General Terms and Conditions (GTC)

1. Scope
All deliveries and services of full CTLR IT e.U., FN 655747i, Weißkirchner Straße 67A/12 (hereinafter “full CTRL IT” or “we”, “us”, “our”) to business customers (Unternehmer im Sinne des § 1 UGB, hereinafter “Customer”, or “you”, “your”) are exclusively subject to these General Terms and Conditions (“GTC”). Deviations are only valid if agreed in writing. Employees of full CTRL IT are not authorized to make commitments or agreements deviating from these GTC. These General Terms and Conditions include all sections and provisions listed herein, including but not limited to the sections ‘Services Offered & Operational Details’ and ‘Service Level Agreements (SLAs)’.

2. Conclusion of Contract / Orders
By placing an order, the Customer submits a binding offer to contract. A contract is only formed upon written acceptance by full CTRL IT via email or in writing by post. If the acceptance deviates from the order, no contract is formed. Only the services expressly listed in the order and acceptance are owed; additional services must be expressly agreed.

3. Place of Performance / Delivery / Default
The place of performance for deliveries is generally the Customer’s address. If the Customer arranges transport independently, the place of performance is full CTRL IT’s address. The Customer must compensate for disadvantages caused by acceptance default (e.g., storage costs). Partial deliveries are permitted and may be invoiced separately. Delivery periods are extended in cases of force majeure (including pandemics, official measures, supply shortages, labor disputes, or supplier failures).

4. Retention of Title
full CTRL IT retains ownership of delivered goods until full payment is received. The Customer may not resell goods before payment. If resale occurs, all claims from the resale are assigned in advance to full CTRL IT, who accepts this assignment. The Customer must inform buyers of this assignment and provide necessary information if requested. Pledging or assigning goods as security is prohibited. In case of compulsory enforcement, the Customer must notify full CTRL IT immediately. full CTRL IT may reclaim goods if the Customer defaults, suspends payment, or insolvency proceedings are initiated.

5. Intellectual Property Rights
No intellectual property rights are transferred. All rights to documents, drawings, plans, samples, know-how, and patents remain with full CTRL IT or the original producer. The purchase price includes a non-exclusive, time-limited right of use for the intended contractual purpose only.

6. Prices / Payment Terms / Default
Prices are based on full CTRL IT’s current price list. Discounts apply only if individually agreed. Payment is due within 14 days of invoice without deductions. In case of default, full CTRL IT may charge default interest (§1000 ABGB, 360-day year) and claim all collection costs. After a reasonable grace period, full CTRL IT may withdraw from the contract. In the case of consumers, the statutory default interest rate applies; for business customers, the interest rate is the ECB base rate plus 8% per annum, in accordance with § 456 UGB. All invoices are issued in EUR (€) and payable by bank transfer to the account specified on the invoice. If payment is delayed, a reminder is sent with a three-day grace period; after this, interest at the ECB base rate +8% applies. If payment is overdue for 30 days, full CTRL IT may suspend services until all dues are settled.

7. Liability of full CTRL IT
full CTRL IT and its agents are not liable for slight negligence, except where the breach concerns essential contractual obligations (cardinal duties). Liability for personal injury remains unaffected. Any liability for damages is limited to those caused exclusively by full CTRL IT during contract performance. Liability for loss of profit, indirect or consequential damages is excluded, unless caused by gross negligence or intent. full CTRL IT is not liable as producer under the Product Liability Act (PHG). No liability exists for damages due to force majeure, government measures, or issues between the Customer and the producer. These limitations also apply to full CTRL IT’s representatives and agents, provided this is legally permissible.

8. Customer Liability
The Customer is liable for damages, costs, and expenses resulting from breaches of these GTC or legal obligations.

9. Set-off
The Customer may only offset claims against full CTRL IT if full CTRL IT is insolvent or the counterclaim is legally connected and established by court or recognized by full CTRL IT.

10. Termination / Insolvency
full CTRL IT may terminate the contract for important reasons, including insolvency proceedings or general payment suspension by the Customer. The Customer must notify full CTRL IT immediately of any insolvency application.

11. Contract Duration and Termination
Contracts are concluded for a minimum term of six (6) months.

After this initial period, either party may terminate the contract in writing with effect from the last day of a calendar month. The notice period is one month for terminations by the Customer and two months for terminations by full CTRL IT.
In the event of termination by the Customer, the Customer is responsible for ensuring the complete transfer of all relevant knowledge, documentation, and systems to themselves or to a designated third-party provider. full CTRL IT will provide reasonable cooperation upon request, and any additional costs incurred shall be borne by the Customer.

12. Form / Notifications
Orders, acceptances, changes to these GTC, and other communications must be in writing unless otherwise agreed. Electronic transmission is sufficient. The Customer must promptly notify full CTRL IT of address changes.

Notices and declarations are to be sent to the last known address or email address provided by the respective party. A change of address or email must be communicated without delay. If a party fails to do so, notifications sent to the previously known address or email shall be deemed received.

13. Applicable Law
Austrian substantive law applies exclusively, excluding international private law and the UN Convention on Contracts for the International Sale of Goods (CISG).

For consumers, the mandatory provisions of their home jurisdiction remain unaffected. For business customers, the exclusive place of jurisdiction is the competent court at the registered office of full CTRL IT.

14. Data Protection
The privacy policy of full CTRL IT is part of this contract. The Customer confirms having read it.

15. Compliance / Export Controls
The Customer confirms compliance with all relevant laws and that neither they nor any controlled entity are subject to sanctions. The Customer must not engage in prohibited conduct (e.g., bribery) and must inform full CTRL IT if circumstances change. Non-compliance entitles full CTRL IT to immediate contract termination.

Services Offered & Operational Details

Service Portfolio
full CTRL IT offers the following services:

• Managed IT Services
• IT Consulting & Project Implementation
• Unified Endpoint Management (UEM, MDM) (macOS, iOS, Android)
• Infrastructure Management
• Cloud Services
• Network and Security Solutions
• Software Licensing and Support
• User Support and Helpdesk
• Onboarding/Offboarding of Users
• Training of Users
• System Integration and Migration
• Monitoring and Maintenance
• Documentation
• Hardware Procurement and Lifecycle Management
• Additional services as agreed in writing

Service Area and Working Hours
full CTRL IT e.U. operates in the Wels-Land, Upper Austria area. Services are provided globally, but standard working hours are Austrian office hours (07:00–18:00), excluding Austrian national holidays.

Client Responsibilities

• Notify full CTRL IT of team changes at least 24 hours in advance
• Notify full CTRL IT of onboarding/offboarding employees at least two weeks in advance, except in cases of suspension or other unforeseen events that require the immediate blocking of accounts and licenses.
• Inform full CTRL IT in advance about additional systems/services to be used; full CTRL IT is not liable for incompatibilities if not consulted
• Notify full CTRL IT immediately of breaches in any form (i.e. security, data theft or any other form of threat to either the customers business itself or full CTRL IT)
• The Customer is responsible for using all software and services provided by full CTRL IT in accordance with applicable laws and contractual terms, to the best of their knowledge and belief. The Customer must not install or use pirated, unlicensed, or unauthorized software. full CTRL IT assumes no liability for any misuse, improper use, or violations by the Customer, including but not limited to damages resulting from data breaches, data theft, or security incidents — even in cases of emergency offboarding or immediate account blocking.
• The Customer shall indemnify and hold full CTRL IT harmless against all claims, damages, and costs arising from the Customer’s unlawful use of software or services, including but not limited to the use of unlicensed or pirated software.

Service Level Agreements (SLAs)

SLA Element	Standard Provision
First Response Time	Max. 4 hours during working hours
Support Hours	Austrian office hours (07:00–18:00), except on holidays
Support – Fair-Use – Policy	Each paid user is entitled to three (3) helpdesk tickets per month. The total number of tickets is pooled across all users. Unused tickets expire at the end of each month and do not carry over. Additional tickets may be subject to separate charges, as specified in the support contract. A “ticket” is defined as a single, clearly described support request relating to a specific issue or inquiry.
Incident Prioritization	Incidents are prioritized according to impact and urgency. Critical incidents are addressed with highest priority.
Service Suspension	If payments are overdue for more than 30 days, services may be suspended until all dues are settled.
Project Requests / Project-Specific Inquiries	The processing of company-related project requests is limited to one active request at a time. Customers may reprioritize their requests if a new, more urgent request arises during an ongoing process. Exceptions for critical or urgent incidents are handled according to the agreed SLAs.
Additional Agreements	Any additional agreements or deviations from these standard SLAs are set out individually in the separately agreed support contract.