This is a translation of the original Dutch version of our general conditions. In the case of a dispute due to errors in translation or interpretation, the original Dutch-language version shall prevail. (A & O 1-Fach Sprachendienst = Jansen Communications)
Article 1 -Applicability of the terms and conditions
1.1 These terms of business shall apply to all transactions and agreements between A & O 1-Fach Sprachendienst and the principal, in respect of which A & O 1-Fach Sprachendienst has declared these terms and conditions to be applicable, to the exclusion of the principal's terms of business unless the translator has agreed in writing that they shall apply.
1.2 These terms and conditions shall also apply to all agreements with A & O 1-Fach Sprachendienst, the execution of which may require the involvement of third parties.
Article 2 -Quotations; entering into an agreement
2.1 All quotations and cost estimates shall be without obligation.
2.2 The contract shall take effect on the acceptance in writing by the principal of the quotation submitted by A & O 1-Fach Sprachendienst, or - should no quotation have been submitted - by the confirmation in writing by A & O 1-Fach Sprachendienst of a commission granted him by the principal. In the event of A & O 1-Fach Sprachendienst being unable to examine the complete text before submitting their quotation, they may retract the cost estimate and lead times quoted after the principal has accepted the quotation. All quotations and fees stated shall exclude VAT unless otherwise noted.
2.3 A & O 1-Fach Sprachendienst may consider their principal to be the person who has commissioned the work, unless said person has clearly stated that he or she is acting on behalf of, on the orders of, or on the account of, a third party and provides the name and address of said third party.
Article 3 -Alteration/withdrawal of commission
3.1 If, after the contract has been concluded, the principal makes any alteration other than minor changes to the original version, A & O 1-Fach Sprachendienst shall be entitled to adapt the lead time and/or remuneration or to reject the commission altogether.
3.2 In the event of a commission being withdrawn by the principal he shall be liable for payment of that part of the commission that has already been executed and for payment on the basis of a fee, per hour, for research that has been undertaken as it pertains to the remainder of the commission.
3.3 Should A & O 1-Fach Sprachendienst have reserved time for the execution of the commission and not be able to use this time for other language work, the principal shall pay A & O 1-Fach Sprachendienst 50% of fee covering the portion of the commission that has not been executed.
Article 4 -Execution of commissions, confidentiality
4.1 A & O 1-Fach Sprachendienst shall commit themselves to executing the commission to the best of their ability, employing sound professional knowledge and skills, with due regard to the purpose specified by the principal.
4.2 A & O 1-Fach Sprachendienst shall treat all information entrusted to them by the principal with the strictest confidence. A & O 1-Fach Sprachendienst shall require their employees and agents to observe the strictest confidence clause of this agreement.
4.3 Unless it has been expressly stipulated to the contrary, A & O 1-Fach Sprachendienst shall be entitled to have the commission (partly) executed by a third party, without prejudice to his responsibility for the observance of confidentiality and for the quality of execution of the commission. A & O 1-Fach Sprachendienst shall require the said third party to observe the strictest confidence.
4.4 On request, the principal shall provide A & O 1-Fach Sprachendienst with information regarding the contents of the text to be translated, including documentation, reference material and terminology. Dispatch of the documents concerned shall be at the principal's risk and expense.
4.5 A & O 1-Fach Sprachendienst shall not be held responsible for the accuracy of information supplied to him by the principal and shall on no account accept liability for damage of any kind if A & O 1-Fach Sprachendienst has operated from inaccurate or incomplete information supplied to him by the principal, even where such information was supplied to them in good faith.
Article 5 -Intellectual Property
5.1 Unless explicitly differently corresponded and written, A & O 1-Fach Sprachendienst preserves the copyrights of the translations manufactured by A & O 1-Fach Sprachendienst and other texts.
5.2 The principal shall indemnify A & O 1-Fach Sprachendienst from any claim by a third party regarding alleged breach of rights of ownership, patent, authors copyright or other language intellectual property in connection with the execution of the commission.
Article 6 -Rescission
6.1 In the event of the principal failing to honour his commitments, or in the case of bankruptcy, moratorium, receivership or liquidation of the principal's business, A & O 1-Fach Sprachendienst shall be entitled wholly or partially to rescind the contract or to delay the execution of the commission, such action never rendering them liable for any claim for damages. They may then demand immediate payment of remuneration due to him.
Article 7 -Complaints and disputes
7.1 The principal shall report complaints concerning the work delivered by A & O 1-Fach Sprachendienst as soon as possible and inform, in writing, his or her dissatisfaction within five days after delivery. The reporting of a complaint shall in no way relieve the principal of his obligation to pay for the work delivered.
7.2 Should the complaint be well founded, A & O 1-Fach Sprachendienst will try to improve or replace the delivered work within a reasonable period of time, or if A & O 1-Fach Sprachendienst cannot reasonably comply with the request for improvement - they may agree to a reduction in the fee. This is not to be construed as obligatory, however.
7.3 The principal's right to make a claim shall cease if he has revised - or has caused to be revised - the work as delivered and has subsequently passed it on to a third party.
Article 8 -Lead time, delivery
8.1 The agreed lead-time shall be an estimated time, unless expressly stipulated. As soon as it becomes apparent to A & O 1-Fach Sprachendienst that the agreed delivery time is not feasible, they shall be bound to inform the principal immediately.
8.2 Should A & O 1-Fach Sprachendienst be accountable for the delay in delivery, the principal shall be entitled - if it is unreasonable for him to wait any longer - to rescind the contract unilaterally. In this event, the principle remains obligated for payment of the invoice of the delivered translations up to that time.
8.3 Delivery shall be considered to have taken place at the moment of delivery by mail, dispatch by fax, telex, courier, or by normal postal service.
8.4 Delivery of documents via electronic post shall be considered to have taken place when the medium has confirmed the dispatch.
Article 9 -Fees and payment
9.1 A & O 1-Fach Sprachendienst fee is, in principle, based on a word tariff. A & O 1-Fach Sprachendienst may, in addition to its fee, declare expenses incurred in executing the commission.
9.2 For every assignment 100,- will be asked in advance. For smaller assignments the advance payment will be equal to the quotations.
9.3 All sums shall be stated including value-added tax (BTW), unless expressly stated to the contrary.
9.4 Accounts should be settled at the latest, 14 days after the date of the invoice and in the currency in which the invoice is drawn up. Should the payment not be made within the period specified, the principal shall immediately, without further notification, be in default, in which case the principal shall be liable for the statutory interest from the date of default to the moment of full settlement.
9.5 In the event of extra judicial collection, collection rates of 15% over the first 2,000.- of the capital sum plus interest shall be levied and a rate of 10% over the remainder, with a minimum collection charge of 50.-
9.6 Debt comparison is not permitted.
9.7 In order to get more certainty we have the right, in cases of our choice, to request whole or partial payment in advance or to demand bank guarantees etc. before starting with the implementation of the assignment and/or to send sub-invoices during the implementation of the task.
Article 10 -Liability and indemnity
10.1 A & O 1-Fach Sprachendienst shall be responsible only for damage that is the direct and demonstrable result of a shortcoming for which the translator can be held accountable. A & O 1-Fach Sprachendienst shall never be liable for any form of damage such as consequential loss, loss due to delay or loss of income or profits. The liability shall in every case be limited to a sum equal to the invoice value excluding value-added tax (BTW) of the commission concerned.
10.2 Ambiguity in the text to be translated indemnifies A & O 1-Fach Sprachendienst from any liability.
10.3 Judgement as to whether the text to be translated, or the translated text, contains certain risks of bodily harm or injury shall be the sole responsibility and liability of the principal.
10.4 A & O 1-Fach Sprachendienst shall not be held responsible for damage to or the loss of documents, information or information carriers placed at his disposal for the purpose of executing the commission. Nor shall A & O 1-Fach Sprachendienst be held liable for damage arising from the use of information technology or modern means of telecommunication.
10.5 The translator's liability shall be limited to a maximum of 2,500,- in each case.
10.6 The principal shall be bound to indemnify A & O 1-Fach Sprachendienst from all claims from third parties arising from the utilisation of the work delivered, excepting the liability of A & O 1-Fach Sprachendienst that may exist on the grounds of the provisions of this article.
Article 11 -Force Majeure
11.1 In the present terms and conditions, force majeure shall be understood, in addition to the legal definition and interpretation of the term, to include all exterior causes, whether anticipated or not, over which A & O 1-Fach Sprachendienst cannot exercise any control, but which prevent A & O 1-Fach Sprachendienst from being able to meet his commitments. Such circumstances shall in any case include - but not exclusively - fire, accident, illness, industrial action, rebellion, war, governmental measures or hindrance or restriction of transport.
11.2 During the period covered by force majeure, A & O 1-Fach Sprachendienst commitments shall be suspended. Should the period within which force majeure prevents A & O 1-Fach Sprachendienst from meeting their commitments exceed two months, either party shall be empowered to rescind the agreement; no obligation of indemnity shall in such case arise. If the principal is the consumer, the empowerment to rescind shall only apply in so far as such empowerment is enforceable by Dutch law.
11.3 If, at the time of the commencement of force majeure A & O 1-Fach Sprachendienst has partially met his commitments, or can only partially meet his commitments, A & O 1-Fach Sprachendienst shall be entitled to edit a separate invoice covering the work executed and the principal shall be bound to pay the said invoice as though it applied to a separate agreement.
Article 12 -Legal system applicable
12.1 The law of the Netherlands shall be applicable to all legally binding transactions between the principal and A & O 1-Fach Sprachendienst.
12.2 Any dispute shall be subject to the judgement of the officially appointed Netherlands judge.
Article 13 -Deposit and registration
13.1 The Dutch version of these (translated) terms of business were deposited at the Chamber of Commerce Eindhoven NL
in September 2009: registration number 170960035.
13.2 A & O 1-Fach Sprachendienst is registered in the Register of the Chamber of Commerce Eindhoven NL under number 170960035.