1. Scope of the services
1.1. These General Terms & Conditions shall apply to all current and future business relationships between a principal (the Client) and the company that will perform the services stated in Point 1.2 (hereinafter referred to as the Language Services Provider), unless expressly agreed otherwise in individual cases.
1.2. The scope of the services to be provided to the Client fundamentally covers translation, interpreting (consecutive and simultaneous), project management and the planning and performance of any additional services.
1.3. The Language Services Provider undertakes to perform all the activities assigned to it to the best of its knowledge and in line with the principles of economic efficiency.
1.4. When sending the source text to be used for preparing the quote, the Client undertakes to inform the Language Services Provider about the intended use of the translation; for example, whether the translation:
1.4.1. is intended for a specific target country;
1.4.2. will be used for informational purposes;
1.4.3. will be used for publication and advertising;
1.4.4. is intended for legal purposes or patent procedures; or
1.4.5. will be used for another purpose for which the translation of the texts by the Language Services Provider is significant.
1.5. The Client may only use the translation for the purpose it specified. The Language Services Provider shall assume no liability if the Client uses the translation for a purpose other than the agreed one.
1.6. Unless otherwise agreed, the Language Services Provider shall deliver a single copy of translations in electronic form.
1.7. If the Client wants a specific technology to be used, it must inform the Language Services Provider of this when sending the documents for translation.
1.8. The Client is solely responsible for the technical and linguistic accuracy of the source text; the Language Services Provider shall not verify this.
1.9. The Language Services Provider has the right to pass on the mandate to qualified subcontractors. However, in this case it shall remain the sole language services provider and contractual partner of the Client.
1.10. The name of the Language Services Provider may only be added to the published translation if it translated the entire text and no changes were made to the translation. Certified translations are an exception to this. For a certified translation, only the name of the certifying court interpreter as per the expert reports may be used.
1.11. Unless otherwise agreed, the formal structure shall be based on the regulations outlined in ÖNORM EN ISO 17100.
2. Prices, additional conditions for invoicing
2.1. The prices for the relevant language services are based on the Language Service Provider’s rates (price lists) to be used for the relevant service performed.
2.2. The basis for calculation are the agreed foundations (for example: target text / source text, hourly rate, number of pages, number of lines).
2.3. A quotation is only binding if it was prepared in writing and based on the documents to be translated. Quotations prepared in another form are always only an entirely non-binding guideline. The quotation is prepared according to the best expert knowledge but may be subject to changes. If cost increases of more than 15% arise after the contract has been awarded, the Language Services Provider shall communicate this to the Client without delay. No separate notification is required for unavoidable cost overruns of up to 15 %, and these costs can be invoiced without notifying the Client.
2.4. Unless otherwise agreed, amendments to the mandate or additional mandates shall be invoiced at appropriate prices. Any additional expenditure that was not originally planned and becomes necessary through the fault of the Client shall be invoiced to the Client at a flat rate of €15 plus VAT. This shall apply in particular to the request for better scans for certifications or to e-mail correspondence that goes beyond the normal average amount of 5-10 e-mails for a simple standard mandate.
2.5. The value stability of the receivable and any ancillary receivables is agreed. The monthly Consumer Price Index published by the Austrian Central Statistical Office, or an equivalent index, shall be used to calculate the value stability. The index number calculated for the month in which the contract was concluded shall serve as the reference value. Upwards or downwards fluctuations in the index number up to and including 2.5% are not taken into consideration. This margin shall be recalculated each time that it is exceeded, either upwards or downwards, whereby the first index number outside of the applicable margin shall form the basis for redetermining the outstanding amount and calculating the new margin.
Collective increases or reductions in wages or salaries shall also authorise the Language Services Provider to subsequently amend its price accordingly.
2.6. Unless otherwise agreed in individual cases, reviews of translations prepared by third parties shall be invoiced at an appropriate amount.
2.7. Appropriate surcharges may be invoiced for express and weekend jobs. These surcharges are to be agreed accordingly.
2.8. Payment of the performed service shall be made immediately after receipt of the Language Services Provider’s invoice and within 7-10 working days.
2.9. If partial payment was agreed between the Client and the Language Services Provider (e.g. delivery of partial services or payment on account), the Language Services Provider is authorised, in the event of payment delay, to cease work on current mandates for this Client without any legal consequences until the Client meets its payment obligations. However, the Language Services Provider shall inform the Client without delay about the cessation of the work.
3. Delivery
3.1. The delivery deadline for the translation is determined by the agreement between the Client and the Language Services Provider.
In general, the delivery deadline for certified translations up to a value of €100 plus VAT is 3-4 working days including dispatch by national mail. If the delivery date is a significant element of the mandate accepted by the Language Services Provider and the Client has no interest in a delayed delivery, the Client shall expressly state this in advance. Prerequisite for compliance with the delivery deadline and delivery date for a fixed-date transaction is the timely receipt of all documents to be delivered by the Client (e.g. source texts and all necessary background information), as well as compliance with the agreed payment conditions and other obligations. If these requirements are not met on time, the delivery deadline shall be extended accordingly by the extent of the delay in the Language Services Provider receiving the necessary documents; for a fixed-date transaction, the Language Services Provider must evaluate whether the delivery date agreed by the Client can be met if the documents are provided late. Particularly in the case of mandates for certified translations, the delivery deadline may be longer than expected due to the excessive workload of the court interpreters / experts in the absence of an alternative representative. This applies in particular to certified interim translations that are legally necessary for language combinations for which there is no directly sworn court interpreter. This does not lie within the sphere of influence of the Translateworld translation agency.
3.2. The Client shall bear the risks associated with delivery (transfer). This shall apply in particular to deliveries via postal or parcel services (possible loss despite proof of shipment from the Language Services Provider).
3.3. Unless otherwise agreed, the Language Services Provider shall retain the documents provided by the Client after completion of the translation mandate. The Language Services Provider shall ensure that these documents are carefully stored so that they cannot be accessed by unauthorised individuals, the confidentiality obligation is not breached, and the documents cannot be used in a manner that is contrary to the contract.
4. Force majeure
4.1. In the event of force majeure, the Language Services Provider shall inform the Client without delay. Force majeure shall entitle both the Language Services Provider and the Client to withdraw from the contract. However, the Client shall compensate the Language Services Provider for expenses already incurred or performance already rendered.
4.2. Force majeure includes: labour disputes, acts of war, civil war and unforeseeable events that demonstrably have a significant adverse effect on the Language Services Provider’s ability to complete the mandate in line with the agreement.
5. Liability for deficiencies (guarantee)
5.1. The Client must provide written notification and substantiation of any deficiencies in an appropriate form within 1 week from delivery (error report).
5.2. The Client shall set the Language Services Provider an appropriate deadline for correcting or rectifying the deficiencies and give it the opportunity to make up for and improve its performance. If the Language Services Provider rectifies the deficiencies within the appropriate deadline, the Client shall not be entitled to a reduction in price.
5.3. If the Language Services Provider lets an appropriate grace period lapse without rectifying the deficiency, the Client can withdraw from the contract (cancellation) or demand a reduction in the fee (price reduction). However, there is no right to withdraw from the contract for minor deficiencies.
5.4. Guarantee claims shall not entitle the Client to withhold payment of the full invoice amount, but rather only an appropriate part of it; in such a case, the Client shall also waive the possibility of offsetting.
5.5. There is only a liability for deficiencies in translations to be used in printed works if the Client expressly states in writing in its mandate that it intends to publish the text and if the Language Services Provider is provided with proofs (author’s corrections) up to and including the version of the text after which no further changes are made. In this case, the Language Services Provider shall be paid appropriate compensation.
5.6. There shall be no guarantee for the translation of documents that are difficult or impossible to read or incomprehensible; the same applies to reviews of translations prepared by third parties.
5.7. Stylistic improvements or adjustments to specific terminologies (particularly industry-specific or company-specific terms) etc. shall not be considered as translation deficiencies.
5.8. No guarantee shall be assumed for mandate-specific abbreviations that were not specified or explained by the Client when the contract was awarded.
5.9. The Language Services Provider shall assume no liability for the correct reproduction of names and addresses in documents that are not in Latin characters. In such cases, the Client is advised to write names and denominations in Latin block letters on a separate page.
5.10. Numbers are only stated as they appear in the source text. The Client is responsible for converting figures, measurements, currencies and the like.
5.11. For four weeks after completion of the mandate, the Language Services Provider shall be liable, as a custodian in the sense of the Austrian General Civil Code, for any source texts, originals and the like provided by the Client that are not returned to the Client upon delivery. There is no insurance obligation. Point 3.3 shall apply accordingly to the reimbursement.
5.12. The Language Services Provider shall use the latest technology to send the target texts (such as e-mail, modem etc.). However, due to the technical conditions the Language Services Provider cannot assume any guarantee or liability for any defects and impairments arising (such as a breach of the confidentiality obligations, damage to files) unless there is at least gross negligence on the part of the Language Services Provider.
5.13. The Language Services Provider cannot guarantee that the accuracy of the texts will be checked in terms of plausibility, facts and figures, classifications etc., particularly in the context of proofreading mandates.
5.14. The correct formatting of the text, particularly for proofreading mandates, is performed in line with commonly used text files e.g. Word. Any specific formatting desires that require technical knowledge must be separately commissioned by the Client. Corresponding remuneration for this will be determined and defined as such in the mandate.
5.15. For proofreading mandates in particular, an error rate in the text delivered by the Language Services Provider of 5% of the average error rate per page shall be tolerated, which is also standard in the industry.
6. Compensation
6.1. Unless otherwise mandatorily prescribed by law, all compensation claims against the Language Services Provider shall be limited to the amount of the invoice amount (net). Excluded from this limitation in compensation are cases where the damage was caused by the Language Services Provider through gross negligence or wilful intent or for personal injury.
7. Retention of title
7.1. All documents handed over to the Client in connection with the mandate shall remain the property of the Language Services Provider until all receivables arising from the contract have been paid in full.
7.2. All documents not included in the mandate such as parallel texts, software, brochures, catalogues and reports, as well as all documents that generate costs (e.g. literature or scripts) shall remain the intellectual property of the Language Services Provider and are protected by the relevant statutory provisions.
7.3 Copies and reproductions are only permissible with the Language Services Provider’s authorisation.
7.4 Translation memories created during one or more mandates - unless otherwise agreed – are the property of the Language Service Provider.
7.5 Translation memories provided by the Client – unless otherwise agreed – shall remain the property of the Client.
8. Copyright
8.1. The Language Services Provider is not obligated to review whether the Client has the right to translate the source texts or arrange to have them translated. The Client shall expressly guarantee that it owns all the rights required for executing the mandate.
8.2. The Client shall specify the intended purpose for translations that are protected by copyright. The Client shall only acquire those rights that correspond to the specified intended purpose for the translation.
8.3. The Client undertakes to indemnify and hold harmless the Language Services Provider against all claims from third parties due to breaches of copyrights, ancillary copyrights, other industrial property rights or personal protection rights. This shall also apply if the Client did not specify an intended use, or the translation is used for purposes other than the specified purposes. The Language Services Provider shall immediately inform the Client about such claims and notify the Client in the event that legal action is taken. If, after being informed about the dispute, the Client does not join the proceedings as a party to the dispute, the Language Services Provider shall be authorised to acknowledge the plaintiff's claim and to indemnify itself against the Client regardless of the legality of the acknowledged claim.
9. Payments
9.1. Unless otherwise agreed, payment is to be made upon delivery of the language service and after invoicing. The Language Services Provider is authorised to demand an appropriate payment on account upfront. If the Client is located in a third country, 100% advance payment will be agreed in all cases. If collection of the translation has been agreed and the Client fails to collect it on time, the Client’s payment obligation shall start from the agreed date on which the translation was made available.
9.2. In the event of payment delay, the Language Services Provider shall be authorised to retain any documents provided for the mandate (e.g. manuscripts to be translated). An appropriate amount of default interest shall also be charged.
9.3. In the event of non-compliance with the payment conditions agreed between the Client and the Language Services Provider (e.g. payment on account), the Language Services Provider shall be authorised, after prior notification, to cease work on other mandates from the Client until the Client meets its payment obligations. The same applies to mandates for which a set delivery date has been approved (see Point 5.1.). The associated cessation of work shall not result, on the one hand, on the Client having any legal entitlements or, on the other hand, in the rights of the Language Services Provider being prejudiced in any way.
9.4. All payment transfers are to be made in euros. The Client shall pay 100% of any transfer and/or conversion fees due to a transfer from third countries or EU states that do not invoice in euros (no division of charges!). If the Language Service Provider demonstrably incurs costs as a result of a transfer, it shall be entitled to recharge these costs and invoice a handling fee of €5.00 plus 20% VAT for the accounting work required.
9.5. If the Client changes its invoice or delivery data after the contract has been awarded, the Language Service Provider shall be authorised to invoice a handling fee of €5.00 plus 20% VAT.
10. Duty of confidentiality
The Language Services Provider is bound by confidentiality and shall bind its agents to the same level of confidentiality.
The ineffectiveness of individual provisions within these conditions shall not affect the effectiveness of the rest of the contract. If a clause is, or becomes, ineffective or unenforceable, both Parties undertake to replace it with a legally permissible, effective and enforceable clause that comes as close as possible to the economic intention of the provision being replaced.
12. Written form
All amendments and supplements to these General Terms & Conditions and other agreements between the Client and the Language Services Provider must be made in writing.
13. Applicable law and place of jurisdiction
The place of performance for all contractual relationships that are subject to these Terms & Conditions is the place of business of the Language Services Provider. The competent court in the location of the Language Services Provider’s registered address shall be responsible for all rulings on legal disputes arising from this contractual relationship.
Austrian law is deemed to have been agreed, with the exception of the principles of conflicts of laws and the UN Convention on Contracts for the International Sale of Goods.