1.1: These general terms of sale and delivery shall apply to every sale of services undertaken by World Translation A/S, CVR no. DK 28 68 05 46 (hereinafter called World Translation).
1.2: These terms of sale and delivery may only be derogated from or modified by express agreement in writing between World Translation and the client.
1.3: Please note that these terms of sale and delivery shall not yield to the client’s purchasing terms.
1.4: Particular and specific terms, conditions or requirements for the product or service on the part of the client, stated in the client’s placement of the order or purchasing terms for instance, shall not be binding on World Translation unless World Translation has expressly declared acceptance of said terms in writing.
2.1: Orders shall always be placed in writing. If orders based on offers given by World Translation are confirmed verbally – either in person or by telephone – they shall subsequently be confirmed in writing.
2.2: World Translation undertakes to provide the necessary input with regard to advice about and preparation and delivery of translation, proofreading, layout and/or DTP, technical documentation and other services, pursuant to the client’s instructions and in accordance with an order accepted by World Translation.
2.3: The client undertakes to supply texts and materials for the execution of the order, to provide the necessary support for World Translation and to make available all relevant information the client may possess in relation to the assignment.
2.4: At any time until World Translation has delivered the service in question, the client may require changes to the order placed. Should the client require changes, World Translation shall be entitled to regulate the original prices and delivery terms for the order in question.
2.5: Should additional work be required, the client will be duly informed prior to the commencement of said additional work. The work will not be initiated until written consent for same has been received from the client.
3.1: Special terms and conditions may apply to software solutions delivered by World Translation A/S. Such terms and conditions will be stipulated in a separate agreement.
4.1: World Translation undertakes to treat as confidential all information, data and documents placed at its disposal by or via the client in connection with an order, or by other means in the course of the working relationship, and to make the results of the work available exclusively to the client.
4.2: The same confidentiality clause shall be imposed on all employees of World Translation and on suppliers associated at any time with World Translation, and shall remain in effect subsequent to the termination of the working relationship.
5.1: All results attributable to the services provided by World Translations shall be the exclusive property of the customer.
5.2: The rights of the client shall not extend to World Translation’s methods, tools or general technical knowledge.
5.3: World Translation guarantees that products or services delivered by World Translation do not encompass rights belonging to third parties which could limit or exclude the client’s use or exploitation.
5.4: In the event of claims filed by third parties which do not derive from the service delivered by World Translation and are therefore not covered by the terms stipulated in section 5.3 – but which limit the client’s rights and utilisation – World Translation shall be exempt from liability and the client shall indemnify World Translation against any and all claims brought in connection with said situation.
6.1: If the client wishes to submit a complaint regarding errors and defects, any such claim shall be presented in writing to World Translation. The client shall forfeit the right to claim remedy for breach of contract if a complaint is not submitted as soon as the client becomes aware, or should have become aware, of the existence of errors and defects. In the event that there are complaints concerning errors and defects in products or services, these shall be submitted in writing no later than six (6) months after the product or service has been received by the client.
6.2: Should errors or defects occur in products or services delivered by World Translation, the client may require rectification of the error(s) or defect(s) in question. World Translation has a corresponding right to rectify the work. In such cases, the proofreading process shall be free of charge. World Translation shall be entitled to sufficient time to execute such remedial action.
6.3: Claims for cancellation of an order, reduction of the fee payable or compensation on the grounds that World Translation failed to comply with the requirements stated in the order shall not be recognised unless the client is able to document that World Translation has displayed gross negligence and has failed to attempt remedial action, cf. section 6.2.
6.4: World Translation shall not be held liable for errors caused by incorrect or incomplete information provided by the client, nor shall World Translation assume any liability arising from erroneous, unclear or misleading material.
6.5: World Translation and its suppliers shall not be held liable in the event that failure to meet their obligations is the result of circumstances beyond the direct control of World Translation (“Force Majeure”, including but not limited to: pandemics, strikes, lockout, restrictions imposed by public authorities and the like), which are likely to delay the fulfilment of obligations by World Translation, or make fulfilment of same significantly more onerous than expected.
6.6: Regardless of the grounds on which a claim may be raised, and irrespective of the degree of negligence, World Translation shall not be liable for indirect or consequential losses such as loss of production, financing costs, loss of information and data, nor for other indirect and consequential losses or the like in connection with claims filed by third parties. If a third party files a claim against World Translation, the client shall compensate World Translation for all losses incurred by World Translation in that connection.
6.7: World Translation’s liability in relation to any single order shall not exceed DKK 200,000, unless the stated losses or damage are the result of significant neglect or deliberate actions. The period of liability is six (6) months after delivery; cf. section 6.1.
7.1: For products or services supplied by World Translation the client shall pay a fee agreed between the client and World Translation.
7.2: Accounts shall be settled subsequent to delivery of the agreed products or services.
7.3: In the event that payment is not made by or on the stated due date, penalty interest on the amount owing shall be calculated as from the due date at a rate of 2% of the sum outstanding per month or part thereof.
7.4: World Translation may issue partial invoices for work performed for the client if this was agreed on placement of the order, and/or if the implementation of the order is delayed because the client has not fulfilled its obligations under section 2.3.
7.5: World Translation may require full or partial payment in advance for large orders, provided this is agreed on placement of the order.
7.6: Unless otherwise expressly agreed, World Translation’s fees and prices are stated exclusive of VAT, and the client shall be required to pay VAT at the applicable rate. Within the EU, the principle that “The recipient of the good or service pays the tax due” applies, which is why invoices are calculated exclusive of VAT.
7.7: In the absence of any specific agreement to the contrary between the client and World Translation, payment shall fall due 14 days after the invoice date.
8.1: The agreed products or services shall be delivered in accordance with the delivery terms agreed on placement of the order.
8.2: The delivery date for individual orders depends on the size of the order and shall therefore be agreed individually in each case.
8.3: The client undertakes to buy the service that has been ordered, unless said service should contain errors and defects that give rise to liability.
9.1: World Translation A/S regulates the prices of its goods and services on the basis of the development in the general price index. Prices may be regulated annually.
9.2: World Translation A/S reserves the right to regulate prices in connection with changes in exchange rates.
10.1: The validity, interpretation and fulfilment of the parties’ obligations shall be regulated and interpreted in accordance with Danish law.
10.2: Any dispute, disagreement, claim or irregularity which may be derived from, concern or arise in connection with the present terms of sale and delivery shall be settled at Aarhus County Court as the venue as the first instance. Either party shall be entitled to appeal judgements in accordance with the currently applicable Danish regulations. The above notwithstanding, either party shall be entitled to instigate legal proceedings against the other at the venue of the defendant, provided that the case is brought in connection with enforcement of a judgement pronounced on the basis of the present terms of sale and delivery.