General Terms and Conditions of Business for Translators, Specialists & Companies
§ 1 - General Information
(1) Only these Terms and Conditions (GTC) below shall apply for all existing and future legal transactions between The T Works Translations Ltd (hereinafter referred to as the "Customer") and the Translator or other Specialists or Companies (hereinafter referred to collectively as the “Vendor”). The GTC shall apply within the framework of an ongoing business relationship for all future orders, offers, deliveries and services, even without their explicit inclusion.
§ 2 - Suitability and qualification
(1) The Vendor assures that he/she has adequate qualifications and has provided truthful information about themselves.
(2) The Customer is entitled to request the submission of the relevant documentation from the Vendor to verify this information and to store this in order to fulfil its contractual obligations.
§ 3 - Scope of Services
(1) The Vendor receives individual offers from the Customer for the services, described in the offer (including, but not limited to translation, proofreading, desktop publishing, subtitling, etc.). With the acceptance of the offer by the Vendor, an Order is considered accepted by the Vendor on the conditions specified in the offer.
(2) The Vendor must provide the service themselves. Without prior approval by the Customer, the Vendor is not authorised to make use of employees or third parties to execute the Order. If a Company is commissioned, the Company is obliged to select and monitor the subvendor carefully. The Company is obliged to provide the name of the subvendor selected to the Customer on request or to select a specific/other subvendor to perform the translation.
(3) The Order must be performed carefully on the principles of good professional practice. The Vendor agrees to only submit carefully performed Order. In principle, the Vendor is not entitled to provide partial services. The Customer shall receive the Order in the agreed copy by the agreed delivery time.
(4) The Vendor is provided with the required forms of the translation (purpose, delivery on data carriers, number of copies, readiness for printing, external form of the translation, etc.) as well as the information and documents necessary for the production of the Order. He/she commits to render the Order correctly and professionally in the agreed language and to perform the Order without making abridgments, additions or any other changes to content. Depending on the nature of the original text, translations should be literal, figurative and according to the intention of the original text in accordance with the applicable quality standards in the translation industry for the respective language area. Shared individual specialist terminology introduced by the client is to be taken into account.
(5) The Vendor must immediately contact the Customer in the event of questions or uncertainties. Direct contact with the client of the Customer is not permitted.
(6) To ensure quality, the Customer is entitled to perform a spot check of the texts submitted by the Vendor. The Vendor has no right to the review of the texts he/she submits.
§ 4 - Granting of Rights
(1) With the dispatch of the Order, the Vendor declares that he/she has composed it themselves and no other third-party rights exist regarding the Order other than those which already existed regarding the object handed to him/her for performance. Companies ensure that no third-party rights regarding the Order exist.
(2) With the dispatch of the Order, the Vendor grants the Customer the exclusive right to use and exploit the Order without restriction with regard to time, territory and locality. This includes in particular the right to edit, alter, reproduce, publicly reproduce or use the provided services in any other way as well as all rights required for the respective contract purpose of the client.
(3) The Customer is entitled to grant or transfer usage rights for the Order to third parties, in particular their clients, and to forward the Order to them for free use.
(4) The Vendor waives their right to be described or named as the author.
§ 5 - Remuneration
(1) The Vendor receives the remuneration agreed in the respective offer. This is based on word/lines or numbers of pages, language combination, difficulty, specialist area of the translation or as a lump sum. The remuneration specified in the offer is net plus the applicable sales tax, insofar as these arise. Remuneration is in euros, unless another currency has been agreed. The following definitions apply:
(2) lines: 55 characters
(3) pages: 30 lines
(4) The Vendor must submit a proper invoice to the Customer each month, on the last working day, regarding the respective service with indication of the currently valid sales tax or the statement of the reasons for not calculating sales tax. The invoices are due on the 25 day of each month, but not before the receipt of the relevant invoice.
(5) The Vendor must arrange for the taxation of the income from Orders themselves in accordance with applicable laws.
(6) Any costs and expenses are covered by the agreed remuneration. A claim for the reimbursement of additional costs and expenses in the framework of the Order performance exists only to the extent that such costs have actually been demonstrably incurred and have been agreed with the Customer.
(7) A right to advance payment of costs does not exist. The Vendor is also not entitled to charge for partial services, unless otherwise specified.
§ 6 - Confidentiality
(1) The Vendor must treat the information which he/she becomes aware of in the framework of the contractual relationship from the Customer and/or its clients and all documents and materials handed to them as confidential and shall undertake not to use, exploit or pass these on to third parties without express written consent. He/she must also permanently delete the data immediately after final completion of an order. If the Vendor has already deleted the data, but it is obliged to rework the Order, the Customer shall provide him/her with the necessary data.
§ 7 - Warranty, default
(1) The Customer holds the right to claim from the Vendor elimination of defects, concerning the Order, within the agreed warranty term, equal to 1 year from the date of the Order delivery.
(2) If the Vendor does not eliminate the asserted defects within a reasonable time, the Customer is entitled to have the defect remedied, at the cost of the Vendor, by another specialist or, alternatively, reduce or cancel the remuneration.
(3) The Vendor defaults on their services in the event of non-delivery, or defective delivery, of the service. He/she must compensate the Customer for the resulting damage. The Customer is entitled to set the Vendor a reasonable deadline for the delivery of the service and, if this deadline expires unsuccessfully, to withdraw from the contractual relationship and to claim damages.
(4) The Vendor must inform the Customer immediately as soon as he/she becomes aware of circumstances that could impair timely submission.
§ 8 - Liability
(1) The Customer shall only be liable for damages due to wilful or grossly negligent breach of duty by the Customer, its legal representatives or vicarious agents. This applies accordingly in the event of the violation of pre-contractual or collateral obligations as well as for defects and damage resulting from defects.
§ 9 - Exemption
(1) The Vendor exempts the Customer from all third-party claims made against the Customer due to the Order. This includes in particular claims due to the content of the Order and/or other property rights of third parties (such as intellectual property rights). This exemption also includes the assumption of the resulting costs of prosecution and defence.
§ 10 - Final provisions
(1) The law of Republic of Ireland shall apply.
(2) The place of jurisdiction for all disputes arising from the contractual relationship is Ireland.
(3) Should individual provisions of the GTC between the parties be ineffective or impracticable or become invalid or infeasible, the validity of the rest of the GTC shall remain unaffected.