General Terms of Business


1. General Terms of Business

1.1
transXpro operates a direct translation service over the Internet for fast and cost-effective translations from Word or Word-compatible text files. transXpro does not offer machine translations. The translations are carried out exclusively by tried-and-tested, experienced translators.

1.2
transXpro only provides its services on the basis of these Terms of Business. These Terms of Business are considered to be accepted once an order is awarded to transXpro.

1.3
transXpro is authorised to change or supplement the Terms of Business at any time.

1.4
Additional agreements, changes and additions to the Terms of Business must be made in writing.


2. Coming into effect of the contract

2.1
A contract will come into effect and the processing will be initiated following the acceptance of an offer from transXpro - after the prior quotation of the costs, delivery date, payment with a credit card/PayPal and the acceptance of the "General Terms of Business". For customer companies registered in the Swiss Commercial Register, payment through invoice is also possible.

2.2
The price calculations of transXpro are binding. The source language is used as the definitive basis for the determination of the cost. The total cost will be indicated when the order is placed. If an order is not placed after a quotation has been made, the documents loaded onto the transXpro-Server will be immediately deleted and the quotation will no longer be valid.


3. Scope of services / Copyright

3.1
transXpro hereby undertakes to correctly reproduce a text provided by the customer in the desired language and to ensure that the translation will be carried out without any abridgement, additions or other changes to the content, and in accordance with the quality standards of the industry.

3.2
Additional service and consultation services, such as the consideration of individual specialist terminology provided by the customer or obtained from the previous study of existing customer documentation for the purpose of the translation, are not foreseen by transXpro.

3.3
Translation will only be carried out on texts in Word files, which will be registered and invoiced according to text quantity analysed by the system. Pictures and graphics, or texts in pictures and graphics cannot be registered or translated. Changes in the layout or problems that arise from the conversion processes (formatting) cannot be corrected within the context of the translation. The translation will be returned as a Word file.

3.4
The customer guarantees to transXpro that the text to be translated does not infringe the copyright of any third parties; he will exonerate transXpro from any liability with regard to third parties.


4. Acceptance / Duty of complaint

4.1
After the translation has been carried out, the translated text will be made available to the customer as a file that can be downloaded from the transXpro server. At the same time, the customer will be informed by E-Mail or SMS that the order has been completed. At this point in time, the customer can download the translated text from his order folder on the transXpro server at any time of the day and any number of times, and can store it on his own data storage system.

4.2
Immediately after receipt, the customer or client must check the translation for defects. Obvious flaws in the translation must be reported in writing, quoting the defect. Dissatisfaction with the translation or the style in which the translation is written is not accepted as a flaw. If a written complaint is not received within fourteen days following the download or the availability of the translation in the customer's folder on the transXpro server, the translation will be considered to have been provided in accordance with the contract.

4.3
transXpro will bear the risk of the loss of data on the transXpro server up to the time that the translation is collected by the customer. The customer is himself responsible for the transmission procedure for the download onto his own fixed disk/cache memory, and releases transXpro from any liability with regard to this. The translated texts will remain available for download on the transXpro server for up to 30 days after the agreed delivery date.


5. Remuneration / Payment conditions

5.1
Unless otherwise agreed by contract, transXpro will invoice the agreed services to the customer in accordance with the tariffs and conditions valid at the time and in accordance with the prior offer, plus the statutory Value-Added Tax that applies at the time.

5.2
All amounts presented in the invoice become due for payment without deduction when the order is placed. In the case of invoiced services, the payment is due within a period of 30 days. In the case of delays in payment, transXpro is entitled to charge default interest to the amount of 5% p.a. If transXpro is able to verify a higher level of damage due to the overdue payment, it is entitled to also claim these.

5.3
The translation and all rights associated with it remain the property of transXpro until payment is made in full.


6. Cancellation

6.1
If a placed order is cancelled by the customer, the costs that have been incurred up to this point in time must be reimbursed proportional to the level of completion of the order. In all cases. however, the reimbursement claim will amount to at least 50% of the value of the order.

6.2
The data received from customer within the context of the order, or the translation in the form of a file will be archived at transXpro.


7. Warranty / Improvement work

7.1
transXpro provides no guarantee that the respective translation is permissible and/or suitable for the purposes of the customer. This applies in particular for the case in which the translation will be published or used for advertising purposes. The legal risk of suitability for use or publication is thereby borne solely by the customer.

7.2
In the case of justified flaws in the translation, the customer must permit transXpro an appropriate period of time for improvement work. Any claims going beyond this are expressly excluded. Improvement work is also excluded if the deviations have been caused by the customer himself.


8. Liability

8.1
Claims for damages arising from the contract, from faults at the conclusion of the contract, positive infringements of the contract and delay, both with regard to transXpro as well as in relation to its translators, are expressly excluded.

8.2
transXpro accepts no liability for delays or loss of services as a result of force majeure and due to unforeseen, temporary hindrances of services that are not its responsibility.


9. Confidentiality / Security

9.1
transXpro will make every effort to ensure the confidentiality of the transmitted texts according to the latest state-of-the-art. Due to the nature of electronic data communication, access to the transmitted texts by unauthorised third parties can never be completely excluded.

9.2
In the course of the provision of the services offered, transXpro is entitled to disclose the subscriber data to its employees and translators under compliance with the determinations of the data protection law.

9.3
transXpro hereby declares that its employees and translators who will be working within the context of this contract will be obliged to strict confidentiality and to compliance with data protection.

9.4
The complete order processing at transXpro takes place by means of encrypted data transmission. Credit card data will be directly entered onto the encrypted page of the payment provider. Due to security reasons, no credit card data will be stored.


10. Final provisions

10.1
Contracts outside of the scope of services as described in Par. 3 in connection with our services are not subject to the Terms of Business. These include, in particular: additional services such as DTP, printing, HTML files etc. the use or creation of customer terminologies, etc...

10.2
The place of fulfilment for all contractual services is the head office of transXpro in Lucerne, Switzerland.

10.3
The written form is also fulfilled by E-Mail.

10.4
Contracts that are concluded on the basis of the Terms of Business are subject exclusively to Swiss law. Determinations of the unified international purchase law (UN purchase law) are excluded as far as this is possible.

10.5
Lucerne (Switzerland), the seat of transXpro, is the exclusive place of jurisdiction for all disputes arising from this contract. transXpro is, however, also entitled to initiate legal action at the seat or domicile of the customer.

10.6
Should any provision of this agreement become invalid or ineffective in whole or in part, or will become so, this will have no effect on the effectiveness of the other provisions. On the contrary, the ineffective provision will be substituted by a replacement provision that corresponds to the goal of the agreement and that the parties would have agreed upon in order to achieve the same economic result if they had known the ineffectiveness of the current provision.

05.2007