General Terms and Conditions

General Terms and Conditions for Customers

1. General

SemioticTransfer AG will hereinafter be referred to as ‘SemioticTransfer’.

2. Scope

These general terms and conditions apply to all SemioticTransfer services (particularly translations, multilingual marketing texts, technical documentation, certified translations, proofreading, website content and translation management).

3. Order placement

By placing the order, the Customer accepts these general terms and conditions. Unless otherwise agreed by the Customer and SemioticTransfer, the order is considered to have been placed as soon as it is received by SemioticTransfer in written form (post, email, fax).

4. Use of third parties

SemioticTransfer reserves the right to consult third parties in order to fulfil the contract or to transfer the fulfilment of the contract to a third party.

5. Withdrawing from the contract

The Customer may withdraw from the contract at any time, subject to payment for the cost of work already carried out and to indemnifying SemioticTransfer, provided the order has not been finalised.

6. Quotes – Terms of payment – Invoicing 

Verbal quotes are non-binding. To become binding in nature, they need to be confirmed in writing by SemioticTransfer. Price quotes (always excluding VAT) are binding upon SemioticTransfer for 30 days. 

All invoices must be settled within 10 days of receipt without deduction. Certified translations must be paid in advance for private individuals. After this payment period has elapsed, the Customer is in arrears without the need for SemioticTransfer to issue a reminder. In such cases, SemioticTransfer is entitled to demand interest for late payment, and this interest rate shall be the same as that applied to overdraft facilities by major banks in the financial centre of Baden, and shall be at least 5%. Without the written consent of SemioticTransfer, the Customer is not entitled to offset counterclaims against its invoices.

7. Acceptance and obligation to give notice of defects 

The work produced by SemioticTransfer is deemed to have been accepted unless the Customer notifies SemioticTransfer of the identified defects in writing within 10 days of delivery. The customer must stipulate the exact nature and scope of the work carried out by SemioticTransfer that they consider unsatisfactory.

8. Complaints and warranty 

The warranty is limited to the correction of the work. No other warranty claims will be accepted. The warranty period (during which SemioticTransfer must carry out this remedial work) is 60 days. Any warranty relating to the correct reproduction or translation of names, numbers and postal addresses, as well as non-translatable specialist terms is excluded.

9. Liability 

SemioticTransfer is only liable for the loss of data and documents in cases of deliberate intent or gross negligence. SemioticTransfer is not liable for damage caused by third parties involved in the fulfilment of the contract. SemioticTransfer is not liable for minor negligence. Vicarious liability is explicitly excluded, and in respect of the involvement of third parties, SemioticTransfer is only liable for the careful selection and instruction of those parties. 

In the event of force majeure or other unforeseeable events or impediments to work beyond the control and responsibility of SemioticTransfer, SemioticTransfer is not liable for delays to or loss of work.

10. Fulfilment – Delivery – Transfer of risk 

Delivery is via data transfer (email, FTP transfer) or by post. Other forms of private transport or courier services are equivalent to the postal system in this respect. Upon submission to the postal system or to an equivalent transport company, or upon sending by email or FTP transfer, SemioticTransfer is deemed to have fulfilled its contractual obligations and the risk is transferred to the Customer at this point.

11. Delivery lead times and deadlines

Delivery lead times and deadlines require the express written confirmation of SemioticTransfer to be considered binding in nature.

12. Confidentiality

The data and information transferred to SemioticTransfer by the Customer is handled with the strictest confidentiality. SemioticTransfer also requires its employees and any third parties involved in completing the work to maintain confidentiality.

13. Right of use

Until full and final payment of its invoices has been received, SemioticTransfer retains the right of use to all work.

14. Place of fulfilment – Place of jurisdiction – Applicable law 

The place of fulfilment for payment and the sole place of jurisdiction is SemioticTransfer’s registered office. All services performed by SemioticTransfer and these general terms and conditions are subject to Swiss law.

15. Final provisions 

Any changes or modifications to these general terms and conditions and to this provision are only valid if they have been made in writing, for which purpose notification by email on the part of SemioticTransfer is sufficient. Verbal agreements require written confirmation by SemioticTransfer, without which they are not valid. 

If one or more provision(s) of these general terms and conditions becomes invalid, the other provisions nevertheless remain in force. The invalid provision shall be replaced by one which comes closest to the provision intended by the parties in its economic and other effects.

GTCB for External Partners