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General Terms and Conditions

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§ 1 Scope and contracting parties

(1) These General Terms and Conditions (hereinafter "Terms") apply to all contractual relationships between

Ens Naturale e.U.
Neustiftgasse 101/1/10, 1070 Vienna, Austria
Company register number: FN 537325i, register court: Commercial Court of Vienna (Handelsgericht Wien)
VAT identification number: ATU77750319
E-mail: office@compliance-kit.eu
Website: https://compliance-kit.eu

(hereinafter "Provider") and its customers (hereinafter "Customer").

(2) The contract language is German. The Provider supplies its services under the "Compliance-Kit" brand.

(3) These Terms are addressed exclusively to entrepreneurs within the meaning of § 1 of the Austrian Consumer Protection Act (KSchG) or § 14 of the German Civil Code (BGB). By concluding the contract, the Customer confirms that it is acting as an entrepreneur in the exercise of its commercial or independent professional activity. Transactions which a natural person concludes before starting the operation of their business in order to create the conditions for it do not yet form part of that business under § 1(3) KSchG; the Provider does not accept such orders. Contracts with consumers are not concluded.

(4) The Customer's own terms and conditions do not apply, even if the Provider does not expressly object to their application in an individual case.

(5) Professional title of the Provider: services in automatic data processing and information technology. Country of conferral: Austria. Chamber: Vienna Economic Chamber (Wirtschaftskammer Wien, WKO Wien). Supervisory authority: Municipal Authority of the City of Vienna (Magistrat der Stadt Wien). Applicable legal provisions: Austrian Trade Act (Gewerbeordnung 1994, GewO 1994) as amended, available at ris.bka.gv.at.

§ 2 Subject matter of the services

(1) Compliance kits. The Provider makes digital document packages (hereinafter "kits") available for download. Each kit is offered in three packages: the Basic package comprises the documentation, that is, all documents and templates of the kit without the training folder (Word, Excel, PowerPoint registers), a quick start guide, a set of instructions, and placeholders and completion notes. The Plus package additionally comprises a training pack (slide deck, knowledge test and a template for a certificate of participation; trainer handbook, participant handout and training plan; where these are not yet available for a kit at the time of provision, the Provider supplies them within the update period under § 8 at no additional charge). The Complete package additionally comprises the e-learning course on the topic of the kit as an HTML file and as SCORM 1.2/2004 (paragraph 3). The e-learning course is included in a kit only in the Complete package. The content of each kit and package is set out in detail in the service description on the website at the time of the order. The documents are supplied unpopulated; they contain placeholders and selection fields which the Customer completes itself.

(2) Each kit is supplied in one jurisdiction version: Germany or Austria. The Customer selects the version when placing the order. By way of derogation, the EU AI Act Kit is supplied in one EU-wide edition; no selection is required. Otherwise, a mixed version covering several jurisdictions is not offered; further versions must be purchased separately.

(3) E-learning courses. The Provider supplies e-learning courses as a standalone HTML file or as a SCORM package (SCORM 1.2/2004) for use in the Customer's own learning management system (LMS). The courses are available individually, as a bundle of all five courses or as part of the Complete kit package. The Provider does not host the courses and does not operate a learning platform; participant data remain with the Customer. Each course contains German and English in one file and is supplied in a version for Germany or for Austria; the course on the EU AI Act is supplied in a single EU-wide version. On completing a course, the participating person receives a certificate of participation with a verification code; this documents the participation and is not a certification issued by an accredited body.

(4) Character of the services. Kits and e-learning courses are standardised documentation and standardised training content. They are not legal advice and do not replace an assessment of the individual case. The Provider does not examine whether and to what extent statutory obligations apply to the Customer. The selection, adaptation, completeness and use of the documents within the Customer's own company are the Customer's responsibility. The Provider recommends a final review by a lawyer or by a qualified data protection officer.

(5) Further services — in particular support in completing the documents — are provided only under a separate agreement.

§ 3 Conclusion of contract

(1) The presentation of the services on the website is not a binding offer, but an invitation to the Customer to place an order.

(2) Online order. The Customer orders in the ordering process on the website. In doing so, the Customer selects the kit with package and jurisdiction version (no selection for the EU AI Act Kit, § 2(2)), or the course or the bundle with the desired course version, states its company data including its VAT identification number, selects the payment method — card or SEPA direct debit via the payment service provider Stripe (Stripe Checkout), or bank transfer against invoice —, confirms that it is acting as an entrepreneur and accepts these Terms.

(3) For payment via Stripe, clicking "Continue to payment (Stripe)" takes the Customer to Stripe's payment page; by completing the payment process there, the Customer places a binding order, and the contract is concluded on completion of the payment process. For bank transfer against invoice, the Customer places a binding order by clicking "Order against invoice". An automatic e-mail confirming receipt of the order does not yet constitute acceptance; the contract is concluded when the Provider sends the invoice by e-mail. In both cases, the Provider makes the download link available only after receipt of payment (§ 4(2), § 5(6)).

(4) Questions and custom quote. In addition, before purchasing, the Customer may ask questions or request a custom quote via the contact form or by e-mail. The enquiry is non-binding and does not oblige the Customer to anything. The Provider sends a custom quote in text form; it states the scope of services, the selected version, for e-learning courses the scope of use, and the price. A contract based on a custom quote is concluded when the Customer accepts the quote in text form and the Provider confirms the acceptance in text form.

(5) The Provider may reject or defer enquiries and orders without stating reasons, in particular where there is a justified suspicion of abusive use. Any payments already made are refunded in that case.

(6) Input errors and contract text. The Customer can review all entries in the order form until submission and correct them using the usual keyboard and mouse functions; mandatory fields are checked before submission. For payment via Stripe, Stripe's payment page shows the product, price and e-mail address again before payment; the Customer can cancel the payment process there and return to the order form, but must then re-enter its company data. The Provider stores the order data; it does not provide separate access to the contract text via the website. The order data are contained in the invoice, which the Customer receives by e-mail. The Customer can retrieve, save and print these Terms at any time at compliance-kit.eu/en/terms; the version applicable at the conclusion of the contract can be identified by the date shown at the beginning and end of these Terms.

§ 4 Provision and delivery

(1) Delivery is made exclusively in electronic form: by e-mail to the address stated by the Customer or via a download link. Dispatch on a physical data carrier does not take place.

(2) The Provider makes the download link available within 48 hours of receipt of payment, unless otherwise agreed. The period is counted in working days; working days are Monday to Friday. Saturdays, Sundays and public holidays in Austria do not count. The files are delivered personalised (company name, licence ID and, where provided by the Customer, the Customer's logo).

(3) Download links are valid for seven days from provision. On request by e-mail to office@compliance-kit.eu, the link is extended once by a further seven days.

(4) The Customer backs up the downloaded files itself. Renewed provision after expiry of the extension period is at the Provider's discretion and may be subject to a processing fee.

(5) E-learning courses are supplied as a file (HTML file or SCORM 1.2/2004). The Provider does not host the courses. The Customer itself is responsible for integrating the course into its own LMS, for operating it and for managing the participating persons; participant data remain with the Customer.

(6) The Customer ensures that the company data stated for the order, the personalisation and the invoice (company name, registered office, legal form, VAT identification number, e-mail address) are complete and correct.

§ 5 Prices and payment

(1) The prices stated in the ordering process at the time of the order or stated in the custom quote apply. All prices are net prices plus the statutory value added tax applicable in each case.

(2) The price for kits applies per kit, per package and per jurisdiction version or for the EU-wide edition. The price for e-learning courses purchased individually or as a bundle depends on the scope of use under § 7(2).

(3) In the case of intra-Community transactions between entrepreneurs where the Customer's VAT identification number is valid and confirmed by VIES validation, invoicing is carried out under the reverse charge procedure.

(4) The Customer's contracting party is exclusively the Provider (Ens Naturale e.U., see Imprint).

(5) Payment methods. At the Customer's choice in the ordering process, payment is made by card or SEPA direct debit via the payment service provider Stripe (Stripe Checkout) or by bank transfer against invoice; the payment methods available in the individual case are shown in the ordering process. For payment via Stripe, the invoice is generated via Stripe. For bank transfer against invoice, the Provider issues the invoice; the invoice amount is payable without deduction within ten working days of the invoice date to the Provider's account stated in the invoice. For custom quotes, the payment terms stated in the quote apply. The invoice showing the Customer's VAT identification number is sent electronically to the e-mail address stated.

(6) The kit and e-learning files are provided after receipt of payment (§ 4(2)). Until then, no download links are transmitted.

(7) In the event of default in payment, the Provider may withdraw from the contract and cancel the order.

§ 6 Rights of use in the kit documents

(1) Upon payment in full, the Customer acquires a non-exclusive, non-transferable right of use, unlimited in time, in the documents delivered, for its own company.

(2) The licence is a company licence for the company named in the order: it applies to one legal entity and its group companies (companies linked to the Customer by majority shareholding or control). Use by further companies and use by consultants for third parties are permitted only under a separate agreement with the Provider; such an agreement can be requested via the contact form.

(3) Within the licensed company, the documents may be used for an unlimited number of employees, sites and internal processes.

(4) Permitted in particular:

  • adaptation of the documents to the Customer's own corporate situation,
  • reproduction for internal purposes,
  • storage in the company's own systems,
  • presentation to authorities, auditors and business partners in the course of the Customer's own compliance activities,
  • presentation to lawyers, tax advisers, auditors and other advisers bound by professional secrecy, solely for review purposes and without any right of use of their own,
  • translation into other languages for internal use,
  • use of the documents with AI tools for the Customer's own purposes, provided the documents are not thereby made accessible to third parties.

(5) Prohibited in particular:

  • passing the documents on to third parties outside the licensed company,
  • publication or making the documents publicly available,
  • resale, rental or licensing to third parties,
  • removal of licence or origin markings contained in the documents (such as licence ID, footer marking, file metadata), where present,
  • use of the documents for training or consulting services provided to third parties without the Provider's prior consent in text form,
  • use of the documents to train or fine-tune AI models accessible to third parties, and uploading them to public AI services that use inputs for training,
  • use of the documents to create the Customer's own commercial compliance products.

(6) The files delivered remain permanently with the Customer. There is no cloud dependency and no ongoing activation.

(7) Cessation of business. In the event of cessation of business, sale or insolvency of the Provider, the Customer's rights of use in the documents already delivered remain unaffected; the Customer may continue to use them without time limit. The obligations under § 8 end in that case with the version last delivered.

§ 7 Rights of use in the e-learning courses

(1) Upon payment in full, the Customer receives a non-exclusive, non-transferable right, unlimited in time, to make the course file delivered (HTML or SCORM) available in its own learning management system (LMS) or its own IT environment and to have it used by its employees.

(2) Scope of use. A course purchased individually may be used by up to 25 users of the Customer; for larger companies, a scale based on company size applies, which is agreed on request. Each course of the bundle of all five courses may likewise be used by up to 25 users of the Customer; a larger scope of use can be agreed by way of a custom quote (§ 3(4)). Where the e-learning course is part of the Complete kit package, sentence 1 applies to its use as well: up to 25 users of the Customer; a larger scope of use is agreed on request.

(3) The course files and course content may not be passed on to third parties outside the licensed company, recorded, made publicly available or used for training provided to third parties. Reproductions are permitted only to the extent required for making the course available in the Customer's own LMS or its own IT environment (paragraph 1) and for backup copies. Licence or origin markings contained in the files may not be removed.

(4) In the event of use contrary to paragraphs 1 to 3, the Provider may revoke the granted rights of use in accordance with § 10(3).

(5) The course files delivered remain permanently with the Customer; also after the update period under § 8 has ended, the Customer may continue to use the version last delivered within the scope of paragraphs 1 to 3. Certificates of participation already issued remain unaffected.

§ 8 Updates

(1) The agreed price includes 12 months of legal-status updates from the first provision:

  • Kits: where there are relevant changes in the law, the Provider makes an updated document version available by e-mail or download link.
  • E-learning courses: during this period, the Provider makes updated course versions available as a file (HTML or SCORM) by e-mail or download link; the Customer integrates them into its own LMS.

(2) The entitlement covers only updates that the Provider makes available for the edition purchased, that is, for the kit or the course purchased in the jurisdiction version or EU-wide edition purchased. There is no entitlement to new products, additional modules, further courses or further jurisdiction versions.

(3) There is no entitlement to a particular update frequency or a particular update scope. The Provider determines the content and form of updates at its professional discretion.

(4) Updates are sent to the e-mail address last notified by the Customer. The Customer notifies changes to this address in good time.

(5) After the 12 months have elapsed, the Provider offers existing customers further follow-up updates on preferential terms. Scope and conditions are agreed separately.

(6) No expiry, no lock-out. After the update period ends, all document and course versions delivered up to that point remain permanently with the Customer and may continue to be used within the scope of § 6 or § 7; delivered files are neither locked nor do they expire. Without follow-up updates, the Customer is responsible for deciding whether and when to review the legal status of its documents.

§ 9 No right of withdrawal

(1) As these Terms apply exclusively to contracts with entrepreneurs within the meaning of § 1 of the Austrian Consumer Protection Act (KSchG), there is no statutory right of withdrawal under §§ 3 et seq. of the Austrian Distance and Off-Premises Contracts Act (FAGG).

(2) The Provider does not accept orders from consumers. Should a contract with a consumer nevertheless be concluded, the mandatory statutory provisions apply. For digital content not supplied on a physical data carrier, the right of withdrawal lapses under § 18(1) no. 11 FAGG only if the Provider has begun performance, the consumer has expressly consented to performance beginning before the withdrawal period expires and has confirmed that they acknowledge losing the right of withdrawal as a result, and the Provider has provided the consumer with a copy or confirmation under § 7(3) FAGG. Where German law applies, the right of withdrawal expires under the conditions of § 356(6) no. 2 of the German Civil Code (BGB), which include a confirmation under § 312f BGB.

(3) Details are set out in the Withdrawal Information.

§ 10 Contractual penalty and legal consequences of breaches of the rights of use

(1) In the event of intentional or grossly negligent breaches of § 6, § 7 or § 12 — in particular the unauthorised passing on of documents or course files to third parties outside the licensed company, publication of the documents, or making them available to third parties against payment or free of charge — the Customer undertakes to pay a contractual penalty of EUR 10,000 (ten thousand euros) per instance of breach. Several breaches count as separate instances unless they result from one and the same act.

(2) The contractual penalty is subject to judicial moderation (§ 1336(2) of the Austrian Civil Code, ABGB). The Provider reserves the right to claim damages exceeding the penalty; the penalty is credited against such damages.

(3) Irrespective of the foregoing, the Provider may revoke the granted rights of use in the event of breaches. The Provider's statutory claims, in particular for injunctive relief and removal, remain unaffected and may be enforced in court.

(4) This provision applies for the term of the contract and beyond.

§ 11 Warranty and liability

(1) The statutory warranty provisions apply. What is owed is the provision of the agreed documents or course files in the version agreed in each case. What is not owed is legal advice, an assessment of the individual case, or any particular legal or commercial outcome within the Customer's company.

(2) The Provider is liable without limitation for:

  • damage arising from injury to life, body or health,
  • intent and gross negligence,
  • damage arising from a breach of an expressly assumed guarantee,
  • damage for which liability is mandatory under the Product Liability Act (Produkthaftungsgesetz).

(3) In cases of slight negligence, the Provider is liable only for the breach of material contractual obligations, and limited to the foreseeable damage typical of the contract, but no more than the amount of the fee paid for the service concerned. In all other respects, liability for slight negligence is excluded to the extent legally permissible.

(4) Excluded — subject to paragraph 2 — is in particular liability for:

  • lost profit and indirect damage,
  • consequential damage,
  • loss of data on the Customer's side,
  • damage arising from improper application or adaptation of the documents by the Customer,
  • damage arising from decisions by authorities, penalties or court decisions that are based on the application by the Customer or its employees.

(5) Note on the character of the materials. The documents and course content do not constitute legal advice. They are an aid to compliance documentation and must be adapted by the Customer to its own situation. A final review by a lawyer or by a qualified data protection officer is recommended.

(6) The Customer's claims for damages become time-barred on expiry of twelve months from delivery, unless a longer period is mandatorily prescribed by law.

§ 12 Confidentiality and protection of the templates

(1) The Customer treats the documents and course files delivered as confidential and uses them only within the scope of the rights of use granted.

(2) By means of appropriate organisational and technical measures, the Customer ensures that the documents and course files do not reach third parties without authorisation.

(3) In the case of employees who are granted access, the Customer ensures an appropriate confidentiality obligation, usually within the framework of the existing employment contracts.

(4) These obligations continue to apply after the contractual relationship has ended.

§ 13 Data protection

(1) The Provider processes personal data in accordance with the General Data Protection Regulation (GDPR) and the supplementary national provisions.

(2) For the initiation and performance of the contract, the Provider processes in particular: company name, address, VAT identification number, name and contact details of the contact person, e-mail address, as well as order and invoice data. Online payment is processed via the payment service provider Stripe; the Provider does not receive full payment data such as card or account numbers. For bank transfer against invoice, the Provider transmits the order data by e-mail to its mailbox and sends the Customer an order confirmation (e-mail delivery provider Resend); details are set out in the Privacy Policy (section 6). The legal basis is Art. 6(1)(b) GDPR (contract and pre-contractual measures).

(3) The Provider engages processors, among other things for hosting, form transmission and e-mail dispatch, and concludes data processing agreements with them pursuant to Art. 28 GDPR. The services used, the processing purposes and the basis for any transfers to third countries are listed in the privacy policy.

(4) The Provider does not host the e-learning courses. Participant data remain with the Customer and are processed by the Customer in its own LMS.

(5) Data subjects have, in accordance with the GDPR, the right of access (Art. 15), rectification (Art. 16), erasure (Art. 17), restriction of processing (Art. 18), data portability (Art. 20) and objection (Art. 21). Please address requests to office@compliance-kit.eu.

(6) Details are set out in the Privacy Policy.

§ 14 Final provisions

(1) Applicable law. All contractual relationships between the Provider and the Customer are governed exclusively by Austrian law, to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).

(2) Place of jurisdiction. For disputes arising from or in connection with contracts subject to these Terms, the court with subject-matter jurisdiction at the Provider's registered office in Vienna, Austria, has exclusive jurisdiction, to the extent legally permissible and where the Customer is an entrepreneur. The Provider may also bring an action against the Customer at the Customer's registered office.

(3) Dispute resolution. The Provider is neither obliged nor willing to take part in dispute resolution proceedings before a consumer arbitration body, as contracts are concluded exclusively with entrepreneurs.

(4) Severability clause. Should individual provisions of these Terms be or become wholly or partly invalid or unenforceable, the validity of the remaining provisions remains unaffected. The invalid or unenforceable provision is replaced by the valid and enforceable arrangement that comes closest to the commercial purpose of the provision replaced.

(5) Text form. Amendments and additions to these Terms and to the contracts concluded on their basis require text form; e-mail is sufficient. There are no oral side agreements.

(6) Status and updates. These Terms apply in the version current at the time the contract is concluded. The Provider may amend these Terms. Amendments take effect for existing contracts only if the Customer expressly agrees to the amended version.

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