Terms of Service (B2B)

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SUMMER – Business Operations & People Leadership

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Owner: Veronica Summer, Sole Proprietor (Einzelunternehmerin)

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1. Scope & Target Audience

1. These Terms of Service ("Terms") govern all consulting, advisory, coaching, and operational management services provided by SUMMER ("Consultant") to business clients, startups, scale-ups, and corporate entities ("Client").

2. These Terms apply exclusively to business entities and commercial clients (B2B). Services are not directed at consumer transactions.

3. Any opposing, deviating, or supplementary terms of the Client shall not become part of the contract unless explicitly approved by the Consultant in writing.

2. Scope of Services & Contractual Nature

1. The Consultant provides executive advisory services, business operations architecture, organizational design, and strategic people leadership consulting as agreed upon in individual proposals, scope statements, or retainer agreements.

2. Service Contract Notice: Unless expressly agreed otherwise in writing for a defined fixed deliverable, all services are rendered as consulting service contracts (Dienstvertrag). The Consultant owes qualified, professional advisory services according to industry standards, but does not guarantee specific economic outcomes, turnover targets, or revenue results.

3. Client Co-Operation Duties

1. Timely execution of services relies on the Client’s active participation. The Client agrees to provide all necessary company data, internal access, documentation, and operational context required for the engagement in a timely manner.

2. Delays caused by the Client’s failure to provide necessary information or access may result in adjusted project schedules and milestone timelines.

4. Compensation & Payment Terms

1. Service fees, retainer models, project rates, and billing intervals are defined in the respective project proposal or agreement. All rates are quoted net of statutory value-added tax (VAT / Umsatzsteuer), where applicable.

2. Unless otherwise agreed in writing, invoices are due and payable without deductions within 14 calendar days from the invoice date.

3. In the event of default on payment, statutory default interest under commercial law will apply. The Consultant reserves the right to suspend further advisory services until outstanding payments are settled.

5. Intellectual Property & Usage Rights

1. All concepts, frameworks, workshop materials, operational templates, and strategic documentation developed or provided by the Consultant remain the intellectual property of the Consultant.

2. Upon full payment of the agreed compensation, the Client receives a non-exclusive, non-transferable, perpetual right to use the custom advisory deliverables internally within their own organization.

3. Commercial resale, external publishing, or licensing of the Consultant’s original methodologies and frameworks to third parties without prior written consent is strictly prohibited.

6. Confidentiality & Data Protection

1. Both parties agree to maintain strict confidentiality regarding all non-public internal, operational, financial, and strategic information disclosed during the engagement.

2. This confidentiality obligation remains in effect indefinitely, including after the completion or termination of the advisory agreement.

3. Personal data processed during the engagement will be handled strictly in accordance with applicable data protection regulations (EU GDPR).

7. Limitation of Liability

1. The Consultant is liable for damages—regardless of legal grounds—only in cases of intent (Vorsatz) or gross negligence (grobe Fahrlässigkeit).

2. Liability for slight negligence (leichte Fahrlässigkeit), indirect damages, consequential losses, lost profits, or business interruptions is excluded to the maximum extent permitted by applicable law.

3. Any claim for damages by the Client is limited to the total contract value of the specific advisory engagement or retainer period giving rise to the claim.

8. Governing Law & Jurisdiction

1. These Terms and all contracts concluded between the parties shall be governed by and construed in accordance with the laws of Austria, excluding its conflict-of-law rules and the UN Convention on Contracts for the International Sale of Goods (CISG).

2. The legal venue for all disputes arising from or in connection with these Terms shall be the competent court at the registered seat of the Consultant in Austria.