These General Terms and Conditions apply to collective business transactions between Lloyd Language Services (“LLS”), including its language services suppliers, and the Client (“Client”). They apply to the entire business relationship, including future contracts. Clients are legal persons as well as individuals.

2. Provisions

Departures from these conditions, changes or supplementary agreements must be confirmed in writing by LLS. This applies equally to the General Terms and Conditions of the Client.

3. Placing an Order, Client’s Obligations

(a) The Client shall place an order for services, which must be confirmed via email. The consequences of shortcomings or delays which result from an unclear, incorrect or incomplete formulation of the assignment on the part of the Client are to be borne by the Client.

(b) The Client has an obligation to cooperate thoroughly. Orders are to include the Client’s stipulations regarding the copywriting brief, translation languages, the subject area, target group and intended purpose of the text, specific wishes regarding terminology and layout, etc. The Client is obliged to cooperate on the clarification of specialist terminology and additional queries regarding the subject matter and the format (as a point of contact).

(c) Supporting information material and documents necessary for the execution of the assignment are to be made available to LLS by the Client upon order placement. Should the information material supplied prove to be insufficient, LLS retains the right to request further subject-specific information material from the Client.

(d) The consequences of errors and delays which result from a failure to comply with these obligations on the part of the Client are to be borne by the Client.

4. Execution of Assignments, Deliverables

(a) The copywriting, translation., editing and/or proofreading (the “Deliverable”) shall be completed in accordance with grammatical rules and in keeping with the sense of the text and the purpose for which it is intended to the best of the language expert’s knowledge and ability. Should supplementary information or special stipulations not be provided by the Client, technical terms will be used/translated in accordance with general usage and so as to be generally comprehensible. The Client shall receive the copy/translation in the agreed format.

(b) In case the intended meaning of a word which has more than one possible meaning can only be inferred from a context not found in the copywriting brief/source text, then the consequences of terminological errors are to be borne by the Client, if he/she has not provided LLS with the accompanying information material required for writing the copy/performing the translation.

(c) LLS retains the right to subcontract assignments to third parties.

(d) Delivery deadlines are provided to the best of LLS’ knowledge and ability, and can only ever be estimated deadlines that are not formally binding.

(e) The Deliverable shall be sent to the Client by email unless otherwise agreed. The Client is obliged to confirm receipt of the Deliverable by means of a short message to LLS.

5. Quotes and Prices

(a) All quotes and prices are subject to adjustment to current conditions.

(b) Special services require a supplement or will be charged according to the expenditure.

(c) Prices are stated in DKK, unless otherwise agreed. All prices listed in our quotes are net prices and do not include Value Added Tax (VAT).

(d) The Client must adhere to the payment terms stated on the Invoice from LLS.

(e) Late payment shall be subject to an administration fee of DKK 100 for each reminder.

6. Errors and Omissions, Liability

(a) LLS is to be notified of any errors and/or omissions in the deliverable in writing. The error or omission in question is to be specifically identified (described in detail). Obvious errors are to be declared within two (2) weeks of delivery in accordance with the contract. The period of notice shall be considered to have been fulfilled if the notification is dispatched within that period.

(b) LLS is entitled and obliged to remove notified errors in the Deliverable. The Client may set a reasonable time limit within which the notified error is to be resolved, and may refuse to accept the removal of the error after the end of the time limit. After the period of notice has elapsed, the Client is entitled to either rescind the contract or demand a reduction in the fees payable.

(c) LLS cannot be held liable for errors or omissions arising from the breach of duties of cooperation of the Client or which are caused by erroneous, incomplete, terminologically incorrect or poorly legible documents.

(d) Liability in this case is limited to typically arising, foreseeable damages and is limited to the amount of the contract volume of the order. LLS shall only be liable for deliberate acts and gross negligence.

(e) LLS cannot be held liable in connection with printing of texts copywritten, translated, edited or proofread by LLS or its language services suppliers. The client bears sole liability for final proofreading prior to printing.

7. Third Party Liability

(a) LLS shall not be liable for errors, omissions and damages caused by third parties.

(b) Any recourse of the Client to LLS for the assertion of damage claims of third parties (non-parties to the contract) is barred.

8. Force Majeure; Cancellation

(a) LLS shall not be liable for damages that arise from force majeure (natural disasters, power failure, computer viruses not detectable through regular anti-viral checks, traffic congestion, among others). In this case, LLS has the right to withdraw from the contract or to request a reasonable grace period from the Client for the performance of the contract. Any claims for damages are excluded in this case.

(b) Before the completion of the Deliverable, the Client is only entitled to cancel the contract with good cause. The cancellation is only valid in written form (by email). In case the Client cancels the contract, LLS is entitled to invoice the agreed remuneration. However, LLS cannot charge any expenses saved by the cancellation of the contract.

9. Reservation of Title

(a) LLS is the owner in respect of the copywritten/translated/edited material until payment has been made in full.

(b) With the complete payment of the remuneration, the Client acquires the right of use for the Deliverable.

10. Copyright

(a) For book translations in which an employee of/supplier to LLS is listed as the translator, LLS is the owner of the copyright to the translation.

(b) The Client shall release LLS from copyright claims that could be asserted against the translator on the basis of the translation, even by third parties.

11. Confidentiality

LLS agrees to maintain secrecy regarding the content of all documents submitted by the Client, regarding all informational material provided to LLS on the occasion of the performance of the contract as well as regarding all facts disclosed in connection with the business relationship. Collaboration with suppliers is likewise subject to confidentiality, and therefore sharing this confidential information with a contracted supplier does not represent a breach of this obligation.

12. Applicable Law, Place of Jurisdiction, Modifications, Validity

(a) Danish law is applicable to the contractual relations between LLS and the Client as well as to any further rights and obligations resulting from these relations.

(b) The place of jurisdiction for both parties to the contract is Copenhagen, Denmark.

(c) The Client shall receive a link to the at any time most up-to-date version of these General Terms and Conditions on the occasion of the placing of an order.

(d) If individual provisions of these General Terms and Conditions become invalid or void, this does not affect the validity of the remaining provisions.