Terms & Conditions

General Terms and Conditions of hackrabbits gmbh (as of September 1st, 2024)

1. General Terms and Conditions / Scope

1.1 All legal transactions between the client (hereinafter referred to as "Principal") and hackrabbits gmbh (hereinafter referred to as "Agent") are exclusively subject to these General Terms and Conditions. The version valid at the time the Contract is executed shall be applicable.

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

1.3 Any conflicting terms from the Principal are invalid unless explicitly accepted in writing by the Agent.

1.4 If any provision of these Terms becomes invalid, other provisions remain unaffected. The invalid provision will be replaced with a clause that closely matches the intent and economic purpose of the original.

2. Scope of Consulting Assignments / Representation

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

2.2 The Agent may subcontract services, in whole or in part, to third parties. Any payment to such third parties will be handled exclusively by the Agent, and no contractual relationship will exist between the Principal and the third party.

2.3 The Principal agrees not to engage in any business dealings with individuals or entities used by the Agent to fulfill its contractual duties during the validity of the Contract and for three years after its termination. This includes not using these parties for consulting services similar to those offered by the Agent.

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

3.1 The Principal ensures that organizational conditions at its place of business allow for timely and uninterrupted consulting processes.

3.2 The Principal must inform the Agent in detail of any ongoing or past consulting projects, including those related to other competencies.

3.3 The Principal is obligated to provide the Agent with all necessary documents and to inform the Agent of any relevant activities or conditions related to the consulting assignment in a timely manner.

3.4 The Principal will ensure that employees and legal employee representatives (if applicable) are informed of the Agent’s consulting activities before the assignment begins.

4. Maintenance of Independence

4.1 Both parties agree to mutual loyalty.

4.2 The Principal and Agent will take all necessary measures to ensure that the independence of the Agent, including its employees or third parties, is not jeopardized.

5. Reporting / Obligation to Report

5.1 The Agent will report on the progress of services performed by its team and/or any subcontractors engaged.

5.2 The Agent will deliver a final report in a timely manner, generally two to four weeks after completion of the assignment.

5.3 The Agent is not bound by directives in how services are performed and operates independently in managing time, resources, and work location.

6. Protection of Intellectual Property

6.1 hackrabbits gmbh retains all intellectual property rights to its work (including reports, analyses, drafts, calculations, etc.). The Principal may use such materials only for the purposes outlined in the Contract. Any copying or distribution requires explicit written consent from the Agent.

6.2 In the case of unauthorized use or distribution of materials, hackrabbits gmbh reserves the right to terminate the contract and seek statutory claims for damages.

7. Warranty

7.1 The Agent will correct any errors or inaccuracies discovered after the fact, regardless of fault, and will notify the Principal immediately.

7.2 The Principal’s right to this correction expires six months after completion of the service.

8. Liability / Damages

8.1 Except for personal injury, the Agent is only liable for damages resulting from gross negligence or intentional misconduct.

8.2 Claims for damages must be brought within six months of discovering the fault and no later than three years after the incident.

8.3 The Principal must furnish proof of fault.

8.4 If services are performed by third parties, any claims arising must be directed primarily against the third party.

9. Confidentiality / Data Protection

9.1 hackrabbits gmbh will maintain confidentiality regarding all business matters disclosed during the course of the contract, including trade secrets.

9.2 hackrabbits gmbh will also maintain confidentiality regarding the content of its work, especially concerning the Principal’s clients and activities.

9.3 Employees of hackrabbits gmbh are similarly bound by confidentiality, for which the Agent is liable.

9.4 This confidentiality obligation persists even after the termination of the contract, unless required otherwise by law.

9.5 hackrabbits gmbh is authorized to use personal data provided by the Principal in accordance with data protection laws, including obtaining necessary consents.

10. Remuneration

10.1 hackrabbits gmbh will receive remuneration as agreed in advance with the Principal. Intermediate invoices may be issued as work progresses.

10.2 Invoices will meet all legal requirements and enable the deduction of input tax.

10.3 Cash expenses and travel costs will be reimbursed by the Principal upon presentation of receipts.

10.4 If the contract is terminated prematurely by the Principal, or for good cause by the Agent, hackrabbits gmbh is entitled to the full agreed fee, minus any expenses saved.

10.5 If intermediate invoices are not paid, hackrabbits gmbh is released from further obligations, without prejudice to claims for payment.

11. Electronic Invoicing

11.1 hackrabbits gmbh may send invoices electronically, and the Principal explicitly agrees to accept such invoices.

12. Duration of the Contract

12.1 The Contract terminates upon completion of the project and final invoicing.

12.2 Either party may terminate the contract without notice for good cause, including breach of contract or insolvency.

13. Final Provisions

13.1 The parties confirm that the information in this contract is accurate and made in good faith, and agree to inform each other of any changes.

13.2 Amendments to the contract or these terms must be made in writing.

13.3 The contract is governed by German law. Place of fulfillment and jurisdiction is the registered office of hackrabbits gmbh.

Mediation Clause
In case of disputes, the parties agree to engage in business mediation before legal action. If mediation fails, the dispute shall be resolved in accordance with German law. Costs related to mediation may be claimed in litigation as "pre-trial costs."