives a simple, non-transferable, perpetual right to use the individual final result for the agreed purpose. Source code, raw data, development files, credentials, internal documentation, proprietary modules or server configurations are supplied only if expressly agreed in writing.

AI systems and automations may generate incorrect, incomplete or outdated outputs. The customer must independently review AI-generated content and automated results before using them for business, legal, tax, financial or other relevant purposes.

9. Hosting, domains, email and maintenance

Unless otherwise agreed, hosting, domain, email, maintenance, licence, monitoring and support services have a term of 12 months and renew for further 12-month periods unless terminated in text form at least three months before the end of the current term.

Third-party fees for domains, SSL, licences, APIs, SaaS, plugins, payment services or hosting are payable in advance and are generally non-refundable after registration, renewal, activation or order. In case of default, the Provider may suspend services after reminder. For business customers, a reasonable reactivation fee, generally EUR 250.00 net, may be charged.

10. Third parties, partners and external costs

Performance may require third parties, law firms, tax advisers, banks, trustees, payment providers, hosting providers, cloud/AI providers, software providers, APIs, registries or authorities. Their terms, fees and decisions apply additionally. External costs are borne by the customer unless expressly included in the offer.

The Provider is not liable for availability, price changes, suspensions, errors, delays, account blocks, API changes, policy changes, bank/authority decisions or security incidents of third parties unless they are the Provider’s vicarious agents.

11. Law, tax, finance, escrow and transactions

The Provider does not provide regulated legal, tax, banking, insurance, investment, portfolio management or payment services where a special authorisation is required and not expressly held. Where required, such matters are coordinated through qualified partners such as lawyers, tax advisers, banks, trustees or payment providers.

Escrow, real estate, crypto, precious metals, proof-of-funds, due diligence, financing or transaction coordination is performed only within the agreed scope. The Provider does not guarantee that any transaction will be completed, financed, approved, accepted by a bank or cleared by an authority.

The customer is responsible for KYC, AML, sanctions, source-of-funds, tax, compliance and ownership evidence. If there are doubts about legality, identity, source of funds, compliance, seriousness or feasibility, the Provider may refuse, suspend or terminate services.

12. Commission protection and non-circumvention

If the Provider introduces, mediates or materially coordinates a business opportunity, party, law firm, bank, transaction, buyer, seller, investor, asset, financing or structure, the customer may not directly or indirectly use, close, continue or pass on that opportunity to affiliated persons while bypassing the Provider in order to avoid the Provider’s fee, commission or participation.

For business customers, an agreed fee, commission or participation claim remains in place if, within 24 months after introduction, contact mediation, structuring or involvement, a direct or indirect economically comparable transaction is concluded. Further damage claims remain reserved.

13. Usage rights, confidentiality and references

Unless otherwise agreed, usage rights transfer only after full payment. The Provider may continue using general knowledge, ideas, methods, concepts, technical solutions, non-customer-specific components and know-how for other customers and projects.

The parties must keep confidential information, trade secrets, credentials, transaction data, prices, contacts, strategies and documents confidential. The Provider may use the customer name, project and work results as a reference unless confidential information would be disclosed and the customer objects for legitimate reasons.

14. Data protection

The Provider processes personal data in accordance with applicable data protection laws. Details are set out in the privacy policy. Where the Provider processes personal data on behalf of the customer, the parties will enter into a separate data processing agreement if required.

15. Liability and indemnity

The Provider has unlimited liability for intent, gross negligence, injury to life, body or health and mandatory statutory liability. In cases of simple negligence, the Provider is liable only for breach of essential contractual duties and limited to foreseeable, typical contractual damage.

For business customers, liability is, to the extent permitted by law, limited to the net fee paid for the affected order, at most the net fees paid during the 12 months before the damage occurred. Liability for lost profits, indirect damage, consequential damage, data loss, business interruption, reputational damage, bank rejections, transaction cancellations, market losses, tax disadvantages or platform blocks is excluded for business customers to the extent legally permitted.

The customer indemnifies the Provider against third-party claims arising from unlawful customer instructions, incorrect customer data, missing rights, missing consents, breaches of data protection, tax, competition, copyright, trademark, finance, sanctions or compliance duties, or misuse of services.

16. Term, termination and project cancellation

One-time project contracts end upon performance, acceptance or completion of the project. Ongoing contracts run for the agreed term. The right to terminate for good cause remains unaffected, particularly in case of payment default, breach of cooperation duties, false information, unlawful instructions, compliance concerns or a lasting breakdown of trust.

If the customer cancels a project prematurely or a project ends for reasons attributable to the customer, already performed services, reserved resources, non-cancellable third-party costs and reasonable expenses must be paid.

17. Force majeure

The Provider is not liable for delays or impediments caused by events outside its control, including natural events, war, terrorism, pandemics, strikes, official measures, sanctions, power or internet outages, cyberattacks, third-party outages, bank/payment provider measures or legal changes. Deadlines are extended appropriately.

18. Governing law, jurisdiction and final provisions

To the extent legally permitted, the laws of England and Wales apply, excluding the UN Convention on Contracts for the International Sale of Goods and conflict-of-law rules. Mandatory consumer protection provisions of the country in which a consumer has their habitual residence remain unaffected.

For disputes with business customers, legal entities under public law and special public-law funds, the place of jurisdiction is London, United Kingdom, to the extent legally permitted. The Provider may also bring claims at any other legally permissible place of jurisdiction.

If individual provisions are or become invalid, the remaining provisions remain effective. The language version incorporated in the relevant offer or contract is authoritative. If no language version is expressly specified, the German version applies to the extent legally permitted.