General Terms and Conditions of Business

DROGMAN SARL, DROGMAN, INC. and their global offices are collectively referred to hereunder as "Drogman". These General Terms and Conditions of Business shall be part of any written contract or oral agreement concluded between the client and Drogman.

General
The General Terms and Conditions of Business apply to business transactions with our clients. The General Terms and Conditions are accepted by our clients through order placement and are valid for the full duration of the business relationship. They also apply to future business transactions. Clients include both legal and natural persons
Orders
Orders are valid only when confirmed in writing by us. Verbal agreements and order amendments are subject to written confirmation by us.
Execution by third parties
Drogman reserves the right to commission third parties if Drogman deems such to be effective and beneficial. Drogman is liable for careful selection only. Communication between the client and Drogman's commissioned third party requires authorisation by us.
Offers and prices
All offers and prices are subject to change. They can be adjusted to reflect actual circumstances without express notification. Prices are listed in euros or US dollars unless a different currency has been agreed upon. All prices listed in our offers are net prices, excluding taxes. Payment goals, discounts and other deductions will not be granted, unless they have been expressly agreed.
Special arrangements for translations
In the case of certification, publication, adaptation of foreign language advertising texts, formatting and conversion and express orders that require night and weekend work, the client is obliged to advise Drogman promptly on order placement to ensure that Drogman can plan the order appropriately. Special arrangements will be subject to a surcharge, or will be billed in accordance with their scope.
Delivery dates and partial deliveries
Delivery dates are quoted in good faith. In no case do they constitute a firm commitment. The client is obliged to accept any partial deliveries in accordance with the terms and conditions agreed.
Disruption, force majeure, closure and operational restriction, network and service defects, viruses.
Drogman accepts no liability for damage caused by disruption affecting our operation, particularly in the case of force majeure such as natural disasters and traffic disruption, network and service defects, caused by connection and transfer conditions beyond our control or other such disruption. In such cases, Drogman reserves the right to withdraw from contracts partially or fully. The same applies when important reasons prompt the closure or restriction of our operation, particularly the online service, for single days or a specified period, either fully or partially.
Acceptance
Acceptance of delivery, including partial delivery, is a primary obligation of the client. If the client refuses acceptance or omits acceptance, he/she will be deemed to be in arrears without further notification and will be liable for any damage incurred by us.
Complaints
Complaints in relation to business transactions will be recognized only if reported to Drogman in writing, with an exact description of the deficiency, immediately after delivery of the translation in the case of obvious deficiencies, or immediately after review of the translation in the case of recognizable deficiencies, or immediately after discovery in the case of deficiencies that are not directly recognizable. In the case of business and non-business transactions, the period during which a complaint can be registered is limited to two weeks after delivery of the translation for obvious deficiencies, four weeks after delivery of the translation for recognizable deficiencies, and otherwise four weeks after discovery of deficiencies in the translation that were not directly apparent. Where a complaint is well-founded and properly submitted, Drogman will be obliged, at our discretion, to improve or exchange the translation, to reduce the price or to cancel the order.
Delinquent or impossible delivery, withdrawal and compensation
In cases of delinquent, justifiably impossible or other non-delivery, the client is only entitled to withdraw from the contract if the delivery deadline has been unreasonably exceeded and where an extension has been granted. Liability is limited to a maximum of ten thousand euros or the equivalent amount in US dollars for both business and non-business transactions. The amount of maximum liability will be reduced to one third if the client is insured against damage caused by Drogman.
Special circumstances affecting translations
If the client wants to use the translated text for publication or advertising purposes, he/she is obliged to submit a special order to us for the text to be published or adapted for advertising purposes, which will be remunerated accordingly. If the client omits to declare the intended purpose, i.e. fails to submit a special order, and then uses the text for publication or advertising purposes, the client cannot claim compensation for any damages incurred as the result of a translation error or erroneous adaptation. In such cases, Drogman reserves the right to submit its own claim on the basis of infringement of proprietary rights. Prior to publication, the client is obliged to submit a print draft copy to us for review. If the client prints without release approval from Drogman, this action will be entirely at the client's own risk.
Assignment
Assignment of contract rights by the client requires Drogman's written authorization.
Payment terms
Generally, invoices and final invoices (in the case of a deposit) are payable within 30 days of the invoice date in full and without deduction. In the event of a delay in payment and on expiration of a reasonable notice period, Drogman reserves the right to withdraw from the contract or to claim damages for non-compliance. Drogman also reserves the right, after due notification, to withhold all open deliveries and deposits. On request, the customer in arrears is obliged to return to Drogman any already delivered items that are subject to reserved ownership. Drogman is also entitled to require immediate payment of all still open invoices, even those not yet due for payment. In the event of payment delinquency Drogman is entitled to apply the standard bank interest rate from the date on which payment is overdue.
Reservation of ownership
Drogman reserves ownership of all property until such time as full payment has been made, including future payments. In the event that an item or product is reprocessed or changed by the client, Drogman will be deemed to be the producer and will be granted ownership of the interim or end product. The processor is merely the administrator. If the reserved property is combined or processed with other property, Drogman will be granted co-ownership of the new property in proportion to the value of the reserved property in relation to the other property. Until such time as all open claims for payment have been settled by the client, the delivered property or services will remain Drogman's property including all associated rights. Copyright remains with Drogman. The assignment of copyright must be agreed individually. The costs will be agreed in related to significance and use. Use and changes by third parties in relation to translations are permissible only on receipt of authorization from the respective translator.
Place of performance and jurisdiction
The place of performance for obligations in relation to Drogman and our clients, and for debts on the part of the client, is the location of the Drogman office that processes the respective order.
Validity
In the event that one or more of the provisions of these General Terms and Conditions for Internet Business should be or become invalid, this will not affect the validity of the remaining provisions. In such cases, the provision that comes closest to meeting the intended legal and commercial purpose will be deemed to be valid instead.
Amendments to the General Terms and Conditions for Business
The client will be notified of any amendments to the General Terms and Conditions for Internet Business in writing. They are deemed to be approved if the client does not object in writing within two weeks of notification.