Translation Agency
UniTranslate

§ 1 - General

(1) For all existing and future legal transactions between NLP GmbH or under the domain name UniTranslate, Untere Wiltisgasse 5, CH-8700 Zurich (hereinafter referred to as NLP) and translators or the agency (hereinafter uniformly referred to as translators, unless the agency is expressly named), the following terms and conditions shall apply exclusively. In the context of an ongoing business relationship, these terms and conditions shall also apply to all subsequent orders, offers, deliveries and services without further express reference.

 

§ 2 - Authorisation and qualifications

(1) The translator warrants that he/she has the qualifications specified in the contract and that the personal details provided by him/her are correct.

(2) NLP is entitled to request the translator to submit suitable documents to confirm this information and to store this data until the fulfilment of its contractual obligations.

 

§ 3 - Scope of services

(1) NLP shall submit an offer to the translator for the translation of a specific text or a series of texts. If the translator accepts this offer, a translation contract shall be concluded between the parties under the conditions stated in the offer.

(2) The translator shall fulfil his obligations himself. This also applies to groups of translators (agencies). The translator is not authorised to use employees or third parties to provide this service without the prior consent of NLP. If agencies are commissioned, the agency shall be obliged to carefully select and monitor the translator. The agency is obliged to inform NLP upon request of the name of the specifically selected translator or to entrust a specific/other translator with the translation.

(3) The translation shall be carried out in accordance with the principles of proper professional practice. The translator may only submit carefully translated texts. He is not authorised to submit partial translations. NLP shall receive the translation in the form and by the deadline specified in the contract.

(4) The translator shall be informed in good time about the type of translation (intended use, data carriers to be used, number of copies, etc.) and about the information and materials required to carry out the translation. The translator shall translate the source text in the specified language in an appropriate and professional manner and deliver a translation without abridgements, additions or other changes to the content. The translation shall be prepared in accordance with the quality standards customary in the industry and shall reproduce the meaning of the source text either literally or analogously, depending on the source.

(5) In the event of questions or ambiguities, the translator must contact NLP immediately. The translator is prohibited from contacting NLP's client directly.

(6) NLP is authorised to randomly check the texts submitted by the translator for the purpose of quality assurance, but is not obliged to check translated texts.

 

§ 4 - Granting of rights

(1) By submitting a translation, the translator declares that he/she is the sole author and that third parties have no further claims to the translation than those that existed at the time the source text was received. The agencies shall ensure that no third parties have any claims to the translation.

(2) The translator grants NLP the exclusive, temporally, spatially and geographically unrestricted rights of use to his translation with the transmission of his translation. This includes in particular the right to edit, modify, reproduce, publish or otherwise utilise the translation as well as all rights required by the client to use the translation for the intended purpose.

(3) NLP shall be entitled to grant or transfer rights of use to third parties, in particular to its clients, and to authorise them to use the translation.

(4) The translator waives his right to be named or recognised as the author of the translation.

 

§ 5 - Fee

(1) The translator shall receive the fee agreed in the contract. This shall be based on the number of words, lines or pages, the language combination, the degree of difficulty, the specialised field of the translation or shall be fixed as a lump sum. The fee stipulated in the contract is net, plus VAT at the applicable rate. The fee shall be invoiced in Swiss francs unless another currency has been agreed. The following definitions apply:

(2) Lines: 55 characters

(3) Pages: 30 lines

(4) The translator shall provide NLP with a proper invoice for the services rendered by the end of the month at the latest and either show the applicable VAT in the invoice or justify the exclusion. Invoices are due on the 15th and 30th of each month, but not before receipt of the invoice.

(5) The translator shall pay tax on the income from the translations in accordance with the statutory provisions applicable to him.

(6) All costs and expenses are included in the fee. Claims for reimbursement of costs incurred in the performance of the contractually agreed translation service shall only be recognised if they can be proven and NLP has previously agreed to them.
(7) The translator is not entitled to an advance payment. The translator is also not entitled to charge for partial translations.

§ 6 - Confidentiality
(1) The translator shall treat all information received about NLP and/or its customers as well as all documents and materials received in the context of the order as confidential. He may neither use nor utilise them, nor use, utilise or pass them on to third parties. In addition, the translator must delete this data immediately after fulfilment of the order. Should the translator subsequently need to revise or supplement the translation after he has deleted this data, NLP shall provide him with the necessary data.

§ 7 - Warranty rights, delay
(1) NLP has warranty rights against the translator.
(2) If the translator does not rectify the claimed defects within a reasonable period of time, the translation agency shall be entitled, at its discretion, to have the defects rectified by a third party at the translator's expense, to demand a reduction in the fee or to withdraw from the contract.
(3) If a translation is not delivered or is rejected, the translator shall be in default. The translator shall compensate NLP for any damages incurred as a result. NLP shall be entitled to set the translator a reasonable period of grace to revise the translation. In the event of non-compliance with this grace period, NLP may also withdraw from the contract and demand compensation.
(4) If circumstances arise which prevent timely delivery, the Translator shall contact NLP immediately.

§ 8 - Liability
(1) NLP shall only be liable for damages resulting from an intentional or grossly negligent breach of duty by NLP, its legal representatives or vicarious agents. This also applies to pre-contractual breaches of duty and breaches of duty within the framework of a subcontract as well as for damages caused by defects and consequential damages. NLP's liability under the Product Liability Act and liability for damages resulting from injury to life, limb or health shall remain unaffected.

§ 9 - Indemnification
(1) The translator shall indemnify NLP against all claims of third parties that may be asserted against NLP on the basis of the translation. This includes in particular claims due to the content of the translation service and/or other industrial property rights of third parties. This provision also exempts NLP from the costs of legal prosecution and legal defence arising from such claims.

§ 10 - Final provisions
(1) The law of the Federal State of Switzerland shall apply to the exclusion of the UN Convention on Contracts for the International Sale of Goods.
(2) The place of fulfilment and jurisdiction for all disputes arising from the contract is Zurich.
(3) Should individual provisions of the present contract between the parties be invalid or unenforceable or become invalid or unenforceable after conclusion of the contract, this shall not affect the validity of the remainder of the present contract.