General Terms of Business
Valid as of January 2016
General – Scope of validity
(1) "Übersetzungsbüro" fulfils its services towards its contract partners (hereinafter referred to as the customer) exclusively on the basis of these terms of business. Terms and conditions of the customer that oppose or deviate from these terms of business shall not be recognised unless "Übersetzungsbüro" has agreed to the validity of these terms in writing. These terms of business also apply where "Übersetzungsbüro" performs a service without objection for the customer with the knowledge of terms of the customer that oppose or deviate from these terms of service. For business customers, these terms of service also apply to all future business relationships even if they have not been expressly agreed to.
(2) "Übersetzungsbüro" shall reserve the right to alter or add to these general terms within a reasonable period of notice. These alterations will become valid unless the customer objects to the changes within two weeks of receiving advice of the alterations, or add the latest, when the alterations are to come into force. If the customer objects within the period of notice given, "Übersetzungsbüro" shall reserve the right to terminate the contract effective as of the time at which the altered terms of service are to come into force.
(3) Alterations and/or amendments to this contract as well as any future amendments or legal measures during the contract’s execution are only effective if made in writing. This form requirement can only be waived through a special agreement that itself requires the written form.
(1) The contract is formed with the customer through the acceptance of a written offer based on a price quotation supplied by "Übersetzungsbüro" or through the first performance of service based on an offer submitted by "Übersetzungsbüro". If a customer order is to be understood as an offer according to § 145 BGB, "Übersetzungsbüro" may accept this offer within two weeks.
(2) Unless otherwise stipulated, price quotations by "Übersetzungsbüro" are to be regarded as non-binding and subject to alteration. "Übersetzungsbüro" may make contract conclusion subject to the presentation of a written authorisation, or to an initial downpayment or bank guarantee from an approved major German bank.
(3) Inasmuch as "Übersetzungsbüro" involves the services of third parties in fulfilling the services offered, these third parties shall not become contract partners of the customer.
Scope of service
(1) "Übersetzungsbüro" offers a translation service that is available worldwide via the Internet.
(2) "Übersetzungsbüro" shall translate the text supplied by the customer into another language. Translations are carried out either literally or to preserve the sense and style of the text depending on the meaning of the original text according to the average, generally accepted quality standards of the translation business in the region of whichever language is involved.
Delays in service, deadlines, acceptance
(1) "Übersetzungsbüro" shall not be held responsible for delivery and service delays due to force majeure or events that significantly hinder or prevent "Übersetzungsbüro" in delivering the service obligation that have not been caused by intent or at least grave negligence on the part of "Übersetzungsbüro" or its employees or service partners, even where binding deadlines have been agreed. "Übersetzungsbüro" reserves the right to delay delivery or service for the duration of the hindrance in addition to an appropriate preparation time in such cases.
(3) If the customer defaults on or breaches its own contributory obligations for reasons for which it is responsible, "Übersetzungsbüro" may demand compensation for the damages caused including additional expenses. If "Übersetzungsbüro" defaults on its own obligations, the customer shall only be entitled to rescind the contract if "Übersetzungsbüro" fails to comply with a subsequent deadline from the customer.
(4) After the translation service has been completed, the translated text can be delivered to the customer by post, disk, CD-ROM, e-mail, or fax according to the customer’s wishes. Postage or electronic transfer shall take place at the customer’s own risk. "Übersetzungsbüro" shall accept no liability for lost, damaged or damaging transfer of text or for loss or damage by non-electronic transport means.
(5) The following obligations apply to commercial customers with regard to complaints: the customer shall immediately examine the translated work and report to "Übersetzungsbüro" immediately in writing recognisable faults after this examination and hidden faults after their discovery. The translation shall be regarded as completed according to the contract obligations if the customer has not reported any faults in the translation within 14 days of receipt of the translation at the latest. This 14-day period shall be regarded as upheld if the customer sends the fault report within this period.
(6) The translation shall be regarded as accepted at the latest when the customer uses the translation. Use includes an order for the translation to be printed.
Liability for fault
(1) Inasmuch as the translation deviates from the agreed requirements, "Übersetzungsbüro" shall be entitled to subsequent fulfilment in the form of fault remediation. Fulfilment is excluded where the deviations were carried out by the customer itself, e.g. due to incorrect or incomplete information or faults in the original text. If subsequent fulfilment should fail, the customer is entitled to either a price reduction or to rescind the contract.
(2) Claims shall be excluded if the deviations as described in Paragraph 1 present a minor impact on the value or usefulness of the translation.
(3) "Übersetzungsbüro" is liable according to legal regulations inasmuch as the customer launches a claim for damages that result from intent or grave negligence, including intent or grave negligence on the part of representatives, employees or service partners of "Übersetzungsbüro". Inasmuch as "Übersetzungsbüro" is not held responsible for intentional breach of contract, compensation liability shall be limited to those damages that are foreseeable and would typically occur.
(4) "Übersetzungsbüro" is liable according to legal regulations inasmuch as "Übersetzungsbüro" has culpably breached a major contract obligation; in such case, liability shall be limited to foreseeable, typically occurring damages.
(5) Liability due to culpable physical or bodily injury or damage to the health remains unaffected; this also applies to mandatory liability according to German product liability law.
(6) "Übersetzungsbüro" shall not accept any liability not determined in the above.
(1) "Übersetzungsbüro" shall not accept liability for damages beyond those represented in § 5, regardless of the legal nature of a claim launched. This especially applies to claims for damages on culpability at contract conclusion, due to other breaches of obligations or due to tort claims on the replacement of property according to § 823 BGB.
(2) Inasmuch as claims for damages against "Übersetzungsbüro" are limited or excluded, this also applies with reference to the personal liability of employees, representatives, and service partners of "Übersetzungsbüro".
(3) Inasmuch as other terms in these terms of business do not exclude liability, this liability applies to the benefit of business customers for damages that arise
a. through the use of services provided by "Übersetzungsbüro"
b. through the transfer and storage of data by "Übersetzungsbüro", the cause being that the required storage or transfer of data by "Übersetzungsbüro" did not take place
c. Through the loss of texts and other documentation for which "Übersetzungsbüro" is responsible
Compensation for damages will be limited to proven and foreseeable damages. "Übersetzungsbüro" shall accept no further liability.
Exclusion of guarantee
Unless otherwise agreed, "Übersetzungsbüro" shall take on no guarantee that the translation is permitted or approved for the intended purpose of the customer. This especially applies to translations that are to be published or used for advertising purposes. The legal risk of the ability to use all published the translation is therefore carried by the customer alone.
Terms of remuneration and payment
(1) Unless otherwise stipulated in the order confirmation, "Übersetzungsbüro"’s prices are valid “ex works.” Postage costs will be invoiced separately.
(2) Legal VAT/goods sales tax is not included in prices; it will be listed separately on the invoice at the level set by law on the invoiced date.
(3) Unless otherwise stipulated according to order confirmation, payment is due immediately without deduction on the invoice date. The legal regulations shall apply referring to the consequences of late payment. "Übersetzungsbüro" expressly reserves the right to claim for raised interest rates and launch further claims.
(4) The translation and the rights connected with the translation (e.g. copyright, use and reuse rights) are subject to reservation of title until payment of remuneration is made (legal reservation).
Right to deduction and reservation/anti-transfer clause
(1) The customer shall only be entitled to deduct from the invoice payment claims to which there is a legal title, those which are not disputed by, and those which are recognised by "Übersetzungsbüro". In addition, the customer is permitted to practice a right of reservation if the counterclaim of the customer is based on the same contract.
(2) The transfer of rights from this contract without the approval of "Übersetzungsbüro" is not permitted.
(1) The customer may terminate the order at any time before completion of the order.
(2) If an order issued by a customer is terminated, the costs incurred up to the time of termination shall be remunerated in proportion to the degree of completion of the order concerned. The claim to remuneration of costs shall however be at least 50% of the order value.
(3) Documents that have been furnished to "Übersetzungsbüro" by the customer shall be returned immediately and without request after order completion or termination. Data or files containing the text to be translated will, however, be kept by "Übersetzungsbüro" for archiving purposes; "Übersetzungsbüro" is however entitled to delete these data at any time after completion or termination.
(1) "Übersetzungsbüro" refers the customer to § 33 of the Bundesdatenschutzgesetz (BDSG, Federal German data protection law) that personal data received by "Übersetzungsbüro" as part of the contract execution will be kept on electronic storage media, used and processed. Inasmuch as "Übersetzungsbüro" uses the services of third parties in fulfilling its contract obligations, "Übersetzungsbüro" shall be entitled to disclose customer data, to which the customer hereby agrees. "Übersetzungsbüro" is also entitled to disclose customer data in cases where the recognition, identification, and removal of errors and faults in the documents of "Übersetzungsbüro" as well as the required documentation of third parties make data transfer necessary.
The customer undertakes not to recruit or, without the agreement of "Übersetzungsbüro", to employ any translator or interpreter active as an employee or subcontractor for "Übersetzungsbüro" during the time of the business relationship and for a period of one year afterwards. For each case of culpable breach of this clause, the customer shall pay "Übersetzungsbüro" a penalty at a level to be set and, in the case of litigation, examined by the court responsible.
(1) The place of contract execution for all contract obligations is the headquarters of "Übersetzungsbüro" in Essen, Federal Republic of Germany.
(2) Inasmuch as the parties have agreed on the written form in communications, this shall also include communications by fax and e-mail.
(3) Contracts concluded on the basis of the general terms of business are subject to German law only. The terms of the United Nations Convention on Contracts for the International Sale of Goods (CISG) shall not apply, where this is permitted.
(4) Concerning commercial customers, the headquarters of "Übersetzungsbüro" shall be the location of court jurisdiction for all conflicts arising from this contractual relationship. The same applies to cases where the customer has no (further) general legal status within Germany, or whose location or usual place of residence is unknown at the time of initiation of legal action. "Übersetzungsbüro" is, however, also entitled to initiate proceedings at the headquarters of the customer.
(5) If a term in this agreement should prove completely or partly invalid or ineffective now or in the future, this shall not affect the other terms in the agreement. A replacement term shall become effective to replace the invalid term, which will as far as possible match the purpose of the invalid term, or at least fulfil a similar purpose, which the parties would have agreed to in order to reach a similar business-related result if they had been aware of the ineffectiveness of the original term. This similarly applies to any omission found in the terms.