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Der weiße Schriftzug imark auf schwarzem Hintergrund mit einem rosa Punkt über dem i.
E-Mail schreiben an info@imark.com
Services
Corporate Strategy Positioning Brand Development Organization & Leadership
Market Research & Data Analytics
Brand Analysis & Monitoring Customer & Market Analysis Employee Satisfaction Product Analysis
All Services
Contact
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Terms and Conditions

GENERAL TERMS AND CONDITIONS

(AS OF September 07, 2026)

  1. General Principles / Scope of Application
  • These General Terms and Conditions apply exclusively to all legal transactions between the Client (hereinafter “Client”) and the Service Provider (hereinafter “Service Provider”, IMARK). The version valid at the time of contract conclusion shall be authoritative.
  • These General Terms and Conditions also apply to all future contractual relationships, even if not explicitly referenced in supplementary agreements.
  • Conflicting General Terms and Conditions of the Client are invalid, unless explicitly acknowledged in writing by IMARK.
  • Should individual provisions of these General Terms and Conditions be or become ineffective, this shall not affect the validity of the remaining provisions and the contracts concluded based on them. The ineffective provision shall be replaced by an effective provision that comes closest to its meaning and economic purpose.

 

  1. Scope of Consulting Engagement / Representation
  • The scope of a specific consulting engagement shall be agreed upon contractually.
  • IMARK is entitled to have tasks assigned to it performed in whole or in part by third parties. Payment to the third party shall be made exclusively by IMARK. The involvement of specialized third parties must be agreed upon with the Client in advance. No direct contractual relationship of any kind shall arise between the third party and the Client.

 

  1. Client’s Duty to Inform / Declaration of Completeness
  • The Client shall ensure that the organizational framework at its business premises allows for undisturbed work conducive to the rapid progress of the consulting process during the fulfillment of the consulting engagement.
  • The Client shall ensure that IMARK is provided with all necessary documents in a timely manner, even without specific request, for the fulfillment and execution of the consulting engagement, and that IMARK is informed of all processes and circumstances relevant to the execution of the consulting engagement. This also applies to all documents, processes, and circumstances that become known only during the consultant’s activity.
  • The Client shall ensure that its employees and the legally mandated and, if applicable, established employee representation (works council) are informed about the project scope and content before IMARK commences its activities.

 

  1. Safeguarding Independence
  • Within the period from the date of order placement until 12 months after contract completion, the Client shall not employ staff of IMARK or engage them in any other form, either directly or through an affiliated company. Should the Client violate this provision, liquidated damages in the amount of one annual salary of the employee shall be paid to IMARK.

 

  1. Reporting / Duty to Report
  • IMARK undertakes to report to the Client on its work, that of its employees, and, if applicable, that of commissioned third parties, in accordance with the progress of the work.
  • IMARK endeavors to adhere as closely as possible to the agreed-upon deadlines for fulfillment (completion).
  • The targeted fulfillment dates can only be met if the Client provides all necessary work and documents completely by the dates specified by IMARK and fulfills its duty to cooperate to the required extent.
  • IMARK undertakes to perform contractually assumed services diligently in accordance with the agreements made and the principles of proper professional practice.
  • Delivery delays and cost increases caused by incorrect, incomplete, or subsequently modified information and data, or by documents not provided, or other causes not attributable to IMARK, cannot lead to default on the part of the Service Provider. The Client shall bear the resulting additional costs.

 

  1. Protection of Intellectual Property
  • The copyrights to the works created by IMARK and its employees and commissioned third parties (in particular offers, reports, analyses, expert opinions, organizational charts, programs, service descriptions, drafts, calculations, drawings, data carriers, etc.) remain with IMARK. They may be used by the Client exclusively for purposes covered by the contract during and after the termination of the contractual relationship. The Client is not entitled to reproduce and/or distribute the work(s) without the express consent of IMARK. In particular, the gratuitous or non-gratuitous transfer of professional statements of any kind to third parties requires the written consent of IMARK. In no case shall unauthorized reproduction/distribution of the work result in liability of IMARK – especially regarding the accuracy of the work – towards third parties.
  • Violation of these provisions by the Client entitles IMARK to immediate premature termination of the contractual relationship and to assert other legal claims, in particular for injunctive relief and/or damages.
  • Given that the consulting services provided are the intellectual property of IMARK, the right of use thereof, even after payment of the fee, applies exclusively for the Client’s own purposes. Any subsequent transfer, even in the course of a company dissolution or bankruptcy, or even the temporary provision for reproduction purposes, may result in claims for damages.

 

  1. Warranty
  • The Client is entitled to free rectification of defects, provided these are attributable to IMARK.
  • This claim of the Client expires six months after the performance of the respective service.

 

  1. Liability / Damages
  • IMARK is liable to the Client for damages – with the exception of personal injuries – only in cases of gross negligence (intent or gross negligence). This applies mutatis mutandis to damages caused by third parties engaged by the Service Provider.
  • Claims for damages by the Client can only be asserted in court within six months of knowledge of the damage and the party causing it, but no later than three years after the event giving rise to the claim.
  • The Client must always prove that the damage is attributable to fault on the part of the Service Provider.
  • If IMARK performs the work with the assistance of third parties and warranty and/or liability claims arise against these third parties in this context, IMARK assigns these claims to the Client. In this case, the Client shall primarily pursue these third parties.

 

  1. Confidentiality / Data Protection
  • IMARK undertakes to maintain absolute confidentiality regarding all business matters that come to its knowledge, in particular business and trade secrets, as well as any information it receives about the nature, scope of operations, and practical activities of the Client.
  • IMARK may only hand over reports, expert opinions, and other written statements about the results of its activities to third parties with the Client’s consent.
  • Furthermore, IMARK undertakes to maintain confidentiality towards third parties regarding the entire content of the work and all information and circumstances that came to its knowledge in connection with the creation of the work, including in particular the data of the Client’s clients.
  • IMARK is released from its duty of confidentiality towards any assistants and representatives it employs. However, it must fully impose the duty of confidentiality on them and is liable for their breach of the confidentiality obligation as for its own breach.
  • The duty of confidentiality extends indefinitely beyond the end of this contractual relationship. Exceptions exist in the case of legally mandated disclosure obligations.
  • IMARK is entitled to process personal data entrusted to it within the scope of the purpose of the contractual relationship. The Client guarantees to the Service Provider that all necessary measures for this, in particular those within the meaning of the Data Protection Act, such as declarations of consent from the data subjects, have been taken.

 

  1. Fees
  • Upon completion of the agreed work, IMARK shall receive a fee in accordance with the agreement between the Client and IMARK. IMARK is entitled to submit interim invoices in accordance with the progress of the work and to demand advance payments corresponding to the respective progress, typically in the form of a start invoice at the beginning and a final invoice upon completion of the work, each for 50% of the total amount. The fee is due upon invoicing by the Service Provider.
  • IMARK will issue an invoice entitling to input tax deduction with all legally required characteristics.
  • Incidental cash expenses, disbursements, travel costs, etc., are to be reimbursed by the Client to IMARK upon invoicing.
  • The fee rates for services to be invoiced based on time spent are based on an eight-hour day with five working days per week. Travel time is considered only 50% working time. Invoicing is done monthly based on the actual expenses incurred.
  • All invoices are payable without deduction within 14 days of the invoice date.
  • The Client and IMARK may terminate the contract before the agreed service is rendered only for good cause. If the execution of the agreed work is not carried out for reasons attributable to the Client, or due to a justified premature termination of the contractual relationship by IMARK, IMARK retains the right to remuneration for the proportionally performed work.
  • If the premature termination of the contractual relationship is attributable to the Client, IMARK shall receive, in addition to the remuneration mentioned in 10.1, liquidated damages of 25% of the agreed fee for the services not yet performed, subject to further claims by IMARK.
  • In the event of non-payment of interim invoices, IMARK is released from its obligation to provide further services. However, this does not affect the assertion of further claims resulting from the non-payment.

 

  1. Duration of the Contract
  • This contract generally ends with the completion of the project.
  • Notwithstanding this, the contract may be terminated by either party at any time for good cause without observing a notice period. Good cause is particularly considered to exist if:
  • a contracting party breaches essential contractual obligations, or
  • a contracting party falls into arrears with payments after the opening of insolvency proceedings.
  • there are justified concerns regarding the creditworthiness of a contracting party, for whom no insolvency proceedings have been opened, and this party neither makes advance payments upon request of the Service Provider nor provides adequate security before the Service Provider’s performance, and the poor financial circumstances were not known to the other contracting party at the time of contract conclusion.

 

  1. Final Provisions
  • The contracting parties confirm that they have provided all information in the contract conscientiously and truthfully and undertake to promptly notify each other of any changes.
  • Amendments to the contract and these General Terms and Conditions require written form; the same applies to a waiver of this formal requirement. No verbal ancillary agreements exist.
  • This contract is governed by substantive Austrian law, excluding the conflict of laws rules of international private law. The place of performance is the professional domicile of IMARK. The court at the company’s location of IMARK has jurisdiction for disputes.

 

Mediation Clause

(1) In the event of disputes arising from this contract that cannot be resolved amicably, the contracting parties mutually agree to engage registered mediators (ZivMediatG) specializing in business mediation from the list of the Ministry of Justice for out-of-court conflict resolution. Should no agreement be reached on the selection of the business mediators or on the content, legal steps will be initiated no earlier than one month after the failure of negotiations.

(2) In the event of a failed or aborted mediation, Austrian law shall apply in any subsequent court proceedings. All necessary expenses incurred due to prior mediation, including those for engaged legal advisors, may be asserted as “pre-litigation costs” in court or arbitration proceedings, as agreed.