General Terms and Conditions (GTC)

  1. Introduction

1.1 Contracting Parties

These General Terms and Conditions (“GTC”) govern the legal relationship between the provider of the services ("Company", "we", "us" or "our") and the customer ("Customer" or "She"These Terms and Conditions apply to all services offered by the Company.

1.2 Scope

These terms and conditions apply to all current and future business relationships between the company and the customer, unless otherwise agreed in writing. Any deviating, conflicting or supplementary general terms and conditions of the customer will not become part of the contract unless the company has expressly agreed to their validity in writing.

1.3 Subject matter of the contract

The company offers various products and services in the field of AI voice agents:

  • AI Voice Agent Advanced Program: A comprehensive coaching, in which customers learn how to develop and commercially deploy AI voice agents. The coaching provides both technical knowledge and strategic approaches to the optimal use of AI voice agents in a business context.
  • Individual development services: Upon request, the company develops AI voice agents according to the customer's specific requirements. This includes the complete creation, implementation and integration of the AI voice agents into the customer's existing systems.

These Terms and Conditions apply to all contracts and agreements related to these products and services.

1.4 Acceptance of the Terms and Conditions

By using the company's services, the customer agrees to these terms and conditions. These terms and conditions become part of the contract when the order is placed. If the customer does not agree to these terms and conditions, he should not use the company's services.

1.5 Changes to the Terms and Conditions

The company reserves the right to change these terms and conditions at any time. Changes will be communicated to the customer in an appropriate manner. The amended terms and conditions are deemed to have been accepted if the customer does not object to the changes in writing within 14 days of notification. In the event of an objection, the company has the right to terminate the contract with the customer without notice.

1.6 Communication

All notifications and declarations within the scope of this contract are made in writing. The General Terms and Conditions can be viewed on our invoices, the website and on the payment page. The customer is obliged to inform the company immediately of any changes to his contact details. The customer is hereby informed that he must read the General Terms and Conditions before concluding the contract and that he accepts them by using our services.

1.7 Applicable law and place of jurisdiction

These Terms and Conditions and all contractual relationships based on them are subject to the laws of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods. The place of jurisdiction for all disputes arising from or in connection with these Terms and Conditions and the contractual relationships based on them is Cologne.

1.8 Severability Clause

Should any provision of these Terms and Conditions be invalid or unenforceable, the remaining provisions will continue to be fully effective. In place of the invalid or unenforceable provision, a valid and enforceable provision shall be deemed to have been agreed that comes closest to the economic purpose of the invalid or unenforceable provision.

1.9 Contract language

The contract language is German. In the event of discrepancies between the German version of these Terms and Conditions and a translation, the German version shall prevail.

By using our services, you confirm that you have read, understood and accepted these Terms and Conditions.

  1. services and products

2.1 Scope of Services

The company offers a variety of products and services in the field of developing and deploying AI voice agents that can be used for the customer's inbound and outbound operations. In addition, the company offers coaching and online courses that enable customers to develop their own AI voice agents.

2.2 Services

Our services include but are not limited to:

  • The development and deployment of AI voice agentswho can communicate in different languages.
  • The integration of AI voice agents with scheduling software like Google Calendar.
  • maintenance, troubleshooting and support services.

2.3 Coaching and online courses

The company offers coaching and online courses aimed at training customers and their employees in the development and implementation of AI voice agents. These coaching and courses include, but are not limited to:

  • introductory coaching for the development of AI voice agents.
  • Advanced training for the integration and adaptation of AI solutions.
  • webinars and workshops on specific topics in the area of AI and inbound and outbound operations.
  • provision of learning materials and resourcesthat support the learning process.

2.4 Availability and changes

The Company reserves the right to change the availability of the Services and Products at any time and without prior notice. The Company strives to provide all Services and Products in accordance with the highest quality standards, but does not guarantee their constant availability or freedom from errors.

2.5 Customer's obligation to cooperate

The Customer agrees to provide all materials, information and access necessary to provide the Services, including but not limited to:

  • Providing sample scripts for the AI voice agents.
  • Access to relevant software tools and platforms such as Make.com.
  • All other necessary informationrequired for the successful implementation and use of AI voice agents.

2.6 Liability and warranty

The Company assumes no liability for the Customer's specific use of the AI Voice Agents. The Customer is solely responsible for compliance with all applicable laws and regulations related to the use of the AI Voice Agents. The Company does not provide legal advice, and all legal risks related to the use of the AI Voice Agents are borne solely by the Customer.

  1. Remuneration & Cancellation

3.1 General provisions

The remuneration for the services, coaching and online courses offered by the company is agreed individually and determined outside of these terms and conditions. Payment is usually made via the payment provider Elopage, which offers SEPA and credit card payments. The customer undertakes to pay the agreed amounts in accordance with the specified payment terms.

3.2 Services

For the services provided as part of the Services, including the development and provision of AI voice agents and related maintenance, troubleshooting and support services, the remuneration is set out in the respective contract.

3.3 Coaching and online courses

The remuneration for coaching and online courses aimed at training the customer in the development and implementation of AI voice agents is also agreed individually. These fees can be incurred as a one-time payment or as subscription fees depending on the type and scope of the coaching. The customer undertakes to pay the agreed amounts in accordance with the specified payment terms.

3.4 Due date and terms of payment

All payments are due within 14 days of invoicing, unless otherwise agreed. Payment is made via the payment provider Elopage. The company reserves the right to charge interest on late payment in the amount of 9 percentage points above the base interest rate in accordance with Section 288 of the German Civil Code (BGB).

3.5 Refund and Cancellation

Since the services and products offered are Business-to-Business (B2B)-Contracts and the services are provided immediately after the order is placed, refunds are generally excluded. This regulation is in accordance with the applicable legal provisions. Exceptions can only be made in special cases, which are recorded in writing and by mutual agreement.

Should a refund be necessary due to mandatory legal requirements, the following applies:

  • The customer must submit a written request for refund within 7 days after receiving the service.
  • Refunds will only be made for services not yet provided and subject to a reasonable processing fee.
  • Partial services already provided will not be refunded.

3.6 Right of retention

The Company reserves the right to withhold further services in the event of any arrears in payment by the Customer until all outstanding amounts have been paid in full. This includes access to online courses and training materials.

  1. data protection

Both parties undertake to comply with applicable data protection laws, in particular the General Data Protection Regulation (GDPR). The company processes personal data exclusively within the framework of the contractual agreements and in accordance with the legal provisions. The customer ensures that all necessary consents from the data subjects are available.

  1. Intellectual Property

All work results created under this contract, including notes, reports, documentation, computer programs, inventions and other deliverables, are and remain the sole property of the company. The customer will receive a simple, non-transferable right of use for the contractually agreed purposes. For coaching and online courses, the company retains all rights to the materials and content provided; the customer may only use these within the scope of the conveyed purposes.

  1. non-competition clause

6.1 Subject of the non-competition clause

During the term of this Agreement and for a period of six months after its termination, the Customer agrees not to offer or have offered by third parties any training services that directly compete with the training offered by the Company in the area of developing and deploying AI voice agents.

6.2 Territorial and material scope

The non-competition clause applies within the Federal Republic of Germany and relates exclusively to training or coaching services in the field of AI voice agents that are identical or comparable to the services offered by the company.

6.3 Appropriateness

This non-competition clause serves to protect the legitimate business interests of the company, in particular the protection of confidential information and customer relationships. It is designed in such a way that the customer is not unreasonably restricted in his professional activities and takes into account his interest in free professional development.

6.4 Contractual penalty

If the customer culpably violates the non-competition clause, he undertakes to pay the company a contractual penalty of EUR 5,000 for each violation. The right to assert further damages remains reserved, whereby the contractual penalty will be offset against any claims for damages.

  1. limitation of liability

7.1 Services

The company is only liable for damages that are based on an intentional or grossly negligent breach of duty. In the case of simple negligence, the company is only liable for breaches of essential contractual obligations (cardinal duties), but limited to the typical, foreseeable damage.

7.2 Coaching and training

The coaching, programs and training sessions serve solely to impart knowledge. The use of the knowledge and skills acquired is entirely the responsibility of the customer. The company assumes no liability for any legal consequences arising from the use of the created AI voice agents.

  1. termination of the contract

8.1 Ordinary termination

For coaching contracts, the contractual relationship ends automatically upon fulfillment of the agreed services or at the latest after 2 yearsOrdinary termination before full performance of the service is excluded unless otherwise agreed.

8.2 Extraordinary termination

The right to terminate the contract without notice for good cause remains unaffected. Good cause exists in particular if:

  • A party breaches essential contractual obligations and does not remedy this breach within a reasonable period of time despite a written warning.
  • Insolvency proceedings are opened over the assets of a party or the opening is rejected due to insufficient assets.

8.3 Form of termination

The termination must be made in writing.

  1. dispute resolution

In the event of disputes arising from or in connection with this contract, the parties will attempt to settle them amicably. If no agreement is reached, the place of jurisdiction is Cologne.

  1. Applicable law and place of jurisdiction

This contract is subject to the laws of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods. The place of jurisdiction for all disputes arising from or in connection with this contract is Cologne.

  1. severability clause

Should any provision of this contract be invalid or unenforceable, the remaining provisions shall remain unaffected. The invalid or unenforceable provision shall be replaced by a valid one that comes closest to the economic purpose of the invalid provision.

  1. acceptance clause

By using our services or products, you acknowledge that you have read, understood and accepted these Terms and Conditions. If you do not agree to these terms, you are not authorized to use our services or products.

  1. contact information

Scaling Consulting LLC

2880 W Oakland Park Blvd, Suite 225C, Oakland Park, 33311 Florida

 

E-mail: info@cold-calls.ai

Status: September 20, 2024

 

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