AGB – GENERAL TERMS AND CONDITIONS

 

Introduction

 

1.1 These General Terms and Conditions (the “Conditions”) apply to all translations carried out by 1A Übersetzungsteam (“1A Übersetzungsteam”) for you (“Customer”). Any amendment to these General Terms and Conditions must be in writing and signed by 1A Übersetzungsteam in order to be applicable.

 

1.2 A Customer must be 18 years of age or older to enter into any type of contract with 1A Übersetzungsteam or to accept these General Terms and Conditions in a binding manner.

 

1.3 The  Customer  has received a copy of the General Terms and Conditions and the  Customer  is deemed to accept them as soon as he/she requests that the work begin.

 

Quotations and signing of agreements

 

2.1 A contract is deemed to have been concluded when the Customer has approved in writing a quotation from 1A Übersetzungsteam or when 1A Übersetzungsteam has sent a written confirmation of a task assigned by the Customer. The written approval or confirmation must include an approval or confirmation sent by e-mail.

 

2.2 If the person assigning a task to 1A Übersetzungsteam does not expressly state that he or she is acting on behalf of or in the name of a third party at the time of the conclusion of the contract, and submits as proof a power of attorney from these third parties, the person who has entrusted 1A Übersetzungsteam with the task shall be deemed to be the Customer.

 

2.3 If 1A Übersetzungsteam has no reasonable or sufficient opportunity to assess the complexity of the document to be translated, the quotation submitted with the document in question shall be deemed to be subject to the fact that the nature of the document must not complicate or delay the task. If the complexity of the document complicates or delays the task, 1A Übersetzungsteam may withdraw the quote.

 

2.4 Quotations from 1A Übersetzungsteam are subject to the condition that the material ultimately provided by the Customer for processing by 1A Übersetzungsteam is the same medium, format and otherwise corresponds to the material on which the quotation is based.

 

Delivery etc.

 

3.1 1A Übersetzungsteam will as far as possible meet the agreed delivery deadlines, subject to the cases where Übersetzungsteam is waiting for material / input from the  Customer. If no schedule has been agreed, the assignment will be carried out at the rate that is deemed appropriate in the context of the assignment.

 

3.2 For products where the service is to be delivered within a certain time interval, e.g., within 2 hours, the time interval is only counted from the time when 1A Übersetzungsteam has received the document in the correct and final format.

 

3.3 If delivery of the translation to the  Customer is delayed, this does not entitle the  Customer  to cancel the transaction until a written request has been received by 1A Übersetzungsteam to rectify the problem. Thereafter, 1A Übersetzungsteam shall be given a reasonable period of time to deliver the service as agreed.

 

Change or cancellation

 

4.1 If the Customer makes changes or additions to a task after an agreement has been made and these changes and/or additions are not limited in scope, 1A Übersetzungsteam reserves the right to change the delivery deadline and/or fee in relation to the changed nature of the task. 1A Übersetzungsteam will unilaterally decide whether or not the scope of an amendment and/or addition is limited. Before commencing work on the modified task, 1A Übersetzungsteam must receive confirmation of the modified General Terms and Conditions from the Customer.

 

4.2 If the Customer cancels a task after the contract has been concluded, the Customer shall pay the full agreed fee, unless otherwise agreed in advance with 1A Übersetzungsteam. 1A Übersetzungsteam will deliver to the Customer all work that has already been carried out.

 

Execution of tasks and confidentiality

 

5.1 In connection with translation tasks, the Customer is obliged to provide 1A Übersetzungsteam with all necessary and relevant information regarding the text to be translated, including a specific terminology to be used. The Customer is fully responsible for ensuring that the task is fully and adequately described for 1A Übersetzungsteam.

 

5.2 1A Übersetzungsteam is entitled to use subcontractors to perform a task, but is responsible to the Customer for the subcontractor’s work, which is equivalent to the tasks performed by 1A Übersetzungsteam.

 

5.3 If 1A Übersetzungsteam delays delivery to the Customer, this does not entitle the Customer to cancel the transaction until a written request has been received by 1A Übersetzungsteam to rectify the matter. 1A Übersetzungsteam shall be given a reasonable period of time after the request to deliver the service as agreed.

 

5.4 1A Übersetzungsteam shall treat all information and tasks received from the Customer as confidential and shall require its subcontractors to maintain the same confidentiality.

 

5. 5 The Customer acknowledges and agrees that (i) any confidential information about 1A Übersetzungsteam that is disclosed to the Customer in the course of the delivery of a product or service shall be considered the property of 1A Übersetzungsteam and (ii) such information shall be treated as confidential and shall not be disclosed to any third party unless confidential information is required to be disclosed under applicable law, and provided that the Customer concerned (a) informs 1A Übersetzungsteam as fully as possible in writing of the information to be disclosed and the circumstances why disclosure is deemed necessary, as early as possible before such disclosure, and (b) takes all reasonable steps to avoid and limit such disclosure.

 

5.6 1A Übersetzungsteam shall be entitled to loyalty and, in the context of 1A Übersetzungsteam’s general marketing activities (e.g. by using your logo etc.), shall be entitled to point out that the Customer is a Customer of 1A Übersetzungsteam and to use the services provided for marketing purposes without having to pay the Customer any fee for this.

 

Fee and payment

 

6.1 The fee charged by 1A Übersetzungsteam for a task will be communicated to the Customer before the start of a task.

 

6.2 The prices quoted are exclusive of VAT, unless expressly stated otherwise.

 

6.3 The standard payment period of 1A Übersetzungsteam for all invoices to Customers is ten days. If payment of the invoice has not been received on or before the due date stated on the invoice, the Customer shall be liable to pay late fees and interest.

 

6.4 The Customer is not entitled to use a delivery until it has been paid for in full.

 

6.5 1A Übersetzungsteam is entitled to cancel all further work for the Customer if payment is delayed.

 

Complaints

 

7.1 If the Customer is dissatisfied with a service provided by 1A Übersetzungsteam, the Customer must submit a written complaint to 1A Übersetzungsteam within 10 days of receipt of the service. The complaint must contain a detailed explanation of the dissatisfaction. If the Customer has not submitted a complaint to 1A Übersetzungsteam within the set time limit, the service is deemed to have been approved by the Customer and the Customer loses any right to a remedy in respect of any possible misconduct.

 

7.2 If 1A Übersetzungsteam deems a complaint to be well-founded, 1A Übersetzungsteam will deal with the complaint as far as possible and change the service provided.

 

7.3 In the event of correct rectification and/or replacement delivery, the Customer cannot claim any other remedies due to delay. A pro-rata price reduction will only be granted in the case of material defects that have not been corrected and/or replaced by 1A Übersetzungsteam.

 

7.4 The submission of a complaint does not in any way release the Customer from his obligation to pay.

 

Liability for damages and compensation

 

8.1 1A Übersetzungsteam shall not be liable for any damages or financial losses, including but not limited to operating losses, loss of profit, loss of data, loss of materials or other indirect financial losses, arising from the use of1A Übersetzungsteam’s products or services.

 

8.2 1A Übersetzungsteam shall not be liable for any loss incurred by the Customer as a direct or indirect result of the fact that 1A Übersetzungsteam is prevented or delayed due to circumstances beyond 1A Übersetzungsteam’s control.

 

8.3 The Customer bears all risks of the text translated by 1A Übersetzungsteam, including personal injury and financial loss. The Customer is expected to check the accuracy of the service provided by 1A Übersetzungsteam, especially if it is of vital importance, such as numbers or medical information. Therefore, the Customer cannot hold 1A Übersetzungsteam responsible for any loss or damage caused by the use of documents or information provided by the Customer that 1A Übersetzungsteam may have provided.

 

8.4 1A Übersetzungsteam’s obligations under this agreement shall be excused in the event of a force majeure event, i.e. conditions beyond the control of the parties, including strikes, industrial disputes, failure or delay in delivery by subcontractors or external consultants, fire, water damage and natural disasters which 1A Übersetzungsteam could not take into account when entering into this agreement.

 

8.5 In the event that 1A Übersetzungsteam’s delivery infringes the rights of any third party, 1A Übersetzungsteam shall be entitled to (i) obtain from the Customer the right to use the delivery as intended, (ii) terminate the infringement by modifying or replacing the delivery at its discretion, or (iii) terminate the agreement against repayment of the consideration received.

 

8.6 If the Customer is notified and/or a claim is made against 1A Übersetzungsteam due to an infringement of third party rights, the Customer is obliged to notify 1A Übersetzungsteam in writing.

 

8.7 The Customer shall indemnify 1A Übersetzungsteam against any claims for damages by third parties that 1A Übersetzungsteam causes by performing a task for the Customer.

 

8.8 In all cases, the total liability of 1A Übersetzungsteam is limited to the amount paid by the Customer to 1A Übersetzungsteam and is subject to the submission of a written claim within 3 months of delivery by 1A Übersetzungsteam.

 

Termination

 

9.1 If one Party is in material breach of its obligations, the other Party may terminate the Agreement provided that it has given the other Party 10 days’ written notice in advance and the breach has not been remedied.

 

Intellectual Property Rights

 

10.1 All intellectual property rights associated with 1A Übersetzungsteam’s services, including software, trade secrets and know-how, belong to 1A Übersetzungsteam, are subject to all rights reserved.

 

10.2 1A Übersetzungsteam’s proprietary rights in the service provided by 1A Übersetzungsteam, including the concept developed and including but not limited to sketches, layout, suggested texts, irrespective of the technology used to develop such rights and the manner in which rights are stored, shall remain the property of 1A Übersetzungsteam until full payment for the relevant service has been received.

 

10.3 The Customer agrees that no confidential, private or proprietary information of 1A Übersetzungsteam will infringe or conflict with the intellectual property rights of any third party and the Customer agrees to indemnify 1A Übersetzungsteam against any liability arising for 1A Übersetzungsteam in connection with any claim against 1A Übersetzungsteam based on the claim that the information provided by the Customer to1A Übersetzungsteam infringes the intellectual property rights or other proprietary rights of any third party.

 

Personal Data

 

11.1 In order to deliver and improve its services, 1A Übersetzungsteam collects certain data about the Customer. 1A Übersetzungsteam must at all times comply with the applicable data protection and privacy laws regarding the processing of personal data about the Customer. For the purposes of this provision, the term “personal data” has the same meaning as the corresponding term in the Basic Data Protection Regulation (GDPR).

 

11.2 The Customer acknowledges and agrees that 1A Übersetzungsteam may be required to disclose personal data to third parties under certain circumstances, e.g., to comply with applicable laws or to protect and defend1A Übersetzungsteam’s proprietary rights, provided that the third party receiving the information is bound by professional secrecy.

 

Changes

 

12.1 1A Übersetzungsteam reserves the right to make changes to the General Terms and Conditions at any time. Any agreement between the Customer and 1A Übersetzungsteam is subject to the General Terms and Conditions in effect at the time of the conclusion of the agreement.

 

Governing law and jurisdiction

 

13.1 Any dispute between the Customer and 1A Übersetzungsteam is subject to the German court in Halle-Saale.