Manuela Hackl

1. Scope of Application

The following General Terms and Conditions apply to all legal transactions between the Manuela Hackl, resident Ebertplatz 6, 78467 Konstanz, Germany, herein referred to as “Service Provider” and its contracting party, hereinafter referred to as the “Client”.

“Client” within the meaning of these Terms and Conditions refers to any contracting party of the Service Provider.

Where individual contractual provisions deviate from or conflict with these Terms and Conditions, these Terms and Conditions shall take precedence.

1.1 These general terms and conditions serve the purpose of defining the rights and obligations of the Service Provider and its Clients and establishing clear contractual relationships in business transactions. The Service Provider provides its services exclusively based on these terms and conditions. These conditions apply to all legal relationships between the Service Provider and its Clients, even if not explicitly referred to.

1.2 The version valid at the time of contract conclusion shall be decisive. Deviations from these conditions and any additional agreements with the Client are only effective if confirmed in writing by the Service Provider. The Service Provider explicitly rejects any terms and conditions of the Client, even if known, unless explicitly and in writing agreed otherwise on a case-by-case basis. No further objection by the Service Provider to the Client’s general terms and conditions is required.

1.3 Changes to these terms and conditions shall be communicated to the Client and shall be deemed agreed upon if the Client does not object in writing within 14 days. The Client is explicitly informed of the significance of silence in the notification. It is agreed that in the event of changes to the terms and conditions, notification to the Client via email to the address provided to the Service Provider shall be sufficient.

2. Scope of Services

2.1 The services provided by the Service Provider are aimed at advising and supporting the Client in the selection, implementation, customization, and optimization of HubSpot CRM systems, as well as in the planning, configuration, and automation of business processes through HubSpot, Zapier, and other connected tools or APIs.

2.2 Upon corresponding engagement by the Client, the Service Provider shall also provide additional services, particularly with regard to process optimization, workflow automation, CRM data migration, integration of third-party systems, and technical implementation of HubSpot modules. These services are provided exclusively by the Service Provider.

2.3 The specific scope of services to be rendered, the subject matter of the contract, and the exact description of the tasks to be performed are defined in the service proposal or individual agreement with the Client, the service description stated in the cost estimate, offer, contract, specification sheet, or briefing protocol, in conjunction with any order confirmation by the Service Provider.
Subsequent changes to the scope of services require written confirmation by the Service Provider. Within the framework specified by the Client, the Service Provider has creative and technical freedom in fulfilling the order and reserves the right to expand, modify, or reduce services if it leads to an improvement in performance.

2.4 Cost Estimates and Binding Offers
Cost estimates or offers provided by the Service Provider are non-binding and subject to change. The Client shall remain bound by its offer for a period of two (2) weeks. The order is concluded upon acceptance by the Service Provider.
If the Client is aware that the Service Provider has commenced work based on a submitted offer, and no objection is raised, the offer shall be deemed accepted.

2.5 Cost Adjustments
If it becomes apparent that actual costs will exceed the estimated amount by more than 10%, the Service Provider shall inform the Client. The cost overrun shall be deemed accepted unless the Client objects in writing within three (3) working days. Overruns of up to 10% do not require separate notification and are deemed accepted in advance.

2.6 Client’s Duty to Cooperate
The Client must provide the Service Provider with all necessary information, access credentials, documentation, and content required to execute the order in a timely and complete manner, even without specific request.
The Client shall bear any costs arising from incomplete, delayed, or erroneous information or cooperation.

2.7 Acceptance of Deliverables
The Client shall review all deliverables provided by the Service Provider and approve them within five (5) working days. In the absence of written objections within this period, the deliverables shall be deemed accepted.

3. Subject Matter of the Contract

3.1 The parties agree to cooperate in accordance with the specific individual agreement concluded between them. The parties explicitly agree that this contract does not constitute an employment relationship.

3.2 The Service Provider shall be solely responsible for all social security contributions and tax obligations and shall indemnify the Client against any related liabilities.

3.3 The Service Provider is free to provide services to other Clients as well.

4. Term and Termination

4.1 The contract commences and terminates on the dates individually agreed upon.

4.2 Ordinary termination is permitted, subject to a notice period of two (2) weeks to the end of a calendar month.

4.3 Termination without notice for good cause remains possible. Good cause shall be deemed to exist, for example, if

• the Client is in default with two consecutive due payments and fails to remedy the default within a reasonable grace period,

• the Client becomes insolvent after conclusion of the contract, or

• if the Client obstructs or delays project execution, fails to provide necessary access or cooperation, or misuses HubSpot or other integrated services for unlawful purposes.

5. Subcontracting and Third Parties

5.1 The Service Provider is entitled to perform the services itself or engage qualified third parties (subcontractors or freelancers) for service delivery.

5.2 The Service Provider shall select such subcontractors carefully and ensure they possess the necessary professional qualifications.

5.3 The Client acknowledges that certain services may require cooperation with or through third-party providers such as HubSpot, Zapier, or other API platforms. In such cases, the Service Provider acts as an intermediary or certified partner but not as the manufacturer or provider of the third-party software.

6. Prices and Payment Terms

6.1 Services shall be invoiced at the fixed price specified in the individual contract upon completion or, if remuneration is based on time and materials, on a monthly basis unless otherwise agreed.

6.2 Quoted estimates for time-and-materials services are non-binding.

6.3 All prices are exclusive of VAT at the applicable statutory rate.

6.4 Invoices are payable immediately upon receipt without deduction. In case of non-payment within 30 days, the Service Provider may charge default interest of 8% p.a. above the applicable base interest rate.

6.5 HubSpot Partner Disclaimer
The Service Provider acts as an independent HubSpot Partner and intermediary. The Service Provider cannot be held liable for errors, downtime, or defects related to HubSpot or other third-party software. Liability for the functionality of HubSpot, Zapier, or other integrated tools lies solely with their respective providers.

7. Liability

7.1 The Service Provider shall be liable for intent and gross negligence in accordance with statutory provisions. For slight negligence, liability is limited to foreseeable, contract-typical damages, unless life, body, or health are affected.

7.2 The Service Provider assumes no liability for the loss of data or business disruptions caused by third-party tools (e.g., HubSpot, Zapier, API connections) if proper backup and access procedures were not ensured by the Client.

8. Applicable Law and Jurisdiction

The contractual relationship shall be governed exclusively by the laws of the Federal Republic of Germany.
If the Client has no general place of jurisdiction in Germany or the EU, the exclusive place of jurisdiction is the registered office of the Service Provider in Konstanz, Germany.

9. Intellectual Property and Reference Use

9.1 All deliverables, including programming code, templates, workflows, and automation concepts, remain the intellectual property of the Service Provider until full payment has been received.

9.2 The Service Provider grants the Client a non-exclusive, non-transferable right to use the delivered materials solely for the agreed business purpose.

9.3 The Service Provider reserves the right to refer to the Client as a reference customer, including the use of the Client’s name and logo on websites, presentations, or social media, unless explicitly revoked in writing by the Client.

10. Miscellaneous

Any amendments or additions must be made in writing to be effective.
Should any provision of this agreement be or become invalid, the validity of the remaining provisions shall not be affected. In such a case, the invalid provision shall be replaced by one that most closely reflects the intended economic purpose.