GESCHÄFTSBEDINGUNGEN (AGB)

Terms and Conditions for all Editing and Translation Services Rendered by Cambridge Editing

Effective from April 1, 2013, last update on October 8, 2013

1. The Service

1.1. Under the terms of this contract, Cambridge Editing AG, Neuhofstrasse 3A, 6340 Baar, Switzerland (hereinafter “Cambridge Editing”) provides translation, copy editing, copy writing, and related services.

1.2. Unless an agreement is made to the contrary, and beyond the contents of the order and the confirmation, performance of orders will be governed by the general contract terms defined herein.

1.3. The Parties may deviate from these by written common consent. These general contract terms will be valid until they are withdrawn.

1.4. The contract will only be established by a confirmation email sent by Cambridge Editing’s staff.

2. Translation and copy editing

2.1. Cambridge Editing checks the document(s) submitted by the Client and immediately notifies the Client upon finding any illegible parts or noticing any other formal or technical fault.

2.2. In pursuit of the highest possible quality, linguistic accuracy and appropriateness, Cambridge Editing may subcontract the service to translators and editors working in their native language. All subcontractors have been carefully selected and signed confidentiality agreements.

2.3. The Client is obliged to cooperate with Cambridge Editing in the course of performing the contract, for example by providing a list of special abbreviations, the name of the company in a foreign language or specialized terminology, or by assisting in interpreting these.

2.4. Cambridge Editing may charge an extra fee if the Client changes the source text after receiving the order confirmation email.

3. Time limits

3.1. Each order confirmation email will contain an indication of how long the process usually takes. Unless explicitly stated otherwise, this date is a non-binding indication.

3.2.  A late delivery is not eligible for the guarantee if:

3.2.1. If late delivery is due to force majeure.

3.2.2. If the Client’s assignment is NOT paid in full immediately upon confirmation for any reason beyond the control of Cambridge Editing (i.e., declined credit card, delay of payment processing).

3.2.3. If delay is caused by delivery channel problems beyond the control of Cambridge Editing (e.g., client’s email exceeds your mailbox’s size limit and your mailbox bounces emails back, your mail server undergoes maintenance and does not forward emails immediately).

4. Payment terms

4.1. The cost of the service is payable immediately when placing an order unless Cambridge Editing and the Client agree on a different payment schedule.

4.2. If Cambridge Editing and a Client agree to settle the payment after delivery, payment is due within ten (10) calendar days from the invoicing date. The Client acknowledges that late payment will incur a compulsory lateness penalty.

5. Defective performance, liability, compensation

5.1. Cambridge Editing declares that its actions to settle complaints about defective performance and its obligations to provide compensation, repair or price reduction are as follows:

5.1.1. Cambridge Editing will accept complaints within a fed period of 10 working days after the Client receives the translated/edited document. The complaint must exactly identify the passage(s) concerned and give the reason for the complaint. If Cambridge Editing accepts the complaint, it will correct the defective passage as quickly as it reasonably can.

5.1.2. In case of dispute, Cambridge Editing may send the document to an independent expert, who will inspect and comment on the document. Cambridge Editing will then take the appropriate action, which may be rejection of the complaint, correction, compensation or price reduction. If the complaint was ungrounded, the Client will be obliged to pay the costs of this independent expert.

5.2. Cambridge Editing does not accept liability for:

– Price discrepancies or other damage or costs arising from quotation requests or registration involving a deviation from the true facts;

– Damage arising from the Client’s partial or complete failure to fulfill his or her cooperation obligation;

– Ambiguous wording or ideas in the wording and content of the source text;

– Slippage and damage arising from formal or technical faults (corrupted file, illegibility, etc.) and defective content in the source document;

– Damage arising from a fault in transmission of the source document, or loss, damage or destruction of the document in transmission;

– Damage arising from source content which is in breach of copyright;

– Other late performance or damage for which Cambridge Editing is not at fault.

The Client may lodge a claim against Cambridge Editing for compensation in respect of unsatisfactory translation or editing only if he or she has requested correction and is not satisfied with the result.

Cambridge Editing undertakes to reimburse proven damage up to the amount of the charge for the service. No claim for compensation or other claim may be made on the basis of a fault in performance after six months following delivery.

Cambridge Editing’s compensation liability is restricted by the fact that the translation it provides is not an attested translation; the linguistic accuracy and appropriateness of the translation cannot be proved by specific facts; and evaluation of the translation may be influenced by personal convictions and interpretations.

5.3. If a separate on-time or performance guarantee is explicitly agreed upon, the provisions of that guarantee will apply.

6. Extinction of the contract

6.1. The contract between the Client and Cambridge Editing, established as defined above, has a fixed term which ends upon the performance of the service and rendering of the valuable consideration defined therein. The Contracting Parties may amend or terminate the contract by written common agreement at any time.

6.2. The Client may cancel the contract at any time upon reimbursing Cambridge Editing for its costs and damages before delivery. After receiving the translation/edited file, the Client must pay the full charge unless Cambridge Editing refused to correct it without good reason, or seriously breached this contract in another way.

6.3. Cambridge Editing may delay delivery and/or terminate the contract at any time if the Client does not perform their contractual obligations (e.g. payment) or severely breaches the contract in another way.

7. Miscellaneous

7.1. Confidentiality. The Client and Cambridge Editing are obliged to safeguard all business secrets, data, information and facts which come to their knowledge in the course of performing the contract, if disclosure of said facts to an unauthorized third party would violate or endanger the personal interests of the parties or a third party. They will refrain from any conduct which harms or could harm the reputation of the other party or a third party, or could cause injury to economic interests.

7.2. Title to Physical Goods.  If the Client delivers physical copies of a text or any non-textual materials to Cambridge Editing, title to the physical media will transfer to Cambridge Editing when they accept shipment of the physical media. Cambridge Editing will not return any physical media to the Client.  The Client will retain all rights to the underlying works embodied on the physical media that they provide.

7.3. Care of Property.  The Client will retain an original copy of the document and all other material they deliver under a contract governed by these terms.  Cambridge Editing is not responsible for loss of or damage to material the Client delivers.

7.4. Governing Law/Venue. All contracts governed by these terms are governed by the laws of the canton of Zug, Switzerland.  Each party agrees to exclusive personal jurisdiction and venue in the federal and cantonal courts in Baar, Zug, Switzerland, for any dispute arising out of any contract governed by these terms.

7.5. Waiver; Construction.  The failure of either party to enforce any provision of any contract governed by these terms is not a waiver of that party’s right to subsequently enforce the provision.  In resolving any dispute or construing any term of a contract governed by these terms, there will be no presumptions made or inferences drawn because one of the parties drafted the agreement.  If any provision is determined by any court having jurisdiction or governmental authority to be unenforceable, the parties intend that contract be enforced as if the unenforceable provision were not present and that any partially valid and enforceable provisions be enforced to the extent that they are enforceable.