Terms of Service

Nicholas Shore — Project Coordination Chemistry · Vienna, Austria

Version 1.0 · Valid from: 2026/01/30

ToS / AGB English and German PDF

In plain terms

This summary explains the key points in everyday language. It is a reading aid only — the numbered clauses below are what legally applies.

  • I provide chemistry project support — coordination, CLP/regulatory documentation, R&D support, and brokering analytical measurements through a partner laboratory. I do not give legally regulated advice.
  • Each job is defined in a written offer. The offer plus these terms form the contract. Where the two disagree, the offer wins.
  • I owe careful, professional work (best effort), not a guaranteed commercial outcome — unless the offer explicitly promises a specific result.
  • Analytical results come from the partner laboratory. I coordinate and present them; the laboratory is responsible for the measurements themselves.
  • You retain confidentiality of all your information, I keep your information confidential. A separate NDA, if signed, takes precedence.
  • Who owns the deliverables is set per job in the offer. My own methods, know-how and tools stay mine.
  • My liability is capped at the fee for that job. This cap does not apply to intent, gross negligence, or personal injury — the law does not allow that.
  • Invoices are due within 14 days. Austrian law applies; the courts in Vienna have jurisdiction (consumers keep their statutory protections).

1. Scope and Parties

1.1 These Terms of Service (“ToS”) govern all contracts for services between Nicholas Shore, operating as “Project Coordination Chemistry”, Seidlgasse 12a, 1030 Vienna, Austria, VAT/UID ATU82916034 (the “Contractor”), and the client (the “Client”).

1.2 The Contractor works primarily with business clients (B2B) within and outside the European Union. Where the Client is a consumer within the meaning of the Austrian Consumer Protection Act (KSchG), the mandatory consumer provisions of Section 12 apply and prevail over any conflicting clause.

1.3 These ToS apply to the exclusion of any terms of the Client. Terms of the Client do not become part of the contract even if the Contractor does not expressly object to them.

1.4 In accordance with Section 11 of the Austrian E-Commerce Act (ECG), these ToS are made available in a form that allows the Client to store and reproduce them.

2. Services

2.1 The Contractor provides project support for chemistry. Depending on the individual offer, services may include:

2.2 The scope, deliverables, timeline and fee of each engagement are defined in a written offer (“Offer”). The Offer together with these ToS forms the contract. In case of conflict, the Offer prevails over these ToS.

2.3 The Contractor owes a diligent, professional performance of the agreed services (obligation of means). Unless a specific result is expressly warranted in the Offer, the Contractor does not owe a particular commercial or regulatory outcome, and in particular does not guarantee that any authority, notified body or third party will reach a specific decision.

2.4 The Contractor does not provide legal advice, tax advice, or any service reserved to a regulated profession or trade. Statements on regulatory matters are technical support based on the applicable rules and do not replace advice from a lawyer, a notified body, or a competent authority.

3. Formation of Contract

3.1 An Offer by the Contractor is valid for the period stated in it, or for 30 days from its date if no period is stated.

3.2 The contract is formed when the Client accepts the Offer in text form (including e-mail), or when the Contractor begins performance at the Client’s request.

4. Fees, Expenses and Payment

4.1 Services are charged either at a fixed price or on a time basis, as specified in the Offer. Time-based work is billed at the agreed hourly or daily rate.

4.2 Necessary out-of-pocket expenses (e.g. laboratory charges, database or literature access, travel) are passed on at cost where the Offer so provides. Laboratory charges under Section 5 are billed as agreed in the Offer.

4.3 All fees are exclusive of value added tax (VAT), which is added at the statutory rate where applicable. For cross-border services to business clients within the EU, the reverse-charge mechanism may apply; the Client is then responsible for accounting for VAT in its own member state.

4.4 Invoices are due for payment within 14 days of the invoice date without deduction, unless the Offer states otherwise. In the event of default, statutory default interest applies. Between businesses, the statutory commercial default interest under Section 456 of the Austrian Commercial Code (UGB) applies.

5. Analytical Services via Partner Laboratory

5.1 Where analytical measurements are part of an engagement, these are performed by an independent partner laboratory. The Contractor coordinates the measurement request, transmits samples or specifications, and organises, structures and presents the results.

5.2 The measurement results themselves are produced by the partner laboratory. Responsibility for the correctness, accuracy and fitness of the measurements lies with the laboratory. The Contractor is liable only for the diligent coordination and presentation of the results, not for the underlying measurement itself.

6. Client Cooperation

6.1 The Client shall provide, in good time and completely, the information, data, samples, and materials required for performance, and shall ensure they are accurate and lawful to use.

6.2 The Contractor may rely on the accuracy and completeness of information and data provided by the Client and is not obliged to verify them, unless verification is expressly part of the Offer. Delays or defects caused by incomplete or incorrect Client input are not the responsibility of the Contractor.

7. Deliverables and Intellectual Property

7.1 The allocation of rights in the deliverables is determined per engagement in the Offer. Unless the Offer provides otherwise, rights in the deliverables pass to the Client upon full payment, to the extent necessary for the Client’s intended use.

7.2 Regardless of the allocation in the Offer, the Contractor retains all rights in its pre-existing know-how, methods, techniques, tools, and general skills, and remains free to use these on other engagements.

7.3 Until full payment, deliverables remain the property of the Contractor (retention of title).

8. Confidentiality

8.1 Each party shall keep confidential all non-public information disclosed by the other party in connection with the engagement, use it only for the purpose of the engagement, and not disclose it to third parties without consent. This obligation survives the end of the contract.

8.2 The obligation does not apply to information that is or becomes public without breach, was lawfully known before disclosure, or must be disclosed by law or authority.

8.3 Where the parties have signed a separate non-disclosure agreement (NDA), that agreement takes precedence over this Section 8 to the extent of any conflict.

8.4 The Contractor may name the Client and describe the engagement in general terms as a reference, unless the Client objects in text form.

9. Warranty and Notice of Defects

9.1 The Contractor warrants that the services are performed with professional care in accordance with the recognised state of the art at the time of performance.

9.2 In business-to-business dealings, Section 377 of the Austrian Commercial Code (UGB) applies: the Client shall examine the deliverables without undue delay and give notice of any defect within a reasonable period, and at the latest within 14 days of delivery; hidden defects shall be notified without undue delay after discovery. Failure to give timely notice excludes claims for warranty, damages for the defect itself, and mistake, in accordance with Section 377(2) UGB.

9.3 In the first instance, warranty is provided by improvement (rectification) within a reasonable period. This Section 9.2 does not apply to consumers.

10. Liability

10.1 The Contractor’s total liability arising out of or in connection with an engagement is limited to the total fee paid by the Client for that engagement.

10.2 The Contractor is not liable for indirect or consequential damage, loss of profit, or loss of data, to the extent permitted by law.

10.3 The limitations in 10.1 and 10.2 do not apply to damage caused by intent or gross negligence, to personal injury (injury to life, body or health), or to any other liability that cannot be limited or excluded under mandatory law (including the Austrian Product Liability Act). These remain governed by statute.

10.4 Any claim for damages against the Contractor must be asserted in court within the statutory limitation period; the burden of proving gross negligence or intent lies with the Client, save where mandatory law provides otherwise.

11. Term and Termination

11.1 Either party may terminate an engagement for good cause with immediate effect. Good cause includes a material breach that is not cured within a reasonable period, or insolvency of the other party.

11.2 On termination, the Contractor is entitled to the fee for services rendered up to the effective date of termination, and to reimbursement of expenses already incurred.

12. Consumer Provisions

12.1 This Section applies only where the Client is a consumer within the meaning of the Austrian Consumer Protection Act (KSchG). In that case, mandatory consumer protection under the KSchG and the ABGB applies and prevails over any conflicting clause in these ToS. Sections 1.3, 9.2 and 9.3 (notice of defects between businesses) and the choice-of-forum in Section 13 do not restrict a consumer’s mandatory statutory rights.

12.2 Right of withdrawal (distance and off-premises contracts): A consumer who concludes the contract by distance means or away from business premises has the right to withdraw within 14 days without giving reasons, under the Austrian Distance and Off-Premises Transactions Act (FAGG).

12.3 Where the consumer expressly requests that performance begin during the withdrawal period, the consumer shall pay a proportionate amount for the services provided up to withdrawal. The right of withdrawal lapses once the service has been fully performed, provided performance began with the consumer’s express prior consent and acknowledgement that the right is thereby lost (Section 10 and Section 18 FAGG).

12.4 Online dispute resolution: The European Commission provides a platform for online dispute resolution at ec.europa.eu/consumers/odr. The Contractor is neither obliged nor willing to participate in dispute resolution proceedings before a consumer arbitration board.

13. Governing Law and Jurisdiction

13.1 This contract is governed by the substantive law of the Republic of Austria, to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG) and of any conflict-of-law rules that would lead to the application of another legal system.

13.2 For disputes with business clients, the exclusive place of jurisdiction is the court with subject-matter competence for the first district of Vienna (Wien Innere Stadt), Austria.

13.3 For consumers, statutory jurisdiction under Section 14 KSchG and the applicable EU rules applies; the choice of forum in 13.2 does not deprive a consumer of the protection of the mandatory provisions of the law of their country of habitual residence.

14. Final Provisions

14.1 Amendments and supplements to the contract require text form. This also applies to any waiver of the text-form requirement.

14.2 Should any provision of these ToS be or become invalid, the validity of the remaining provisions is not affected. The invalid provision shall be replaced by a valid provision that comes closest to its economic purpose. This severability clause does not apply to the disadvantage of a consumer.

14.3 Data protection is governed by the separate privacy policy available at chemistry.nicholasshore.eu and is not part of these ToS.

14.4 These ToS are issued in English and German. In case of doubt, the German version prevails.