Terms and Conditions

1. Provider and scope

The provider is LatentDrift, Dejvid Udric, Rudolf Rirschgasse 3, 2325 Himberg, Austria. These terms apply to services in AI systems, software, technical concept design, pilot work, architecture, evaluation and consulting if they are incorporated into the relevant offer or contract.

The services are primarily aimed at businesses, legal entities and public-sector clients. If consumers are involved in exceptional cases, mandatory consumer protection rules remain unaffected.

2. Contract formation

This website is not an online shop and does not make binding offers. Email inquiries are non-binding. A contract is formed when LatentDrift issues an individual offer and the client accepts it, or when both parties confirm an engagement in writing.

Scope, fees, dates, cooperation duties and usage rights are primarily defined in the individual offer. In case of conflict, the individual agreement prevails over these terms.

3. Services and project work

Depending on the engagement, LatentDrift provides analysis, consulting, concept design, architecture, pilot, development, evaluation and documentation services. Deliverables may include decision maps, system specifications, test protocols, pilots, prototypes, technical concepts, source code, tests, traces and handover documentation.

AI and software projects involve technical uncertainty. LatentDrift only owes a specific commercial outcome, model performance or production-ready solution if this has been expressly agreed.

4. Client cooperation

The client provides the necessary information, contacts, data, access, test cases, subject-matter decisions and approvals on time. The client is responsible for ensuring that supplied content, data and systems may be lawfully used.

Delays or additional work caused by missing or late cooperation may shift timelines and create additional effort.

5. AI components, pilots and operation

Prototypes, evaluation environments and experimental AI components are not intended for production use unless expressly approved. Outputs of AI-supported systems must be reviewed by qualified humans before they are used for decisions with legal, commercial or significant personal effects.

Model providers, interfaces, open-source components and infrastructure may change. LatentDrift accounts for such dependencies within the agreed scope but cannot guarantee the permanent availability or unchanged performance of external services.

6. Fees and payment

Fees are set out in the individual offer. Services may be billed on a time-and-material basis, as a fixed fee, by project phase or as ongoing support. Unless stated otherwise, amounts are exclusive of statutory VAT.

Invoices are due within 14 days from the invoice date without deduction unless agreed otherwise. Statutory consequences apply in case of late payment.

7. Usage rights and pre-existing materials

After full payment, the client receives the usage rights described in the offer for individually created deliverables. Unless agreed otherwise, this includes a non-exclusive, worldwide and perpetual right to use the deliverables for the agreed business purpose.

Pre-existing tools, methods, templates, libraries, general know-how and reusable components of LatentDrift remain the property of LatentDrift. The client receives the rights necessary to use the agreed deliverables. Open-source and third-party components remain subject to their respective licence terms.

8. Confidentiality and data protection

Both parties treat confidential information of the other party confidentially and use it only for the project. Mandatory disclosure obligations remain unaffected.

If personal data is processed on behalf of the client, the parties will conclude a data processing agreement under Article 28 GDPR where legally required.

9. Warranty

Statutory warranty rights apply to agreed deliverables. LatentDrift may initially remedy justified defects by correction or replacement. For expressly experimental work, analyses, sketches and prototypes, the agreed review and quality criteria apply.

10. Liability

LatentDrift is fully liable for intent, gross negligence, personal injury and cases of mandatory statutory liability. For slight negligence, LatentDrift is liable, to the extent legally permitted, only for breach of material contractual obligations and limited to foreseeable damages typical for this type of contract.

The client remains responsible for expert approvals, legal review, production decisions, data quality and the use of deliverables within its organization unless those tasks are expressly part of the engagement.

11. Final provisions

Austrian law applies, excluding conflict-of-law rules and the UN Convention on Contracts for the International Sale of Goods. For business clients, the competent court at LatentDrift's seat has jurisdiction to the extent legally permitted. Mandatory consumer jurisdictions remain unaffected.

Amendments require a traceable written or electronic agreement. If any provision is invalid, the remaining provisions remain effective.