General Terms and Conditions - AlphaLing GmbH
Alphaling terms and conditions
Alphaling terms and conditions
Alphaling terms and conditions
Alphaling terms and conditions
Alphaling terms and conditions
Alphaling terms and conditions
Alphaling terms and conditions
Alphaling terms and conditions
Scope / Definitions
For the business relationship between the company AlphaLing GmbH,
represented by the Managing Director Kristine Soiron, Birkenweg 3, 48231
Warendorf (hereinafter referred to as AlphaLing GmbH), and the customer,
the following General Terms and Conditions shall apply exclusively in the
version valid at the time of conclusion of the contract.
Deviating conditions of the customer or third parties are not recognised
unless AlphaLing GmbH expressly agrees to their validity in writing or in text
form.
Insofar as the customer is an entrepreneur, merchant, legal entity under public
law or a special fund under public law, these GTC shall also apply to all future
business relations, even if they are not expressly included again.
Entrepreneurs within the meaning of the Terms and Conditions are natural
or legal persons or partnerships with legal capacity who act in the exercise of
a commercial or independent professional activity.
A consumer within the meaning of these regulations is any natural person
who concludes a legal transaction for purposes which can predominantly be
attributed neither to his commercial nor to his independent professional
activity
Interpreting means the oral transmission of a spoken or written text for the
exclusive use of the interpreter at the time of performance.
Translation activity means the written transmission of specialised texts or
literary works.
Conclusion of contract
The client may request the execution of a translation or interpreting order in
writing, by telephone or by e-mail. AlphaLing GmbH will send the customer an
offer in text form for the conclusion of the contract. The customer can accept the
offer in text form (e.g. fax or e-mail) to AlphaLing GmbH. Upon receipt of the
acceptance by AlphaLing GmbH, a contract is concluded in accordance with
these GTC.
Dates and deadlines for the commencement of the performance of the service
are only binding if AlphaLing has expressly confirmed them in writing and the
customer has met all requirements for the performance of the service within its
sphere of influence.
General information and descriptions of services in brochures, catalogues, advertisements, etc. do not constitute an offer to conclude a contract on the part of
AlphaLing GmbH.
The contractual language is German.
The text of the contract is stored at AlphaLing GmbH.
Scope of services and execution
The scope of the service owed shall be determined by the respective contract
AlphaLing GmbH is entitled to use third parties (translators, interpreters) to
fulfil its contractual obligations, insofar as this is reasonable for the customer.
AlphaLing GmbH undertakes to carry out all translation and interpreting services in a proper and professional manner in accordance with the principles
of proper professional practice. The translation of a source text is carried out
word-for-word or sense-for-sense in accordance with the average generally
accepted quality standards of the translation industry. The same applies to
interpreting. The use of the client’s individual specialist terminology shall only
take place if agreed accordingly. The customer is obliged to inform AlphaLing
GmbH of such special terminology or other special circumstances in text form
before conclusion of the contract.
The translation shall be sent as requested by the client by e-mail, fax, courier
or post. Delivery shall be deemed to have taken place when the translation
has been verifiably dispatched to the client (delivery receipt, dispatch protocol, etc.).
When sending translations of non-Latin scripts by e-mail or CDROM, AlphaLing GmbH is not obliged to supply the software required to open the files.
Interpreting services are exclusively intended for immediate hearing / use. The
recording (image / sound) and / or making publicly available (e.g. via internet)
of interpreting services requires a separate agreement between the parties.
Cooperation obligations of the customer
The customer shall provide AlphaLing GmbH, without being requested to do
so, with the information, documents and other working materials required for
the performance of the services to be rendered, free of charge and in good
time before the start of the order, so that proper preparation is possible. The
customer shall ensure that a professionally qualified employee is available to
AlphaLing GmbH for the entire duration of the contractual relationship to
provide binding information at short notice.
In the case of complex specialist translations, the customer is obliged to
cooperate with regard to the specialist terminology used. If this support is not
provided, the translation shall be carried out in the generally accepted technical language.
The customer must inform AlphaLing GmbH in text form in good time before
conclusion of the contract about special forms of execution and planned
publications (e.g. printing, publication on the Internet, etc.). If the translation
is intended for printing, the customer must provide AlphaLing GmbH with a
proof for approval before printing. If the customer intends to make the services provided by AlphaLing GmbH publicly available (e.g. on the Internet),
express approval (release) by AlphaLing GmbH is required before publication
of the service accepted by the customer.
If the client commissions interpreting services, he/she shall provide the interpreter with the necessary information material at least 7 days before the start
of the work.
If the client intends to record events with the assistance of an interpreter, he
must inform AlphaLing GmbH of this in text form before conclusion of the
contract. The granting of corresponding rights of use and exploitation shall
be remunerated separately.
Acceptance
After completion of translation services, AlphaLing GmbH shall notify the
customer of the completion and acceptability. If the customer does not declare acceptance within two weeks, AlphaLing GmbH may set an appropriate
deadline for acceptance of the service. The service shall be deemed accepted
upon expiry of the deadline if the customer neither declares acceptance nor
refuses acceptance within the deadline, naming at least one defect. If the
customer is a consumer, AlphaLing GmbH shall inform the customer in text
form of the consequences of an acceptance which has not been declared or
which has been refused without stating defects. Acceptance shall be deemed
to have taken place at the latest as soon as the customer has used the services
of AlphaLing GmbH without reservation.
Copyright and rights of use, retention of title
The customer grants AlphaLing all copyrights and rights of use to the content
provided to AlphaLing GmbH necessary for the fulfilment of the contractual
relationship. In particular, this includes the permission to reproduce, redesign
and edit and archive the content provided in accordance with the purpose of
the contract while safeguarding the corresponding moral rights.
Unless otherwise agreed, AlphaLing grants the customer the non-exclusive
rights necessary for the contractually agreed use to use the services and works
of AlphaLing GmbH created within the framework of the contractual
relationship. The granting of the rights of use is subject to the condition precedent (Section 158 (1) BGB) of unconditional acceptance by the customer,
– if required depending on the type of use – release by AlphaLing GmbH and
payment of the full remuneration to AlphaLing GmbH.
AlphaLing GmbH also retains ownership of all services provided by AlphaLing
GmbH until full payment of all claims arising from the contractual relationship
between AlphaLing GmbH and the customer at the time of delivery.
Rights of third parties
AlphaLing GmbH is not responsible for the content provided by the customer for
the execution of the contract. In particular, AlphaLing GmbH is not obliged to check
the content provided for possible legal infringements. The customer guarantees that
the transmitted data and works are free of third party rights, in particular copyrights,
name rights, trademark rights and exploitation rights, which restrict or exclude a use
/ processing according to the contractually agreed scope. The parties shall notify
each other immediately if third parties assert infringements of rights. The customer
shall indemnify AlphaLing GmbH against costs and damages upon first request in
the event that such claims are asserted by third parties. In the event of a legal dispute, the customer shall bear all related costs.
Remuneration
The amount of the remuneration results from the contract concluded
between the parties.
Interpreting services are generally charged according to the actual hourly
rate
Translation work is charged per line or word. The amount of remuneration
shall be based on the difficulty of the source or target text, the urgency and
the layout effort. Insofar as prices are based on lines, one line shall be based
on 50 gross strokes.
Prices are in euros plus value added tax, insofar as the customer is an entrepreneur. Prices vis-à-vis consumers shall always be understood as gross prices
including statutory value-added tax.
The remuneration is due immediately upon invoicing.
AlphaLing GmbH is entitled to demand reasonable payments on account for
partial services already rendered.
Ad Hoc readiness 10% surcharge
Late shift / night shift surcharge 25%
Withdrawal from contracts for interpreting services
The client may withdraw from interpreting contracts up to 3 days before the
planned provision of services without giving reasons. The withdrawal must be
made at least in text form (e.g. by e-mail).
If the client withdraws from the interpreting contract, AlphaLing GmbH may
demand lump-sum compensation for the work and preparations already
carried out, unless the client proves that AlphaLing GmbH has not suffered
any damage or has not suffered damage in the amount claimed. The amount
of the lump-sum compensation claim is calculated as follows:
• Cancellation up to 8 days before the date of performance = 30 % of the
agreed remuneration
• Cancellation between 7 and 4 days before the date of performance =
60 % of the agreed remuneration.
From 3 days before the agreed date of performance there is no contractual
right of withdrawal. In this case, the customer shall owe the full remuneration.
The right to terminate for good cause remains unaffected.
Claims for defects / limitation of liability
If the service provided by AlphaLing GmbH is defective, AlphaLing GmbH
shall, at AlphaLing GmbH’s discretion, either remedy the defect itself within a
reasonable period of time or provide the service complained of free of defects
from scratch (overall supplementary performance). The customer must notify AlphaLing GmbH of defects in a comprehensible manner in writing or in text
form (e-mail). In all other respects, the statutory warranty provisions shall
apply
The customer’s claims for damages or reimbursement of futile expenses shall
be governed by this clause regardless of the legal nature of the claim:
▪ in the event of intent or gross negligence,
▪ for injury to life, limb or health,
▪ according to the provisions of the Product Liability Act
as well as
▪ to the extent of a warranty assumed by AlphaLing
GmbH
▪ in the absence of warranted characteristics.
• In the event of a slightly negligent breach of an obligation that is
essential for achieving the purpose of the contract (cardinal
obligation), in the event of a debtor’s delay for which AlphaLing
GmbH is responsible and in the event of impossibility of
performance for which AlphaLing GmbH is responsible, the liability
of AlphaLing GmbH shall be limited to the amount of the damage
that is foreseeable and typical according to the nature of the
transaction in question. This does not apply in the event of a
debtor’s default by AlphaLing GmbH to claims for interest on
arrears, for the lump sum for default pursuant to Section 288 (5) of
the German Civil Code (BGB) as well as for compensation for the
damage caused by default which is justified in the costs of legal
action.
▪ AlphaLing GmbH is liable for the loss of data only up to
the amount that would have been incurred to restore the
data if it had been properly and regularly backed up.
▪ AlphaLing shall have no further liability unless the conditions of sections 10.2.1. or 10.2.2. apply.
▪ The above limitation of liability also applies to the personal
liability of the employees, representatives and bodies of
AlphaLing GmbH.
Data protection / confidentiality
AlphaLing GmbH collects, processes and uses personal data of customers only
for the purpose of the proper execution of the contract within the framework
of the applicable data protection laws.
AlphaLing GmbH will treat all information and data provided to AlphaLing
GmbH within the framework of the contractual relationship as confidential.
Reservation of right of modification
AlphaLing GmbH reserves the right to unilaterally amend these GTC for
customers who are not consumers if this appears objectively justified.
Changes are objectively justified, for example, in the event of a change in the
legal or statutory situation (e.g. if case law declares a clause to be invalid) or
if unforeseeable changes, which AlphaLing GmbH does not cause and over
which AlphaLing GmbH also has no influence, cause a not insignificant
disruption to the equi-valence relationship existing at the time of conclusion
of the contract. The prerequisite for a change is always that it is reasonable
for the customer
AlphaLing GmbH will announce changes to the GTC in text form. They shall
be deemed to have been approved if the customer, who is not a consumer,
has not objected to the validity of the amended GTC in writing or by e-mail
to AlphaLing GmbH within six weeks of the notification of the amendment
and AlphaLing GmbH has pointed out the legal consequences of failure to
object.
Sollte eine Bestimmung ganz oder teilweise unwirksam sein oder ihre Rechtswirksamkeit später verlieren, so bleibt hierdurch die Gültigkeit der übrigen
Bestimmungen unberührt. Enthält der Vertrag eine Regelungslücke, gilt Gleiches.
Final provisions
German law shall apply exclusively, to the exclusion of the United Nations
Convention on Contracts for the International Sale of Goods of 11 April 1980
(UN Sales Convention), unless the customer is a consumer.
The place of performance and jurisdiction is Münster, provided that each
party is a merchant or a legal entity under public law. However, AlphaLing
GmbH is also entitled to sue the customer at his general place of jurisdiction.
This shall not apply if mandatory statutory provisions within the meaning of
Articles 24, 25 or 26 of the EuGVVO in the version of 12 Dec. 2012 are opposed.
Should a provision be wholly or partially invalid or later lose its legal validity,
this shall not affect the validity of the remaining provisions. If the contract
contains a loophole, the same shall apply.
