General terms and conditions for translation services

1. Scope of validity
These general terms and conditions of business (T&Cs) apply to all business transactions between Claudia Digel/Stefan Keller, hereinafter referred to as “solocal.de” and their customers. Issuance of an order constitutes customer acceptance of these T&Cs, which apply for the duration of the business relationship. They also apply to future business transactions. Any rulings that are at variance with these T&Cs are only valid if they are expressly agreed in written form. The T&Cs are valid from the date stated below and apply for an unlimited period. Previous T&Cs lose their validity upon the publishing of an updated version.

2. Customers duty to cooperate
(1) The customer undertakes to inform solocal.de concerning particular forms of execution of the translation by the time of order issuance at the latest (e.g. shipping on data carriers, number of copies, format of the translation and similar). In addition to that, the intended use of the translation shall be declared. Should the translation be intended for printing the customer undertakes to provide solocal.de with a version for proofreading. It is the responsibility of the customer to ensure that all information and documents required for preparation of the translation (glossaries, translation memories, graphics, diagrams, screenshots and other explanatory material) be provided at the latest by the commencement of the project. solocal.de cannot accept liability for any errors that arise from non-observation of these requirements by the customer.
(2) solocal.de cannot accept liability for delays or errors in execution that are caused by incorrect or incomplete transmission or ambiguously worded or incorrect formulation in the source text. solocal.de is not obligated to commence with the translation prior to receipt of all documents, unless the customer first expressly agrees upon the execution of the order and renounces any claims for guarantee rights that arise from the fact that the aforementioned documents were not yet available in their entirety.

3. Issuance of orders
The customer shall issue the order in writing in electronic or other form. Orders are only deemed to be valid upon our issuance of a written confirmation. Supplementary verbal agreements shall be subject to written confirmation.

4. Project execution
(1) The translation service provided consists of the written adaptation of texts in one language into one or more other languages. Further services, such as special formatting or DTP tasks, are excluded. Should such further services be required they shall be subject to a separate agreement.
(2) The translation is performed in accordance with the best practice standards of the profession. Customer-specific specialized terminology will only be taken into consideration if the appropriate and complete documentation required is provided upon issuance of the order. In other cases, specialized terms shall be translated in lexicographically acceptable and/or a generally comprehensible form. Stylistic revision is not deemed to be the object of a translation or localization order.
(3) We reserve the right to commission third parties for the purposes of the execution of all transactions inasmuch as we deem this to be appropriate or necessary. We solely accept the responsibility for exercising a duty of care in the selection of such third parties. Contact between the customer and third parties authorized by us shall require our express agreement. The business transaction is essentially between ourselves and the customer.

5. Rectification of defects
(1) The customer is obligated to check the translation upon receipt in respect of correctness and completeness of content. Notification of defects shall be provided by the customer in written form, listing such defects in detail.
(2) Claims for rectification of defects shall be void should they not be made with 14 days following delivery of the translation. Should no written complaints be received within this period the order shall be deemed to be fulfilled and the customer shall then have no recourse to any claims.
(3) solocal.de accepts liability for the rectification of defects notified that are objectively not insignificant. In such cases, a reasonable time period shall be granted by the customer. Should such rectification still prove to be unacceptable, the customer shall be entitled to a reduction in price or to cancel the order in the event of the service being wholly inadequate for its intended use.

6. Quotations and rates
(1) All offers are made in Euro inasmuch as no other currency has been agreed upon by the contractual parties. Payment in installments and the granting of cash discounts or other price reductions are not permissible unless expressly agreed upon in written form.
(2) Inasmuch as there is no agreement to the contrary, billing shall be made upon the basis of the word count of the source text. The rate per word shall be agreed in written form with the customer following examination of the documents to be translated. Cost quotations provided without access to the documents to be translated are not binding. The customer shall be obligated in such cases to bear the actual costs of the translation, unless a further cost quotation has been provided by us. All rates stated are net.
(3) Invoices issued by solocal.de are payable at the latest by 30 days following date of issue. In the event of the customer being in arrears and of possible consequences arising therefrom, the legal requirements of the BGB (German Civil Code) shall be applicable. Offsetting shall be excluded in the event of disputed claims.

7. Liability
(1) solocal.de solely accepts liability for its own errors or the errors of commissioned third-parties in the proven case of gross negligence or malicious intent.
(2) solocal.de shall be liable for the safekeeping of material provided by customers with the same degree of care which it exercises in maintaining its own material. We test our systems regularly to ensure the absence of viruses and similar faults. We accept no liability for such damage that is caused by the intervention of third parties, despite these protective measures. We also accept no liability for damage caused by system faults e.g. by force majeure, network or server faults, possible further line or transmission faults or other circumstances beyond our control. Under such circumstances, we shall be entitled to cancel the order in full or in part.
(3) In the case of compensation for damages or reduction in value, solocal.de shall be liable only to the maximum billable amount for the shipment or service. We accept no liability for consequential damage such as loss of profits.

8. Confidentiality
solocal.de undertakes that it and all its commissioned third-parties shall observe confidentiality in respect of all information of which it becomes aware in the course of activities for the customer.

9. Assignment
Assignment of the rights from a contract by a customer shall be subject to our written agreement.

10. Reservation of proprietary rights, right of use and intellectual property rights
(1) The translation shall remain the property of solocal.de until payment has been made in full. The customer shall only have the right to use the translation following payment in full.
(2) solocal.de retains intellectual property rights to the translation.

11. Shipping, transmission
Shipping of the translation shall be performed by e-mail, FTP, fax or regular mail in accordance with the wishes of the customer. We accept no liability for damage caused in the process of shipping/transmission. The customer is obligated to issue a brief confirmation of receipt of the translation.

12. Termination of the contract
The customer shall only be entitled to terminate a contract for translation by the agreed completion date for cause. The termination shall only be valid when communicated to solocal.de in written form. In the event of cancellation of the contract, solocal.de shall be entitled to payment of such services provided up to the date of termination and for loss of profits in the amount of the order value.

13. Applicable law
(1) German law shall be applicable to the order and all claims arising therefrom. For this reason, in the event of any divergence between the English and German versions of these T&Cs, the latter shall apply. The place of jurisdiction is Erlangen, Germany.
(2) The validity of these terms and conditions of business shall not be affected by the possible invalidity of individual provisions.

Current version: 01.08.2007