§ 1 Scope and Contractual Basis
These General Terms and Conditions (T&C) apply to all contracts for software engineering services (in particular in the areas of Rust, Python, TypeScript), cloud infrastructure consulting, and AI engineering between Constantin Luckenbach (hereinafter "Contractor") and his clients.
This offer is directed exclusively at entrepreneurs within the meaning of § 14 BGB (German Civil Code) and legal entities under public law.
Deviating, conflicting, or supplementary terms and conditions of the client shall only become part of the contract if their validity has been expressly agreed to in writing.
§ 2 Services and Subject Matter
The Contractor provides services in the areas of software development, architectural consulting, and technical consulting.
Unless expressly agreed otherwise in writing as a contract for work (Werkvertrag), services are provided on the basis of a service contract (Dienstvertrag) pursuant to §§ 611 et seq. BGB. A specific economic or technical success is not guaranteed.
The Contractor is free to organize his activities (working hours, location, chronological sequence) and is not subject to any technical or disciplinary instructions from the client.
§ 3 Client's Obligations to Cooperate
The client shall ensure that all acts of cooperation necessary for the proper execution of the order are performed in a timely and complete manner and at no cost to the Contractor.
This includes, in particular, the necessary access to IT systems, cloud infrastructures, repositories, and documentation, as well as the provision of qualified contact persons and required test data.
Delays in performance resulting from a lack of or insufficient cooperation by the client are not the responsibility of the Contractor.
§ 4 Use of Generative Artificial Intelligence (AI)
The Contractor is entitled to use generative AI systems (e.g., for generating program code, documentation, image, video, or audio outputs) to provide his services.
Due to the statistical and non-deterministic nature of generative models, the Contractor assumes no liability for the accuracy, security, error-free nature, or legal harmlessness (in particular with regard to third-party intellectual property rights) of the results generated by the AI.
The final substantive, technical, and legal review, as well as the approval of all AI-generated outputs for production use, is the sole responsibility of the client.
§ 5 Remuneration and Payment Terms
Billing is based on actual time and effort (Time & Material) on the basis of the hourly rates agreed upon in the individual order.
Services are generally invoiced monthly, accompanied by a corresponding time log (e.g., export from project management tools).
Invoices are due for payment within 14 days of receipt without deduction.
In the event of late payment, the Contractor is entitled to suspend his services after prior notice until full payment has been made.
§ 6 Rights of Use (Intellectual Property)
Upon full payment of the agreed remuneration, the Contractor grants the client the exclusive, perpetual, and geographically unrestricted rights of use and exploitation for the work results created individually for the client within the scope of the order.
However, the Contractor reserves the right to use his own pre-existing algorithms, frameworks, standard libraries, and know-how that have been incorporated into the work results for projects with other clients without restriction.
§ 7 Limitation of Liability
The Contractor's liability for slight negligence is excluded.
In the case of gross negligence, liability is limited to the typically foreseeable damage, up to a maximum total amount of EUR 25,000.00.
Liability for indirect damages, consequential damages, or loss of profit is excluded.
These limitations do not apply to injury to life, body, or health, or in cases of intent.
§ 8 Right of Reference
The Contractor is entitled to use the client's name and company logo for reference purposes on his website, in social media channels, or in portfolio documents.
The client may object to this use at any time for the future if there is a legitimate interest in confidentiality.
§ 9 Final Provisions
The law of the Federal Republic of Germany shall apply exclusively.
The exclusive place of jurisdiction for all disputes arising out of or in connection with this contract is Tübingen, Germany.
Should individual provisions of these T&C be or become invalid, the validity of the remaining provisions shall remain unaffected (Severability Clause). Instead of the invalid provision, a regulation shall be deemed agreed upon that comes closest to the economic purpose of the invalid provision.