Effective as of: 10. April 2026
Scope
1.1. BlackMountain GmbH, Piaristengasse 1, 1080 Vienna (“Provider”) operates the cloud-based Human Centric Intelligence Platform (“Platform”). The Platform is a web-based solution designed to support the "Customer" (the Provider and the Customer collectively referred to as the "Parties") in business decision-making processes through the use of artificial intelligence and ethical considerations.
1.2. By submitting the contractual declaration (see Section 2 below), the Customer accepts these Platform Terms and Conditions (“Terms”). Use of the Platform is permitted only under these Terms. Any deviating, conflicting, restrictive, or supplementary terms of use or general terms and conditions of the Customer shall not become part of this agreement unless the Provider has expressly agreed to their validity.
1.3. The platform is intended exclusively for entrepreneurs as defined in Section 1 of the Austrian Commercial Code (UGB).
Conclusion of the Contract
2.1. The contract is concluded upon mutual signing of the offer, order form, or individual contract, incorporating these Terms and Conditions, and transmission via email. The signing may be performed electronically (e.g., DocuSign or a comparable signature procedure). If technically possible and provided for, the contract may also be concluded via the Platform by the Customer registering and accepting the Terms and Conditions.
Scope of Services of the Platform
3.1. The cloud-based SaaS platform offers the ability to execute various use cases in the area of operational decision support via browser-based access. There is no API integration into the customer’s IT systems.
3.2. The platform may, by way of example and without any current or future limitations, (i) function as a dashboard (Control Tower), (ii) connect to external systems and data sources (Integration), (iii) manage data and knowledge in a structured manner (Knowledge Hub), (iv) provide external information and analyses (Radar), (v) offer chat functions (Chat), (vi) create assistants (Assistant Studio), (vii) automate multi-step processes with agents (Agent Studio).
3.3. The specific scope of services (module, number of users) is specified in the respective order form or individual contract.
3.4. The platform integrates and uses third-party services, tools, models, and APIs (“third-party systems”), in particular data sources, web scrapers, AI models, and large- -language models. The functionality, availability, performance, accuracy, completeness, and timeliness of the platform may depend on third-party systems. The Provider has no influence over third-party systems and assumes no responsibility for them. To the extent permitted by law, the Provider’s responsibility is limited to the technical integration of the third-party systems into the Platform. The Provider may, at any time and at its sole discretion, replace, modify, suspend, or discontinue the use of third-party systems, provided that this does not deprive the Customer of any essential functionalities of the Platform.
3.5. The services include, in particular, the provision of the infrastructure necessary for operation, including data hosting and access to the integrated third-party systems.
3.6. Consulting services, particularly in connection with the identification, design, and implementation of use cases, the further development of customer-specific applications, or the onboarding of users, are not part of the standard services and are provided exclusively upon separate request.
3.7. The Provider continuously optimizes and further develops the platform. The Provider therefore reserves the right to voluntarily make any new functionalities available to the Customer as well. However, the Provider is not obligated to do so without a separate order.
Performance of Services
4.1. The Provider is free to determine the manner in which it performs its services and is not bound by instructions. In providing services, the Provider is obligated to exercise reasonable care but is not obligated to achieve a specific result (e.g., an increase in efficiency or an improvement in quality through the use of the platform).
4.2. The Provider is entitled, at its sole discretion, to engage third parties, in particular subcontractors, to fulfill individual or all contractual obligations, as well as to utilize artificial intelligence.
User Account
5.1. The Super Admin designated by the Customer may create and manage user accounts within the organization for the Customer’s employees, as well as grant and revoke access rights and permissions (“Users”). If a User’s information changes, it must be updated in the user account immediately. No contractual relationship is established between the Provider and the User. The Customer undertakes to communicate the obligations and restrictions set forth in these Terms to its Users. The Customer is responsible for all actions of its Users and shall indemnify and hold the Provider harmless in this regard.
5.2. The Customer and its Users are obligated to keep their login credentials (email address and password) confidential and to protect them from unauthorized access by third parties. The Customer is liable for damages resulting from the culpable misuse, loss, or disclosure of login credentials by the User or a third party attributable to the User.
5.3. The Provider is entitled to temporarily or permanently suspend users if there are concrete indications of a violation of these Terms or of misuse.
Usage Restrictions
6.1. The customer is aware that the platform’s results may be based wholly or partially on artificial intelligence. The results are generated automatically based on inputs, data, configurations, instructions, and integrated third-party systems. AI models operate statistically and may generate erroneous, inaccurate, or legally problematic content; this is inherent to the technology and known to the parties.
6.2. The platform’s results are not legally binding recommendations but are intended to assist in decision-making. Before using the results for any technical, economic, or legal purposes, the user must independently verify their accuracy, completeness, and admissibility with due care. Results must not be used unreviewed as the sole basis for significant business decisions. Ultimate responsibility remains with the user. The provider is therefore not liable for damages resulting from the use of unverified AI-generated content; the provider’s liability is limited to the careful selection and configuration of the platform.
6.3. The user may not use the platform, either directly or indirectly, for unlawful, abusive, or inappropriate purposes. The following practices are prohibited:
processing, using, or transmitting third-party data or content without the necessary legal basis, consent, or authorization;
using offensive, objectionable, discriminatory, obscene, pornographic, or violence-glorifying content on the platform;
any attempt to reverse-engineer, decompile, disassemble, or otherwise derive the source code, models, algorithms, or underlying structure of the platform, as well as scraping or extracting protected content;
using the platform in a manner that (i) impairs, disrupts, slows down, or hinders the functionality of the application, (ii) may lead to a disruption of the Provider’s IT infrastructure, (iii) unreasonably impacts the Provider’s system resources, (iv) constitutes a cyberattack on the Platform or the Provider’s IT infrastructure, or (v) compromises or tests security or authentication measures;
any use of the platform for purposes other than those for which it is intended under these Terms.
In the event of a proven culpable breach of these obligations, the Provider is entitled to restrict the User’s access to the Platform or suspend , exclude the User from further use, and/or terminate the Agreement for good cause with immediate effect. The Customer shall have no claims for damages, compensation, or reimbursement in connection with such measures, subject to mandatory statutory provisions.
Customer’s Obligations
7.1. In order to use the full functionality of the platform, the customer must upload the relevant information and documents to the platform. The provider is not obligated to verify the quality or accuracy of the customer’s submissions or their correctness or completeness. The Customer must ensure that the information provided may be used by the Provider for the service and does not infringe upon the rights of third parties. The Provider shall not be liable for infringements of third-party rights resulting from the use of content provided by the Customer. If the Provider is held liable for such an infringement, the Customer shall fully indemnify and hold the Provider harmless in this regard.
7.2. The Customer shall designate a Super Admin as the primary contact for the administration of user accounts in accordance with Section 5.
Rights of Use, Intellectual Property
8.1. The parties acknowledge that all rights, in particular the exclusive rights of exploitation, adaptation, and moral rights in intellectual property that a party already possesses prior to the conclusion of the contract and makes available for the provision of services, remain with the respective party. In particular, the Provider retains all exclusive rights or rights of use to the Platform and the content provided in connection with the provision of services, such as software, programs, program lists, tools, documentation, logs, training materials, or other (protected or unprotected) content.
8.2. By paying the fee for the term of the contract, the Customer receives the simple, non-exclusive, non-sublicensable, and non-transferable right to use the Platform for internal business purposes.
8.3. To the extent permitted by law and granted contractually by the third-party system, the Customer is granted a simple, non-exclusive right to use the generated results for its own operational purposes.
8.4. By uploading or otherwise making available photos, text, media files, identifiers, or similar content on the platform (collectively, “User Content”), the user grants the provider—either on their own behalf or on behalf of the respective rights holder—a non-exclusive, transferable, sublicensable, royalty-free, worldwide, and revocable right to to use, reproduce, store, process, analyze, convert, modify, and make available (e.g., to third-party systems) such content, to the extent that this is technically necessary for the operation of the platform. The user further grants the provider the right to anonymize the user content and to use it for its own optimization and model training purposes.
Fees and Payment Terms
9.1. The customer pays a monthly fee per user in advance at the beginning of each calendar month. The amount of the fee is specified in the respective order form or individual contract.
9.2. The customer may add additional user licenses at any time at the applicable price per user as stated in the order form or individual contract. Additional users become effective at the beginning of the following calendar month. A reduction in the number of users is possible with thirty (30) days’ notice to the end of a calendar month. Changes to the number of users must be communicated to the provider via email.
9.3. The monthly fee per user includes access to the platform and a limited token quota for using the AI models available on the platform. Tokens are a prepaid right to request functionalities within the platform. Tokens do not constitute electronic money, have no monetary value outside the platform, and cannot be returned or redeemed for cash or other consideration. Unless otherwise agreed, unused included tokens expire at the end of the month. The specific token quota is specified in the respective order form or individual contract.
9.4. The use of tokens exceeding the included allocation will be billed separately based on actual consumption. The price per additional token is specified in the respective order form or individual contract.
9.5. All prices are in euros and exclude statutory sales tax, fees, or public charges.
9.6. Invoices are payable in full upon receipt. The payment term is fourteen (14) days from the date of invoicing and transmission to the customer. The customer agrees to receive the invoice via email at the email address provided by them. The customer waives the right to receive the invoice by mail.
9.7. In the event of a delay in payment for which the customer is responsible, the provider shall charge default interest at a rate of 9.2 percentage points above the base rate. Furthermore, compound interest at a rate of 4 percent per annum shall apply. The customer further agrees to pay any collection costs, regardless of the invoice amount, in the amount of EUR 40 per collection case. Furthermore, following an unsuccessful reminder with a reasonable grace period, the provider is entitled to block access to the platform until the outstanding amount has been paid in full.
9.8. The Provider reserves the right to adjust the fee during the term . An increase may be announced for the first time twelve (12) months after the conclusion of the contract. In this case, the Customer is entitled to a special right of termination as of the effective date of the price adjustment. An increase takes effect three (3) months after the provider’s announcement, at the end of the calendar month, unless the customer terminates the contract. The increase must be reasonable and in line with market standards and may not exceed 5% of the fees applicable at the time the increase is announced.
Term and Termination
10.1. The Provider may grant the Customer temporary trial access to the platform for a period of seven (7) days (“Trial Period”). Unless the Customer terminates the contract by the end of the Trial Period at the latest, the contractual relationship shall continue for an indefinite period in accordance with Section 10.2.
10.2. Unless otherwise agreed in an individual contract, the contract is entered into for an indefinite period and may be terminated in writing by either party with thirty (30) days’ notice to the end of a calendar month.
10.3. This does not affect the right to terminate the contract immediately for good cause. Good cause exists in particular in the event of:
Breach of material obligations under these terms and conditions despite a written warning and the setting of a reasonable grace period of at least fourteen (14) days;
A delay in payment of more than fourteen (14) days despite a reminder;
Objection to amended terms and conditions or price adjustments.
Upon termination of the contract, the customer’s access to the platform will be deactivated. Upon request, the provider will make the customer’s data available in a common, machine-readable format within thirty (30) days of the contract’s termination. After this period expires, the provider is entitled to delete the customer’s data.
Warranty
11.1. The Provider makes the Platform available with the currently available functionalities. However, it is not possible to completely avoid errors or interruptions in availability. The Provider cannot guarantee—even taking into account the risks associated with AI and the Internet—the accuracy, reliability, quality, suitability, security, completeness, and timeliness of the Platform and its content. Nevertheless, the Provider will endeavor to appropriately rectify any significant errors that are detected or reported. Unless otherwise agreed, updates or upgrades are not included. Section 7 of the Consumer Warranty Act (“VGG”) is expressly excluded.
11.2. The Provider warrants that the Platform is free of defects and generally usable according to the state of the art at the time of conclusion of the contract, without fulfilling all conceivable conditions of use. All results, recommendations, or outcomes generated by the Platform are for informational purposes only and do not constitute a binding decision. The Provider is not liable for defects resulting from incomplete or incorrect information provided by the Customer. The customer bears the risk that the services meet their needs. Furthermore, the Provider makes no warranty that the services possess the characteristics assumed by the customer, are suitable for a specific purpose, or are capable of performing the applications the customer intends to carry out.
11.3. If the Provider uses third-party systems, it assumes no warranty, to the extent permitted by law, for:
The availability, functionality, performance, and accuracy of the third-party systems;
Price changes, functional changes, or discontinuation of services by the provider of a third-party system;
Their data protection and security measures (to the extent that these go beyond the configuration provided by the Provider).
The Provider’s warranty is limited to the configuration, customization, and implementation services provided by the Provider itself. In the event of malfunctions or outages of systems used by the Customer at their own discretion (e.g., their own integrations), the Provider will assist the Customer with troubleshooting to the extent possible. Additional expenses will be billed separately based on actual costs.
The Provider reserves the right to perform maintenance work on the platform at its own discretion and as needed.
The burden of proof for the existence of a defect lies with the customer. The warranty period is twelve (12) months from acceptance of the service.
Liability
12.1. The Provider is not liable for the economic success of the use of the platform. Results from the platform are intended solely to support decision-making and do not replace legally binding advice.
12.2. The Provider bears unlimited liability for damages resulting from intent or gross negligence. Liability for slight negligence, lost profits, expected but unrealized savings, indirect damages, and consequential damages is excluded. These limitations of liability do not apply to injuries to life or limb or to claims under the Product Liability Act.
12.3. To the extent permitted by law, the Provider’s liability is limited in total to the fees paid in the twelve (12) months prior to the occurrence of the damage, up to a maximum of EUR 10,000. This also applies to vicarious agents. Claims for damages must be asserted within twelve (12) months of becoming aware of the damage and the party responsible for it, unless mandatory statutory provisions provide for longer periods. The customer must provide proof that the damage was caused by the Provider.
12.4. The Provider is liable in connection with third-party systems exclusively for any negligence in selection.
12.5. The Customer agrees to indemnify and hold the Provider harmless from any and all claims by third parties arising from the User’s unlawful use of the results or, in particular, from disputes relating to data protection, copyright, or other legal matters caused by the User’s unlawful conduct in connection with the use of the Platform.
Data Protection and Confidentiality
13.1. If the provision of services involves the processing of the Customer’s personal data by the Provider, the parties shall enter into a Data Processing Agreement (“DPA”) in accordance with Article 28 of the GDPR.
13.2. The parties mutually undertake to maintain confidentiality regarding all business matters that come to their knowledge within the scope of the contractual relationship, in particular trade and business secrets, prompts, algorithms, training methods, business models, technical concepts, and any information they receive regarding the nature, scope of operations, and practical activities of the other party (“Confidential Information”). This obligation applies regardless of the method or form of transmission of the confidential information and includes, in particular, ensuring that unauthorized third parties do not gain access to confidential information. Confidential information may only be disclosed to employees, external consultants, or third parties who require knowledge of such information to perform their duties.
13.3. This confidentiality obligation shall remain in effect for a period of three (3) years following the termination of the Agreement. Exceptions apply to information that (i) was already lawfully known to the receiving party prior to disclosure by the other party, (ii) was already publicly known or generally accessible at the time of disclosure, (iii) becomes publicly known after disclosure without a breach of the confidentiality obligation by either party, or (iv) in the event of judicial or regulatory disclosure obligations.
Reference
14.1. The Customer grants the Provider a limited, non-exclusive right to use the Customer’s company name and logo for reference purposes (e.g., on the Provider’s website or in marketing materials). The Customer may revoke this consent in writing at any time.
Amendment of Terms
15.1. The Provider is entitled to amend these Terms at any time at its sole discretion. Changes to the Terms and Conditions will be communicated to the Customer via or by email to the Customer’s designated email address prior to their effective date. Unless the Customer expressly objects to the change within thirty (30) days of receiving the notice—which explicitly refers to the effect of any silence and the corresponding deadline—the change shall be deemed accepted. In the event of an objection, the old terms and conditions shall continue to apply unless the provider terminates the contract with the customer for good cause within thirty (30) days of receiving the objection.
Final Provisions
16.1. Austrian law, excluding conflict-of-laws provisions and the UN Convention on Contracts for the International Sale of Goods, shall apply to all disputes arising from or in connection with the contracts concluded between the parties.
16.2. The Commercial Court of Vienna is agreed to have exclusive jurisdiction over all disputes.
16.3. Where the written form is required, this also includes email. Changes to the email address must be communicated to the other party without delay.
16.4. Amendments or additions to these terms and conditions must be in writing to be effective. This also applies to any waiver of the written form requirement. No oral side agreements have been made.
16.5. The Customer is not entitled to assign or transfer rights and obligations under these Terms and Conditions to third parties without the prior written consent of the Provider.
16.6. Should individual provisions of this contract be or become invalid, this shall not affect the remaining content of this contract. The parties shall cooperate in a spirit of partnership to find a provision that comes as close as possible to the invalid provisions.
