Point Break Executive Coaching
Mag. Sandra Heckel-Moehle
Weingasse 3-5
2380 Perchtoldsdorf
Hereinafter referred to as "Contractor”
Status: 01.12.2023
1. Validity and conclusion of contract
These General Terms and Conditions (“GTC”) deal with the contracts between Sandra Heckel-Moehle (as coach, hereinafter "Contractor") and the Client (hereinafter “Client"). Other conflicting conditions (e.g. GTC) of third parties (e.g. of the Client) shall only apply in the event of express written confirmation. This shall also apply in the event that the Client bases the conclusion of the contract on his/her own GTC, even if the Contractor does not object to these upon knowledge thereof.
It is noted that the Client is an entrepreneur within the meaning of section 1 of the Austrian Commercial Code (UGB) and that there is no founding transaction within the meaning of section 1 (3) of the Austrian Consumer Protection Act (KSchG).
The version valid at the time of the conclusion of the contract shall be authoritative. In the case of an ongoing business relationship, these GTC shall also be part of the contract even if they are not expressly mentioned.
Verbal agreements, collateral agreements, reservations, amendments or supplements to these GTC must be in writing in order to be valid; this also applies to any waiver of the written form requirement.
The Client shall be notified of any amendments to these GTC and they shall be deemed to have been agreed unless he/she objects to them within 14 days (the significance of silence shall be explicitly pointed out in the notification).
The assignment of individual rights and obligations arising from these GTC and the contract by the compan shall only be permitted with the express written consent of the Contractor.
2. Subject matter of the contract, scope of services
The scope of the specific coaching is contractually agreed in each individual case.
Further information can be found at: https://pointbreakexecutivecoaching.com/
3. Duties of the partners
Coaching is a collaborative, solution-oriented, results-oriented and systematic process in which the Contractor promotes the improvement of work performance, self-directed learning and the personal and professional growth of the coachee. The respective result of the coaching hours/sessions also depends on the cooperation of the coached employee (coachee). For this reason, the Contractor does not owe any specific success.
The subject of the contract is the service of the Contractor in the form of coaching. The obligation of the Contractor includes the provision of coaching hours/sessions. The Contractor does not owe any success in the provision of its services.
The Contractor is not subject to any specifications with regard to the performance of its activities, in particular with regard to the place, means used or time.
The Client is obliged to pay the agreed remuneration.
The Client is obliged to inform the Contractor immediately of all information and facts which are and could be of importance in connection with the execution of the order and to provide all documents and information. The Contractor is entitled to assume the correctness of the information and documents unless their incorrectness is obvious. Should the incorrectness only become apparent at a later date, the Contractor shall not be liable to the Client for this, nor for information not provided and transmitted to the Contractor. The Client shall be obliged to inform the Contractor without delay of all changed or newly occurring circumstances which are and could be of importance in connection with the execution of the contract.
4. Duration and termination
The contract is concluded for the duration of the agreed coaching and ends automatically thereafter.
Notwithstanding the above, the contract may be terminated at any time for good cause by either party upon 14 days' notice.
Important reasons are in particular:
• Breach of a party's material contractual obligations;
• Violation by the Client of the rights of third parties or of the Contractor (in particular data protection, copyright or personal rights);
• Default of payment by the Client of more than 20 calendar days;
In particular, the Contractor shall be entitled to withdraw from the contract (extraordinary termination) if the performance of the service is impossible for reasons for which the Client is responsible or if it is further delayed despite the setting of a grace period; if there are justified concerns regarding the creditworthiness of the Client and the Client does not make advance payments at the request of the Contractor or does not provide suitable security prior to performance by the Contractor.
Force majeure, strikes, natural disasters, transport blockages and similar events shall release the Contractor from the agreed performance period. This shall also apply in the event that, after conclusion of the contract, the Contractor becomes aware of circumstances under which the Contractor's main and ancillary obligations of the Client are no longer deemed secur. Irrespective of this, the Contractor shall have an unconditional and immediate right of withdrawal in this case.
In the event of non-compliance with essential contractual obligations on the part of the Client (e.g. default of payment), the Contractor shall be entitled to withhold its services. Any claims for damages shall remain unaffected by this.
5. Prices
Unless otherwise stated in the individual offer, all prices are in EUR and exclude VAT and any other taxes and fees and cash expenses (e.g. travel expenses, mileage allowance).
All services provided by the Contractor that are not expressly covered by the agreed costs shall be remunerated separately. All cash expenses and fees incurred by the Contractor shall be reimbursed by the Client.
If the agreed service is not performed for reasons on the part of the Client or due to a justified premature termination of the contractual relationship by the Contractor, the Contractor shall retain the right to the entire agreed fee. In the event that an hourly fee has been agreed, the fee shall be paid for the number of hours agreed.
6. Payment
The fee shall be paid in advance for the agreed service.
The Contractor's invoices are due without any deductions from the date of the invoice and are payable within 14 calendar days of receipt of the invoice.
The Contractor shall be entitled to send invoices to the Client in electronic form to the e-mail address provided by the Client. The Client expressly agrees to the Contractor sending invoices in electronic form.
Bank transfers shall only be deemed to be payment upon receipt of the amount in the account specified by the Contractor. All bank charges shall be borne exclusively by the Client. In the event of default in payment on the part of the Client, the Contractor shall be entitled, at its own discretion, to demand compensation for the damage actually incurred or interest on arrears at the statutory rate. For entrepreneurs, this shall be 9.2% p.a. above the base interest rate. This claim also includes compound interest. In addition, the Client undertakes to reimburse the court and out-of-court costs as well as the dunning and collection expenses necessary for the appropriate legal prosecution in the event of default in payment. This shall in any case include a lump sum of EUR 40 as compensation for collection costs pursuant to section 458 Austrian Commercial Code (UGB). The assertion of further rights and claims shall remain unaffected. In the event of default of payment by the Client, the Contractor shall not be obliged to render its own performance for as long as such default continues. Furthermore, in the event of default, the Contractor shall be entitled to demand immediate payment of all outstanding claims and/or advance payment or provision of security.
The Client shall not be permitted to offset any counterclaims that are disputed or not legally established without the express consent of the Contractor. Likewise, the Client is not permitted to exercise a right of retention without a legally binding title or on the basis of claims from other legal transactions.
The Contractor shall be entitled to submit interim invoices to Client.
7. Indexation
The agreed prices and hourly rates plus additional claims are value-assured according to the Consumer Price Index 2020 (VPI) published by Statistics Austria or an index replacing it. The starting value shall be the current figure published at the time of conclusion of the contract. An adjustment shall be made on 1 January of the following year with effect for the following 12 months.
Fluctuations in the index number upwards or downwards up to and excluding 2% shall be disregarded. If the fluctuations exceed 2%, the entire change shall be taken into account. The index figure applicable at the time of a price change shall form the reference figure for a subsequent price change .
8. Liability and Damages
Unless otherwise agreed elsewhere in these GTC, the parties shall be liable for compensation for damage culpably caused. The parties shall not be liable for slight negligence. In the event of gross negligence, the amount of liability shall be limited to the value of the delivery/service concerned (excl. taxes and fees), in the case of recurring services to the remuneration of the previous year. Limitations of liability do not apply to compensation for personal injury. Claims for damages shall in any case include only the mere repair of damage, but not consequential damages, loss of profit or claims by third parties.
Claims for damages must be asserted in court at the latest within six months after knowledge of the damage and the damaging party, otherwise they will be forfeited.
The aggrieved party must prove that any damage he has suffered is due to the fault of the Contractor. The injured party must also prove that he/she is not at fault for the damage incurred. This applies to all forms of fault (slight/gross negligence, intent).
9. Force majeure
In the event of force majeure or disruption of operations through no fault of our own (including those of our business partners), which temporarily prevent the Contractor from meeting the agreed dates and deadlines, these delivery dates and deadlines shall be extended by the duration of the disruption of performance caused by these circumstances .
10. Protection of intellectual property
The copyrights to the works created by the Contractor and its employees and commissioned third parties (in particular offers, reports, analyses, expert opinions, organisation plans, programmes, performance specifications, drafts, calculations, drawings, layouts, photomontages, data carriers, etc.) shall remain with the Contractor.
The Contractor grants the Client the non-exclusive right to use the works for the purposes described in the Contract after payment in full.
In particular, the Client shall not be entitled to reproduce and/or distribute the works without the express consent of the Contractor. Under no circumstances shall an unauthorised reproduction/dissemination of the work give rise to any liability on the part of the Contractor - in particular for the accuracy of the work - vis-à-vis third parties.
The Contractor grants the Client, who is a potential client, the right to use works which are transmitted to the Client in the context of the submission of the offer prior to the conclusion of the contract (e.g. the offer, presentations) exclusively for the purpose of examining the offer. This expressly does not include the right to modify, reproduce or distribute these works to third parties. This right ends when the offer is rejected or the binding period of the offer has expired. The Client's breach of these provisions entitles the Contractor to terminate the contractual relationship immediately and prematurely and to assert other legal claims, in particular for injunctive relief and/or damages.
11. Data protection
Both parties are obliged to comply with the provisions of the Austrian Data Protection Code (DSG), the General Data Protection Regulation (GDPR) and any other statutory confidentiality obligations.
Furthermore, they are obliged to impose compliance with these provisions on their employees and to take and maintain the necessary technical and organisational measures as well as security measures to ensure data protection.
Details of data processing can be found in the data protection declaration in the currently valid version, available at https://pointbreakexecutivecoaching.com/privacy-policy .
12. Confidentiality
The Contractor will work within the framework of professional ethics and guidelines described in the EMCC Code of Ethics. Copies of the ethical guidelines are attached to this document. All information about the relationship between the Contractor and the coachee will be kept strictly confidential from third parties, except in very rare cases. An exception to confidentiality is only justified if the circumstances show a risk to self or third parties or illegal activity, or if the release of information is required by law.
There can be tripartite meetings between the Client, the coachee and the Contractor to discuss public goals together. In these meetings, the coachee can decide what information he/she wants to disclose.
The Contractor and the coachee may also agree on private goals, which are not shared with the Client. The Contractor will only disclose information about the relationship between the Contractor and the coachee to the Client if the coachee so wishes and gives the Contractor written consent (e.g. by e-mail) to the disclosure.
13. Business secrets, confidentiality
The Contractor and the Client are obliged to treat as confidential all documents and information which are expressly designated as confidential or which are obviously not intended for third parties or which contain business or trade secrets (including prices and descriptions of services as well as technical specifications). In case of doubt, the non-existence of the confidentiality requirement shall be confirmed in writing by the respective other contracting party. The Contractor and the Client shall also impose these obligations on their employees and any third parties engaged. Reverse engineering of information by one party (in particular within the meaning of section 26d para. 1 no. 2 Austrian Unfair Competition Code (UWG)), in which the confidential information is obtained, for example, by examining, dismantling or testing an object, is expressly prohibited.
Subject to the written revocation of the Client, which is possible at any time, the Contractor shall be free to publish information about the services provided that only the name of the Client and the content of the services provided (excluding economic or commercial data) are mentioned. The Contractor is entitled to refer to the existing business relationship with the Client on its own advertising media and in particular on its Internet website with the name and Client logo.
14. Applicable law & jurisdiction
The place of jurisdiction for all disputes between the Contractor and the Client arising directly or indirectly from this contract itself or from the contractual relationship shall be the competent court at the Contractor's registered office.
This contract shall be governed by Austrian substantive law to the exclusion of the conflict of laws rules of private international law (e.g. IPRG, Rome I Regulation) and the UN Convention on Contracts for the International Sale of Goods (CISG).
15. Final provisions
Should any provisions of this contract be legally ineffective, invalid and/or void or become so in the course of their duration, this shall not affect the legal effectiveness and validity of the remaining provisions. This provision shall be replaced by a provision which comes closest to the economic intention of the parties.
The place of performance for the delivery/service and payment is the registered office of the Contractor.
The contractual language is English.