1. SCOPE

The following general terms and conditions apply to all legal transactions between the management company MODELLAB – hereinafter referred to as the Consultant – and its contractual partner – hereinafter referred to as the Client. Insofar as there are individual contractual provisions that deviate from or contradict the terms of these General Terms and Conditions, the individual contractual provisions take precedence.

2. SUBJECT OF THE CONTRACT

2.1 The contracting parties agree to collaborate according to the specific, individual contractual agreement. The parties do not intend to establish an employment relationship.

2.2 The Consultant is responsible for their social security contributions and tax matters and shall hold the Client harmless from any obligations.

2.3 The Consultant is free to also work for other clients.

3. CONTRACT FORMATION

3.1 The contractual relationship for services is established through the issuance of a client order by the Client (offer) and its acceptance by the Consultant. The Client is bound to the issuance of the client order (offer) for two weeks.

3.2 The subject matter of the contract or the exact description of the tasks is detailed in the written order.

4. DURATION OF THE CONTRACT AND TERMINATION

4.1 The contract begins and ends at the individually agreed time.

4.2 The contract may be terminated ordinarily. A notice period of 4 weeks to the 15th of a month or the end of the month is agreed upon in this regard.

4.3 Immediate termination for good cause is possible. Good cause is deemed to exist, for example, if

• the Client is in default with two consecutive due payments and does not pay them even after the expiration of a reasonable grace period,

• the Client falls into financial collapse (insolvency), unless an application to open insolvency proceedings has already been filed.

5. SCOPE OF SERVICES AND OBLIGATIONS OF THE CONTRACTING PARTIES

5.1 The services to be provided by the Consultant generally include the detailed tasks listed according to the order given by the Client.

5.2 The Consultant will inform the Client periodically about the results of their work. The parties may agree on a schedule for service delivery and an expected end date for the completion of services.

5.3 If the Consultant is genuinely unable to fulfill an order as contractually agreed, they must inform the Client immediately.

5.4 The Consultant will provide the equipment and personnel necessary for service delivery, provided that the Client does not have the appropriate equipment or premises unless otherwise individually agreed.

Both parties strive, to the best of their knowledge and belief, to support the other party in fulfilling their respective obligations by providing information, advice, or experience to ensure a smooth and efficient workflow for both parties.

To this end, the Client shall provide the Consultant with the necessary materials that can be specially requested. These include, in particular, images, image videos, interviews, and other requested documents. The Consultant will assist in the processing and procurement of such materials. The Client explicitly agrees to the use of these materials for themselves and their employees and will, if necessary, obtain separate approvals from their employees.

5.5 Each contracting party may request changes to the agreed scope of services from the other in written form. Upon receipt of a change request, the recipient will assess whether and under what conditions the change can be implemented and will inform the applicant of their approval or rejection in text form, providing justification if necessary. If a change request from the Client requires an extensive review, the Consultant may charge for the review effort after prior notice, provided that the Client insists on the review of the change request.

If necessary, the contractual adjustments required for a review and/or a change will be recorded in a written amendment agreement and will be established in accordance with these general terms and conditions.

6. RIGHTS OF USE AND COPYRIGHTS

6.1 From the moment the contract is concluded, the Client receives a right of use regarding the applications contained in the „Consultant“ customer area. This right of use serves the execution of the individually concluded contract with the Client and applies for 6 months beyond the agreed contract duration.

6.2 All rights to the software used, trademarks, titles, brands, copyrights, and other industrial rights of the Consultant remain entirely with the Consultant.

6.3 All work results, services, and information produced and provided by the Consultant for the Client are subject to the Consultant’s copyright.

6.4 The Client does not receive any usage rights regarding advertising texts/ads published on websites by the Consultant.

6.5 The Client guarantees that all data and content provided to the Consultant are free of third-party rights and legally permissible. The Consultant is not obliged to check the content provided by the Client, including image and text elements and other information, for their accuracy or legal admissibility and/or potential infringement of third-party rights. The Client fully indemnifies us against any third-party claims due to violations of intellectual property rights.

6.6 The Client bears the sole press, competition law, and other responsibility for the job advertisements and job advertisement data, including image and text elements and other information, provided to the Consultant. By concluding the contract, the Client confirms that they hold all necessary usage rights to all content submitted to the Consultant for publication and that they own or can freely dispose of copyrights, neighboring rights, and other rights.

6.7 Violations of our trade and business secrets and copyrights will always be pursued in civil court and reported to the competent investigative authorities for criminal prosecution.

7. REFERENCE MENTION

7.1 The Client grants the Consultant the free, unlimited, and unrestricted right to describe the collaboration and use the services provided by the Consultant in the context of their business activity for reference purposes. This includes, among other things, the use of the Client’s logos, photos, videos, graphics, and other material created during the collaboration, as well as the publication of results for journalistic illustration and advertising purposes in both print and electronic media.

7.2 This consent can be revoked for a good reason, taking into account the Consultant’s legitimate interests.

8. PRICES AND PAYMENT TERMS

8.1 Services are provided at the fixed price stated in the individual contract, payable and invoiced after completion or, if remuneration is agreed on a time and material basis, monthly, unless otherwise agreed in the contract.

8.2 Quoted estimated prices for services on a time and material basis, particularly in cost estimates, are non-binding. The quantity assumptions underlying an estimate are based on an assessment of the scope of services conducted to the best of knowledge.

8.3 VAT is charged at the applicable VAT rate at the time of service.

8.4 Invoices are payable upon receipt without any deduction. If the invoice amount is not received within 14 days of the invoice date, the Consultant is entitled to charge interest on arrears. The default interest is 9% per annum above the base interest rate applicable at the time of calculation.

9. LIABILITY

9.1 The Consultant is liable in cases of intent or gross negligence according to legal regulations. Liability for guarantees is independent of fault. For slight negligence, the Consultant is only liable according to the provisions of the Product Liability Act, for injury to life, body, or health, or for the violation of essential contractual obligations. The claim for damages for the slightly negligent breach of essential contractual obligations is, however, limited to the typical, foreseeable damage, unless liability is due to injury to life, body, or health. The Consultant is liable to the same

9.2 The provision of the above paragraph (7.1) extends to compensation for damages in addition to performance, compensation for damages instead of performance and claims for compensation for futile expenditure, irrespective of the legal grounds, including liability for defects, delay or impossibility.

10. PLACE OF JURISDICTION

The business relationship between the parties shall be governed exclusively by Austrian law.

If the client has no general place of jurisdiction in Austria or in another EU member state, the exclusive place of jurisdiction for all disputes arising from this contract shall be our registered office.