These general terms and conditions shall form the sole basis for translation and interpreting services provided by Leinhäuser Language Services GmbH (hereinafter referred to as “LLS“). They shall apply for all current and future business relations between LLS and its clients. Placement of an order by the client shall constitute acceptance of LLS’s general terms and conditions. Any other terms and conditions shall require express written confirmation from LLS. Verbal collateral agreements shall be invalid. Deviations from, amendments or additions to these terms and conditions shall require written confirmation from LLS in order to be valid.
1. Charging basis
1.1 Unless otherwise contractually agreed, LLS shall charge the client according to the applicable rates or fees and scales of charges plus VAT for the agreed translation or interpreting services.
1.2 Translation work shall be charged according to the volume and degree of difficulty. As a rule, the volume shall be determined based on the number of words in the source language. Additional effort shall be charged by the hour. A surcharge of between 25% and 100% shall be invoiced for urgent jobs (i.e. those that require special attention and/or administrative work and are not subject to the usual delivery periods). A minimum rate shall be charged for translation jobs of less than 200 words.
1.3 Interpreting services shall be charged based on daily rates. The minimum charge shall be the daily rate. Traveling expenses shall be charged as actually incurred. Any interpreting equipment required (e.g. tour guide systems, interpreter booths) shall be invoiced additionally. For the provision of teams of conference interpreters (simultaneous or consecutive), the terms and conditions of the AIIC (Association Internationale des Interprètes de Conférence, Geneva) shall apply in addition.
1.4 Should the volume and degree of difficulty of the translation exceed the arrangements made in the order placement and/or confirmation, or should deadlines be brought forward, LLS shall be entitled to increase the remuneration in accordance with the additional work involved. The same shall also apply for interpreting services.
2.1 Invoices shall be issued in writing and shall be due essentially immediately following receipt unless they specifically state other payment dates or payment periods.
2.2 LLS shall be entitled to request suitable advance payment. The client shall receive a corresponding invoice for this.
2.3 Final delivery of the translation may be made contingent upon prior settlement of the invoice amount.
2.4 Should the client retract an order without being legally or contractually entitled to do so, LLS shall be remunerated for all work carried out up to the cancellation and reimbursed for the costs incurred. If an interpreting order is cancelled up to the 30th calendar day before the agreed assignment, the client shall be charged 10% of the interpreting fee, as of the 30th calendar day 50% and as of the 14th calendar day 100% of the interpreting fee.
3. Placing orders
3.1 When placing an order, the client must specify the target language, subject matter, subject area, volume and purpose of the translation, special terminological requirements as well as any special requirements as regards format (external appearance of the translation, storage on specific media, readiness for printing, number of copies, etc.). If the translation is intended for printing, imprint on labels or goods, the client must provide LLS with a copy for proof-reading purposes before printing.
3.2 When placing an order, the client shall provide LLS unsolicited with accompanying information material and documents that are required to complete the translation/interpreting order (e.g. company glossaries, illustrations, drawings, tables, lists of abbreviations, etc.). Should the information material provided be insufficient, LLS may ask the client for further relevant information material.
3.3 For translation work, the client must provide LLS with the source text in a corresponding readily legible form. Interpreters must be instructed in the subject matter by the client before the assignment.
3.4 If the client provides LLS information, documents or other materials (including but not limited to texts, fonts, illustrations, drawings, tables, etc.) itself or through a third party, the client must ensure that it holds the rights required for this. The client must moreover ensure that LLS is authorized to use the information, documents or other materials provided by the client in order to carry out the order commissioned by the client.
3.5 The cost of errors that result from non-compliance with these obligations shall not be borne by LLS.
4. Completion of orders, terms of delivery
4.1 All translations shall be produced in accordance with the principles of professional practice. Unless precise instructions or documents have been supplied, technical terms shall be translated into common, lexicographically defensible or generally comprehensible language.
4.2 Unless a particular format has been agreed, translations shall be delivered by LLS by e-mail, fax or as a single hard copy by post. Should LLS send the translation somewhere other than the place of performance at the request of the client, the risk shall pass to the client as soon as LLS has handed over the translation to a carrier. Electronic transmission shall be at the client’s risk. LLS shall not be liable for faulty or detrimental transmission of texts or their loss, or for damage or loss incurred during electronic transmission.
4.3 Delivery deadlines and delivery periods shall only apply if expressly agreed as binding and confirmed in writing to the client.
4.4 If the documents necessary for completion of the order are not provided on time, or if information and specifications are incomplete, incorrect, ambiguous and/or illegible, LLS shall not be committed to the delivery deadline agreed as binding. If a specific delivery period is agreed as binding, this period shall only begin once LLS has received all documents and information. The same shall apply to subsequent changes to the translation due to source text change requests made by the client. The latter shall be invoiced separately.
4.5 Should LLS be unable to comply with an agreed binding delivery period or delivery deadline due to reasons for which it is responsible, or be in default for any other reason, the client shall grant LLS an appropriate additional period of time. Only after the unsuccessful expiry of this additional period shall the client be entitled to demand a reduction, withdraw from the contract and/or demand compensation for damage.
5. Notification of defects
5.1 If the client notifies a defect that objectively exists and is not just immaterial, this defect must be described in writing as accurately as possible. The client shall grant LLS an adequate period of time to remedy the defect. If the first attempt to remedy the defect fails, LLS shall be entitled to improve the translation a second time on the basis of as accurate a description as possible of the defect from the client. Should the second attempt to remedy the defect also fail, the customer shall be entitled at his discretion to either reduce the agreed remuneration (demand a reduction) or withdraw. In the case of the latter alternative, all rights to the translation shall revert to LLS. All other claims, including claims for compensation for damage, shall be ruled out.
5.2 If the client has not notified any defects within 14 days following receipt of the translation, the translation shall be considered accepted.
5.3 The statutory period of limitation shall be one year, beginning with acceptance.
6. Liability, force majeure
6.1 LLS shall be liable for intent and gross negligence, for culpable injury to life, limb and health and for defects fraudulently concealed by LLS and for the absence of quality guaranteed by LLS.
6.2 LLS shall be liable for culpable breach of essential contractual duties, also in cases of ordinary negligence, but limited to the foreseeable, contractually typical damage.
6.3 LLS shall not essentially be liable for delays or poor workmanship that are due to the ambiguous, incorrect or incomplete placement of orders.
6.4 Notwithstanding the liability of LLS under item 6.1 and 6.2, LLS shall be liable in an individual case for damage that is proven to have been caused directly by translation errors amounting to a maximum of three times the net fee agreed for the order but limited to a maximum amount of € 25,000. The statutory period of limitation for claims shall be one year, beginning with acceptance.
6.5 LLS shall not be liable for delays in performance resulting from strikes, business disruption, force majeure, software, network or server errors. Any right to compensation for damage shall hereby be ruled out. LLS shall be liable only in the case of intent or gross negligence, but not for indirect damage that occurs due to faulty proof-reading by the client. LLS shall only be liable for damage to client software which occurs as a result of using the files processed by LLS in the case of intent or gross negligence. Furthermore, LLS shall only be liable up to the amount invoiced for the service. If the client does not specify that the translation is intended for print or production, does not give LLS a copy to proof-read before printing and prints/produces without clearance from LLS, the client shall bear the full costs of any defect. The aforementioned limitation of liability shall also apply here.
6.6 If liability for compensation for damage is ruled out or limited, this shall also apply with regard to the personal liability for compensation for damage of employees, staff, representatives or other vicarious agents, including commissioned third parties.
7. Set-off, retention, reservation of ownership
7.1 The client may only offset claims that are undisputed, legally established or recognized by LLS against claims of LLS. The client shall only be entitled to assert a right of retention in respect of counterclaims that result from the same contractual relationship as the claims against which the right of retention is asserted.
7.2 The translation shall remain the property of LLS until all outstanding amounts have been paid in full. Until then, the client shall have no right of use.
8. Copyright, third-party claims
8.1. If, through the performance of an order commissioned by the client, industrial property rights (including but not limited to copyrights, design rights and trademark rights) arise in favor of LLS or LLS acquires industrial property rights, these remain with LLS even after completion or other termination of the order, unless LLS transfers these industrial property rights or individual property rights completely or partly to the client on the basis of a contractual agreement. This also applies mutatis mutandis to terminology lists and translation memories that are created or acquired when carrying out an order commissioned by the client.
8.2. The client shall, at its own expense, indemnify LLS against the claims of third parties for actual or alleged infringement by LLS of industrial property rights (including but not limited to copyrights, design rights and trademark rights). LLS will inform the client immediately of any such claims filed by third parties.
9. Secrecy, data protection
LLS shall undertake to maintain secrecy regarding all facts connected with the translation or interpreting service for the client.
10. Place of performance
10.1 Unless otherwise stated in the order confirmation, the place of performance for translations shall be the registered office of LLS.
10.2 The place of performance for interpreting services not carried out at the registered office of LLS shall be the place designated in the order confirmation.
11. Applicable law, place of jurisdiction, validity
11.1 The contractual relationship and further business relations between LLS and the client shall be subject exclusively to German law to the exclusion of the international law on sales.
11.2 If the client is a merchant or a legal entity under public law, the agreed place of jurisdiction shall be the registered office of LLS.
11.3 If any part of these general terms and conditions is or becomes invalid, the validity of the remaining terms and conditions shall be unaffected hereby.