§ 1 Scope of services The service agency "Lotos AG" (hereinafter referred to as "lotos.ag") will provide services in the areas of translation, copyediting and copywriting for its customers. lotos.ag will use trained and experienced native-speaker translators to translate and proofread jobs in all languages. lotos.ag is entitled to provide individual or all contractual services using its own personnel, as well as carefully selected freelancers. § 2 Quotation and contract conclusion All contractual services offered or accepted by lotos.ag, additionally agreed services or other supplementary services, binding delivery periods and deadlines as well as duties of payment and other considerations to be fulfilled by the customer require express written agreement. This also applies to services provided by freelancers of lotos.ag. Quotations, contracts and verbal agreements always require written confirmation from lotos.ag in order to be binding. The terms and conditions of the customer or any third parties will only be included in the contract if these are submitted in writing to and are expressly recognised in written form by lotos.ag. § 3 Delay and impossibility of performance Compliance with and performance of all services confirmed in the contract by lotos.ag are subject to the condition that the customer fulfils their co-operation duties comprehensively and in good time. This condition applies in particular to information and documents requested from the customer, as well as necessary approvals and timely confirmation by the customer. If one or more contractual services are contractually due, but completion by lotos.ag is severely impaired or is rendered impossible due to the aforementioned hindrances, the parties agree that lotos.ag is then exempt from its contractual obligations. In this case, lotos.ag will charge 10% for the lost turnover. For any contracts cancelled by the customer, lotos.ag can invoice 10% of the agreed conditions. For translations that are already in progress, charges can be invoiced for the work already performed. The customer's right to withdraw in accordance with the statutory provisions remains thereby unaffected with respect to costs. lotos.ag, along with its co-operation partners, will be released from their obligation to provide all follow-up contractual services already agreed upon. If lotos.ag or one of its co-operation partners is culpable for not providing a contractual service, the customer can claim compensation. This is restricted to a maximum of 20% of the contractual payment for the part of the service that was not provided. lotos.ag and its co-operation partners are not at fault in the case of force majeur, staff illness at short notice (with provision of proof), strikes, lock-outs or situations that arise due to unforeseeable and/or unavoidable events. § 4 Protection against competition In view of competition law, both parties shall agree that translators/interpretors used by lotos.ag may not be retained directly or as a freelancer by the customer, not even temporarily, for a period of 18 months after the date they were last used. This period also applies to all other services offered by lotos.ag as well as utilised services provided by our co-operation partners. The parties agree that in every case of non-compliance with the aforementioned provisions, a contract penalty of CHF 10,000 applies. § 5 Confidentiality All texts, documents and records made available to lotos.ag by its customers are subject to the duty of absolute confidentiality¬ on the part of lotos.ag and its partners. lotos.ag establishes written confidentiality agreements with its partners. § 6 Acceptance The customer of lotos.ag shall examine each text for flaws on receipt. Complaints must be submitted immediately in writing, stating the flaws. lotos.ag is entitled to improve faulty texts. If a written claim is not submitted within 5 days, then the service is considered provided according to the terms of the contract. § 7 Pricing and payment Compensation for all services provided by lotos.ag and its staff will be invoiced directly by lotos.ag. Direct remuneration to personnel from lotos.ag or its staff is fundamentally excluded. In the case of urgent orders or changes to orders at short notice, lotos.ag can add a 20% surcharge to the invoice for the contractual services. All prices from lotos.ag stated in the contract are net prices, not including the legally applicable value added tax. All invoices from lotos.ag will become due upon dispatch to the customer, but must be paid no later than 14 days after the invoice date. lotos.ag is entitled to make a contractual agreement with the customer to schedule full payment or payment in instalments for the service provided. All invoices (including those to foreign customers) must be settled in EUR or CHF. If a customer does not pay the remuneration before the deadline, lotos.ag is entitled to charge a flat-rate amount of CHF 10.00 for every reminder issued. Irrespective of this possibility, lotos.ag can also assert a claim for higher actual damages and request default interest of up to 12%. In the case of non-payment of a dishonoured cheque, the resulting bank fees owed will be charged to the customer. These fees can only be offset against claims against lotos.ag if the customer's counter-claims are undisputed or a legally enforceable title exists. § 8 Scope lotos.ag performs all services exclusively based on these General Terms and Conditions, which the customer accepts with contracting services from lotos.ag. lotos.ag is entitled to change or supplement the Terms and Conditions at any time. § 9 Liability lotos.ag assumes liability insofar as this is expressly stated in the Terms and Conditions outlined above. All claims resulting from inadequate contractual provisions are fundamentally excluded. Apparent defects in the services of lotos.ag may only be reported by the customer in written form within a period of 5 days after the provision of services, otherwise the warranty claim expires. The customer exempts lotos.ag from claims that exceed its liability set out in these Terms and Conditions. § 10 Place of performance and court of jurisdiction The place of performance for all contractual services of lotos.ag and its customers is Lucerne. Both parties agree that Lucerne is the court of jurisdiction for disputes arising from the contractual relationship.