Terms and conditions
Scope and contracting party
These terms and conditions apply to consulting and implementation services provided by Wogenfels Consulting GmbH, Pribelsdorf 87, 9125 Eberndorf, Austria.
Companies register number 550483i, companies register court Landesgericht Klagenfurt, VAT identification number ATU76609528. Managing director: Ing. Dominik Stefan Pototschnig, MSc. Chamber membership: Wirtschaftskammer Kärnten. Supervisory authority: Bezirkshauptmannschaft Völkermarkt.
Contact: telephone +43 660 2719741, email office@wogenfels.com.
The version published at the time the contract is concluded applies. The client's own terms of business or purchasing conditions become effective only if we agree to them in writing. Where a quotation or order confirmation departs from these terms, the individual agreement prevails.
Who these terms are written for
These terms are written for contracts with companies, associations and public bodies.
If a consumer contract nevertheless arises in an individual case, the mandatory provisions of the Austrian Consumer Protection Act (Konsumentenschutzgesetz, KSchG) and of the Distance and Off-Premises Contracts Act (Fern- und Auswärtsgeschäfte-Gesetz, FAGG) take precedence over these terms. The following provisions of these terms therefore do not apply to consumers: the restriction on set-off in the section on payment terms, the exclusion of liability for slight negligence and the cap on the amount in the section on liability, and the agreement on jurisdiction in the section on governing law and jurisdiction. The right of withdrawal is dealt with in its own section on the right of withdrawal for consumers. This list is not exhaustive; beyond it, the precedence of the mandatory provisions stated in the first sentence continues to apply, in particular to the duty to notify defects in the section on warranty.
On request, the client states whether it is entering into the contract in the course of its business activity, giving its company name, companies register number or VAT identification number.
No sale of goods through this website
No goods are sold through this website. There is no basket, no order processing, no shipping, no installation, no repair service and no subscription.
The two books presented on the home page are sold through the provider CopeCart. Those purchases are governed by that provider's terms and withdrawal rules, not by these terms. The contracting party and the contact point for the transaction follow from the details shown during the purchase.
How a contract comes about
Descriptions of services on this website, in talks or in documents are non-binding information, not an offer.
A contract comes about when we issue a written quotation and the client accepts it, or when we confirm the client's instruction in writing. Writing includes email.
The initial conversation is free of charge and without obligation; it does not constitute an engagement. Initial assessments we give there rest on the information named in that conversation, do not replace an examination of the individual case and are not a worked-out advisory service. The section on liability remains unaffected; the mandatory liability set out there is not restricted by this. The same applies to an appointment request or a message sent through the contact form.
Quotations are valid for the period stated in the quotation. Where a quotation states no period, it is without engagement; on request we confirm whether it still stands.
Right of withdrawal for consumers
This section applies only where a contract with a consumer comes about at a distance or away from our business premises, that is entirely by email, telephone or video call, for example. It does not apply to contracts with companies, associations or public bodies.
You have the right to withdraw from this contract within fourteen days without giving any reason. The withdrawal period is fourteen days from the day on which the contract is concluded.
To exercise that right, inform us — Wogenfels Consulting GmbH, Pribelsdorf 87, 9125 Eberndorf, Austria, email office@wogenfels.com, telephone +43 660 2719741 — of your decision by an unequivocal statement, sent by letter or email, for example. You may use the model withdrawal form set out below; you are not obliged to. To meet the deadline it is enough that you send your statement before the period expires.
If you withdraw, we refund all payments we have received from you without delay and at the latest within fourteen days of the day your statement reaches us. We use the same means of payment you used, unless something else has been agreed; no charge is made for the refund.
If we are to begin performing before the withdrawal period expires, we need your express request to that effect under section 10 FAGG. If you then withdraw, you pay us an amount proportionate to the part of our service performed up to that point, measured against the full agreed scope (section 16 FAGG). If we have breached our information duties under the FAGG in doing so, that payment obligation does not arise (section 16(2) FAGG). Where we have performed the service in full before the period expired, at your express request and after you confirmed that you would lose your right of withdrawal as a result, that right no longer exists (section 18(1)(1) FAGG).
Model withdrawal form under Annex I Part B FAGG: if you wish to withdraw, complete this form and send it to Wogenfels Consulting GmbH, Pribelsdorf 87, 9125 Eberndorf, Austria, or to office@wogenfels.com. The wording is: “I hereby give notice that I withdraw from my contract for the supply of the following service.” It states the service concerned, the date of the order, the name and address of the consumer, the consumer's signature where the notice is sent on paper, and the date.
Subject of the services
We advise on digitalisation, process automation and artificial intelligence. This includes analysing and improving processes, introducing CRM, project management and other software systems, building interfaces between existing programs, supporting data migrations, setting up AI applications, training the client's staff, agreed support after go-live, developing the website and its content further, building and running digital marketing and campaigns including search engine advertising, and assistance with funding applications.
What is owed in an individual case follows solely from the quotation or order confirmation. Anything not named there is not part of the contract.
What we owe is careful advice and implementation support in line with the state of knowledge recognised at the time of performance. Where the quotation provides for work results — an analysis, a concept, a roadmap, a closing report or a configured application, for example — we owe their production and handover.
A particular commercial outcome, a level of savings or a specific assessment result is not part of the contract unless it has been expressly agreed in writing as a deliverable. Applying the recommended measures within the client's own business is the client's responsibility.
We plan introductions and integrations so that the client's day-to-day operations are disrupted as little as possible. Changeover windows, a test release by the client before going into production and a fallback option are agreed in advance; they presuppose the cooperation described in the section on the client's duty to cooperate.
Where we take on marketing or campaign work, the advertising and platform accounts used are held in the client's name; the client remains the contracting party of the platform concerned and keeps the accounts once the cooperation ends. Reach, placements, cost per enquiry and the approval of individual ads rest with the platforms and are not promised. Changes to platform policies, rejected ads and account suspensions by a platform lie outside our sphere of influence.
Services not owed
We do not provide legal, tax or audit advice, nor any other advice reserved to a regulated profession. Our services do not replace an assessment by the professionals entitled to give it. Where such questions arise, we recommend involving them.
We do not certify IT security or data protection compliance, and we do not carry out any conformity assessment under Regulation (EU) 2024/1689 on artificial intelligence.
Day-to-day IT operations, system administration, maintenance, fault clearance, standby duty and data backup are not part of implementation support unless separately agreed in writing. Once a configured application has been handed over, its operation, monitoring and updating rest with the client.
Shareholdings, company purchases, succession arrangements and formal appointment as a member of a corporate body or committee — to a supervisory board or an advisory board, for example — are agreed separately and individually; these terms do not apply to them. Ongoing advice, regular advisory sessions, sparring and coaching without such an appointment are, by contrast, advisory services within the meaning of these terms. The presentation of shareholding and succession models on our website is not an offer but an invitation to talk; it involves no assurance as to future earnings, revenue or company value.
Services described on the linked websites of other companies in the group are not the subject of contracts with us. The contracting party there is the company concerned.
Funding support without any promise of success
When supporting funding applications we help with research, preparation of the documents and submission.
Where a submission date or an application deadline is expressly recorded in the quotation, it is a binding date within the meaning of the section on dates and deadlines: we then owe it to deliver our contributions in time for submission by that date. That presupposes that the client provides the documents and information it has to supply on time. If we miss a date recorded in this way, the exclusion of liability for slight negligence in the section on liability does not apply to it; the cap on the amount set out there remains in place.
Whether funding is granted, in what amount and whether it is paid out is decided solely by the funding body concerned, in line with its own guidelines; there is no legal entitlement to funding. We give no assurance that funding will be granted or paid out. The agreed fee for the work performed falls due regardless of whether funding is applied for, granted, reduced, refused or reclaimed; for advice we ourselves provide under a funding programme, the last paragraph of this section applies.
Funding conditions change. Information about programmes, deadlines and funding rates reflects the position at the time it is given.
The client remains the applicant vis-a-vis the funding body. The client is responsible for the accuracy and completeness of the information in the application and for complying with the funding conditions after an award.
Where we ourselves provide advice that is funded under a funding programme, the conditions of that programme apply in addition, in particular as to administration and documentation. Whether and to what extent funding is set off against our fee follows from the quotation. If funding that has been set off is withdrawn or reclaimed for reasons we are not responsible for, the unfunded fee is payable.
Use of artificial intelligence
This section applies in addition wherever we use, recommend, set up, configure or integrate AI systems into the client's processes, or train staff in their use.
AI systems work on a probabilistic basis and are not deterministic. The same input can lead to different results. Output can be incorrect, incomplete, out of date, biased or entirely invented, even where it reads convincingly. That is not a failure of performance but an inherent property of this technology, and therefore not a defect.
Every AI output must be reviewed on its merits by the client and expressly released before it is used in the business. Commercial, personnel, legal, tax or financial decisions must not be based on an AI output alone. Neither our advice nor any training replaces that review.
Where an AI system acts on its own — by processing incoming messages, writing data or triggering workflows, for example — releasing each individual output beforehand is not possible. For such systems we determine together with the client, before they go live, which actions are permitted without prior release, which permissions and access the system receives, the threshold above which a person must approve, and how the actions are logged. Content from outside sources — incoming emails, messages or documents, for example — can induce such a system to take unintended actions; release thresholds and permission boundaries are therefore part of the agreement. Without that agreement such a system is not put into production.
We are not liable for damage arising from AI results adopted or put into productive use without that review and release. The section on liability otherwise remains unaffected; the mandatory liability set out there is not restricted by this section.
What we owe is that we carefully design, set up, integrate into the existing systems and jointly test the agreed application, and that we deliver the agreed training; agreed work results are handed over as agreed. What we do not owe is that individual AI outputs are free of errors.
No particular degree of automation, saving of time, reduction of cost, accuracy rate or other quality metric is promised. Statements about such figures on our website, in quotation and training material or in talks are values drawn from earlier projects, not a warranted characteristic. Where metrics are to apply, the metric, the method of measurement and the measurement period must be recorded in the quotation.
Third-party models, interfaces and services lie outside our sphere of influence. Their providers may change, restrict or discontinue functions, models, response behaviour, prices, terms of use and availability at any time. No particular model, response behaviour or availability is owed. Recommendations reflect the position at the time the service is provided; adapting applications already set up must be commissioned separately. Licence, subscription, interface and usage-based costs are borne by the client, who sets its own spending limits for usage-based services and monitors consumption.
Which data may be fed into which AI systems is clarified with the client before implementation, and the outcome is recorded. The client is responsible for the lawfulness of the data it contributes, in particular for the legal basis and purpose limitation, for third-party rights and for confidentiality obligations and trade secrets. Whether and in what form a service we use processes content for training purposes is clarified with the client before implementation, and the outcome is recorded in the engagement.
Before AI applications, automations, agents, interfaces or scripts are set up, tested or used productively, the client backs up its data in full and verifies that the backup can be restored. Testing takes place in a test environment or with test data as far as this is technically possible. For loss, deletion, overwriting, alteration or unintended disclosure of data, for the cost of restoring it, for business interruption and for lost profit arising from the use of such applications, we are liable only as set out in the section on liability.
Where the client uses an AI system in its business, it is the deployer of that system within the meaning of Regulation (EU) 2024/1689. The deployer's obligations rest with the client, in particular sufficient AI literacy among the people involved, transparency towards affected persons, human oversight and use in line with the intended purpose. Who is provider and who is deployer in an individual project is recorded in the quotation. Our advice, setup work and training support the client in meeting those obligations but do not assume them and do not replace the client's own legal assessment. If the client substantially modifies a system or changes its intended purpose, it may thereby trigger provider obligations itself.
Where an AI system interacts with third parties — a telephone or chat assistant in customer contact, for example — it is for the client to disclose this to the persons concerned, to provide the data protection information and, where conversations are recorded, to secure the necessary legal basis. Decisions with legal effect or similarly significant consequences for individuals must not be based on an AI result alone without human review.
The client is responsible for disclosing the use of AI and for labelling AI-generated or AI-modified content under Article 50 of Regulation (EU) 2024/1689; those obligations have applied since 2 August 2026. We point the client to the content and applications from the joint project that may fall within them.
Whether AI-generated content is protected by copyright and how far it can be exploited is not settled in law; purely machine-generated results may attract no copyright at all, so no exclusive rights in them can be granted. Such content may also touch on third-party rights. The client checks AI-generated content for conflicting third-party rights before publishing or exploiting it.
The client's duty to cooperate
Consulting depends on cooperation. The client provides the necessary information, documents, data and access rights in good time, completely and accurately.
The client names a contact person with sufficient authority to decide, ensures that the staff involved are available and takes operational decisions in good time.
Access to third-party systems, the licences required and the approval of internal bodies — works council, IT security or the data protection officer, for example — are obtained by the client.
For implementation projects the client additionally ensures that system access, licences and test environments are available in good time, that the responsible internal or external IT function is involved, and that the tools used have been approved by the bodies responsible within its organisation.
The client grants access rights on the principle of least privilege. It deactivates the access granted without delay once the project ends and changes the credentials.
Before any work on production systems the client backs up its own data and verifies that the backup can be restored. A backup concept is not part of our services unless expressly agreed.
For material it provides to us — text, images, data, signs and logos — the client warrants that it holds the necessary rights. It indemnifies and holds us harmless against claims by third parties, except where we are ourselves at fault.
The client reviews interim and work results promptly once handed over and raises any objections; without a response we continue on that basis. If cooperation is not forthcoming, dates shift accordingly. Additional effort arising from this is charged at the agreed rates.
Dates and deadlines
Dates are planning values unless they are expressly designated as binding in writing.
A binding date presupposes that the scope of services and the client's contributions have been clarified and that the client delivers its contributions on time.
Delays caused by the client or by third parties engaged by the client extend the deadlines by the duration of the impediment plus a reasonable restart period.
Additional effort caused by rescheduling — renewed familiarisation, or travel costs that can no longer be cancelled — is charged at the agreed rates.
Fees and expenses
The fee follows from the quotation. The quotation sets out whether work is charged by time or as a fixed price for a defined scope of services, and at which rates. Where a fixed-price quotation sets no hourly rates, additional effort that is separately chargeable under these terms is charged at the rates customary at the time of performance; we say so before it arises.
Whether the amounts stated in the quotation are net or gross amounts is shown in the quotation. Value added tax is charged at the statutory rate applicable.
Travel time is charged where the quotation so provides. Travel, accommodation and other expenses are passed on at cost, provided they were agreed in advance.
Third-party costs — software licences, subscriptions, computing capacity, model and platform fees, and advertising and media budgets — are borne by the client. The client settles advertising and media budgets directly with the platform concerned unless the quotation says otherwise. These costs are not included in the fee unless the quotation provides otherwise.
Payment terms
Invoicing follows the rhythm agreed in the quotation; where nothing is agreed, on completion of the service concerned. The payment term agreed in the quotation governs when payment falls due; where none is agreed, the statutory rule in section 907a of the Austrian Civil Code (ABGB) applies.
In the event of late payment the statutory consequences of default apply; between businesses, default interest is governed by section 456 of the Austrian Commercial Code (UGB). Necessary and appropriate costs of collection and enforcement are reimbursed under the statutory provisions.
Objections to an invoice must be raised in writing, with reasons, without delay after receipt. Undisputed parts of the amount remain due.
Set-off against counterclaims is possible where the counterclaim is undisputed or has been established by a court. Vis-a-vis consumers this restriction does not apply to counterclaims that are legally connected with the consumer's obligation, nor where we are insolvent (section 6(1)(8) KSchG).
In the event of substantial late payment we may suspend further work until payment is received, after written notice and a reasonable period of grace.
Changes to the services
Changes to the scope of services during a project are normal and provided for.
The client may propose changes. We assess the effect on effort, dates and fees and issue a supplementary quotation. The change becomes part of the contract only when that quotation is accepted.
Until then, work continues on the existing basis.
Where an extensive change request requires considerable assessment effort, we say so in advance; that effort is then charged at the agreed rates.
Rights of use in the work results
On full payment the client receives the right to use the work results produced for it — concepts, analyses, documentation, configurations — permanently within its own business for the agreed purpose.
Copyright and other intellectual property rights remain with us or with the respective rights holder. Passing the results to third parties, publishing them, reselling them commercially or using them beyond the agreed purpose requires our written consent. Also prohibited without our prior written consent are the use of our material and training content to train or fine-tune AI models, and making one's own recordings of live formats.
Pre-existing know-how, methods, templates, checklists and tools remain our property; we may continue to use them, including for other clients. The same applies to general experience gained in the course of the work.
Rights in third-party software are governed solely by the licence terms of the provider concerned. We cannot grant rights beyond those terms.
We name the client as a reference — with its name, signs and logos or a short project description — only with its prior written approval. The client may withdraw that approval in writing at any time; material already distributed need not then be recalled.
Confidentiality
Each side treats the other side's information as confidential where it is marked confidential or is evidently confidential, and uses it only for the purposes of the contract.
This does not cover information that is publicly known, was developed independently or was lawfully obtained from third parties.
Where a side must disclose information because of a statute or a decision of an authority or court, it informs the other side beforehand to the extent this is permitted.
Employees and third parties engaged are placed under corresponding obligations. Confidentiality continues beyond the end of the contract for as long as the information has not become publicly known; for trade secrets it applies without time limit.
Non-solicitation
For the duration of the cooperation, neither side actively solicits the other side's employees or the third parties it engages who work on the engagement, and neither side causes third parties to do so.
Public job advertisements and applications made without targeted approach are excepted. Any commitment extending beyond the duration of the cooperation requires a separate written agreement.
Data protection and processing on behalf of the client
Each side is itself responsible for complying with data protection law within its own sphere of responsibility.
Where an engagement gives us access to personal data for which the client is the controller, both sides conclude a data processing agreement under Article 28 GDPR before processing begins. Without that agreement no such processing takes place.
The client ensures that it is entitled to make the data available to us and limits it to what the service requires. Real personal data should not be used for testing or demonstration purposes.
Where AI systems are used, it must be clarified before processing which data may enter which systems, where processing takes place and whether any transfer to a third country is involved. We give no assurance that a particular provider's system is suitable for particular categories of data; that assessment is made jointly in each case and documented.
The agreement sets out the subject matter, duration, nature and purpose of the processing, the categories of data subjects and data, the technical and organisational measures, the sub-processors used and the basis for any transfer to a third country. On request we name the sub-processors used at the time of the enquiry.
Warranty
We perform our services with the care of a diligent business and in line with the state of the art recognised at the time of performance.
Defects must be reported without delay once noticed, described in a way we can follow. We first remedy the defect; only if remedy is impossible or fails do the further statutory remedies come into play.
There is no defect where a deviation results from incomplete or incorrect information provided by the client, from changed circumstances arising later, or from disruption in third-party systems.
For consulting, analysis and training services, the warranty covers the careful and professional performance of the service, not the occurrence of a commercial result the client expected.
For output from AI systems, the section on the use of artificial intelligence applies in addition. We give no assurance that AI output is free of errors.
The statutory warranty periods apply. Between businesses the duty to inspect and give notice under section 377 of the Austrian Commercial Code (UGB) remains unaffected.
Liability
For personal injury we are liable under the statutory provisions without limitation. The same applies to damage we cause intentionally or through flagrant gross negligence, to liability under the Austrian Product Liability Act and to other mandatory statutory liability. The limitations below do not touch those cases.
For slight negligence our liability towards business clients for damage to property and financial loss is excluded. Excluded in particular are indirect damage, lost profit, loss of data, business interruption, consequential loss arising from defects and third-party claims. Not excluded is liability for missing a submission date expressly recorded in the quotation, as set out in the section on funding support without any promise of success.
Otherwise our liability towards business clients is capped at the net fee for the engagement concerned; in the case of continuing obligations, at the net fee the client has paid for the affected service in the current contract year.
Vis-a-vis consumers the exclusion of liability for slight negligence and the cap on the amount do not apply. Liability for personal injury and for damage caused intentionally or through gross negligence is not excluded as against them; the statutory allocation of the burden of proof applies in every case.
The client remains responsible for the decisions it takes on the basis of our advice and for implementing them in its own business. We are not liable for the performance, price changes, changes to terms of use or outages of software, cloud and AI providers engaged by the client itself.
Claims for damages must be asserted within the statutory periods.
Term and termination
A single engagement ends when the agreed services have been fully provided.
An ongoing consulting relationship without a fixed end may be terminated in writing by either side. The notice period agreed in the quotation governs; where none is agreed, notice may be given with a reasonable period to the end of a calendar month.
Either side may terminate with immediate effect for good cause, in particular for serious breach of contract after an unsuccessful warning with a reasonable deadline, or on the opening of insolvency proceedings.
Services provided and expenses incurred up to termination must be paid. Third-party services already firmly ordered that can no longer be cancelled are borne by the client.
On termination we hand over, on request, the current state of the work and the documents available. Handover or training effort beyond that is charged at the agreed rates.
Subcontractors
We may engage suitable third parties to provide our services; these may include affiliated companies within the group and providers of software, cloud and AI services. We remain the client's contracting party.
Third parties engaged are placed under confidentiality obligations to the extent of this contract.
Where engaging a third party requires the processing of the client's personal data, the section on data protection applies; without the basis described there, no such processing takes place.
Force majeure
Events beyond a side's control — natural events, epidemics, orders by authorities, industrial action or prolonged failures of power, network and cloud infrastructure, for example — release that side from the affected obligation for as long as they last.
The affected side informs the other without delay; both seek a reasonable solution, such as rescheduled dates or an adjusted sequence of work.
If the impediment lasts so long that one side can no longer reasonably be expected to hold to the contract, that side may withdraw from the affected engagement. Services provided up to that point are invoiced.
Written form and notices
Additions and amendments to the contract require written form; email is sufficient. Oral side agreements are not effective.
We notify changes to these terms for an ongoing continuing obligation in text form with reasonable advance notice. They take effect only if the client agrees to them; mere silence does not count as agreement.
Notices are to be sent to the addresses named in the contract; changes of address must be notified.
Governing law and jurisdiction
Austrian law applies, excluding its conflict-of-laws rules and excluding the UN Convention on Contracts for the International Sale of Goods.
For disputes arising from contracts with businesses, the court with subject-matter jurisdiction for the registered office of Wogenfels Consulting GmbH is agreed.
Vis-a-vis consumers the statutory rules on jurisdiction remain unaffected; the agreement on jurisdiction does not apply to them.
A conversation should come before proceedings. Please send complaints and queries to office@wogenfels.com.
Severability
If a provision of these terms is ineffective or unenforceable, the remaining provisions stay in force.
The ineffective provision is to be replaced by an effective rule that comes closest to the commercial purpose of the original. Vis-a-vis consumers, the statutory rule takes its place.
Version of these terms
Version of 10 September 2026. This version replaces the earlier version of 24 August 2021, which governed an online sale of goods and did not fit the services actually provided.
Questions about these terms: office@wogenfels.com, telephone +43 660 2719741.