Terms and Conditions
1 Conclusion of contract, scope of service
1.1 The Terms and Conditions apply to all business transactions with the clients of Em Assenta - TextServices.internacional Unipessoal Lda. The Terms and Conditions are accepted by the client, hereinafter referred to as the client, by placing the order and apply for the entire duration of the business relationship.
1.2 A service contract is concluded when the text to be corrected, edited or translated has been received by the Contractor and the Contractor has accepted the order. Since we regard proofreading, editing and translation as services for the benefit of the customer, the contractual relationship shall be governed exclusively by service contract law within the meaning of §§ 611 et seq. BGB (German Civil Code) shall apply.
1.3 Unless otherwise agreed in writing, the following conditions shall apply to the scope of the service: The primary objective of the proofreading service is the highest possible reduction of all errors in the source text caused by the client. The corrections carried out comprise standard proofreading. This means that the client's text is checked for correct spelling, punctuation and grammar and that these corrections are marked in such a way that they are comprehensible to the client.
Stylistic changes on a larger scale as well as proofreading (checking the content for coherence and logical stringency) are not part of the proofreading by the contractor and are understood to be an additional service (see also 3.3 and 6.6 p.).
The Client is aware of the fact and expressly acknowledges that a high number of errors in the source text (e.g. on average more than ten spelling and/or punctuation and/or grammatical errors per page) as well as high time pressure caused by the Client during proofreading on the part of the Contractor may impair the achievement of this goal, so that even after completion of the proofreading, a certain residual amount of errors in the sense mentioned above may still remain. The limit for the maximum tolerable amount of errors is regulated under point 6 (6.2 and 6.3) and is expressly acknowledged by the client when placing the order.
2 Obligations of the Client to cooperate when placing the order
2.1 The client undertakes to first state what he intends to use the corrected text for, e.g. whether it is to serve a purpose for which a special correction of the texts by the proofreader involved is of importance (e.g. for legal purposes or patent proceedings). In the event that the client uses the corrected text for a purpose other than that for which it was commissioned and delivered, the client shall have no claim for damages against the contractor. If the client wishes to use a particular terminology, he must inform the contractor of this and at the same time provide the necessary documents for this, as well as language variants.
2.2 Special spellings which deviate from the current spelling dictionary and which are not to be corrected/edited require a separate written agreement on the part of the client.
If the Client does not comply with these obligations to inform and cooperate, he cannot claim after execution of the order that the Contractor did not execute the order in accordance with his wishes.
3 Prices (fees)
3.1 The fees (prices) for the proofreading and editing service as well as the translation shall be determined in accordance with the Contractor's rates (price lists). They shall remain valid even if a price reduction or increase is made after the order has been placed. Prices and conditions granted do not entitle the client to assume that they will remain unconfirmed in the future. Where page prices are mentioned, one page corresponds to the length of 30 lines of 60 keystrokes each, i.e. it comprises a total of 1,800 keystrokes including spaces and footnotes.
3.2 Services that exceed the scope of simple word processing will be charged by agreement. Unless otherwise agreed, changes to the order or additional orders may be invoiced at reasonable prices. For express and weekend work, the client shall be charged a surcharge of 30 % on the net price for each service rendered.
3.3 For services such as stylistic corrections on a larger scale or proofreading (content check with regard to coherence and logical stringency), the Contractor or a self-employed proofreader/editor commissioned by the Contractor shall agree on an additional fee with the Contractor on a representative basis (see also 6.6 p.).
4.1 With regard to the deadline for delivery of the corrected/edited/translated text, the written declarations of both parties shall be authoritative. If the delivery date is an essential part of the order accepted by the Contractor, the Client shall expressly announce this in advance. A prerequisite for compliance with the delivery deadline is the timely receipt of all documents to be provided by the Client to the extent specified (e.g. source text and all necessary background information) as well as compliance with the agreed terms of payment and other obligations. If these prerequisites are not fulfilled in time, the delivery period shall be extended appropriately.
4.2 Failure to meet the delivery deadline shall only entitle the client to withdraw from the contract if the delivery deadline has been expressly agreed as fixed and the client has fulfilled all the prerequisites of the second paragraph of point 4.1. Claims for damages by the principal are excluded, with the exception of damage caused intentionally or by gross negligence.
4.3 Unless otherwise agreed, delivery shall be made in accordance with the mode of dispatch in which the text was received by the Contractor or by an independent proofreader/editor commissioned by the Contractor.
4.4 The risks associated with the delivery (transmission) shall be borne by the Client.
4.5 Unless otherwise agreed, the documents provided by the Client to the Contractor shall remain with the Contractor after completion of the proofreading/editing assignment. The Contractor shall not be obliged to store or otherwise handle them. However, the Contractor shall ensure that these documents cannot be used in breach of the contract.
5 Force majeure
5.1 In the event of force majeure, the contractor shall notify the client without delay. Force majeure entitles both the contractor and the client to withdraw from the contract. However, the Client shall compensate the Contractor for expenses already incurred or services already rendered.
5.2 Force majeure shall be deemed to be the occurrence of unforeseeable obstacles which demonstrably have a decisive effect on the Contractor's ability to complete the order as agreed.
6 Liability for defects (warranty)
6.1 The contractor is generally only liable in the event of intent or gross negligence. He shall not be liable for indirect damage caused by an incorrect correction, nor for delays or deficiencies in execution caused by an unclear, incorrect or incomplete order placement. Defects must be sufficiently explained and proven in writing by the Client to the Contractor.
6.2 The Contractor undertakes to carry out the corrections/proofreading/translations so carefully that, if possible, no more errors are found in the text. Notwithstanding this (cf. also 1.4), the proofreading/editing/translation service shall also be deemed to have been successfully performed if, after completion of the proofreading/editing/translation, on average no more than one error (spelling, punctuation and grammar) per four pages can be proven (for the definition of the term "page", see 3.1; the total amount of corrected text shall always be decisive for the calculation).
6.3 If, at the request of the Client, the Contractor or a proofreader commissioned by the Contractor is to proofread an average of more than 40 pages per day or if the number of errors in the source text already exceeds an average of ten errors (spelling, punctuation and grammar) per page to be proofread, the proofreading service shall still be deemed to have been successfully rendered if, after completion of the proofreading, no more than an average of one error in the sense described above (spelling, punctuation and grammar) can be detected per three pages (for the definition of the term "page", see 3.1, the calculation is always based on the total number of pages proofread). 1, the total amount of corrected text is also decisive for this calculation).
6.4 If errors (spelling, punctuation and grammar) remain in the text after the proofreading has been completed and if the quantity of errors remaining in the text exceeds the level described, the Client must complain about them in writing to the Contractor immediately, at the latest, however, within ten days, giving a sufficiently precise description. The period shall commence at the end of the day on which the corrected text was sent to the Client. A mere transmission of the text by the Client with the indication that there are still errors is not sufficient as an objection within the meaning of 6.1. Instead, the Client must mark the errors (spelling, punctuation and grammar) remaining in the text so that the Contractor can understand the justification of the objection and the quantity of errors remaining in the text.6.5 Since stylistic corrections depend heavily on the respective editor's feeling for language, they are always to be understood as suggestions for improvement and require final review by the client. Liability for stylistic corrections is therefore excluded.
6.6 The Client must also complain in writing to the Contractor immediately, but no later than within ten days, about a defective proofreading (content check with regard to coherence and logical stringency). The deadline shall commence at the end of the day on which the corrected text was sent to the Client. If no written objection is made within the aforementioned period, the proofreading shall be deemed to have been approved. If the Contractor cannot credibly prove to the Client after the complaint regarding a defective proofreading that the Client's objections were unjustified, the Contractor shall lose his additional fee claims agreed for the additional proofreading service in accordance with the significance of the defect to his overall service. The Contractor's fee claims with regard to the proofreading service provided shall remain unaffected by this.
6.7 No liability for defects exists for the correction of difficult-to-read, illegible or incomprehensible documents.
6.8 There shall be no liability for defects for abbreviations specific to the order which were not specified or explained by the client when the order was placed.
6.9 The contractor assumes no liability whatsoever for the correct reproduction of names and addresses in templates that are not in Latin script. In such cases, the Client is advised to write names and proper names on a special sheet in Latin block letters. This also applies to illegible names and numbers in birth certificates or other documents.
6.10 Numbers shall be reproduced only according to manuscript. No liability shall be assumed for the conversion of numbers, measurements, currencies and the like.
6.11 For manuscripts, originals and the like provided by the Client, the Contractor shall be liable as custodian for a period of four weeks after completion of the order, unless these are returned to the Client with the delivery. There is no obligation to insure them. Point 4.5 shall apply mutatis mutandis to reimbursement.
6.12 In the case of transmission of texts by means of data transfer (such as e-mail, modem, etc.), the Contractor shall not be liable for any defects and impairments arising in the process (such as virus transmissions, breach of confidentiality obligations), unless the Contractor is grossly at fault.
7 Compensation for damages
7.1 In the event of more than one error on four pages or one error on three pages in the case of more than ten errors per page in the source document (cf. 6.3), a maximum of 25 % of the order volume shall be set as compensation. The client must provide written proof of the errors. Excluded from this limitation of damages are cases in which the damage was caused by gross negligence or intent. There shall be no liability for loss of profit or consequential damage. All claims for damages against the contractor shall be limited to the amount of the invoice (net), unless otherwise stipulated by mandatory law.
7.2 If the contractor has taken out liability insurance for financial loss, claims for damages shall be limited to the amount which the insurance indemnifies in the specific case.
8.1 The Contractor shall charge the Client the fee for the proofreading/editing/translation after the proofreading/editing/translation has been completed. The Client shall receive an invoice by post or by e-mail. The invoice is payable within ten days of receipt. The Contractor is entitled to demand a reasonable advance payment. Private individuals and foreign clients may be required to pay the full order amount in advance. If collection has been agreed and the corrected text is not collected by the Client in due time, the Client's obligation to pay shall commence on the day the corrected version is made available for collection.
8.2 In the event of default in payment, interest on arrears shall be charged at a rate of nine per cent above the base interest rate p.a. as published by the European Central Bank. If the Contractor can prove that it has incurred higher damages as a result of the delay, it shall be entitled to assert such damages.
8.3 In the event of non-compliance with the terms of payment agreed between the Client and the Contractor, the Contractor shall be entitled to suspend work on the orders in his possession until the Client meets his payment obligations. This also applies to orders for which a fixed delivery time has been agreed (see point 4.1). The client shall not be entitled to any legal claims as a result of the suspension of work.
9 Confidentiality obligation
The contractor is obliged to maintain confidentiality. He assures the preservation of confidentiality about the content of the texts. Unfortunately, 100% confidentiality cannot be guaranteed, in particular due to communication in electronic form between the client and the contractor (e-mail). The contractor shall not be liable for such interference by third parties. In the interest of the client, the contractor is entitled, but not obliged, to make backup copies of the source and target texts and to keep them.
10 Place of jurisdiction
The exclusive place of jurisdiction for legal disputes with merchants or legal entities under public law is Berlin. The contractual relationship between the Contractor and the Client shall be governed exclusively by German law to the exclusion of the uniform laws on the sale of goods.
11 Final clauses
11.1 The Client shall notify the Contractor immediately in writing or by e-mail (using the contact form on the website) of all changes and amendments affecting the performance of the services (e.g. relocation, change of e-mail address) and the contractual relationship (change of name).
11.2 All amendments to this contract and all special agreements must be made in writing; this also applies to any change in the written form requirement.
11.3 If parts of these terms and conditions are or become invalid, the validity of the rest shall not be affected. In this case, the invalid or unenforceable provision shall be replaced by a valid and enforceable provision which comes as close as possible to the regulatory objectives pursued by the invalid or unenforceable provision. The same applies to the filling of any loopholes in the contract. The contract shall remain binding in its remaining parts even if individual points are legally ineffective.
Effectiv: 3rd of July 2021