1. General
The General Terms and Conditions of Business apply to business transactions on the Internet with our clients. In placing an order, our clients accept the General Terms and Conditions/Internet which are valid for the full duration of the business relationship. They also apply to future business transactions. Clients include both legal and natural persons.
2. Orders
The client submits the order to KERN electronically. Regardless of the type of order, the purpose of the order must be absolutely clear. Orders are valid only when confirmed in writing by us. Verbal agreements and order amendments are subject to written confirmation by us.
3. Execution by third parties
We reserve the right to commission third parties if we deem such action to be effective and beneficial. We are liable for careful selection only. Communication between the client and our commissioned third party requires authorisation by us.
4. Offers and prices
All offers and prices are subject to change. They can be adjusted to reflect actual circumstances and altered scope without express notification. Prices are listed in euros unless a different currency has been agreed upon. All prices listed in our offers are net prices, excluding taxes. Payment goals, discounts and other deductions will not be granted, unless they have been expressly agreed.
Special arrangements for translations
In the case of certification, publication, text / adaptations of foreign language advertising texts, formatting and conversion as well as express orders that require night and weekend work, the client is obliged to advise KERN promptly on order placement to ensure that KERN can allocate the order appropriately. Special arrangements will be subject to a surcharge, or will be billed in accordance with their scope.
Special arrangement for interpreting
The travel time required by the interpreter will be billed in addition to the interpreting fee, as well as any expenses incurred (fares, etc.). The location of the KERN office processing the order will be taken as the start and end of the journey, unless agreed otherwise. If we specify, particularly in the relevant contract documentation, a location other than that of the processing office, then this specified location will be deemed to be the start and end of the journey. Unless otherwise agreed, overtime will be charged at a supplementary rate of thirty percent.
Once an hour has started it will be billed in full; the same applies to days.
5. Delivery dates and partial deliveries
Delivery dates are quoted with due care and are always to be regarded as probable delivery dates only. They do not constitute a firm commitment. The client is obliged to accept any partial deliveries in accordance with the terms and conditions agreed.
6. Disruption, force majeure, closure and operational restriction, network and service defects, viruses.
We accept no liability for damage caused by disruption affecting our operation, particularly in the case of force majeure such as natural disasters and traffic disruption, network and service defects, caused by connection and transfer conditions beyond our control or other such disruption. In such cases, we reserve the right to withdraw from contracts partially or fully. The same applies when important reasons prompt the closure or restriction of our operation, particularly the online service, for individual days or a specified period, either fully or partially. Nor do we accept liability for damage caused by viruses. Our IT systems (network, workstations, programmes, files, etc.) are virus-checked on a regular basis. Where data is delivered by Internet or other telecommunication path, the client is responsible for the final virus check on the transferred data and text files. We will not accept any claim for damages.
7. Acceptance
Acceptance of the service or delivery, including partial delivery, is a primary obligation of the client. If the client refuses acceptance or omits acceptance, he/she will be deemed to be in arrears without further notification and will be liable for any damage incurred by us.
8. Complaints
Complaints in relation to business transactions will be recognised only if reported to us in writing, with an exact description of the deficiency, immediately after transfer or service delivery in the case of obvious deficiencies, or immediately after review of the translation or service in the case of recognisable deficiencies, or immediately after discovery in the case of deficiencies that are not directly recognisable. In the case of business and non-business transactions, the period during which a complaint can be registered is limited to two weeks after transfer of the translation or delivery of the service for obvious deficiencies, four weeks after transfer of the translation or delivery of the service for recognisable deficiencies, and otherwise four weeks after discovery of deficiencies in the translation or delivery of the service that were not directly apparent. Where a complaint is well-founded and properly submitted, we will be obliged, at our discretion, to improve or exchange the translation or service, to reduce the price or to cancel the order.
9. Delinquent or impossible delivery, withdrawal and compensation
In cases of delinquent, justifiably impossible or other non-delivery, the client is only entitled to withdraw from the contract if the delivery deadline has been unreasonably exceeded and where an extension has been granted. Liability is limited to a maximum of thirty thousand euros for both business and non-business transactions. The amount of maximum liability will be reduced to one third if the client is insured against damage caused by us.
Special circumstances affecting translations
If the client wishes to use the translated text for publication or advertising purposes or to have the text in a particular style, then he/she is obliged to provide us with clear information, glossaries and examples of style and font. If he/she omits to declare the intended purpose, i.e. fails to submit a special order, and then uses the text for publication or advertising purposes, he/she cannot claim compensation for any damages incurred as the result of a translation error or erroneous adaptation. In such cases, we reserve the right to submit our own claim on the basis of infringement of proprietary rights. Prior to publication, the client is obliged to submit a print draft copy to us for review. If he/she prints without release approval from us, this action will be entirely at his/her own risk.
10. Assignment
Assignment of contract rights by the client requires our written authorisation.
11. Payment terms
Unless otherwise agreed, we require credit card prepayment from our Internet clients to the amount of the estimated invoice value. On order placement the client is therefore requested to provide his/her name and address, credit card company, credit card number and validity (issue and expiry dates). In placing the order the client authorises us to debit the invoice amount from his/her credit card account.
Generally, invoices and final invoices (in the case of a deposit) are payable within 30 days of the invoice date in full and without deduction. In the event of a delay in payment and on expiration of a reasonable notice period, we reserve the right to withdraw from the contract or to claim damages for non-compliance. We also reserve the right, after due notification, to withhold all open deliveries and deposits. On request, the customer in arrears is obliged to return to us any already delivered items that are subject to reserved ownership. We are also entitled to require immediate payment of all still open invoices, even those not yet due for payment. In the event of payment delinquency we are entitled to apply the standard bank interest rate from the date on which payment is overdue.
12. Reservation of ownership
We reserve ownership of all property and/or services until such time as full payment has been made, including future payments. In the event that an item or product is reprocessed or changed by the client, we will be deemed to be the producer and will be granted ownership of the interim or end product. The processor is merely the administrator. If the reserved property is combined or processed with other property, we will be granted co-ownership of the new property in proportion to the value of the reserved property in relation to the other property. Until such time as all open claims for payment have been settled by the client, the delivered property or services will remain our property, including all associated rights.
13. Liability for electronic transfers
The transfer of text and data electronically will be executed by the KERN office processing the order at the risk of the client. KERN accepts no liability for defective, incomplete or lost text and data as a result of electronic transfer.
14. Security
As it is impossible to totally exclude external access, no absolute guarantee of secrecy can be given regarding confidential and classified content transferred via electronic means between the client and KERN.
15. Copyright
Copyright remains with KERN (with the translator, interpreter, typesetter, graphic designer, etc.). The assignment of copyright must be agreed individually. The costs will be agreed in related to significance and use. Use and changes by third parties in relation to translations are permissible only on receipt of authorisation from the respective translator.
16. Place of performance and jurisdiction
The place of performance for obligations in relation to KERN and our clients is the location of the KERN office that processes the respective order; for debts on the part of the client, the company headquarters in Frankfurt am Main, Germany will be in charge. The place of jurisdiction is Frankfurt am Main, Germany.
17. Validity
In the event that one or more of the provisions of these General Terms and Conditions for Internet Business should be or become invalid, this will not affect the validity of the remaining
provisions. In such cases, the provision that comes closest to meeting the intended legal and commercial purpose will be deemed to be valid instead.
18. Amendments to the General Terms and Conditions for Internet Business
The client will be notified of any amendments to the General Terms and Conditions for Internet Business in writing. They are deemed to be approved if the client does not object in writing within two weeks of notification.
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