Terms & Conditions

Terms and Conditions for Business Consulting U-Grow GmbH

as of April 2021

1. General Terms and Conditions / Scope

1.1 All legal transactions between the Principal and the Agent (Management Consultant) shall be subject to these General Terms and Conditions exclusively. The version valid at the time the Contract is concluded shall be applicable.

1.2 These General Terms and Conditions shall also apply to any future contractual relationships even if these General Terms and Conditions are not expressly referred to in collateral contracts.

1.3 Any conflicting General Terms and Conditions on the part of the Principal shall be invalid unless they have been explicitly accepted in writing by the Agent (Management Consultant)

1.4 If any provision of these General Terms and Conditions is or becomes invalid, the other provisions and any contracts concluded pursuant to these provisions shall not be affected thereby. The invalid provision shall be replaced by a provision which best corresponds to the intention and economic purpose of the invalid provision.

2. Scope of Consulting Assignments / Representation

2.1 The scope of each particular consulting assignment shall be individually agreed by contract.

2.2 The Agent (Management Consultant) shall be entitled to subcontract, in whole or in part, the services for which the Agent is responsible to third parties. Payment of said third parties shall be effected exclusively by the Agent (Management Consultant). No contractual relationship of any kind shall exist between the Principal and said third party.

2.3 During the validity of this Contract and for a period of three years after termination thereof, the Principal shall agree not to enter into any kind of business transactions with persons or organisations the Agent (Management Consultant) employs to perform the Agent’s contractual duties. In particular, the Principal shall not employ said persons or organisations to render consulting services the same or similar to those offered by the Agent (Management Consultant).

3. Principal’s Obligation to Provide Information / Declaration of Completeness

3.1 The Principal shall ensure that during the performance of the consulting assignment, organisational conditions in the Principal’s place of business allow the consulting process to proceed in a timely and undisturbed manner.

3.2 The Principal shall also inform the Agent (Management Consultant) in detail about previously conducted and/or currently active consulting projects, including those in other areas of competency.

3.3 The Principal shall, in a timely manner and without special request on the part of the Agent, provide the Agent (Management Consultant) with all documents necessary to fulfil and perform the consulting assignment and shall inform the Agent of all activities and conditions pertinent to the performance of the consulting assignment. This includes all documents, activities and conditions that become known or available during the performance of the consulting assignment.

3.4 The Principal shall ensure that all employees as well as any employee representation (works council) provided by law, if established, are informed of the Agent’s consulting activities prior to the commencement of the assignment.

4. Maintenance of Independence

4.1 The contracting parties shall be committed to mutual loyalty.

4.2 The contracting parties shall be obligated to take all necessary measures to ensure that the independence of all persons working for the Agent (Management Consultant) and/or of any third parties employed by the Agent is not jeopardized. This applies particularly to any employment offers made by the Principal or the acceptance of assignments on their own account.

5. Reporting / Obligation to Report

5.1 The Agent (Management Consultant) shall be obligated to report to the Principal on the progress of services performed by persons working for the Agent and/or any third parties employed by the Agent.

5.2 The Agent (Management Consultant) shall deliver the final report in a timely manner, i.e. depending on the type of assignment, two to four weeks after completion of the assignment.

5.3 The Agent (Management Consultant) shall not be bound by directives while performing the agreed service and shall be free to act at the Agent’s discretion and under the Agent’s own responsibility. The Agent shall not be required to work in a particular place or to keep particular working hours.

6. Protection of Intellectual Property

6.1 The Agent (Management Consultant) shall retain all copyrights to any work done by the Agent and/or by persons working for the Agent and/or by third parties employed by the Agent (including but not limited to tenders, reports, analyses, expert opinions, organization charts, programmes, performance descriptions, drafts, calculations, drawings, data media, etc.). During the contract period and after termination thereof, the Principal may use these materials exclusively for the purposes described under the Contract. Therefore, the Principal shall not be entitled to copy or distribute these materials without the explicit consent of the Agent (Management Consultant).

6.2 Any violation of this provision by the Principal shall entitle the Agent (Management Consultant) to prematurely terminate the Contract and to enforce other legal claims, in particular for restraint and/or damages.

7. Warranties

7.1 The Agent (Management Consultant) shall be entitled and obligated, regardless of fault, to correct any errors and/or inaccuracies in the Agent’s work which have become known subsequently. The Agent shall immediately inform the Principal thereof.

7.2 This right of the Principal expires six months after completion of the respective service.

8. Liability / Damages

8.1 The Agent (Management Consultant) shall be liable to the Principal for damages – with the exception of personal injury – only to the extent that these are the result of serious fault (intention or gross negligence). Correspondingly, this also applies to damages resulting from third parties employed by the Agent.

8.2 Any claim for damages on the part of the Principal may only be enforced by law within six months after those entitled to assert a claim have gained knowledge of the damage and the liable party, but not later than three years after the incident upon which the claim is based.

8.3 The Principal shall furnish evidence of the Agent’s fault.

8.4 If the Agent (Management Consultant) performs the required services with the help of third parties, any warranty claims and claims for damages which arise against the third party shall be passed on to the Principal. In this case, the Principal shall primarily refer to the third party.

9. Confidentiality / Data Protection

9.1 The Agent (Management Consultant) shall be obligated to maintain complete confidentiality concerning all business matters made known to the Agent in the course of services performed, especially trade and company secrets and any other information concerning type and/or scope of business and/or practical activities of the Principal

9.2 Furthermore, the Agent (Management Consultant) shall be obligated to maintain complete confidentiality towards third parties concerning the content of the work completed, as well as any information and conditions that contributed to the completion of the work, particularly concerning data on the Principal’s clients. 9.3 The Agent (Management Consultant) shall not be obligated to maintain confidentiality towards any person working for the Agent or representatives of the Agent. The Agent is required to obligate such persons to maintain complete confidentiality and shall be liable for any violation of confidentiality on their part in the same way as if the Agent had breached confidentiality.

9.4 The obligation to maintain confidentiality shall persist indefinitely even after termination of this Contract.

9.5 The Agent (Management Consultant) shall be entitled to use any personal data entrusted to the Agent for the purposes of the services performed. The Agent (Management Consultant) shall guarantee the Principal that all necessary measures will be taken, especially those regarding data protection laws, e.g. that declarations of consent are obtained from the persons involved.

10. Remuneration

10.1 After completion of the services agreed upon, the Agent (Management Consultant) shall receive remuneration agreed upon in advance between the Agent (Management Consultant) and the Principal. The Agent (Management Consultant) shall be entitled to render intermediate accounts and to demand payment on account as required by the 5 progress of the work. Remuneration shall be due and payable immediately after rendering accounts by the Agent.

10.2 The Agent (Management Consultant) shall render accounts which entitle to deduct input tax and contain all elements required by law.

10.3 Any cash expenditures, expenses, travel expenses, etc. shall be reimbursed to the Agent (Management Consultant) by the Principal separately, upon submission of the appropriate receipts.

10.4 In the event that the work agreed upon is not completed due to reasons on the part of the Principal, or due to a premature termination of contract by the Agent (Management Consultant) for cause, the Agent (Management Consultant) shall be entitled to claim payment in full of the remuneration agreed upon in advance, less expenses not incurred. In the event that an hourly fee had been agreed upon, the Principal shall pay for the number of hours expected to be required for the entire contracted assignment, less expenses not incurred. Expenses not incurred shall be calculated as a lump sum consisting of 30% of the fee required for those services that the Agent did not perform by the date of termination of the agreement.

10.5 In the event that intermediate invoices are not paid, the Agent (Management Consultant) shall be released from the Agent’s commitment to provide further services. This shall not apply to any further claims resulting from default of payment.

11. Electronic Invoicing

11.1 The Agent (Management Consultant) shall be entitled to transmit invoices electronically. The Principal agrees explicitly to accept invoices transmitted electronically by the Agent (Management Consultant).

12. Duration of the Agreement

12.1 This Contract terminates with the completion of the project.

12.2 Apart from this, this Contract may be terminated for good cause by either party at any time without notice. Grounds for premature termination include the following: – one party breaches major provisions of the Contract – one party opens insolvency proceedings or the petition for bankruptcy is denied because of insufficient assets to cover expenses.

13. Final Provisions

13.1 The contracting parties declare that all information contained herein is accurate and made in good conscience. They shall be mutually obligated to immediately inform the other party of any changes.

13.2 Modifications of and amendments to this Contract or these General Terms and Conditions shall be made in writing. This shall also apply to a waiver of this requirement in written form.

13.3 This Contract is governed by the substantive law of the Republic of Austria excluding the conflict-of-law rules of international private law. Place of fulfilment is the registered business establishment of the Agent (Management Consultant). Jurisdiction in all disputes is the court in the place where the Agent (Management Consultant) is based.

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U-Grow GmbH General Terms and Conditions – for Companies

as of April 2021

1. scope

For all business between the customer (company) and U-Grow GmbH. (hereinafter referred to as “ U-Grow ”), these general terms and conditions apply exclusively (hereinafter referred to as “GTC”). The attached terms and conditions become part of the contract when the contract / order is signed. Agreements that differ from or supplement these terms and conditions must be made in writing.

2. Subject of the contract

2.1 . U-Grow as an event and consulting agency plans, designs, organizes and realizes the “U-Grow ” event (hereinafter referred to as “Event”). The exact program design varies depending on the event and date and can be found in the requested offer in detail. The journey / flight to the event must be booked and organized separately by the customer . On request, U-Grow will be happy to provide you with the contact to selected travel partners you trust. The customer travels at his own risk.

2.2 . U-Grow reserves the right to offer optional additional program items for or without an extra charge on site during the event. These program items can be carried out by the U-Grow team or a professional partner company. U-Grow assumes no responsibility for offers or events by third parties that are offered and / or organized outside of its control.

3. Conclusion of contract

3.1. The basis of the business relationship between U-Grow and the customer is the respective offer made to the customer, in which all agreed services (scope of services) as well as the total price are recorded. U-Grow ’s offers are non-binding. Orders by the customer become legally effective when they are signed, sent to U-Grow and a deposit has been made to U-Grow . However, orders from the customer are only considered accepted with a written order confirmation from U-Grow .

3.2. For our webshop, which can be accessed at http://u-retreat.at/shop/ also applies: The presentation of the products or services in our webshop does not constitute a legally binding contractual offer on our part, but is only a non-binding invitation to the contractual partner to purchase products or services. To order or book services. The contractual partner submits a binding contract offer by going through the ordering procedure provided in our webshop.

The order takes place in the following technical steps:

1. Click on “Book Online” on the start page
2. Selecting a product or service
3. Select the product by clicking “Add to cart”
4. Check shopping cart
5. Confirmation of the button “Proceed to checkout”
6. Entering addresses and payment information
7. Re-examination or correction of the respective entered data
8. Binding dispatch of the order by clicking the button “Order for a fee”

3.3. We immediately confirm the receipt of the order by an automatically generated email (“confirmation of receipt”). After receiving your order, we will send you the order data / the text of the contract and our terms and conditions by email. For security reasons, this contract text is no longer accessible via the Internet, but we will save it electronically. The contract is concluded when an order confirmation is sent, but no later than when the ordered goods or services are sent.

4. Terms of payment

4.1. For Retreats: Down payment of 40% of the total price – due at the same time as the customer order is sent. Remaining payment of 60% of the total price – due 9 weeks before the start of the event. If you book within 9 weeks before the start of the event, the total price is due immediately. For other products: payment in Advance

4.2. The prices indicated are in EURO and include the statutory sales tax and other price components. In addition, there are any shipping costs as well as customs or other import duties. Shipping cost has basically to be paid by the Party.

4.3. The contractual partner has the option of paying by PayPal , credit card or KLARNA (instant transfer).

5. Withdrawal and cancellation conditions

In the case of customer cancellations no later than 4 weeks before the start of the event, 60% of the total price will be refunded. In the case of later customer cancellations, a refund is no longer possible for organizational reasons. Premature abandonment or failure to attend the event do not entitle the customer to a right to a refund. If the customer proves in writing by submitting the relevant documents no later than 4 weeks before the start of the event that he was unable to attend the event due to a non-issued entry permit (visa), although this was applied for in good time, he is entitled to a full reimbursement of the total price paid. All cancellations are the following e -M to direct email address: office@u-grow.at. When reimbursing the bank charges / bank charges are paid by the customer .

6. Participation of the participant

The participants must ensure their own responsibility before the start of the event that he is not a health and physically fit enough to take part in the event program. The event is not designed to allow the participation of children or people with disabilities. U-Grow strongly recommends that customers take out suitable travel insurance, which ideally takes into account the consequences of injuries, medical emergencies, repatriation and no-show and includes private liability.

7. Change, cancellation or termination of the event

7.1 . If the number of participants does not reach the required minimum number of participants 30 days before the start of the event, U-Grow is entitled to cancel the event and will inform the customer immediately. In this case, the total price will be refunded in full, but not the costs of travel, flight tickets and other related costs and expenses incurred by the customer.

7.2. If an essential part of the event (teacher, lecturer, location, caterer) is canceled before the start of the event, U-Grow has the right, at its own discretion, to find a replacement or to cancel the event. In this case, the total price will be refunded in full, but not the costs of travel, flight tickets and other related costs and expenses incurred by the customer.

7.3. U-Grow will notify the customer immediately of changes or deviations in individual services that become necessary after the contract has been concluded. Insofar as the agreed scope of services is not significantly affected by the changes, the customer is not entitled to any reimbursement. This includes, in particular, program changes due to staff failures, delays, technical problems or capacity bottlenecks and the like .

7.4. In the event of cancellation, changes or interruption of the event due to force majeure, in particular due to weather conditions, illnesses, energy or supply shortages, natural events such as fire, flood as well as storm, unrest, lack of currency, etc. , U-Grow cannot be held responsible and cannot be acquired the customer is not entitled to a refund.

8. Instructions and special hazard warnings.

The customer is urged to follow all instructions and safety briefings from the U-Grow team. All adverse consequences resulting from not following the instructions are the responsibility of the customer. Some of the program items of the event may require special physical fitness and / or involve an increased risk of injury. The customer expressly takes note of these risks at the time of the conclusion of the contract and releases U-Grow from all claims that may arise therefrom, in particular due to damage, injuries, deaths and the like .

9. Bringing animals

Bringing animals to the event is not permitted.

10. Guarantee

10.1. U-Grow guarantees that the services have the properties stipulated or usually required in the contract.

10.2. The customer must immediately notify a member of the U-Grow team or U-Grow himself of any defects or complaints, at least within 7 days of the start of the event in writing to the following email address: office@U-Grow.at with a description of the defect; otherwise the performance of U-Grow and the entire event is considered approved and all warranty claims as well as claims for damages are forfeited.

10.3. The presumption of deficiency according to § 924 ABGB (statutory reversal of the burden of proof) is excluded towards entrepreneurs.

11. Disclaimer of liability

11.1.  In cases of slight negligence, U-Grow and its employees, contractors or other vicarious agents cannot be held liable for property damage or financial loss .

11.2. The claims for damages can no longer be asserted after six months from the knowledge of the damage.

11.3. Liability is limited to the net order amount. Liability for indirect damage, especially consequential damage, for lost profit and damage from claims by third parties is excluded.

11.4. U-Grow assumes no liability for the topicality, correctness, completeness and content of the information provided.

11.5. Furthermore, U-Grow is not liable for any neglect or delayed fulfillment of contractual obligations if these are due to causes of force majeure or to causes over which U-Grow has no influence.

12. Location

The location may only be used for the implementation of the event and accommodation of the participants. Offensive, harassing, dangerous or illegal actions are strictly prohibited for the customer in order to prevent any harassment and event disruption for other event participants, the U-Grow team and location managers. U-Grow reserves the right, in the event of a breach of this condition, to prematurely cancel the event for the customer in question and to order him to leave the location immediately. In this case there is no entitlement to reimbursement of the event price paid or any other consequential damage on the part of the customer.
In addition, U-Grow assumes no responsibility towards the customer for the behavior of other event participants.

13. health

U-Grow assumes no liability for injuries in the course of using the location or in the course of activities during the event. Furthermore, U-Grow assumes no responsibility for the consequences of illnesses that may occur during the event.

14. Assets

U-Grow is not liable for loss, theft or damage to luggage, valuables or other personal items during the event.

15. Event disruptions

U-Grow makes every effort to make the event as relaxing and pleasant as possible for all participants and to avoid or reduce to a minimum all disturbances and interruptions within its control and influence area. However, U-Grow assumes no responsibility for disruptions and emissions (in particular noise, dust, dirt or odor nuisance) that are outside its sphere of influence, as they could occur in particular during conversion, excavation or renovation work in the vicinity of the location.

16. Copyright – and ancillary

All services of U-Grow , including those from presentations ( e.g. suggestions, ideas, sketches, concepts, draft texts, programs, documentation, etc. ), including individual parts thereof, photos, images, including all information displayed on its website, remain the unrestricted property of U-Grow , may not be changed, copied or otherwise used by the customer.
Images, contributions, content and texts that originate from contractual partners or third parties are used by U-Grow with their express consent.

17. privacy

The customer’s attention is drawn to the fact that his personal data will be determined, stored and processed in the context of the inquiry, submission of offers and contract processing.
All further information and details regarding the processing of personal data can be found in the data protection declaration on the U-Grow website: www.U-Grow.at

18. Final provisions

18.1. The place of performance is generally the seat of U-Grow as agreed by both parties. In the case of events for which on-site support has been agreed, the place of performance is the place where the event takes place.

18.2. The place of jurisdiction for all current and future claims arising from or in connection with the contractual relationship is the locally and materially competent court at the headquarters of U-Grow , which is the agreed upon .

18.3. Austrian law applies exclusively to the exclusion of conflict of laws and reference norms .

19. Severability clause

The validity of the above terms and conditions is not affected by the fact that one or more of the regulations – for whatever legal reason – should be wholly or partially ineffective or void. In this case, an effective regulation that comes closest to the ineffective regulation in economic terms shall apply.