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General Terms

April 27, 2020

General Terms

AGB

General Terms and Conditions EHLION Ltd.

Translation work, and those services which are related or comparable to it, constitute a specific kind of service offering with particular demands. All EHLION Ltd. services are therefore performed exclusively under the terms and conditions laid out below. Terms and conditions contrary to those provided here, including those listed on the customer’s order form, will not be recognized unless otherwise agreed to and expressly confirmed in writing by EHLION Ltd.

These General Terms and Conditions apply to all commercial transactions between EHLION Ltd. and its customers. These General Terms and Conditions are valid as of November 1, 2017.

1. Basis of Calculation for Pricing

Pricing for translation work is calculated on the basis of the scope and difficulty of the document in question. Translations are generally billed according to the number of lines or words contained in the target text.

Estimates provided by EHLION Ltd. are not binding unless explicitly stated otherwise in the customer’s quote. EHLION Ltd. reserves the right to add additional surcharges. A surcharge of 25-50% of the base price—in some cases, up to 100%—of the base price may be added for rush jobs.

For translation work, closely related tasks and other services which are billed on an hourly basis, the invoice price is calculated according to the specified hourly rate. In the event a per-page rate is agreed upon between the customer and EHLION Ltd., the DIN standard page (25 lines, 50 characters per line) will be used as the basis of calculation. Standard pages with 15 or more lines are considered full pages.

Commute times (e.g. for services provided on the customer’s premises, for pick-up and for delivery) are billed on the basis of the agreed hourly rate plus the actual travel costs (with proof of travel provided in suitable form). Car-based commutes are billed on the basis of a mileage flat rate according to the applicable statutory rate (per kilometer driven). Costs for packaging, postage, data storage media and other expenditures are billed according to the expenses incurred by EHLION Ltd.

All quotes and prices are subject to confirmation.

All prices are in Euro unless the use of a different currency has been agreed with EHLION Ltd. The prices listed in the quotes provided by EHLION Ltd. are net prices. Alternative terms of payment, discounts and deductions will not be granted unless expressly agreed with EHLION Ltd.

2. Payment

Invoices from EHLION Ltd. for services rendered are to be paid strictly net upon receipt unless otherwise agreed.

If partial deliveries have been arranged, invoicing and payments for services rendered will be conducted upon each partial delivery. For extensive orders with long delivery periods, EHLION Ltd. is entitled to request an appropriate advanced payment from the customer in order to cover costs. Similarly, EHLION Ltd. is entitled to require prior settlement of the invoice amount before final delivery of the translation (partial performance). Should the customer be in default with payment, EHLION Ltd. is entitled to charge interest in the amount of the interest rate charged by commercial banks for open account overdrafts starting from the date in question.

3. Reservation of Title

Deliveries shall remain the property of EHLION Ltd. until the invoice has been settled in full.

4. Copyright

EHLION Ltd. retains all copyrights on the services it provides.

5. Delivery Deadlines and Deliveries

Agreed delivery deadlines are normally binding. A delivery deadline is considered met if the completed order is sent in a timely enough manner so as to be delivered to the customer on time in consideration of the standard mail transit and delivery times for each mode of transport. If a delivery deadline cannot be met due to force majeure or other reasons for which EHLION Ltd. is not responsible or liable (traffic disruptions, power outages, sudden illness, strikes and other operational disruptions, government orders, loss of essential means of communication, etc.), EHLION Ltd. is entitled either to terminate the contract or to request a reasonable extension from the customer. This also applies if the reasons provided above for the delay in delivery affect any subcontractors of EHLION Ltd. Should any hindrance of this kind continue unresolved, the customer is entitled to terminate the contract for the remaining partial deliveries. Further rights (in particular compensation claims) are excluded for such cases.

6. Execution

All translations are produced to the best of the knowledge of EHLION Ltd.

Technical and specialized terms are translated using standard, lexicographically acceptable and generally comprehensible translations if no specific instructions or documents have been provided. In consideration of the meaning of the text to be translated, the text will be translated literally and in a manner suitable for the mentality of the target audience.

In the event legal action is brought against EHLION Ltd. for the violation of an existing copyright resulting from a translation it has produced, the customer shall be obligated to completely exempt EHLION Ltd. from any liability. The glossaries produced in connection with translations also remain the property of EHLION Ltd.

EHLION Ltd. does not assume liability for translation mistakes resulting from incorrect information, incomplete information or erroneous source texts provided by the customer. This also applies to illegible names and numbers in certificates and similar documents. Liability for the loss of texts and documents entrusted to EHLION Ltd. due to burglary, theft, fire, water, storm or loss in the mail is expressly excluded.

EHLION Ltd. reserves the right to decline the translation of texts or to perform any services offered by EHLION Ltd. at any time and without giving reasons.

7. Obligations of the Customer

The customer shall inform EHLION Ltd. upon submission of the order of any special requests with regard to execution (translation on data storage media, readiness for printing, layout, number of copies, etc.). The customer shall provide EHLION Ltd. with the information and documents required to execute the order (internal glossaries, illustrations, drawings, explanations of abbreviations and acronyms, etc.) in due time and without being requested to do so. Furthermore, the customer is obligated to participate constructively in the translation process and to designate a competent contact person to handle questions related to the translation. In the case of books and extensive printed material, the customer shall provide EHLION Ltd. with one original and one copy as a translation template and basis which will remain with EHLION Ltd. after completion of the work, as well as at least two specimen copies of the translated work free of charge following finalization, unless otherwise agreed in writing.

Should the customer fail to fulfill its responsibility to participate constructively in the translation process, EHLION Ltd. is entitled to terminate the contract at the end of a reasonable period of grace. The entitlement to remuneration and to compensation for additional expenses as well for any damages resulting from the customer’s failure to participate in the translation process remains unchanged, even if EHLION Ltd. does not invoke its right to terminate the contract. EHLION Ltd. may not be held liable for errors in the translation resulting from the customer’s failure to meet these obligations. By placing the order, the customer confirms acceptance of the terms and conditions laid out here.

8. Confidentiality, Data Privacy

EHLION Ltd. shall undertake to maintain in confidence the texts to be translated as well as all data and information which become known to EHLION Ltd. as a result of the activities it performs for the customer. However, EHLION Ltd. is entitled to grant access to all texts, documents and information to any of its subcontractors.

Unless otherwise agreed, all documents shall remain with EHLION Ltd. following fulfillment of the order and will be stored along with the translations for five years in compliance with the obligation of confidentiality and the regulations of the protection of data privacy. The documents will be destroyed and the data records will be deleted at the end of this period.

9. Dispatch

Dispatch is generally performed as follows, unless the customer has specified special dispatch instructions: Data records are transferred unencoded using remote data transmission or email.

Responsibility for any losses or damages is transferred to the customer when the work performed by EHLION Ltd. is sent by email or handed over to the post office or to a courier employed by the customer. Where possible, EHLION Ltd. shall strive to compensate for any dispatches lost in the mail or by courier. However, the customer has no legal entitlement to this. In particular, in such cases the customer may not claim damages resulting from lost documents or if the agreed deadline is exceeded.

10. Complaints & Corrections of Errors

In the event no particular agreement is met regarding the qualitative requirements placed on the language services to be performed, the services will be performed by EHLION Ltd. in full and in a semantically accurate and grammatically correct form for the purposes of information in accordance with prevailing professional standards to the best of the knowledge of EHLION Ltd. Technical and specialized terms are translated using standard, lexically acceptable and generally comprehensible translations if no documents or specific instructions have been provided by the customer. Errors in the translation resulting from poorly legible, erroneous or incomplete originals, or resulting from erroneous or incorrect terminology specified by the customer, are not the responsibility of EHLION Ltd. This also applies accordingly to interpreting services.

Complaints are to be submitted to EHLION Ltd. by the customer in writing, without delay and with specific details regarding the error(s) in question. Should the customer submit a complaint regarding a significant and objectively identifiable error in the language service provided, EHLION Ltd. is entitled to remedy the error, to rescind the contract or to reduce the price at its own discretion. The customer shall specify a reasonable grace period in the event the error is to be remedied. Further claims, including claims for damages resulting from non-fulfillment, are excluded. Furthermore, all complaints shall be excluded if a notice of defects is not received within a period of seven days after the translation has been transferred to the customer or the service has been rendered by EHLION Ltd. In this case, the customer waives all claims to which he or she may be entitled as a result of possible defects in the language service.

11. Warranty, Liability, Compensation

EHLION Ltd. is solely liable to a maximum amount equal to the value of the order. This also applies in the case of gross negligence and intent. Liability for minor negligence applies only in cases of violation of obligations essential to fulfillment of the contract.

The print readiness of translations can only be guaranteed if the customer has expressly communicated its requirements to EHLION Ltd. in writing and has submitted proofs for proofreading (also relating to content), and if it was possible to perform a review within a reasonable period of time. If the points mentioned above have not been fulfilled, warranty claims and claims for damages are excluded. Liability for loss of profit, failure to realize savings, damages arising from third party claims, indirect damages and consequential damages is excluded in particular.

12. Execution by Third Parties

EHLION  Ltd. is entitled to make use of third parties for the execution of all transactions and services if deemed appropriate or necessary. EHLION Ltd. is only liable for the careful selection of third parties. The duty of care is considered fulfilled in all cases where the contracted third party is a translator/interpretor who possesses the standard industry qualifications as per ISO 17100 for the language in question. Contact between the customer and the translator is not permitted unless approved by EHLION Ltd. The business relationship exists fundamentally between the customer and EHLION Ltd.

13. Cancellations

Should the customer cancel a placed order without being entitled to do so by law or by contract, all costs incurred until the cancellation must be reimbursed and any work which was carried out up to this point must be paid for. For cancellations of booked interpreters and/or translators, EHLION Ltd. charges a 50% cancellation fee on cancellations made up to 5 days before the scheduled appointment and a 75% cancellation fee on cancellations made up to 3 days before the scheduled appointment. If the scheduled appointment is canceled at a later point in time, the full fee will be charged since identical contracts are concluded with the translators/interpreters.

14. Place of Performance and Legal Venue

Legal venue and place of performance is Valetta (Malta). Maltese law shall apply.

15. Severability Clause

Should one or more provisions of these General Terms and Conditions be ineffective, validity of the remaining provisions remains unaffected. In the event one or more provisions of the General Terms and Conditions of EHLION Ltd. are ineffective, a valid provision which comes closest to the legal and economic intention of the ineffective provision shall be deemed agreed. This shall not apply if adherence to the contract under these circumstances would impose an unreasonable hardship on either of the contractual parties.

16. Changes to the Terms and Conditions

Changes made to the General Terms and Conditions of EHLION Ltd. will be communicated to the customer in writing. The amended General Terms and Conditions are deemed accepted if the customer does not object to them within two weeks of having been informed thereof. This objection must be made in writing.