1. Scope and Definitions
These Terms and Conditions (“Terms”) apply to all consulting services, online sessions, workshops, assessments, and related activities (“Services”) provided by QM Academy – Volker Sameske, located in Germany (“we”, “us”, “our”).
Our Services are primarily directed at business clients (B2B).
If a consumer engages us, statutory consumer protection rights apply in addition to these Terms.
“Client” refers to any business, organisation, or individual that enters into a contract with us or uses our Services.
2. Services Provided
We provide consulting, advisory services, assessments, training, and facilitation in the fields of:
- Quality management
- Risk management
- Operational excellence
- Business resilience
- Process and organisational development
Service descriptions on our website are for general information only and do not constitute binding offers.
3. Conclusion of Contract
A contract is formed only when:
- The Client requests a Service, and
- We confirm the engagement in writing (e.g., email, proposal acceptance, booking confirmation).
Preliminary discussions, exploratory calls, or website contact forms do not establish a contractual relationship.
4. Fees and Payment Terms
Fees are stated in individual proposals, offers, or agreements.
All amounts are exclusive of VAT, unless otherwise indicated.
Invoices are due immediately upon receipt, unless a different payment term is explicitly agreed.
If travel is required, reasonable travel costs, accommodation, and expenses will be billed separately.
5. Performance of Services
We provide our Services personally or through qualified subcontractors where appropriate.
All consulting Services are provided on a best-effort basis.
The Client remains solely responsible for decisions made, actions taken, and results achieved based on our consulting.
We make no guarantees regarding specific business outcomes, financial improvements, compliance results, or operational performance.
6. Client Obligations
The Client must provide:
- Accurate and complete information required for the Service
- Timely access to relevant documents, systems, and personnel
- A contact person responsible for coordination
- Decision-making authority to progress the engagement
Delays caused by the Client may extend timelines or incur additional costs.
7. Intellectual Property
All materials, methods, frameworks, documents, templates, analyses, models, presentations, and tools provided during the engagement remain our intellectual property.
The Client receives a non-exclusive, non-transferable licence for internal business use only.
Reproduction, distribution, modification, resale, or publication is prohibited without prior written consent.
8. Confidentiality
Both parties will treat all non-public information exchanged during the engagement as confidential.
This obligation continues after the end of the contract.
9. Liability and Limitations of Liability
We are liable only for damages caused by:
- Intent, or
- Gross negligence
Liability for ordinary negligence is excluded, except for:
- Injury to life, body, or health
- Violation of essential contractual obligations (“cardinal obligations”)
- Mandatory statutory liability (e.g., German Product Liability Act)
In cases of negligent breach of cardinal obligations, our liability is limited to typical, foreseeable damages.
Total liability is capped at the amount paid by the Client for the specific engagement that caused the alleged damage.
We are not liable for:
- Lost profits
- Lost revenue
- Business interruption
- Loss of data
- Indirect or consequential damages
- Decisions made by the Client based on our advice
- Implementation failures on the Client’s side
This strong limitation is standard for B2B consulting and fully enforceable under German law.
10. Cancellation, Termination, and Rescheduling
Either party may terminate the contract with written notice if no specific fixed-term agreement exists.
Cancellations or postponements of scheduled workshop days or consulting sessions by the Client must be communicated in writing:
- More than 7 days before the appointment: no charge
- 7 days or fewer: 50% of the planned fee
- 48 hours or fewer: 100% of the planned fee
This compensates for binding time commitments.
11. Changes to These Terms
We may update these Terms at any time.
The version in effect at the time of contract formation applies to the specific engagement.
12. Governing Law and Jurisdiction
These Terms are governed by the laws of Germany, excluding its conflict-of-law rules.
The exclusive place of jurisdiction for all disputes arising from or related to the contract is Stuttgart, Germany, provided the Client is a merchant or legal entity under German or EU law.
13. Severability Clause
If any provision of these Terms is held invalid or unenforceable, the remaining provisions remain in full effect.
Invalid provisions shall be replaced by legally permissible provisions closest to the intended economic purpose.