Terms always come
General terms and conditions
These terms and conditions apply to all legal relations between the client and WIENERS+WIENERS GmbH (hereinafter: ‘contractor’). Conditions contrary to or deviating from these are not recognised, except where the contractor expressly agrees to this.
II. Scope of service
- The scope of services to be performed by the contractor in each case arises from the binding written order issued by the client.
- Insofar as the client does not issue any special, written instructions (briefing), the form of the original text will be routinely retained. The contractor is however only obliged, with the aid of certain reference objects, to specifically design or format the text or parts thereof supplied to the client, if the client expressly issues written instructions to this effect.
- Translations will be undertaken in a generally accepted, lexicographically allowable and comprehensible way. Insofar as no specific written instructions or documents are supplied with the order, specialist terms will be revised or translated in line with the generally accepted, lexicographically allowable and comprehensible version.
- The client will bear responsibility for the documents it supplies being unobjectionable in terms of competition law, trademark law or right of publicity and/or on other grounds.
III. Prices and payment terms
- The prices and services of the contractor are governed by the current valid price list. The composition of texts or undertaking of on-screen revisions is calculated according to the time taken. All prices include applicable sales tax.
- All incidental expenses such as telephone, postage, fax or courier costs will be paid by the client.
- Insofar as the order confirmation stipulates no other arrangement, the fee for the service provided by the contractor falls due without deductions within 14 days following billing date. The consequences of payment delay are governed by statutory regulations.
- The client only has the right to offset charges where his counter-claims have been established in law, or are undisputed or acknowledged by the contractor.
IV. Delivery times
- Where no special delivery date has been agreed between the parties, the contractor will deliver completed texts within the period required for their careful processing.
- Delivery times are binding insofar as this is expressly agreed. They will be calculated in terms of working days (apart from Saturdays).
- Insofar as the parties do not expressly agree a different arrangement, the contractor shall be entitled to dispatch to the client by email or fax the texts it has revised, edited or translated.
- Where, in the event of delay, the client sets an appropriate further deadline, and where this expires without completion of the service, the client is entitled to withdraw from the agreement. Compensation for failure to deliver shall only be owing to the client if the delay has been caused wilfully or by gross negligence or due to infringement of a key contractual duty. In the case of ordinary negligence, the contractor’s liability shall always be limited to any predictable, typically occurring loss/damage.
- The limitations on liability as under IV. 4 do not apply insofar as a commercial fixed-date deal has been agreed. The same applies if, due to delay caused by the contractor, the client can demonstrate that his interest in fulfilment of the agreement has lapsed. In such cases, liability shall be limited to predictable, typically occurring loss/damage.
- Where the client withdraws from the agreement without the contractor causing this, the client shall be obliged to pay all costs and translation fees accruing up to receipt of the written declaration of withdrawal, and no less than a cancellation fee amounting to 50% of the agreed value of the contract, except where the client can demonstrate that the contractor has incurred less actual expenditure than this.
V. Claims for defective work
- The client’s claims for defective work are conditional on the client checking the processed text immediately following its receipt and issuing to the contractor a written complaint along with a precise description of the defect, immediately after checking in the case of clearly apparent defects, and immediately after discovery in the case of hidden defects (§ 377 HGB).
- The contractor shall be given an opportunity to check the defect that is the subject of complaint.
- Claims for defective work shall not exist insofar as the defect is insignificant. The use of a certain, linguistic and factually correct translation, which the client objects to only on other grounds, such as stylistic ones, shall be deemed insignificant in this sense, and not defective.
- Insofar as a defect exists for which the contractor bears responsibility, the contractor shall be entitled to retrospective fulfilment either by making good the defect or new delivery, as it sees fit. Before the client can assert further claims or legal rights (withdrawal, reduction, compensation, expenses reimbursement, self-remedy) the contractor must first be given an opportunity to make retrospective fulfilment within an appropriate period insofar as it has not given any other guarantee. If the second of two attempts at retrospective fulfilment also miscarries, or if it is not possible, or the client cannot be reasonably expected to permit it, or if the contractor refuses to make retrospective fulfilment, the client can withdraw from the agreement or reduce payment (reduction). The assertion of compensation and expense reimbursement claims is governed by VI.
- Claims for defective work expire in 12 months following transfer of risks, except where the contractor wilfully caused the defect or did so in gross negligence. This limitation period also applies to consequential harm caused by a defect. Statutory limitation regulations in the case of malicious concealment of a defect shall remain unaffected.
- The contractor shall not be liable for faulty editing, translations or other faulty services as a result of incorrect, incomplete or illegible information, faulty source texts or other imperfect material provided by the client.
- The assertion of loss/damages claims and expense reimbursement due to defects in the work supplied is excluded insofar as the contractor cannot perform retrospective fulfilment for reasons for which it is not responsible.
- The assertion of compensation claims for loss/damage due to defective work is conditional on the defective work being the fault of the contractor. The contractor is only liable for consequential harm caused by a defect due to defective performance of a service insofar as the loss/damage is due to, at least, negligent infringement of a key contractual duty.
- All other compensation claims and claims for expenses reimbursement by the client are excluded, irrespective of the legal grounds, in particular arising from infringement of duties relating to or in connection with the contractual obligation, or from fault either before or at the time the agreement was concluded, or from unpermitted action. This does not however apply in the case of wilful or gross negligence, injuries to life, limb and health, or in the case of acceptance of a guarantee for the provision of a particular attribute, or in the case of a negligent infringement of a key contractual duty.
- The contractor shall only be liable for loss or destruction of the documents or master copies made available by the client in the case of wilful or gross negligence, and only up to the value of the material replacement cost.
- In no case shall the contractor be liable over and above lawful claims. In the case of ordinary negligence, the contractor’s liability is limited to predictable, typically occurring loss/damage. Changes to the burden of proof are not connected with the provisions in VI. 1 to VI. 4.
VII. Place of jurisdiction/Place of performance
- Hamburg is the place of jurisdiction.
- The contractor’s business premises are the place of performance for its services. The place of fulfilment for payment obligations is Ahrensburg.
- Should any clauses of the present terms and conditions become legally invalid, the validity of the other clauses shall remain unaffected.