General terms and conditions of use
for LinguaDent
(As at: July 2015)

Preamble

(1) At www.linguadent.com Dr. Christian Ehrensberger Dental Translations, Holbeinstr. 20, D-60596 Frankfurt am Main, Germany, tel.: +49 (0) 6172 267 8692 (hereinafter: Translation Service Provider = TSP) provides specialist translation services for the dental sector (hereinafter: LinguaDent).
(2) LinguaDent currently provides the service in 18 languages in accordance with Paragraph 1.
(3) Working methods, specialist characteristics, performance variants and the current languages on offer from LinguaDent are generally apparent from the descriptions which can be viewed at www.linguadent.com.
(4) Companies, dentists and other professional persons in the dental sector (hereinafter: Clients) can commission the services of LinguaDent under the following conditions. Services provided by this supplier are specifically not aimed at consumers as described in § 13 BGB. Therefore, this supplier does not enter into contracts with consumers.

§ 1 Object of the agreement

The object of the agreement between the TSP and Client is the creation of translations according to the order acknowledgement of the TSP in compliance with § 2 Paragraph 3 of these conditions.

§ 2 Conclusion of the agreement, term

(1) After enquiry and presentation of the text to be translated (hereinafter: source text) by the Client via email, the parties shall come to an agreement regarding service contents, payment, formats, scope of use, obligation of the Client to cooperate and other conditions. In particular the TSP shall also inform the Client hereby of items of information, which must be provided by the Client.
(2) The Client can also use the form provided on www.linguadent.com as well as other forms of text (email, letter) for enquiries according to Paragraph 1. The TSP compiles the agreement according to Paragraph 1 in an offer to the Client, which the TSP shall send to the Client by email. The TSP also gives a non-binding estimate, which the TSP shall orientate to the respective language, scope and the degree of difficulty of the text submitted. Unless expressed differently (inclusive prices, surcharges) the estimate is based on the number of lines. The TSP charges a minimum fee per text and language of EUR 30.00 (plus VAT).
(3) The agreement between the TSP and Client comes into effect when the Client accepts the offer according to Paragraph 2 by email to the TSP and the TSP acknowledges acceptance of the offer by email.

§ 3 Translation Service Provider services, acceptance

(1) Translations from LinguaDent are produced by dental specialists (i.e. dentists and dental technicians), who understand the text content and translate it into their respective native language. LinguaDent can therefore rule out the use of inaccurate specialist terms, as may occur with general translation services, use of translation software or translations by non-native speakers.
(2) The TSP carries out the contracted services agreed in accordance with § 2 within the agreed deadlines and provides the Client with the resulting outcome in the agreed form with the request to check the translation within three working days. Any requests for changes, which the Client submits within the deadline for changes, will be taken into consideration by the TSP and amended to ensure correct service provision; § 4 applies accordingly.
(3) If the Client allows the deadline according to Paragraph 2 to elapse without reaction, the service applies as being in accordance with the contract and is accepted.
(4) If the Client wants changes to the texts after acceptance of the service, the TSP shall make the changes in isolated cases subject to a charge after corresponding agreement.

§ 4 Client’s obligation to co-operate

(1) The Client supplies the necessary helpful material for providing the service and understanding the source text such as texts, photographs, logos etc. in the agreed form and in due time to the TSP in accordance with the agreement reached in compliance with § 2. In the case of electronic transmission the Client guarantees that the source text and other materials are virus-free and, if possible, selects a form of file, which allows an electronic count.
(2) The Client should inform the TSP whether the Client attaches importance to taking specific linguistic usage into consideration (e.g. the use of certain synonyms due to specific university practices). The same applies for abbreviations used; the Client should provide the long text of abbreviations to the TSP.
(3) Enquiries by the TSP regarding the content of the source texts should be answered by Client immediately in writing: email suffices. The same applies to information from the TSP regarding inaccuracies and inconsistencies of the respective texts.

§ 5 Responsibility for contents, industrial property rights, copyright

(1) The Client is solely responsible for the contents of the source texts.
(2) The TSP shall indicate errors, ambiguities and inaccuracies of the submitted source texts to the Client on a non-binding, voluntary basis; the rule of Paragraph 1 remains unaffected.
(3) Paragraphs 1 and 2 apply accordingly for third party industrial property rights, e.g. respective trademark rights.
(4) With the exception of contractual use, the copyrights of the materials made available by the Client remain with the Client.

§ 6 Third-party rights, exemption

(1) The Client shall hold the TSP harmless against any claims, which a third-party makes against the TSP based on rights violation of contents of the source text of the Client, unless the Website Provider is responsible for the contents that violated the rights.
(2) The TSP is responsible according to Paragraph 1, if the contents of the translation deviate from the source texts or additional instructions of the Client or independently violates industrial protection rights in deviation from the rules of § 5 Paragraph 3.

§ 7 Due date of payment, default of payment

(1) All invoices of the TSP should be paid within 21 days of the invoice date without deduction, unless otherwise agreed. Cheques and bills of exchange are only accepted as payment after deduction of any bank charges.
(2) If the Client changes the source text or cancels the order after the TSP has started performing the services, the TSP reserves the right to invoice the time taken accordingly.
(3) If the Client is in default of payment for more than two months, the TSP is entitled to refuse further service provisions to the Client until clearance of the default of payment.
(4) Other legal or contractual rights of the TSP remain unaffected.

§ 8 Data protection, confidentiality

(1) The TSP shall store and process personal data of the Client to the extent that is required within the framework of the contractual relationship.
(2) Both contract partners undertake to treat confidentially information about the other contract partner, insofar as it does not involve information already known in the public domain.
(3) The parties shall also enforce the obligations from Paragraph 2 on their employees and any third parties used for providing services.

§ 9 Scope

(1) These general terms and conditions of use contain all the regulations between the TSP and Client with regard to the object of the agreement. Previous agreements and understandings between the parties regarding the object of the agreement lose their validity when these terms and conditions come into effect.
(2) General terms and conditions of the Client are not and will not become the object of the relationship of the parties to the object of the agreement. Their validity is contradicted in advance.

§ 10 Transfer of rights

A contract party is not entitled to transfer individual or full rights from business relationship between the TSP and Client to a third party without prior written agreement of the other party.

§ 11 Liability for violations of duty

(1) If the contractual performance of the TSP has errors which more than insignificantly impair the fitness for purpose of the performance for the Client, the Client can, subject to an immediate comprehensive written complaint, demand the contractual provision of the service from the TSP after a reasonable period of grace.
(2) If the contractual provision of services in cases of Paragraph 1 is unsuccessful despite two attempts within the reasonable period of grace by the TSP, the Client can withdraw from the affected contract or demand an appropriate deduction.
(3) The TSP is not responsible for faults, which are caused by violation of the Client’s obligation to cooperate from § 4 or originate in the sphere of responsibility of a third party (for example a communication network operator).
(4) The TSP is only liable for damages of the Client, insofar as the damage was caused wilfully or through gross negligence by the TSP, his/her employees, legal representatives or other vicarious agents. In addition, the TSP is only liable for foreseeable damages caused by breach of essential contractual obligations by the TSP. These are for example the obligations from § 3. Liability is excluded for loss of profits by the Client, loss of savings by the Client, direct damages, consequential damages, damages which originate in the telecommunication infrastructure provided by a third party, as well as damages caused by irregular conduct by the Client according to § 4 of these terms.
(5) The aforementioned limitations of liability shall not apply in cases of mandatory product liability or in the event of injury to life, body or health.
(6) The TSP is not liable for damages due to force majeure. These are, in particular, natural disasters, acts of war, industrial disputes and similar events.

§ 12 Place of performance, applicable law, court of jurisdiction

(1) Place of performance is Bad Homburg.
(2) The law of the Federal Republic of Germany shall apply exclusively for contractual relationships of the parties under these terms and conditions. Application of the UN Convention on the International Sale of Goods is excluded.
(3) Bad Homburg shall be agreed as the court of jurisdiction for all legal disputes arising from a contract, assuming the Client is a merchant, a legal person under public law or a special asset under public law.

§ 13 Written form

(1) Changes, additions and cancellation of these terms and conditions or a contract as well as the written-form requirement must be made in writing.
(2) All notifications, declarations or cancellations, which are mentioned in these terms and conditions or are based on them, require the written form to become valid. An email satisfies the written-form requirement.

§ 14 Severability clause

Should individual clauses of these terms and conditions become ineffective or inoperable, the effectiveness of the remaining provisions shall remain unaffected.

§ 15 Final clause

If the TSP departs from individual rules of the business relationship in favour of the Client for reasons of goodwill or other reasons, this is not a waiver of the legal position from the rules nor can the Client derive rights for identical or similar cases.

This text is a translation from the original German. The translators do not accept any liability for damages that may arise from using the English text. The original German text is definitive.