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Framework terms for customers

Framework terms for expressly agreed services to business customers.

As of 17 September 2026. These framework terms are intended solely for businesses acting in their commercial or independent professional capacity under section 14 of the German Civil Code, public-law legal entities and special public-law funds. They apply only where expressly incorporated by agreement. Publication does not create an order; individual agreements take precedence.

1. Parties, model and precedence

The parties are EA European Atlantic GmbH, Neuer Wall 10, 20354 Hamburg, Germany, represented by Daniel Harbeck, registered with Amtsgericht Hamburg under HRB 168599, and the customer identified in the individual order. EA delivers the services agreed in individual orders itself or through suitable professionals. EA remains responsible for the agreed service.

These framework terms do not cover pure intermediation with a direct project contract between customer and expert, temporary agency work, employment placement or business transactions. A different business model requires an appropriate separate agreement.

Individual agreements prevail. Otherwise, specific individual-order provisions prevail over this framework. Special data-protection agreements prevail for their subject matter. A party’s terms do not apply merely through a reference in an order or invoice.

2. Individual orders and type of performance

An individual order arises from corresponding declarations by the parties, documented in text form for evidential purposes. It specifies at least scope, type of performance, participants, dates, remuneration, cooperation, results and rights of use.

For services, EA owes professional performance, not a particular economic outcome. Where a defined result is expressly agreed as a work contract, the individual order specifies that result, verifiable acceptance criteria and the acceptance process. Statutory acceptance and defect rights remain applicable; this framework does not establish acceptance through silence alone.

3. Cooperation

The customer supplies agreed information, lawfully usable materials, access, decisions and contacts in time. EA identifies recognisable obstacles and their effects. Necessary timetable or fee adjustments are agreed; a failure to cooperate does not allow unlimited unilateral price changes.

Requirements and results are coordinated through designated contacts. The customer gives independent professionals no employment-related personnel instructions. Actual organisation and delivery must fit the agreed contractual form; describing work as independent does not replace assessment of the actual circumstances.

4. Changes

Change requests are assessed for scope, effort, cost and timing and agreed before implementation. EA need not perform additional work without agreement. Urgent protective measures are limited to what is necessary and communicated promptly; they do not create a general entitlement to arbitrary additional fees.

5. Remuneration and invoicing

The individual order specifies a fixed price or time-based fees, hours per daily rate where relevant, budget limit, travel expenses and payment schedule. Exceeding a budget requires prior approval. EA provides understandable service records for time-based work. Expenses are reimbursed only as agreed or approved in advance. Statutorily payable VAT is stated separately.

Unless the individual order states otherwise, verifiable invoices are payable within 14 days of receipt. For work contracts, statutory prerequisites for payment becoming due remain applicable. Fees do not depend on the project’s economic success unless separately agreed.

6. Rights of use and materials

Rights in pre-existing methods, tools and materials remain with their existing owners. The individual order expressly specifies permitted uses, exclusivity, modification and onward transfer for new results and necessary background materials. Without a broader agreement, after full payment for the relevant work the customer receives a non-exclusive right, unlimited in time and territory, to use and make necessary modifications for the recognisably agreed project purpose. Broader exploitation or resale is not included.

Third-party materials and open-source components are disclosed with their applicable licence terms before they can restrict the intended use. EA does not promise rights that do not legally exist or cannot be granted. Rights obtained from engaged experts are aligned with rights promised to the customer. Customer data remains allocated to the customer; this agreement does not permit reuse for EA’s advertising, other customers or model training.

7. Confidentiality, data protection and AI

Both parties protect non-public information recognisable as confidential and use it only to perform the contract. Necessary recipients are bound accordingly. Exceptions apply to information lawfully public, already lawfully known or independently developed, and legally required disclosures. Legally protected reporting remains permitted. The obligation survives termination for as long as a legitimate confidentiality interest remains.

Before personal data is processed in a project, the purpose, roles and permitted recipients are established. Where processing is on behalf of a controller, an Article 28 GDPR agreement and necessary annexes are concluded before processing starts. Independent or joint controllership is assessed separately against actual activities. General privacy texts do not replace this assessment.

Personal or confidential customer data may be processed only in systems approved for the particular use. External AI services, additional recipients, model training or additional purposes require a separate lawful basis and, where necessary, prior agreement. AI outputs are professionally reviewed for their intended use. This contract provides neither certification nor a promise that AI outputs are error-free or legally protectable.

8. Quality and liability

EA exercises appropriate professional care and identifies material recognisable limitations of results. Statutory performance, acceptance and defect rights follow the agreed type of performance.

EA has unlimited liability for intent, gross negligence, injury to life, body or health, an expressly assumed guarantee and mandatory statutory liability. For ordinary negligence, EA is liable for essential contractual duties that enable proper performance and on which the customer may regularly rely, limited to foreseeable loss typical of the contract. Otherwise, liability for ordinary negligence is excluded. Mandatory data-protection claims remain unaffected.

9. Duration, termination and handover

The framework is indefinite and either party may terminate on 14 days’ notice in text form. Individual orders continue under their own provisions. Their termination follows individually agreed and mandatory statutory rights; in particular, statutory termination rights for work contracts are not generally excluded. Termination for good cause remains possible.

At the end of an order, agreed results and necessary project information are handed over to an appropriate extent, access is ended and supplied data is returned or deleted under the agreement and applicable law. Separate statutory retention and justified legal claims are limited to necessary data.

10. Final provisions

German law applies, excluding the UN Convention on Contracts for the International Sale of Goods where applicable. Statutory court jurisdiction remains unchanged. Amendments should be documented in text form for evidential purposes; individual agreements retain precedence. Invalid provisions are replaced by statutory rules, not automatically by the broadest economically similar permissible clause.