General Terms and Conditions
1. Scope of services
1.1 These general terms and conditions shall apply to all present and future business relations between a client,hereinafter referred to as client, and Ferris Translations, the company supplying the language services outline in point 1.2, hereinafter referred to as the contractor, provided that nothing else has been expressively agreed upon in writing on an individual basis.
1.2 The scope of services provided to the client comprise of translation, project management as well as planning and execution of all additional services.
1.3 The client is obligated to inform what the purpose of the translation shall be, if is intended for instance
1.3.1 only as information,
1.3.2 to be published and serve as advertisement,
1.3.3 for legal purposes or patent cases,
1.3.4 or for any other purposes, in which a special translation of the texts by the translator in question
are of significance.
1.4 The client shall only use the translations for the indicated purpose. For the case that the client uses the translation for another purpose than that which it had been ordered and delivered, the contractor cannot be held liable.
1.5 Provided the client wishes for specific terminology to be used, they must inform the contractor of this upon sending the necessary documents. This also applies for language varieties.
1.6 The technical and linguistic accuracy of the source text is exclusively
the responsibility of the client.
1.7 The contractor is entitled to forward the contract to equally qualified third parties. In this case, however,they remain the exclusive contractor.
1.8 Provided nothing else has been agreed upon, the regulations set out it in the standard DIN EN ISO 17100-2016-05 shall apply.
2.1 The payment (prices) for translations are determined according to the contractor’s rates (price lists), which are to be applied for the respective type of translation.
2.2 Unless otherwise agreed, the source text (the text to be translated) forms the basis of the calculation.
2.3 If a quote is submitted, this only applies if it is made in writing.
2.4 Quotes submitted without viewing the translation documents only apply as non-binding guidelines.
2.5 Unless otherwise agreed, contract changes or additional contracts can be charged at appropriate prices.
2.6 The full fee of an initial translation can be charged for proofing external translations.
3. 1 The mutual written declarations are definitive for the translation delivery deadline.
If the deadline is an important part of the contract accepted by the contractor, the client must expressly advise this in advance.
For the deadline to be upheld, all documents to be submitted by the client must be done so adequately and on time (e.g. source texts and all necessary background information), and the agreed payment conditions and other obligations must also be upheld. If these requirements are not met in time, the deadline is extended appropriately.
3.2 All liabilities associated with the delivery and deadlines (transfer of files) are borne by the client.
4. Liability for defects (Guarantee)
4. 1 Defects must be sufficiently explained in writing and proven by the client.
4.2 To correct the defects, the client must give the contractor an opportunity to redo the translation, and set an appropriate deadline for this. If the client refuses to do this, the contractor is exempted from liability of defects.
4.3 If the contractor does not meet the deadline agreed upon to rectify the defects, the client has the option to withdraw from the business contract or ask for a price reduction. For minimal defect, the right to withdraw from the business contract is prohibited.
4.4 For translations used for print works, a liability for defects only exists if the client has expressly stated in writing in their contract that they intend to publish the text and if the contractor is provided with galley proofs (author’s correction) up to and including the version of the text after which no more changes are made. In this case, the contractor must be paid an appropriate remuneration for the correction or an appropriate hourly rate to be charged by the contractor.
4.5 No liability for defects exists for the translation of hard-to-read, illegible/incomprehensible master copies. This also applies for proof-readings of translations in point 2.7 and 4.4.
4.6 Stylistic improvements/adjustments of specific terminology (particularly of industry/company-specific terminology) etc. are not considered translation defects.
4.7 No liability for defects exists for contract-specific abbreviations not stated/explained by the client when awarding the contract.
4.8 Numbers are only reproduced as per the manuscript. No liability is assumed for converting numbers, dimensions, currencies or similar.
4.9 The contractor is liable for manuscripts, originals and similar documents provided by the client, insofar as these are not returned to the client with the delivery, as custodian according to the General Civil Code for four weeks after completion of the contract. An insurance obligation does not exist. Point 3.5 applies accordingly for reimbursement.
4.10 No liability is assumed for the assignment of translators or interpreters, except for damages caused on purpose or through gross negligence during selection.
4.11 No liability is assumed for proof-readings according to point 2.7 if the source text is not provided.
4.12 When sending translations by data transfer (such as email, modem etc.), the contractor is not liable for defects and damage (such as transfers of viruses, breaching of duties of non-disclosure) arising here, unless the contractor is grossly at fault.
All compensation claims against the contractor are, unless otherwise urgently stipulated, limited to the invoice amount (net). Exceptions to this compensation restriction are cases in which the damage is caused on purpose or through gross negligence.
6. Property rights
6.1 All documents in connection with the order and commissioning are to remain the property of the contractor until complete payment has been made.
6.2 Provided nothing else has been agreed upon, Translation Memories, remain the property of the contractor.
6.3 Translation Memories placed at the disposal of the contractor by the client shall remain the property of the client.
7.1 The contractor is not obliged to check whether the client is entitled to translate the source texts or have these translated, but can instead assume that the client is entitled to all rights to third parties which are necessary to execute the contract. The client expressly ensures that they hold these rights.
7.2 The client must state the intended purpose for copyrighted translations. The client only acquires those rights corresponding to the stated intended purpose of the translation.
7.3 The client is obliged to indemnify the contractor for all claims asserted by third persons and arising from breaches of copyrights, ancillary copyrights, other industrial property rights or intellectual property rights. This also applies if the client does not state the intended purpose or uses the translation for purposes other than those stated.
The contractor must immediately advise the client of such claims and serve third party notice to them for legal action. If the client does not enter into the proceedings as part of the contractor’s joinder in response of the third party notice, the contractor is entitled to acknowledge the plaintiff’s claim and be indemnified by the client, regardless of the legality of the acknowledged claim.
8. 1 Unless otherwise agreed, payment must be made upon finishing translation, 10 days after making the delivery. The contractor is entitled to demand an appropriate down-payment. Advance payment of the full contract total can be requested from private individuals and foreign clients. If collection is agreed on, and the translation is not collected on time by the client, the client’s payment duty takes effect on the day the translation is made available for collection.
8.2 If there is a payment delay, the contractor is entitled to withhold available contractual documents (e.g. manuscripts to be translated). During payment delays, default interest of 2% above the respective EURIBOR (Euro Interbank Offered Rate) is charged.
8.3 If the payment conditions agreed on between the client and contractor are not upheld, the contractor is entitled to cease work on the contracts until the client complies with their payment obligations. This also applies for contracts for which a fixed deadline has been agreed on (see point 3.1).
9. Duty of confidentiality
The contractor is bound to confidentiality and must ensure that parties contracted by them are also bound to confidentiality. The contractor is not liable if this duty is not upheld by the subcontractors, except in cases of gross negligence in selecting the subcontractor.
10. Applicable Law
The place of execution for all contractual relationships underlying these general terms and conditions is the contractor’s place of business, Vienna. For legal disputes on the existence or non-existence of such a legal relationship, and for disputes arising from such contractual relationships, the place of jurisdiction is that of the contractor, or the client’s general place of jurisdiction at the contractor’s discretion for suits made by the contractor. For suits against the contractor, the contractor’s general place of jurisdiction is exclusively competent. Austrian law shall apply.