General Terms and Conditions

1. General Provisions / Scope of Application

1.1 These General Terms and Conditions (GTC) apply to all consulting engagements between LCI – Logistics Cost Intelligence e.U., operated by Rada Brujic, MBA, PhD (hereinafter referred to as “LCI”), and its business clients (hereinafter referred to as the “Client”). LCI provides services exclusively to businesses (B2B).

1.2 The version agreed upon at the time of contract conclusion shall apply. These GTC shall apply to future engagements insofar as they are validly incorporated into the respective contractual relationship.

1.3 Any conflicting or supplementary terms and conditions of the Client shall apply only with LCI’s express consent. Individually negotiated contractual provisions shall prevail over these GTC.

1.4 Should any provision of these GTC be invalid or unenforceable, the remaining provisions shall remain unaffected. The relevant statutory provisions shall apply in place of the invalid provision.

2. Scope of Consulting Services / Representation

2.1 The nature, scope, deliverables, timelines and remuneration of the consulting services shall be defined in the respective proposal or individual agreement.

Services may include, but are not limited to, logistics cost assessments, Quick Checks, transport expenditure analyses, tender management support, carrier benchmarking, process optimisation, strategic logistics consulting and ongoing advisory engagements.

2.2 LCI may engage suitably qualified third parties to perform contractual obligations while remaining the Client’s contractual point of contact. Confidentiality and applicable data protection requirements shall be observed.

2.3 LCI provides consulting and advisory services only. Unless expressly authorised under a separate power of attorney, LCI shall not be entitled to enter into contracts with carriers, freight forwarders or other suppliers on behalf of the Client.

The actual execution of transport services is not included in the consulting engagement.

3. Client Obligations / Provision of Information

3.1 The Client shall establish the organisational conditions reasonably required for the performance of the engagement and appoint competent and authorised contact persons.

3.2 The Client shall inform LCI of relevant consulting engagements, projects and initiatives previously completed or currently underway.

3.3 The Client shall provide all information and documentation required for the engagement in a timely, accurate, complete and usable manner.

Such information may include transport invoices, freight rates, shipment data, transport lanes, supplier agreements, service-level requirements and relevant GDP/GMP documentation.

LCI may generally rely on the accuracy and completeness of the information provided unless obvious inconsistencies are identified.

3.4 The Client shall ensure that all information is lawfully provided and that any necessary internal notifications or consultations are completed.

Delays or additional work resulting from incomplete or unavailable information shall be addressed through mutually agreed adjustments to the project schedule and, where applicable, remuneration.

4. Professional Independence

4.1 Both parties undertake to act in good faith, maintain mutual loyalty and safeguard LCI’s professional independence.

4.2 Potential conflicts of interest shall be disclosed.

Any referral fees, commissions or financial relationships between LCI and recommended service providers shall be disclosed to the Client before the relevant recommendation is made.

5. Reporting and Deliverables

5.1 LCI shall provide progress updates, findings and results in the format and frequency agreed upon in the respective engagement.

5.2 Reports, presentations and final workshops shall be delivered in accordance with the agreed project schedule.

Where no delivery date has been agreed, LCI shall deliver the final report within a reasonable period, generally two to four weeks after completion of the services.

5.3 LCI shall perform its services independently and shall not be bound by specific working hours or locations unless expressly agreed otherwise.

6. Intellectual Property Rights

6.1 All intellectual property rights in methodologies, analytical models, templates, calculations, reports and other materials developed by LCI shall remain with LCI to the extent permitted by applicable law.

Upon full payment of the agreed remuneration, the Client shall receive a non-exclusive right to use the deliverables for its own internal business purposes.

6.2 Distribution to third parties or publication of LCI materials shall generally require LCI’s prior consent.

Exceptions apply where disclosure is required by law or necessary for internal implementation through persons subject to appropriate confidentiality obligations.

Ownership and rights relating to data originally provided by the Client shall remain with the Client.

7. Warranty

7.1 Statutory warranty provisions shall apply unless validly modified by agreement between the parties in accordance with applicable law.

LCI shall be given a reasonable opportunity to remedy any defects in its services or deliverables.

7.2 Any deviation from the statutory warranty periods shall apply only if expressly agreed in the individual contract.

8. Liability and Damages

8.1 LCI shall be liable in accordance with applicable statutory provisions.

Any limitation of liability for slight negligence resulting in property damage or financial loss must be expressly agreed upon in the individual contract and shall apply only to the extent permitted by law.

Liability for personal injury and damage caused intentionally shall remain unaffected.

8.2 Forecasts, benchmarks, estimated cost reductions and potential savings are based on the assumptions, data and circumstances available at the time of analysis.

They shall not constitute a guarantee of actual financial savings or specific commercial outcomes.

Unless expressly agreed otherwise, the Client shall remain responsible for final decisions concerning carrier selection, contractual commitments and operational implementation.

8.3 Mandatory statutory liability provisions shall remain unaffected.

9. Confidentiality and Data Protection

9.1 LCI shall treat all non-public business and operational information obtained during the engagement as confidential.

This includes, in particular, freight rates, commercial conditions, supplier information, contractual arrangements, financial data and compliance documentation.

9.2 Confidential information shall be used exclusively for the agreed engagement and disclosed only to authorised persons subject to appropriate confidentiality obligations.

Confidentiality obligations shall continue after termination of the contractual relationship.

Exceptions shall apply to information already publicly available or where disclosure is legally required.

9.3 Both parties shall comply with the General Data Protection Regulation (GDPR) and applicable Austrian data protection legislation.

Where LCI processes personal data on behalf of the Client as a data processor, a separate data processing agreement pursuant to Article 28 GDPR shall be concluded before such processing begins.

10. Fees and Payment Terms

10.1 Consulting fees, applicable currency, VAT, scope of services, milestones and payment schedules shall be specified in the respective proposal or individual agreement.

Unless otherwise stated, all B2B prices are quoted exclusive of applicable value-added tax.

10.2 LCI may offer the following remuneration models:

• Fixed-fee engagements, including Quick Checks
• Project-based consulting fees
• Monthly retainer agreements
• Performance-based or success-related fees, where expressly agreed

10.3 Performance-based remuneration shall apply only where the parties have expressly agreed in writing upon the relevant baseline, definition of savings, measurement period, calculation methodology, data sources, verification procedures and payment due date.

10.4 Savings calculations shall take into account relevant changes in shipment volumes, service scope, exchange rates, fuel costs, market conditions and one-off expenses in accordance with the individually agreed methodology.

No performance-based fee shall become payable without an appropriate contractual agreement.

10.5 Necessary travel expenses and third-party costs approved in advance by the Client shall be invoiced separately against appropriate supporting documentation.

Additional services outside the agreed scope shall require separate authorisation.

10.6 Unless otherwise agreed, invoices shall be payable within 14 calendar days of receipt, without deduction.

Statutory consequences of late payment shall apply.

11. Electronic Invoicing

11.1 The Client agrees to receive invoices electronically at the designated billing address, to the extent permitted by applicable law.

12. Contract Duration and Termination

12.1 Project-based engagements shall terminate upon completion of the agreed services.

Ongoing advisory engagements and retainer agreements shall be governed by the duration and notice periods specified in the individual contract.

Where no specific arrangements have been made, applicable statutory provisions shall apply.

12.2 Both parties retain the right to terminate an agreement for good cause in accordance with applicable law.

Services already performed shall be remunerated in accordance with the contractual arrangements and applicable statutory provisions.

13. Final Provisions

13.1 Both parties shall promptly notify each other of material changes to information relevant to the contractual relationship.

13.2 Amendments and supplementary agreements should be documented in text form for evidentiary purposes.

Mandatory statutory form requirements shall remain unaffected.

13.3 Austrian substantive law shall apply, excluding its conflict-of-law rules and the United Nations Convention on Contracts for the International Sale of Goods (CISG), to the extent legally permissible.

For disputes between businesses, the court having subject-matter jurisdiction at LCI’s registered place of business shall have jurisdiction, insofar as such an agreement is legally permissible.

14. LCI-Specific Consulting Provisions

14.1 Quick Check

The scope of analysis, review period, sampling methodology, data requirements, reporting format and presentation of findings shall be defined in the respective proposal.

A Quick Check constitutes a targeted consulting assessment and does not represent a comprehensive audit of all transport operations or contractual arrangements.

14.2 Logistics Optimisation Projects

Implementation activities, responsibilities, approvals, tender procedures and change requests shall be governed by the agreed project plan.

LCI does not guarantee the commercial offers, contractual performance or service quality of independent transport providers.

14.3 Retainer Agreements

Monthly service allocations, availability, response times, treatment of unused consulting hours and termination arrangements shall be specified in the individual retainer agreement.

14.4 Pharmaceutical and Life Sciences Consulting

Consulting services relating to Good Distribution Practice (GDP), Good Manufacturing Practice (GMP) and other regulated logistics processes shall not replace regulatory approvals, legal advice, formal validation procedures or the Client’s own quality management responsibilities.