Terms of Service

1. Scope of Application

These Terms of Service govern the business relationship between MW Tech Solutions UG (haftungsbeschränkt), Schnieglingerstrasse 264, 90427 Nuremberg, Germany ("we," "us," "MW Tech Solutions") and our clients ("you," "client") for all consulting, training, and implementation services.

By engaging our services, you agree to these terms. Deviating terms from the client shall not apply unless expressly accepted by us in writing.

2. Services

MW Tech Solutions provides AI strategy consulting, executive training workshops, and implementation support services. The specific scope, deliverables, timeline, and fees for each engagement are defined in a separate proposal or statement of work ("SOW") agreed upon by both parties.

We reserve the right to modify the methods and tools used to deliver our services, provided the agreed-upon outcomes and deliverables are not materially affected.

3. Proposals and Engagement

Proposals provided by MW Tech Solutions are non-binding and valid for 30 days from the date of issue unless otherwise stated. An engagement is established upon written acceptance of a proposal or SOW by both parties, which may include acceptance via email.

4. Fees and Payment

Fees for our services are as outlined in the applicable proposal or SOW. All prices are quoted in Euros and are exclusive of applicable VAT, which will be added at the statutory rate.

Invoices are due within 14 days of the invoice date unless otherwise agreed. In the event of late payment, we reserve the right to charge interest at the statutory rate and to suspend services until payment is received.

Travel expenses, accommodation, and other out-of-pocket costs incurred in connection with an engagement will be invoiced separately at cost, unless a fixed-price arrangement has been agreed upon.

5. Client Obligations

The client agrees to:

• Provide timely access to relevant personnel, information, and systems as reasonably required for the delivery of services.
• Designate a primary point of contact for coordination and communication.
• Review and provide feedback on deliverables within the timeframes agreed in the SOW.
• Ensure that any materials provided to MW Tech Solutions do not infringe upon third-party rights.

6. Intellectual Property

All deliverables created specifically for the client as part of an engagement become the client's property upon full payment. MW Tech Solutions retains ownership of all pre-existing intellectual property, methodologies, frameworks, and tools used in the delivery of services.

MW Tech Solutions may use general knowledge, skills, and experience gained during an engagement for future projects, provided no confidential information is disclosed.

7. Confidentiality

Both parties agree to treat all confidential information received from the other party as strictly confidential and not to disclose it to third parties without prior written consent. This obligation survives the termination of the engagement for a period of two years.

Confidential information does not include information that is publicly available, already known to the receiving party, or independently developed without reference to the disclosing party's confidential information.

8. Cancellation and Rescheduling

Workshops and training sessions may be cancelled or rescheduled with at least 14 days' written notice at no charge. Cancellations made with less than 14 days' notice are subject to the following fees:

• 7–14 days before the scheduled date: 50% of the agreed fee
• Less than 7 days before the scheduled date: 100% of the agreed fee

MW Tech Solutions reserves the right to reschedule engagements due to circumstances beyond our reasonable control, in which case we will offer alternative dates at no additional cost.

9. Limitation of Liability

MW Tech Solutions shall be liable for damages only in cases of intent or gross negligence. In cases of slight negligence, liability is limited to breaches of essential contractual obligations (cardinal obligations), and in such cases, liability is limited to foreseeable, typically occurring damages.

Our total liability for any engagement shall not exceed the total fees paid by the client for that engagement. This limitation does not apply to liability for personal injury or damages caused by intent.

MW Tech Solutions provides strategic advice and training based on current knowledge and best practices. We do not guarantee specific business outcomes, revenue increases, or cost savings resulting from the implementation of our recommendations.

10. Data Protection

We process personal data in accordance with the EU General Data Protection Regulation (GDPR) and the German Federal Data Protection Act (BDSG). Details on how we handle personal data can be found in our Privacy Policy.

Where the delivery of services involves the processing of the client's personal data, a separate data processing agreement will be concluded as required by applicable law.

11. Termination

Either party may terminate an ongoing engagement with 30 days' written notice. In the event of termination, the client shall pay for all services rendered and expenses incurred up to the effective date of termination.

Either party may terminate the agreement immediately if the other party materially breaches these terms and fails to remedy such breach within 14 days of written notice.

12. Governing Law and Jurisdiction

These terms are governed by the laws of the Federal Republic of Germany. The place of jurisdiction for all disputes arising from or in connection with these terms is Nuremberg, Germany, to the extent permitted by law.

13. Severability

Should any provision of these terms be or become invalid or unenforceable, the remaining provisions shall remain in full force and effect. The invalid provision shall be replaced by a valid provision that most closely reflects the economic intent of the original provision.

14. Contact

For questions regarding these Terms of Service, please contact us at:

MW Tech Solutions UG (haftungsbeschränkt) Schnieglingerstrasse 264 90427 Nuremberg, Germany

Email: contact@mwtechsolutions.de

Phone: +49 15679 755437