GENERAL TERMS & CONDITIONS OF TAYLORED LANGUAGE SERVICE
1. These General Terms and Conditions apply to contracts between Taylored Language Service (hereafter referred to as “TLS”) and its clients, unless otherwise explicitly agreed or mandatory by law.
2. The client’s Terms and Conditions apply only if explicitly agreed in writing by TLS. Other conditions of the client which are not recognised in writing by TLS are not binding to TLS, even if TLS does not object to them explicitly, verbally or in writing.
3. The General Terms and Conditions of TLS also apply to all future contractual agreements and activities of TLS.
4. The client will be notified of changes made to these General Terms and Conditions. They will be presumed to be accepted if the client does not object in writing. TLS shall refer specifically to such an assumption upon notification. TLS must be informed of the client’s objection within six weeks of notification of the changes.
2 Scope of translation order
The translation is carried out with due care in accordance with the principles of proper professional conduct. The client shall be provided with the translation in the format agreed in the contract.
1. Quotations made by TLS are not binding unless specifically stated in the written quotation. The written confirmation of the order by TLS shall define the scope of services.
2. All prices are net and subject to the current rate of value added tax where applicable.
3. Invoices issued by TLS are payable in full within 14 days of the date of issue.
4. In addition to the agreed fees, TLS has the right to charge for any expenses which are effectively incurred and agreed by the client. In all events the value added tax, where legally required, shall be calculated additionally. In the event of extensive projects, TLS has the right to demand an appropriate advance payment. TLS may agree with the client in writing beforehand that the delivery of its work is dependent upon prior payment of the full fee.
5. If the fee has not been agreed, a sum shall be payable which is appropriate and customary according to nature and severity. It shall be no less that the currently valid rates of the German Judicial Remuneration and Allowances Act (JVEG).
4 Obligation of client to inform and cooperate
1. The client must inform TLS in good time about the required delivery format of a project (intended purpose, delivery on electronic media, number of copies, print ready, external appearance of translation, etc). If the translation is intended for professional printing, the client shall provide TLS with proofs in good time before going to print in order that the translator may rectify any potential errors. Names and numbers must be checked by the client.
2. Information and documentation required for completing a translation shall be forwarded by the client to TLS upon issuing an order (client’s terminology, figures, drawings, tables, abbreviations, in-house terms, etc).
3. Errors and delays arising from late delivery or failure to deliver information and instructions shall not be the responsibility of TLS.
4. The client assumes liability for the rights to a text and shall ensure that a translation may be produced. He shall exonerate TLS from any related third-party claims.
5 Client rights in the event of deficiencies
1. TLS reserves the right to make corrections. The client may initially demand only the correction of potential errors contained in the translation.
2. The demand for revision must be made by the client by stating the errors to be corrected. Should the translator not make the requested corrections within an appropriate time-frame or refuse to make corrections, or should the corrections be regarded as having failed, the client may, after having heard TLS, have the corrections made by another translator at the cost of TLS or choose to demand a fee reduction or withdraw from the contract. Revision shall be regarded as failed if the translation continues to contain errors even after several attempts at improvement.
1. Compensation claims may not be made against TLS, regardless of legal background, unless TLS, its representatives or subcontractors have acted with gross negligence or intent.
2. TLS, its representatives or subcontractors shall be liable moreover in the event of ordinary negligence for compensation claims resulting from a breach of substantial contractual obligations, i.e. for obligations which are only fulfillable through proper execution of the contract and compliance with which can be relied upon ordinarily by the contractual party, for claims resulting from an injury to life, body or health, claims due to fraudulent concealment of a defect, for guarantees given for quality or in accordance with the product liability law.
3. Should TLS be liable, the claim for compensation shall be limited to restitution for calculable damages as per standard contractual provisions, unless the event leading to the claim resulted from gross negligence or intent on the part of TLS, its representatives or subcontractors or caused injury to life, body or health, or a defect was fraudulently concealed, or due to guarantees given for quality or in accordance with the product liability law.
4. Claims made by the client against TLS as a result of translation defects (§ 634 a BGB – German Civil Code) shall lapse, provided there is no malice, one year after acceptance of the translation.
5. Liability for consequential damages is restricted to the statutory period of limitation, contrary to § 634 a BGB. § 202 Para. 1 BGB remains unaffected thereby.
6. The above-mentioned legal disclaimers and limitations apply in the same manner to bodies, legal representatives, employees and other proxies of TLS.
7 Third-party involvement
TLS reserves the right to employ staff or competent third parties for fulfilling a contract.
8 Proprietary rights and copyright
1. A translated text shall remain the property of TLS until full payment has been made. Legal right of use is transferred only upon full payment by the client.
2. TLS reserves the express right to any emerging copyright.
9 Applicable law
1. The contract and any claims resulting thereof shall be governed by German Law.
2. The place of jurisdiction is the place of residence of TLS or the professional office of TLS.
3. Any disputes arising from this contract shall be governed exclusively by the competent court of Munich if the client is a businessperson or a corporate entity under public law, or the client is a public law entity with special funds, or the client does not have his own jurisdiction in the Federal Republic of Germany or the client moves his residence/office or regular whereabouts following the contractual agreement to outside of the Federal Republic of Germany or the residence/office or regular whereabouts of the client are not known at the time the action is filed.
10 Severability clause
The efficacy of these contractual conditions remains unaffected by the invalidity or inefficacy of individual clauses. The invalid clause shall be replaced by one which comes closest to the economic outcome or the desired purpose.
11 Amendments and additions
Amendments and additions to these General Terms and Conditions are valid only if agreed in writing. This also applies to changes in the requirement of written form.