General Terms and Conditions

AI-Z GmbH

These General Terms and Conditions apply to all offers, services and legal transactions of AI-Z GmbH (hereinafter „AI-Z“ or „Contractor“) with and towards clients, participants, principals or other contracting parties (hereinafter „Client“), irrespective of whether these are concluded online via aiz-group.com, by email, by telephone or in writing.

1. Scope and incorporation

1.1 These Terms apply to all business areas of AI-Z Group: consulting and strategy workshops, training and continuing education programmes, AI implementation and automation projects, support, analysis and integration services, licensing and software provision as well as all other project-based or recurring services.

1.2 They apply regardless of the contract format (online booking, email order, written contract, verbal agreement) and replace or supplement individual agreements.

1.3 Deviating terms and conditions of the Client only apply if AI-Z Group has agreed to their validity in writing in advance.

1.4 These Terms also apply to future transactions without the need for renewed reference.

2. Conclusion of contract

2.1 A contract is concluded by
a) mutual signature of an offer or project contract,
b) acceptance of a written offer (including email) or
c) conclusive conduct (e.g. participation in a training session or use of services).

2.2 Offers from AI-Z Group are binding for 14 days unless otherwise stated.

2.3 AI-Z Group reserves the right to refuse registrations at its own discretion.

3. Description of services

3.1 The type, scope and objective of the services arise from the respective service documents (e.g. offer, project plan, order confirmation).

3.2 Changes to services (change requests) must be agreed in writing; additional costs and schedule changes shall be borne by the Client.

3.3 AI-Z Group is entitled to provide partial services and issue partial invoices.

4. Prices, payment terms and invoicing

4.1 All prices are net plus the applicable VAT.

4.2 Travel, accommodation and incidental expenses will be charged separately unless expressly included.

4.3 Standard payment model for projects:

• 30% down payment after contract signing (liquidity safeguard)
• monthly invoicing based on actually rendered hours/person-days according to the project plan

The down payment is offset against the monthly invoices until it has been used up. Invoicing takes place by the 5th working day of the following month, payment term 14 calendar days net.

4.4 AI-Z Group may issue interim invoices where project duration or scope requires it.

4.5 Default: in the event of late payment, AI-Z Group is entitled to default interest pursuant to § 288 BGB, dunning fees and suspension of services until all claims have been settled.

5. Cancellations and rebookings

5.1 Training & workshops

• 30 days before the date: 30% cancellation fee
• 14–30 days: 50% cancellation fee
• < 14 days or no-show: 100% cancellation fee

Rebookings are deemed cancellation with new booking if no replacement date is available.

5.2 Consulting and implementation projects

• After commissioning, before project start: 25% of the planned project volume
• After project start: invoicing of all hours rendered up to that point + 50% of the planned remaining term, but at least 25% of the total amount.
• Subcontractor services already commissioned will be passed on in full.

5.3 General
A substitute participant may be nominated at any time at no additional cost. The Client reserves the right to prove a lesser damage.

6. Client cooperation obligations

The Client undertakes in particular to:

• make all relevant data, accesses, systems and contacts available in good time,
• promptly approve interim results and decisions,
• ensure the availability of all persons critical to the project,
• integrate the results organisationally on its own responsibility.

Delays or additional expenses caused by insufficient cooperation shall be borne by the Client.

7. Acceptance of work results

7.1 For works, an acceptance test is carried out according to agreed criteria.

7.2 Insignificant deviations do not entitle the Client to refuse acceptance.

7.3 Acceptance is deemed to have taken place if no written notice of defects is received within 14 days.

8. Retention of title, usage and copyright

8.1 All work results remain the property of AI-Z Group until full payment has been received.

8.2 Upon full payment, the Client receives a simple, non-transferable, time-unlimited right of use in the work results created for it.

8.3 Pre-existing software, libraries, tools or open-source components remain the property of AI-Z Group or third parties and are licensed in accordance with the respective licence terms.

9. Data protection & confidentiality

9.1 Both parties undertake to treat all non-public information as confidential, also beyond the term of the contract.

9.2 Personal data is processed exclusively within the framework of the GDPR.

9.3 For commissioned processing, a data processing agreement (DPA) will be concluded upon request.

9.4 Documents, concepts, source code or models remain the property of the contributing party and may only be passed on to third parties with written consent.

10. Liability

10.1 AI-Z Group is liable without limitation for intent, gross negligence, injury to life, body and health as well as under the German Product Liability Act.

10.2 In the event of slight negligence, it is only liable for the breach of material contractual obligations (cardinal obligations), limited to the typically foreseeable damage, up to a maximum of the agreed net remuneration of the project.

10.3 Liability is excluded for:

• indirect damages and consequential damages,
• lost profits,
• loss of data, unless caused by intentional or grossly negligent breach of duty,
• business interruptions caused by force majeure or cyber attacks.

10.4 If AI-Z Group acts at the express request of the Client despite having pointed out legal or technical risks, the Client shall indemnify AI-Z Group against all resulting third-party claims.

11. Force majeure

AI-Z Group is not liable for delays or non-performance caused by events outside its reasonable sphere of influence (e.g. natural disasters, pandemics, industrial action, state intervention, cyber attacks).

12. Reference and marketing rights

AI-Z Group may use the Client’s name, logo and a factual project description as a reference (website, presentations, social media) unless the Client objects in writing.

13. Contract term and termination

13.1 Project contracts end upon full performance.

13.2Ongoing service contracts can be terminated with three months’ notice to the end of the month.

13.3Either party may terminate without notice for good cause, e.g. in the event of payment default > 30 days, serious breach of contract or insolvency.

14. Continued validity of individual provisions

Provisions on liability, confidentiality, usage rights, place of jurisdiction and data protection shall remain in force beyond the term of the contract.

15. Applicable law, place of jurisdiction and dispute resolution

German law applies exclusively, excluding the UN Convention on Contracts for the International Sale of Goods. The place of jurisdiction is Stuttgart, to the extent legally permissible. The parties may agree to mediation or arbitration proceedings before taking legal action.

16. Severability clause

Should individual provisions of these Terms be invalid, the validity of the remaining provisions shall remain unaffected. In place of the invalid provision, a provision that comes closest to the economic purpose shall apply.