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Terms & Conditions

for human translation service

Last updated: August 24, 2022
The managed translation services provided by Text United GmbH, hereinafter referred to as the service provider or TextUnited, are subject to the following General Terms and Conditions.

Services provided

1.1 The following terms and conditions apply to the human translation services provided unless otherwise agreed in writing.

1.2 The Client agrees to inform the service provider what purpose he/she will use the translation for, e.g. whether it serves

1.2.1 only as information,

1.2.2 for publication and advertising purposes,

1.2.3 for legal purposes of patent procedures,

1.2.4 or for any other purposes, for which a special translation of the texts by the translator commissioned with the work is of importance.

1.3 The Client may use the translation for the indicated purpose only. If the Client uses the translation for any other purpose than the one the translation was ordered and delivered for, the Client has no right whatsoever to claim compensation from the service provider.

1.4 If the purpose of the translation is not communicated to the service provider, the service provider has to deliver the translation to the best of its knowledge for the purpose of information (section 1.2.1).

1.5 Unless otherwise agreed, translations are to be delivered by the service provider in an electronic format.

1.6 Unless otherwise agreed, the provisions of ISO 17100 apply with regard to the layout.

1.7 If the Client desires the use of a specific terminology, he has to inform the service provider to this effect and at the same time provide TextUnited with the necessary data. This procedure also applies to the use of specific language variants.

1.8 The Client is exclusively responsible for the technical and terminological correctness of the source text.

1.9 The service provider is entitled to subcontract equally qualified third parties. In this case, however, it still remains the exclusive service provider.

1.10 The service provider’s identity may only be disclosed in the published translation if it has translated the entire text and if no alterations were made without the service provider’s consent.

1.11 The subject matter of the contract does not include checking whether the choice of terminology within the framework of the translation is suitable for bringing about the envisioned legal consequences or for excluding any undesired legal consequences. Such a task can only be carried out by a legal adviser versed in the legislation alluded to in the translated text. We recommend requesting your local foreign trade office for support in selecting a competent legal adviser.

2. Fees

2.1 The fees (prices) for translations are determined in accordance with the rates of the service provider for the respective type of translation and language combination and are presented in a project offer. Translations are charged by word count of the source text.

2.2 Services that exceed normal text processing are charged as mutually agreed upon (e.g. the source text is submitted in special formats; the Client requires a special kind of layout etc.).

2.3 If the execution of the agreed service is not completed due to reasons falling under the responsibility of the Client, for example if the Client does not provide the text or does not meet other cooperative obligations, then the Client is obligated to pay 50% of the contract fee that applies to the service or partial service that was not rendered. This specifically excludes the provision for offsetting expenses pursuant to § 1168 of the Austrian Civil Code (ABGB).

2.4 Estimates are only binding if they are made in writing. In any other form, estimates are non-binding cost objectives.

2.6 Unless otherwise agreed, changes or amendments to the original order can be charged accordingly.

3. Delivery

3.1 Delivery deadlines for the services to be performed by the service provider are only deemed binding if agreed in writing and are contingent upon the timely fulfillment of the Client’s obligations to cooperate, in particular the timely provision of the translation documentation and necessary background information and fulfillment of the agreed terms of payment, and result in the Client being entitled to withdraw from the contract after explicitly setting a reasonable extension (always at least 14 days). In the event the Client asserts its right to withdrawal, the Client is obliged to remunerate the service provider for all expenses incurred up until the time of the withdrawal. Any claims for damage on the part of the Client are excluded, with the exception of damage caused by willful misconduct or gross negligence.

3.2 An agreed delivery deadline or delivery period is only deemed as fixed if this is expressly indicated as such in the agreement in writing.

3.3 Delivery deadlines and/or periods are extended even in the case of a fixed data agreement for all events provided the Client is behind with his/her obligation to cooperate.

3.4 If delivery by the deadline stated in 3.1 or within the delivery period is not possible due to a computer system problem on the side of the service provider, the Client will be informed of such immediately and advised of the next possible deadline. A withdrawal for delays caused by this reason is only possible in compliance with the setting of an extension provision laid down in 3.1. if the substitute deadline is also not upheld.

3.5 All documents provided to the service provider by the Client shall remain in the possession of the service provider after the conclusion of the translation unless otherwise agreed. TextUnited shall have no obligation to keep or otherwise handle these documents. TextUnited is, however, obliged to ensure that these documents cannot be used in any way contrary to the terms of the contract.

4. Force majeure

4.1 In the case of force majeure the service provider has to inform the Client immediately. Force majeure entitles both the service provider and the Client to cancel the contract. In this case, however, the Client has to compensate the service provider for any expenses incurred and services already provided.

4.2 Force majeure includes in particular: accident; labour conflicts; acts of war; civil wars; the occurrence of unforeseeable obstacles which decisively impair the service provider’s ability to fulfill the contract as agreed.

5. Warranty Disclaimer and Limitation of Liability

5.1 All formal complaints regarding the quality of the translation must be lodged within two weeks of delivery of the translation. The complaints must be adequately explained and proved by the Client in writing.

5.2 The Client has to give the service provider a reasonable period of time as well as the opportunity to remedy the defects. If the Client refuses to do so, the service provider is no longer liable for defects. If the service provider remedies the defects within the additional period of time, the Client has no right to a reduction of price.

5.3 If the reasonable additional period of time passes without the service provider’s remedying the defect, the Client has the right to cancel the contract or to demand a reduction of price. Minor defects do not justify the right to cancellation or to a reduction of price.

5.4 Warranty claims do not entitle the Client to withhold or offset agreed payments.

5.5 In the case of translations used for printing, liability for defects shall only be applicable if the Client has expressly informed the service provider of his/her intention to publish the text and if the service provider is provided with the galley proof (author’s proof), including the final version of the text to which no further changes are to be made. In this case, the Client shall pay an appropriate reimbursement for proofreading or an appropriate hourly rate to be charged and invoiced by the service provider.

5.6 There is no liability whatsoever for defects in relation to poorly legible, illegible or incomprehensible source material.

5.7 Stylistic corrections or the adaptations of specific terminology (especially industry-specific, internal company terminology and the like) shall not be deemed translation defects.

5.8 There is no liability for defects involving order-specific abbreviations that were not indicated or explained when the order was placed.

5.9 The service provider shall not be liable for the correct transliteration of names and addresses from source materials that are not written in Latin characters. In such cases it is recommended that the Client include a separate document with the correct spelling of names and other words in capital Latin characters. This shall also apply to illegible names and numbers in birth certificates and other documents.

5.10 Figures are reproduced as submitted in the source text. No liability is assumed for the conversion of numbers, measurements, currencies and the like.

5.11 The service provider is liable as the custodian of manuscripts, source texts, and the like submitted by the Client, pursuant to the Civil Code, for a period of four weeks upon completion of the order, unless said documents have been re-transferred to the Client at delivery. The service provider is not obliged to take out insurance. As for re-transfer of the documents, section 3.5 applies accordingly. The service provider shall not be held liable for the provision of translators, except in cases of damages caused by intent or gross negligence in their selection, pursuant to § 1315 of the Austrian Civil Code (ABGB).

5.12 The service provider cannot be held liable for defects or impairments caused by the transfer of translations via electronic data transmission (e.g. email), except in the case of gross negligence on the part of the service provider.

6. Compensation in damages

6.1 Any claims for damages to be paid by the service provider are limited to the (net) amount invoiced, unless otherwise stipulated by binding law. This limitation shall not apply to cases of gross negligence or intentional acts. There is no liability for lost profit or consequential losses.

6.2 In the event the service provider has taken out liability insurance for financial losses, claims for compensation shall be limited to the amount that is covered by the insurance company in the specific case.

7. Terms of payment

7.1 Unless otherwise agreed, payment shall be made 14 days after invoicing.

7.2 In the case of default of payment, the service provider has the right to retain all rights to translations delivered. An interest rate on arrears of 12% per annum applies.

7.3 In the event that the terms of payment agreed upon by the Client and the service provider are not met, the service provider shall be entitled to cease work on unfinished assignments until such time as the Client meets his/her payment obligations. This also applies to assignments for which a fixed date of delivery has been agreed upon (see Point 3.1). In the event the Client ceases working on the order, the Client shall be entitled to no claims whatsoever, while the rights of the Service provider shall be prejudiced in no way whatsoever.

8. Confidentiality

The service provider shall be obliged to secrecy. The service provider shall take the necessary precautions to ensure that all subcontractors are also obligated to maintain secrecy. However, the service provider shall not be liable for non-compliance with this obligation on the part of subcontractors except in the event of fault in the selection of the subcontractors. The service provider assumes no liability for the security of the electronic transmission.

9. Complete indemnification through the Client

9.1 The service provider shall not be obliged to check whether the Client has the right to translate the source texts or have these translated, but is entitled to assume the Client has all the relevant rights in relation to third parties necessary for performance of the order. The Client expressly assures the service provider that he/she is in possession of such rights.

9.2 In the case of translations protected by copyright, the Client is obliged to declare the purpose for which he/she intends to use them. The Client gains only the rights that correspond to the declared purpose for which the translations are to be used.

9.3 The Client is obliged to indemnify the service provider against all claims by third parties arising from breach of copyright, related rights or other industrial property rights or rights to the protection of privacy. This shall also apply in cases where the Client does not declare the intended purpose or uses the translation for purposes other than those declared. The service provider must notify the Client of any such claims immediately and give third-party notice of a dispute in the event of legal proceedings. In the event the Client does not join the service provider in the proceedings after having been given third-party notification, the service provider shall be entitled to recognize the claim of the plaintiff and claim indemnity from the Client regardless of the legitimacy of the claim recognized.

10. Choice of law, place of jurisdiction

The service provider’s registered office is the place of performance for all contractual/legal relationships subject to these standard terms and conditions. In the case of disputes concerning the existence of said legal relationship, or lack thereof, as well as for cases of disputes arising from said contractual relationship, the service provider has the right of choice whether to start legal proceedings at its own or at the Client’s place of jurisdiction. Legal proceedings against the service provider may only be started at the service provider’s general place of jurisdiction. Austrian law shall apply.

11. Escape Clause

The legal invalidity of individual provisions of this contract shall have no effect on the validity and binding nature of the remaining provisions of this contract.

12. Other (electronic mail)

Every statement, piece of information or confirmation of receipt sent by the service provider by email is deemed as having reached the Client at the time of sending if the email is sent to the last known email address given by the Client (pursuant to § 12 ECG).

All subsidiary agreements, changes and/or amendments to these provisions require the written form if they are to be valid.

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