General Terms and Conditions (GTC)
Mit anderen Worten e.U.
1. General principles / scope
1.1. These general terms and conditions (in short GTC) apply exclusively for all legal transactions between the client and mitanderenworten. The version valid at the time of the conclusion of the contract is decisive in each case. The company mitanderenworten concludes contracts only on the basis of the following terms and conditions. Clients expressly acknowledge that they have taken legally binding notice of these GTC, so that they have become part of the contract. This shall also apply in the event that the client refers to their own general terms and conditions.
1.2. These general terms and conditions shall also apply to all future contractual relationships, therefore even if no express reference is made to them in the case of additional contracts.
1.3. Conflicting respective general terms and conditions of the client shall not be part of the contract unless they are expressly accepted in writing by mitanderenworten.
2. Scope of performance
2.1. Mitanderenworten provides language and text services to the client. In particular, these include translations, text productions of various kinds, editing, proofreading, audio book recordings, and intersectional analyses.
2.2. Mitanderenworten undertakes to perform all assigned activities to the best of its knowledge, in accordance with general rules (e.g. those for language service providers) and with the principles of economic efficiency. However, the company does not owe success. It is not responsible for ensuring that its service fulfills the purpose desired by the client. It is the responsibility of the client to ensure that, wherein mitanderenworten is on the side of their clients to ensure that the service is provided in a professional manner, at a high-quality level, and in accordance with the latest standards, in order to achieve the mutually agreed upon goals.
2.3. In the event that the client uses the created, analyzed, corrected, proofread and/or translated text or audio recordings for a purpose other than the agreed one, mitanderenworten shall not be liable in any way. Not even if the delivered end product does not belong to the above-mentioned services.
2.4. Translated, created, edited and/or corrected texts shall be delivered by mitanderenworten – unless otherwise agreed – in single copy in electronic form.
2.5. Audio recordings shall be delivered by mitanderenworten in a common application; these include the audio file formats M4A, FLAC, MP3, MP4 and WAV. If the client wishes to use a specific technology, mitanderenworten must be informed of this and – if this is not a mandatory common application – we must be provided with access to the desired technology.
2.6. Source texts to be translated shall not be corrected or reviewed by mitanderenworten unless otherwise agreed. The technical and factual accuracy of the source texts to be translated or corrected/edited is the sole responsibility of the client.
2.7. The name of our company may be attached to published translations only if we have translated the entire text and no not agreed upon changes have been made to the translation.
3. Prices, additional conditions for invoicing
3.1. The prices of our services are based on the price presentation on our website, whereby the client will be informed as soon as possible – after receipt of the order and a more detailed analysis of the product to be processed/produced – about the price to be paid in a breakdown of the costs; communication in this regard shall take place by e-mail or the client shall be sent an e-mail with the information on the agreed broken-down price after a joint discussion.
3.2. This itemized price (cost estimate) shall be binding after it has been sent – unless a new price is sent by mitanderenworten. Our prices presented on the website are to be considered as a non-binding guideline.
3.3. Of course, the cost estimate is prepared to the best of our knowledge, but may be subject to change. If cost increases in excess of 15% occur after the order has been placed, mitanderenworten will notify the client immediately. If the cost overruns are less than 15%, this notification shall not be necessary and we shall invoice the newly incurred costs without prior notification of the client.
3.4. The basis of calculation shall be the agreed basis as shown on the mitanderenworten website, e.g. number of pages and lines as well as hourly rate.
3.5. In case of order changes or additional orders, the agreed, recalculated and itemized price will be sent to the client via e-mail after joint communication by mitanderenworten.
3.6. For express orders and work to be completed over the weekend, mitanderenworten may charge surcharges, which must be agreed upon in advance with the client and confirmed by us via e-mail.
3.7. We are entitled to demand partial payments. These will of course be agreed in advance with the client and confirmed by mitanderenworten by e-mail.
3.8. If one or more partial payments have been agreed upon between the client and mitanderenworten, we are entitled to suspend work on current orders for the client without legal consequences for mitanderenworten until the client fulfills his payment obligations. They will be informed immediately about the suspension of work.
4. Deadlines, delivery
4.1. The delivery date shall be agreed upon between mitanderenworten and the client. It is an essential part of the contract of the order accepted by us. If no exact delivery date is agreed upon, we shall provide the requested service within a reasonable period of time. If it is not possible for us to meet the delivery date, we will inform the client immediately and indicate the delivery date by which the service can be provided by mitanderenworten.
4.2. The timely receipt of all necessary – previously discussed – documents from the client and compliance with the agreed terms of payment (e.g. in the case of partial payments) are essential for compliance with agreed delivery dates. In the event of non-fulfillment of the obligation to provide and pay, the delivery period may be extended accordingly by the period of non-fulfillment. In this case, it shall be incumbent upon mitanderenworten to assess whether the agreed delivery date can be guaranteed even in the event of delayed payment and/or provision of documents. Should this be possible with an additional charge for express and weekend work only, we will inform the client immediately.
4.3. If the agreed service cannot be provided or delivered (on time) due to the conduct of the client (e.g. necessary documents are not provided or not provided in time or any other violated obligation to cooperate), mitanderenworten shall be entitled to a cancellation fee in the amount of 50% of the order value of the agreed service or partial service, which shall not be subject to the judicial right of mitigation. A crediting of what mitanderenworten has acquired, intentionally failed to acquire or saved due to these events shall not take place.
4.4. The risk associated with the transmission of documents to be provided by the client shall be borne by the client. The risks connected with the transmission of the service shall be borne by mitanderenworten.
4.5. Unless otherwise agreed, the documents provided by the client to us shall remain with mitanderenworten after completion of the (translation) order. We shall ensure that these documents are carefully stored so that unauthorized persons do not have access to them, the confidentiality obligation is not violated and documents are not used in violation of the contract.
5. Force majeure
5.1. In the event of force majeure, mitanderenworten shall immediately notify the client. Both mitanderenworten and the client are entitled to withdraw from the contract due to force majeure. However, the client shall compensate mitanderenworten for any expenses already incurred.
5.2. Force majeure includes acts of war, civil war or the occurrence of unforeseeable events that demonstrably impair mitanderenworten’s ability to complete the order as agreed and similar events. Natural disasters or epidemics are also considered as force majeure.
6. Secrecy / data protection
6.1. We at mitanderenworten undertake to maintain secrecy about all business matters of the client that come to our knowledge, in particular this concerns business and trade secrets.
6.2. The confidentiality is limited to 5 years after termination of the contractual relationship.
6.3. Mitanderenworten is entitled to process data transmitted to us or other personal information entrusted to us within the scope of the purpose of the contractual relationship and to store such data even after the end of the contractual relationship if such storage or processing is necessary for the fulfillment of the order or is required by law, for example in the case of data for invoicing purposes. After expiry of this period, the data will be deleted.
6.4. Insofar as it is a matter of information provided by clients for communication purposes (e.g. e-mail address or telephone number), they agree that the contact data may be processed and stored. We take the liberty of sending information on current projects for advertising purposes. Clients can inform us at any time that they do not wish to receive advertising information from mitanderenworten (any more).
6.5. The right of the client to demand the deletion of his data will only be complied with if mitanderenworten is under no legal obligation to store personal data.
7. Liability for defects (warranty)
7.1. All defects must be explained and proven in writing by the client in a sufficient form, for example in a defect protocol. Mitanderenworten shall be notified about any defects within one week after delivery of the service.
7.2. The client shall grant mitanderenworten a reasonable period of time and the opportunity to remedy and improve our performance in order to rectify or eliminate defects. If the defects are remedied by us within that period, the ordering parties shall not be entitled to a price reduction.
7.3. If mitanderenworten allows the granted reasonable period to expire without remedying the defect, the client may rescind the contract (cancellation) or demand a reduction of the remuneration (price reduction). In the case of minor defects, however, there shall be no right to withdraw from the contract.
7.4. Stylistic improvements or adjustments of specific terminology (in particular industry or company-specific terminology) or similar shall not be considered translation defects.
8. Compensation for damages
8.1. All claims for damages against mitanderenworten are limited to the amount of the invoice amount (net), unless otherwise mandated by law. Excluded from this limitation of damages are cases in which the damage was caused by gross negligence or intentional misconduct on our part or for damages to persons according to the Product Liability Act, which were demonstrably caused by a faulty translation or text creation.
8.2. Claims for damages by the client must be asserted in court within six months of knowledge of the damage and the damaging party, but no later than 12 months after termination of the respective service contract, otherwise the assertion is excluded. An extension of the cooperation does not extend this period. The client has to prove that the damage is due to the fault of mitanderenworten.
8.3. In the event that the client uses the translation or other services for a purpose other than that stated, mitanderenworten shall not be liable for damages.
9. Reservation of ownership
9.1. All documents provided to the client in connection with the order shall remain the property of mitanderenworten until full payment of all liabilities arising from the contract.
9.2. Any kind of documents not included in the order, such as translation memories, terminology databases, parallel texts, software, brochures, catalogs and reports, general notes and those from brainstorming sessions, as well as all cost-generating documents, such as literature or scripts, remain the (intellectual) property of mitanderenworten and are protected by the relevant legal provisions. The passing on and duplication may only take place with our agreement.
9.3. Documents provided by the client remain – unless otherwise agreed – the property of the client.
10.1. We are not obliged to check whether the client has the right to translate the source texts or to have them translated. The client expressly warrants to mitanderenworten that they hold all rights necessary for the execution of the order.
10.2. In the case of some language services, the language service provider shall remain the author of the language service as its intellectual creator and shall therefore be entitled to be named as the author. Upon full payment of the fee, the client acquires the agreed rights of use to the language or text service. Our name may only be added to a published text or part of a text if the entire service originates unchanged from mitanderenworten or, in the case of changes, after our subsequent consent.
10.3. The client is obligated to indemnify and hold us harmless from and against any and all claims asserted by third parties arising from infringements of copyrights, ancillary copyrights, other industrial property rights or personal rights. This shall also apply if the client has not specified a purpose of use or if the translation or the text produced is used for purposes other than those specified. Mitanderenworten will notify the client of such claims without delay and pursue them legally.
11.1. Unless otherwise agreed, payment shall be made upon delivery of the text or language service and after invoicing.
11.2. Mitanderenworten is entitled to demand a reasonable advance payment in advance.
11.3. If collection has been agreed upon and the translation or the completed text order is not collected by the client in a timely manner, the client shall be obligated to pay on the agreed date for collection.
11.4. In the event of a delay in payment, mitanderenworten shall be entitled to retain any order documents provided (e.g. manuscripts to be translated or produced). In case of default of payment, interest on arrears in an appropriate amount (8% above the base interest rate) as well as reasonable reminder fees will be charged.
11.5. In the event of non-compliance with the terms of payment agreed upon between the client and mitanderenworten (e.g. advance payments), we shall be entitled to suspend work on this and other orders from the same client, after prior notification, until such time as the client meets its payment obligations. This shall also apply to orders for which a fixed delivery date has been agreed. On the one hand, no legal claims shall accrue to the client as a result of the cessation of work, and on the other hand, the rights of mitanderenworten shall not be prejudiced in any way.
12. Severability clause
12.1. The invalidity of individual provisions of these terms and conditions shall not affect the validity of the remainder of the contract.
12.2. Should a clause be or become invalid or unenforceable, both parties undertake to replace it with a legally permissible, valid and enforceable clause that comes as close as possible to the economic intention of the provision to be replaced.
13. Written form
13.1. All amendments and/or supplements to these general terms and conditions and other agreements between the client and mitanderenworten must be in writing.
14. Anwendbares Recht und Gerichtsstand
14.1. The place of performance for all contractual relationships subject to these terms and conditions is the registered office of mitanderenworten, Vienna, 1200
14.2. The court having subject matter jurisdiction at the registered office of mitanderenworten shall be responsible for deciding all legal disputes arising from this contractual relationship.
14.3. Austrian law shall apply.