Terms and conditions

This is a translation of the German original, provided for convenience only. In the event of any discrepancy, the German version published at www.sophisticated-simplicity.com/agb prevails.

Sophisticated Simplicity GmbH · Version 4.1 · As at: 20 October 2026

1. Provider, scope and definitions

1.1. Provider. These General Terms and Conditions ("Terms") apply to all contracts between Sophisticated Simplicity GmbH, Franzensgasse 11/1, 1050 Vienna, Austria, companies register FN 608206 x, Commercial Court Vienna, VAT ID ATU79688278, email office@sophisticated-simplicity.com, telephone +43 664 4360902 ("Sophisticated Simplicity") and its clients ("Client").

1.2. Brands and offerings. Sophisticated Simplicity GmbH is the only company behind the following brands and offerings. They are business divisions of Sophisticated Simplicity GmbH, not separate legal entities:

goodsouls.AI — platform for Valuebased AI through which, in particular, Academy programmes are booked and digital services are provided

SophiA — AI-supported assistant on the goodsouls.AI platform

ADA AI Ethics by Design Framework™ ("ADA Framework", "ADA") — methodology and sprint format of Sophisticated Simplicity

Valuebased AI Academy — education and training programmes

Valuebased Engineering — methodological approach under ISO/IEC/IEEE 24748-7000:2022 that Sophisticated Simplicity applies in advisory work and training

valuebasedthinking.ai — domain and sign of Sophisticated Simplicity, not a separate company

In all cases, the Client's contracting party is Sophisticated Simplicity GmbH, including where the booking is made via goodsouls.AI or another domain.

1.3. Application. These Terms apply to all services of Sophisticated Simplicity, in particular keynotes, advisory work, training, Academy programmes and the provision of materials, irrespective of whether the contract is concluded on the basis of an individual proposal or an online booking. The Client's terms and conditions do not become part of the contract, even if Sophisticated Simplicity does not expressly object to them.

1.4. Order of precedence. In the event of conflict, the following order applies: (a) the individually concluded contract or accepted proposal, (b) the service or programme description made available to the Client before conclusion of the contract, (c) for use of the goodsouls.AI platform, the platform terms of use under clause 8, (d) these Terms. Mandatory statutory provisions prevail in all cases.

1.5. Consumers and businesses. A consumer is a person who concludes the contract for a purpose that cannot be attributed to their commercial or independent professional activity (section 1 Austrian Consumer Protection Act, KSchG). A business is a person who concludes the contract for their business (section 1 Austrian Commercial Code, UGB; section 1 KSchG). Provisions that apply only to consumers or only to businesses are expressly marked as such. For consumers, the mandatory provisions of the KSchG, the Austrian Distance and Off-Premises Contracts Act (FAGG) and the Austrian Consumer Warranty Act (VGG) remain unaffected in all cases.

1.6. Participants. Where a business books services for employees or other persons ("Participants"), the business remains the contracting party and owes the fee. It shall acquaint the Participants with the provisions of these Terms relevant to them before the service begins, in particular with clauses 5.8, 7 and 9.

1.7. Availability. These Terms are available at www.sophisticated-simplicity.com/agb and may be stored and printed there. The version in force at the time the contract is concluded is authoritative. Amendments during ongoing contracts are governed by clause 13.4.

2. Conclusion of contract

2.1. The presentation of services on the websites of Sophisticated Simplicity, on goodsouls.AI, in presentations, publications and talks is non-binding and does not constitute an offer in the legal sense. Enquiries via the contact form are likewise non-binding.

2.2. Individual proposals. For advisory work, in-house training, keynotes and comparable services, Sophisticated Simplicity prepares an individual proposal. It is valid for 14 calendar days from issue unless stated otherwise. The contract is concluded when the Client accepts the proposal within that period in text form (e.g. by email or signature). These Terms are provided to the Client together with the proposal.

2.3. Online booking via goodsouls.AI. For bookings via goodsouls.AI:

The Client selects the programme or service, enters the required details and, before submitting the booking, receives an overview of the service, date, total price and payment method. In this overview the Client can identify and correct input errors before submitting.

Before submitting, the Client confirms acceptance of these Terms. Consumers additionally receive the information on the right of withdrawal (Annex 1) before submitting.

By clicking the button "book with obligation to pay" (or an equivalent, unambiguous wording) the Client submits a binding offer.

The automatically sent acknowledgement of receipt only confirms that the booking has been received (section 10 Austrian E-Commerce Act, ECG) and does not yet constitute acceptance. The contract is concluded upon the booking confirmation in text form or upon activation of the booked service, whichever occurs first.

Sophisticated Simplicity stores the booking data. The Client receives the essential contract details, these Terms and, where applicable, Annexes 1 and 2 on a durable medium, normally by email, no later than with the booking confirmation.

The contract languages are German and English.

2.4. Booking on behalf of a business. Any person booking on behalf of a business declares that they are authorised to do so. Businesses state their company name, billing address and, where available, their VAT ID when booking.

2.5. Several places in one booking. Several places for the same programme date may be booked in one online booking, up to the number of places available at the time of booking. The person making the booking is the contracting party and owes the entire fee; clause 1.6 applies accordingly. Each place is personal; the names and email addresses of the participants must be provided before the programme starts. Price and VAT (clause 6.1), substitute participants (clause 5.3), cancellation (clause 5.4) and, for consumers, the right of withdrawal (clause 11) apply per place; withdrawal and cancellation may relate to individual places or to all places.

3. Services

3.1. Range of services. Depending on the agreement, Sophisticated Simplicity provides in particular the following services:

keynotes, talks, moderation and executive briefings on AI Ethics by Design, Valuebased Engineering and responsible AI strategy

advisory work and support on AI Ethics by Design and Valuebased Engineering under ISO/IEC/IEEE 24748-7000:2022, including values and requirements analysis, in-house ADA sprints and methodological orientation towards the EU AI Act and ISO/IEC 42001

programmes of the Valuebased AI Academy, in particular open trainings and workshops, courses, certification preparation courses for person certifications by third parties such as Austrian Standards, in-house trainings for businesses and memberships

licences for the application of the ADA Framework by consultants and partners, exclusively on the basis of a separate written licence agreement

access to the goodsouls.AI platform and to SophiA in accordance with clause 8

The specific scope of services is determined conclusively by the proposal, the programme description or the booking confirmation. Other services are not owed.

3.2. Due care, no guaranteed outcome. Sophisticated Simplicity provides its services with customary professional care and is free and not bound by instructions as to the manner of performance. The Client's wishes are taken into account where possible. No particular result is owed, in particular no economic success, such as successful certification, regulatory approval or passing an examination.

3.3. No legal or tax advice. Sophisticated Simplicity advises and trains on AI strategy, Valuebased Engineering, ISO/IEC/IEEE 24748-7000:2022, ISO/IEC 42001 and the EU AI Act from a technical and methodological perspective. Sabine Singer is a CertifAIed Lead Assessor for IEEE 7000 and a certified ISO 42001:2023 Lead Auditor (GSDC). The services are not legal or tax advice and do not replace such advice. For legal questions, in particular on lawful implementation of the EU AI Act, Sophisticated Simplicity recommends consulting lawyers; on request it names qualified contacts. The Client remains responsible for lawful implementation in its own organisation. Trainings can support the Client in ensuring a sufficient level of AI literacy under Article 4 of Regulation (EU) 2024/1689 (EU AI Act); whether the Client's obligations are thereby met is for the Client to assess.

3.4. Separation of advisory work and conformity assessment. Certification of management systems, products or organisations, for example under ISO/IEC 42001 or IEEE 7000, is carried out exclusively by accredited certification bodies and is not part of the services. To safeguard impartiality under ISO/IEC 17021-1, Sophisticated Simplicity does not act as auditor or assessor for a certification body for clients it has advised or trained within the cooling-off period provided by the standards. No commitment is given as to the outcome of a certification or conformity assessment procedure.

3.5. Person certification by Austrian Standards. Sophisticated Simplicity is an authorised education partner of Austrian Standards (autorisierte Bildungspartnerin von Austrian Standards). Certain Academy programmes (certification preparation courses) prepare for person certifications by Austrian Standards under ISO/IEC 17024. Registration for the examination is made directly with Austrian Standards. Austrian Standards conducts the examination and decides alone, under its own conditions, on admission, examination results, certification, issue and recertification of person certificates; these procedures are not part of the contract with Sophisticated Simplicity. The Valuebased AI Academy does not examine, does not decide on examination results and does not issue person certificates. Confirmations by the Academy of attendance or completion of a programme are not person certificates. The examination fee is not included in the programme fee. Registration for the examination and payment of the examination fee are made exclusively and directly with Austrian Standards; Sophisticated Simplicity does not collect examination fees and does not pass them on. Taking the examination is optional. Sophisticated Simplicity states the amount published by Austrian Standards in the programme description together with the date as of which it applies; the amount charged by Austrian Standards is decisive.

3.6. Assistants and key person. Sophisticated Simplicity may perform services itself or engage qualified third parties. Where a specific person is expressly named in the contract as trainer, speaker or project lead, that person will be deployed; a substitute is then permitted only in the event of unavailability under clause 5.7 and only by a person of equivalent expertise.

3.7. Conflicts of interest. Sophisticated Simplicity may also work for competitors of the Client. In the event of a specific conflict of interest in an ongoing project, it informs the Client without delay; the parties then agree suitable organisational measures or end the affected project by mutual agreement. Confidentiality under clause 10.5 remains unaffected.

3.8. Changes to programmes. Sophisticated Simplicity may change the content, schedule, venue or trainers of a programme where the change is minor, objectively justified and reasonable for the Client and the overall character of the service is preserved (cf. section 6(2)(3) KSchG). The Client is informed in good time of material changes; in that case the Client may withdraw from the affected contract free of charge.

3.9. In-house trainings. Trainings, workshops and sprints delivered exclusively for one business (in-house trainings) are agreed on the basis of an individual offer under clause 2.2. The offer sets out in particular the content, format, venue, dates, number of participants, fee and the scope of the rights of use in materials; clauses 4.3, 4.4, 5.5 and 6.3 in particular apply in addition. The terms of participation for open trainings on goodsouls.AI apply to in-house trainings only where the offer expressly refers to them.

3.10. Confirmation of attendance and evidence of continuing education. After full attendance, participants receive a confirmation of attendance stating the programme, date, duration in hours and the content covered. Holders of a person certificate may submit the confirmation of attendance to the relevant certification body, such as Austrian Standards, as evidence of relevant continuing education for recertification. Whether and to what extent attendance is recognised is decided by the relevant certification body alone; recognition or recertification is not promised.

4. Client's cooperation

4.1. Proper performance requires timely and complete cooperation by the Client. The Client provides all necessary information and documents free of charge and names a reachable contact person with decision-making authority. Sophisticated Simplicity communicates the cooperation requirements known to it in good time.

4.2. Delayed cooperation. If delays or additional effort arise from missing or late cooperation, Sophisticated Simplicity may request a reasonable adjustment of schedule and fee. If cooperation is still not provided after a grace period of 14 calendar days, Sophisticated Simplicity may withdraw from the contract. In that case it is entitled to the agreed fee less what it has saved as a result of the service not being performed or has earned through alternative use (section 1168 Austrian Civil Code, ABGB).

4.3. Facilities for on-site events at the Client's premises. Where services take place at the Client's premises, the Client provides free of charge and in working order, as agreed:

a room of appropriate size (guide value: at least 3 m² per person) with daylight or adequate lighting, ventilation and an appropriate room temperature

screen or projector (55 inches or larger, HDMI, audio output), flipchart, pinboard, facilitation materials and working Wi-Fi for all Participants

drinks during the event and, for full-day events, lunch, unless otherwise agreed

If the Client cannot provide individual items, it notifies this in text form at least 14 calendar days before the start; Sophisticated Simplicity then arranges them where possible against reimbursement of costs.

4.4. Clarification of expectations for in-house services. Before in-house trainings and workshops, an alignment meeting included in the fee takes place, normally by video conference, at which learning objectives, participant group, prior knowledge and organisational matters are agreed. The main results are recorded in text form.

4.5. Online formats. For online formats, the Client or Participant ensures suitable technical equipment (current browser, stable internet connection, microphone, ideally a camera). Technical problems within the Client's sphere do not affect the entitlement to the fee.

4.6. Access credentials. Access credentials for digital materials and the platform must be kept confidential and must not be passed on. Any suspicion of unauthorised use must be reported without delay.

5. Trainings, workshops and talks: dates, participation, cancellation

5.1. Dates. Dates, duration, format (on-site or online) and venue are set out in the contract, the programme description or the booking confirmation.

5.2. Admission requirements. Where a programme requires specific prior knowledge or completion of a preceding level, this is stated in the programme description. If the requirement is not met at the start of the programme, the Client may rebook to a later date.

5.3. Substitute participant. Until the start of an open programme, the Client may name a substitute participant free of charge, provided that person meets the admission requirements. Any personal platform access already granted passes to the substitute.

5.4. Cancellation of open Academy programmes. If the Client cancels a booked place in an open programme in text form, the following applies per place:

up to 31 calendar days before the programme starts: free of charge; payments already made are refunded

30 to 15 calendar days before the programme starts: 30 % of the fee

14 to 8 calendar days before the programme starts: 50 % of the fee

from 7 calendar days before the programme starts or in the event of non-attendance: 100 % of the fee

Instead of cancelling, the Client may rebook once free of charge, up to 15 calendar days before the programme starts, to a date of the same programme within twelve months.

5.5. Cancellation of individually agreed services. For in-house trainings, workshops, keynotes, executive briefings and fixed advisory appointments, the following applies if the Client cancels:

up to 31 calendar days before the date: free of charge; any deposit paid is refunded

30 to 15 calendar days before the date: 50 % of the agreed fee; if a replacement date within twelve months is agreed, this amount is credited towards it

14 to 8 calendar days before the date: 75 % of the agreed fee

from 7 calendar days before the date: 100 % of the agreed fee

Postponement at the Client's request is free of charge up to 31 calendar days before the date and thereafter subject to a handling fee of 30 % of the fee, which is credited against cancellation amounts. Non-cancellable travel and accommodation costs already incurred are borne by the Client.

5.6. Common provisions on cancellation. The cancellation amounts under clauses 5.4 and 5.5 are liquidated damages. Credited against them is what Sophisticated Simplicity saves as a result of the cancellation or actually earns through alternative use of the date or place. The Client may prove that no loss or a substantially lower loss has arisen. The court's right to reduce contractual penalties (section 1336(2) ABGB) remains unaffected. The statutory right of withdrawal of consumers under clause 11 takes precedence over these rules; no cancellation amounts are due within the withdrawal period.

5.7. Cancellation or unavailability on the part of Sophisticated Simplicity.

If the minimum number of participants stated in the programme description is not reached, Sophisticated Simplicity may cancel an open programme up to 14 calendar days before it starts.

If a date cannot take place for other reasons on the part of Sophisticated Simplicity, in particular illness of the trainer or speaker, Sophisticated Simplicity offers a replacement date, online delivery or a substitute of equivalent expertise.

In each case the Client may choose whether to accept one of these solutions or to request a full refund of payments already made for the cancelled date. For work results already handed over that the Client can use independently (e.g. an evaluated self-assessment analysis), any fee expressly stated for them in the contract remains payable.

Further claims, for example reimbursement of the Client's travel or cancellation costs, exist only under clause 12.

5.8. Conduct at events and exclusion. After an unsuccessful prior warning, Sophisticated Simplicity may exclude Participants from an event if they substantially disrupt it, behave disrespectfully or demeaningly towards other Participants or the trainer, or breach the recording ban under clause 7.6. In the case of serious breaches, no warning is required. Professional disagreement and critical discussion are expressly welcome and are no ground for exclusion. In the event of a justified exclusion, the entitlement to the fee remains; saved expenses are credited.

5.9. Recording and streaming of talks. Recording, broadcasting or publication of keynotes, talks and trainings by the Client or third parties requires prior agreement in text form specifying the scope, duration and channels of use. Presentation slides are handed over only by separate agreement.

6. Prices, payment and credits

6.1. Prices. For businesses, all prices are in euros net plus statutory VAT (currently 20 % in Austria). Prices shown to consumers are final prices including VAT. For services to businesses established in another EU Member State, invoicing is made without Austrian VAT (reverse charge) where the statutory requirements are met, in particular a valid VAT ID. In online bookings, the price per place is shown as a gross amount including VAT and additionally as a net amount; VAT is calculated per place, and the total is the number of places multiplied by the gross amount per place. Austrian Standards examination fees are not included; they are payable directly to Austrian Standards (clause 3.5).

6.2. Cost estimates are non-binding unless expressly designated as binding.

6.3. Due dates.

After an online booking via goodsouls.AI, the Client receives a booking confirmation and an invoice. The invoice is payable by the due date stated on it; in any event, payment must be received before the programme starts. The place is definitively secured only once payment has been received. If payment has not been received by the due date stated on the invoice, Sophisticated Simplicity may release the place; in that case the obligation to pay for that place lapses and no cancellation charges under clause 5.4 apply. The right of withdrawal of consumers under clause 11 remains unaffected; a payment already made is refunded upon timely withdrawal in accordance with Annex 1.

For individually agreed trainings, workshops, keynotes and executive briefings, a deposit of 50 % of the fee becomes due with the order confirmation; the balance is due no later than 7 calendar days before the date.

Otherwise, invoices are due within 14 calendar days of receipt without deduction.

6.4. Travel expenses. Where services are provided outside Vienna, the Client bears the travel expenses: second-class rail or the official mileage allowance and, for a journey of more than three hours or a start before 10:00, additionally one night's accommodation in an appropriate category. Travel time is not charged separately unless agreed otherwise.

6.5. Early-booking benefits, quotas and credits. Where Sophisticated Simplicity grants early-booking benefits, team or quota benefits, credit notes or credits, the conditions stated in the respective offer apply. Unless stated otherwise there: credits may be redeemed only for services of Sophisticated Simplicity, are not paid out in cash and are not transferable to third parties. Bonus credits granted free of charge may be redeemed within twelve months of being credited. For balances acquired against payment, the statutory periods apply to consumers. An early-booking price applies to bookings submitted by 23:59 Vienna time on the date stated; the date of booking, not receipt of payment, is decisive. Payment is governed by clause 6.3.

6.6. Indexation. For continuing obligations and framework agreements with a term of more than twelve months, fees are adjusted once a year in line with the change in the consumer price index 2020 published by Statistics Austria (or a successor index). The base is the index value for the month in which the contract was concluded; an adjustment takes place no earlier than twelve months after conclusion of the contract. Adjustments are made upwards and downwards alike and notified in text form at least four weeks in advance.

6.7. Late payment. For businesses, default interest of 9.2 percentage points above the base rate (section 456 UGB) and a lump sum of EUR 40 (section 458 UGB) are charged. In addition, the business reimburses the necessary and appropriate costs of out-of-court collection (section 1333(2) ABGB), in particular collection agency and lawyer's fees within the applicable maximum rates; the lump sum is credited against them. For consumers, default interest is 4 % per annum (section 1000 ABGB); collection costs are reimbursable only under section 1333(2) ABGB.

6.8. Right of retention. If the Client is in default with a due payment, Sophisticated Simplicity may, after a reminder setting a grace period of 14 calendar days, withhold further services, including activation of digital materials and access, until payment. Agreed dates are postponed accordingly.

6.9. Set-off. Businesses may set off only claims that have been acknowledged in writing or established by a court. Consumers may in addition set off claims that are legally connected with their liability, and in the event of insolvency of Sophisticated Simplicity (section 6(1)(8) KSchG).

7. Intellectual property, ADA Framework and rights of use

7.1. Rights of Sophisticated Simplicity. The ADA AI Ethics by Design Framework™, all training and advisory materials, presentations, templates, canvases, visualisations, videos and texts as well as the goodsouls.AI platform and SophiA, including software, prompts, skills, evaluations and data structures ("Materials"), are the intellectual property of Sophisticated Simplicity and are protected as works, databases and trade secrets. The names goodsouls.AI, SophiA, ADA, ADA AI Ethics by Design Framework, Valuebased AI Academy and Valuebased Engineering are used as signs of Sophisticated Simplicity; the ™ symbol indicates claimed rights in these signs. The contract does not transfer any rights; it grants only the rights of use described in this clause.

7.2. Client's right of use. Upon full payment, the Client receives a non-exclusive, non-transferable and non-sublicensable right to use the Materials provided to it for its own internal purposes within the contractually agreed scope. For businesses, this covers use by its own employees within its own organisation; for Participants and consumers, personal use for their own learning and their own professional work. Sophisticated Simplicity must be credited as author when Materials are used or quoted.

7.3. What remains free. The Client may freely use the general expertise acquired in trainings and advisory work. It may apply the methodology within its own organisation or in its own role. Work results that the Client develops for itself in a workshop or project (e.g. its own values register) may be used internally without restriction; the templates and structures of Sophisticated Simplicity used in them remain its property.

7.4. Separate licence required. A separate written licence agreement (e.g. ADA Consultant License or Partner License) is required in particular for:

offering advisory services, trainings, workshops or sprints based on the ADA Framework or the Materials to third parties

using the Materials in own trainings, talks, publications or products

using the signs of Sophisticated Simplicity to promote own services, and claiming a certification or authorisation by Sophisticated Simplicity that has not been obtained

editing, translating or passing on the Materials to third parties

7.5. Protection of platform and Materials. Decompiling, disassembling or reverse engineering the platform and SophiA, except where mandatorily permitted under section 40e Austrian Copyright Act (UrhG), extracting or systematically reading out prompts, skills, evaluations or content (including automated queries and scraping), and using the Materials or platform outputs to train, fine-tune or build AI models or competing products are prohibited. Sophisticated Simplicity expressly reserves the use of its content for text and data mining (section 42h UrhG).

7.6. Recording ban at events. Photographing, filming, recording or otherwise capturing training materials, slides, flipcharts and events is prohibited without prior consent in text form. AI-assisted note-taking or transcription counts as recording. In the event of breaches, Sophisticated Simplicity may demand immediate deletion of the recordings and proceed under clause 5.8.

7.7. Client content. For the term of the contract, the Client grants Sophisticated Simplicity the non-exclusive, royalty-free right to use the content it provides to the extent necessary to perform the services. A business Client warrants that it holds the necessary rights and indemnifies Sophisticated Simplicity against justified third-party claims.

7.8. Photo and video material. Photos and videos produced by Sophisticated Simplicity as part of the service may be used by the Client only with prior consent in text form and with credit to the author.

7.9. Contractual penalties for businesses. In the event of culpable breaches of clauses 7.4 to 7.6 by a business, its employees or the Participants it sends, Sophisticated Simplicity may claim a contractual penalty per breach:

unauthorised use or disclosure of Materials: twice the agreed fee for the service concerned, at least EUR 3,000 and at most EUR 30,000

unauthorised commercial use of the ADA Framework (clause 7.4) or breach of clause 7.5: three times the agreed fee for the service concerned, at least EUR 5,000 and at most EUR 50,000

The contractual penalty is subject to the court's right of reduction (section 1336(2) ABGB) and is credited against any further damages. Claims for injunctive relief, removal and information remain unaffected. No contractual penalties apply to consumers; only the statutory claims apply.

8. goodsouls.AI platform, SophiA and digital learning resources

8.1. Platform terms of use. The goodsouls.AI platform, including SophiA and digital ADA tools, is operated by Sophisticated Simplicity GmbH. Registration, user accounts, subscriptions and use of the platform are additionally governed by the platform terms of use, which are made available to the Client in the registration or ordering process on goodsouls.AI before conclusion of the contract and accepted by the Client. Conditions made accessible to the Client only after conclusion of the contract do not become part of the contract. As long as no separate platform terms of use have been agreed, these Terms and the service description in the ordering process apply to the platform.

8.2. Platform access included in Academy programmes. Where an Academy programme includes platform access (e.g. for twelve months), its scope and duration are set out in the programme description. Access is personal, starts upon activation and ends automatically when the stated period expires, without notice of termination being required. A paid extension takes place only on the basis of a separate order.

8.3. Digital materials. Digitally provided materials are activated after receipt of payment unless otherwise agreed. Access is personal and exists for the period stated in the service description.

8.4. Availability. Sophisticated Simplicity endeavours to keep the platform available with as few interruptions as possible but does not owe businesses any particular availability unless expressly agreed. Maintenance work is announced in advance where possible. For consumers, the provisions of the VGG apply to digital services.

9. Use of artificial intelligence

9.1. AI in service delivery. Sophisticated Simplicity uses AI tools in preparing and delivering its services, including tools from providers outside the European Union. Work results that Sophisticated Simplicity hands over to the Client as deliverables are professionally reviewed before handover. Content created with AI support is labelled in line with Article 50 of Regulation (EU) 2024/1689 (EU AI Act).

9.2. AI outputs. Automatically generated outputs, in particular from SophiA or AI tools demonstrated in trainings, may be incomplete, incorrect or biased. They are working aids and not legal, tax or other professional advice. The Client reviews them on its own responsibility before use, in particular before decisions with legal, financial or personal consequences. For automatically generated outputs that are not expressly handed over as a reviewed work result, Sophisticated Simplicity gives no warranty as to accuracy or completeness; liability is governed by clause 12.

9.3. Third-party AI tools. Where the Client uses third-party AI tools with its own account during or after trainings, their terms apply; Sophisticated Simplicity is not responsible for the availability, changes or results of those tools. The Client is itself responsible for compliance with data protection, copyright and other legal requirements when using them independently. In trainings, Sophisticated Simplicity demonstrates careful and compliance-oriented use of these tools.

9.4. Inputs and confidentiality. In trainings, the Client does not enter special categories of personal data (Article 9 GDPR) or confidential third-party information into AI tools unless expressly agreed. Sophisticated Simplicity does not use the Client's confidential information to train AI models and, where available, selects settings with its service providers that exclude the use of inputs for training purposes.

9.5. Information on services used. On request, Sophisticated Simplicity informs the Client about the AI services used for its assignment, the processing locations and the respective basis for any transfer to third countries. Where personal data of the Client are processed on its behalf, this information is set out in the data processing agreement under clause 10.3.

10. Data protection and confidentiality

10.1. Personal data are processed in accordance with the General Data Protection Regulation (GDPR) and the Austrian Data Protection Act (DSG). Details are set out in the privacy notice at www.sophisticated-simplicity.com/datenschutz and, for the platform, in the privacy notice on goodsouls.AI.

10.2. Where a business books for Participants, it ensures that it may transfer their data to Sophisticated Simplicity and that the Participants are informed about the processing.

10.3. Where Sophisticated Simplicity processes personal data on behalf of the Client, the parties conclude a data processing agreement under Article 28 GDPR.

10.4. Participants register for a person certification themselves, directly with Austrian Standards, which acts as a separate controller for this purpose. Sophisticated Simplicity does not register participants with Austrian Standards and transfers personal data of participants to Austrian Standards only if the participants expressly request it.

10.5. Confidentiality. The parties treat the other party's business and trade secrets as confidential and make them accessible to third parties only to the extent necessary for performance of the contract and where the recipients are likewise bound to confidentiality. Excluded is information that is publicly known, lawfully obtained from third parties or must be disclosed under a statutory or regulatory obligation. The obligation continues after the contract ends.

11. Right of withdrawal for consumers

11.1. Right of withdrawal. Consumers may withdraw from a contract concluded at a distance (e.g. online via goodsouls.AI, by email or telephone) or off-premises within 14 days without giving reasons (section 11 FAGG). For services, the period starts on the day the contract is concluded. Details, in particular on exercising the right and its consequences, are set out in the withdrawal notice in Annex 1; the model withdrawal form in Annex 2 may be used but is not mandatory. If the consumer was not properly informed, the period is extended under section 12 FAGG.

11.2. Start of services during the withdrawal period. Sophisticated Simplicity begins performing a service, such as a training, before the withdrawal period expires only if the consumer expressly requests this (section 10 FAGG). If the consumer then withdraws, they must pay a proportionate amount for the services provided up to the withdrawal (section 16 FAGG). The right of withdrawal expires when the service has been fully performed after the consumer expressly requested early performance and confirmed their awareness that they lose the right of withdrawal once the contract has been fully performed (section 18(1)(1) FAGG).

11.3. Digital content. For digital content not supplied on a tangible medium (e.g. downloads or recordings), the right of withdrawal expires once Sophisticated Simplicity has begun supplying it after the consumer has expressly consented to performance starting before the withdrawal period expires, confirmed their awareness that the right of withdrawal is thereby lost, and received a confirmation of the contract on a durable medium (section 18(1)(11) FAGG).

11.4. Businesses have no statutory right of withdrawal under the FAGG. The cancellation rules under clause 5 apply to them.

12. Warranty and liability

12.1. Warranty. For consumers, the statutory warranty provisions apply, for digital services those of the VGG. For businesses: the Client must prove defects; section 924 ABGB does not apply. Apparent defects must be notified in text form within 14 calendar days of performance, hidden defects within 14 calendar days of discovery; otherwise the service is deemed accepted with regard to those defects. Sophisticated Simplicity is entitled to remedy defects first.

12.2. Unlimited liability. Sophisticated Simplicity is liable without limitation for intent and gross negligence, for injury to life, body or health (personal injury) and under the Austrian Product Liability Act. For consumers, liability for personal injury is never excluded or limited (section 6(1)(9) KSchG).

12.3. Slight negligence towards businesses. Towards businesses, Sophisticated Simplicity is liable for slight negligence only in the event of a breach of material contractual obligations, i.e. obligations whose fulfilment makes proper performance of the contract possible in the first place and on whose observance the Client may regularly rely. In that case liability is limited to the damage typical for the contract and foreseeable and, in amount, to the net fee for the assignment concerned or, for continuing obligations, to the net fee paid in the twelve months before the event giving rise to the damage. Where the damage is covered by liability insurance of Sophisticated Simplicity, the higher of the two amounts (net fee or insurance benefit available in the event of loss) applies. Liability for lost profit, lost savings, indirect damage and consequential damage is excluded in the case of slight negligence.

12.4. Liability towards consumers. Towards consumers, Sophisticated Simplicity is liable in accordance with the statutory provisions; only liability for property damage caused by slight negligence is excluded, unless a primary contractual obligation has been breached.

12.5. Assertion of claims by businesses. Businesses must assert claims for damages in court within one year of becoming aware of the damage and the party causing it, and in any event within three years of the event giving rise to the damage, unless intent, gross negligence or personal injury is involved. For consumers, the statutory limitation periods apply.

12.6. The liability provisions also apply in favour of the employees and assistants of Sophisticated Simplicity.

13. Term, termination and amendments

13.1. A contract for a one-off service ends upon its full performance.

13.2. Ordinary termination. Advisory and support contracts for an indefinite period (retainers) may be terminated by either party in text form with one month's notice to the end of a calendar month, unless otherwise agreed. Services provided until termination takes effect must be paid for. The term and termination of platform subscriptions are governed by the platform terms of use and the service description in the ordering process.

13.3. Termination for cause. Either party may terminate the contract without notice for good cause, in particular in the event of a material breach of contract that is not remedied despite a reminder and a reasonable grace period. If the good cause lies within the Client's sphere, Sophisticated Simplicity is entitled to the agreed fee less saved expenses and any earnings actually made through alternative use.

13.4. Amendment of these Terms during ongoing contracts.

Towards businesses, Sophisticated Simplicity may amend these Terms for continuing obligations for objective reasons, in particular changes in the law, case law or regulatory requirements, changes of service providers used or technical conditions, or to remove ambiguities. Primary obligations, fees (apart from clause 6.6), term and liability cannot be changed in this way. The amendment is notified verbatim in text form at least six weeks before it takes effect. If the business does not object by the effective date, the amendment is deemed accepted; the notice specifically points this out. If it objects, either party may terminate the contract as of the effective date; otherwise the contract continues on the previous terms.

Towards consumers, amendments to these Terms during an ongoing contract take effect only with the consumer's express consent.

14. Force majeure

14.1. Events of force majeure release both parties from their performance obligations for their duration. These include in particular natural events, epidemics and official measures, war, terrorism, strikes and prolonged outages of power, telecommunications or essential cloud services that cannot be averted even with reasonable care.

14.2. The affected party informs the other without delay. If an on-site event cannot take place, the parties primarily offer a replacement date or online delivery. If no agreement is reached or the event lasts longer than 60 days, either party may terminate the affected part of the contract; payments already made for services not performed are refunded, services performed must be paid for.

15. References

15.1. Sophisticated Simplicity may name the company name and logo of a business Client and a short, non-confidential description of the collaboration as a reference on its websites, in presentations and publications, unless the Client objects in the contract or later. An objection by email to office@sophisticated-simplicity.com suffices; the reference is then removed within 30 calendar days. Materials already printed and talks already given remain unaffected.

15.2. Names, images or quotes of natural persons and consumers are used only with their separate express consent.

16. Final provisions

16.1. Text form. Declarations for which these Terms require writing or text form may also be made by email unless mandatory law provides otherwise.

16.2. Assignment. Sophisticated Simplicity may transfer rights and obligations under the contract by way of universal succession or reorganisation. Any other transfer of the contract requires the consent of consumers. The Client requires the consent of Sophisticated Simplicity in text form to transfer its rights and obligations.

16.3. Non-solicitation. Business Clients and Sophisticated Simplicity shall not actively solicit employees or permanent freelancers of the other party who were directly involved in performing the services during the term of the contract and for twelve months thereafter. General job advertisements and unsolicited applications are not covered.

16.4. Severability. If a provision is invalid, the remainder of the contract remains valid. Towards businesses, the invalid provision is replaced by a valid provision that comes closest to its economic purpose. Towards consumers, it is replaced by the statutory provision.

16.5. The place of performance is Vienna unless the nature of the service (e.g. in-house training) indicates otherwise.

16.6. Governing law. Austrian law applies, excluding the conflict-of-laws rules of private international law and the UN Convention on Contracts for the International Sale of Goods. Towards consumers, the choice of law applies only insofar as it does not deprive them of the protection of mandatory provisions of the law of their habitual residence.

16.7. Jurisdiction. For disputes with businesses, the court with subject-matter jurisdiction in Vienna has exclusive jurisdiction; Sophisticated Simplicity may also sue businesses at their general place of jurisdiction. For actions against consumers who are domiciled, habitually resident or employed in Austria, the court in whose district one of these places lies has jurisdiction (section 14 KSchG). For consumers domiciled in another EU Member State, the jurisdiction rules of Regulation (EU) No 1215/2012 apply.

16.8. Language. The German version of these Terms is binding. The English version is provided for information only.

16.9. Dispute resolution. Complaints may be sent to office@sophisticated-simplicity.com. Sophisticated Simplicity is neither obliged nor willing to participate in proceedings before a consumer arbitration body under the Austrian Alternative Dispute Resolution Act (AStG).

Annex 1: Withdrawal notice for consumers

This notice applies only to consumers for contracts concluded at a distance or off-premises.

Right of withdrawal

You have the right to withdraw from this contract within fourteen days without giving any reason. The withdrawal period expires after fourteen days from the day of the conclusion of the contract.

To exercise the right of withdrawal, you must inform us (Sophisticated Simplicity GmbH, Franzensgasse 11/1, 1050 Vienna, Austria, telephone +43 664 4360902, email office@sophisticated-simplicity.com) of your decision to withdraw from this contract by an unequivocal statement (e.g. a letter sent by post or email). You may use the model withdrawal form in Annex 2, but it is not obligatory.

To meet the withdrawal deadline, it is sufficient for you to send your communication concerning your exercise of the right of withdrawal before the withdrawal period has expired.

Effects of withdrawal

If you withdraw from this contract, we shall reimburse to you all payments received from you without undue delay and in any event not later than fourteen days from the day on which we are informed about your decision to withdraw from this contract. We will carry out such reimbursement using the same means of payment as you used for the initial transaction, unless you have expressly agreed otherwise; in any event, you will not incur any fees as a result of such reimbursement.

If you requested to begin the performance of services during the withdrawal period, you shall pay us an amount which is in proportion to what has been provided until you have communicated us your withdrawal from this contract, in comparison with the full coverage of the contract.

Expiry of the right of withdrawal

For services, the right of withdrawal expires when we have fully performed the service after you expressly requested that we begin before the withdrawal period expires and confirmed that you lose your right of withdrawal once the contract has been fully performed. For digital content not supplied on a tangible medium, it expires when we have begun supplying it after you expressly consented to our beginning before the withdrawal period expires, confirmed your awareness that you thereby lose the right of withdrawal, and received a confirmation of the contract.

Annex 2: Model withdrawal form

If you wish to withdraw from the contract, please complete and return this form.

To: Sophisticated Simplicity GmbH, Franzensgasse 11/1, 1050 Vienna, Austria, email office@sophisticated-simplicity.com

I/We (*) hereby give notice that I/We (*) withdraw from my/our (*) contract for the provision of the following service (*)/the supply of the following digital content (*):

Ordered on (*):

Name of consumer(s):

Address of consumer(s):

Signature of consumer(s) (only if this form is notified on paper):

Date:

(*) Delete as appropriate.