All goods and services are provided subject to the following terms and conditions: In submitting a text for translation or booking an interpreter, any individual or corporate body (hereinafter referred to as “Client”) enters into a binding agreement with the translation company (hereinafter referred to as “Company”), said agreement being covered by the following terms and conditions:
1.1 When commissioning a translation, Client shall clearly indicate the intended use of translation, e.g. whether required for:
(a) information only
(b) publication and advertising
(c) legal purposes or patent proceedings
(d) any other purpose, where the particular rendering of the text by the translator employed is liable to be of consequence.
1.2 Should the Client desire to use a translation for another purpose than that for which it was originally supplied, the Client shall obtain confirmation from the Company or another competent authority that the translation is suitable for the new purpose. The Company reserves the right to amend and adapt such a translation previously supplied (if necessary) for the new purpose and make a further charge for such work.
1.3 In the event of use of the translation by the Client for a purpose other than that for which it was supplied, the Client shall not be entitled to any compensation by the Company, and the Client shall indemnify the Company against any loss arising to the Company of goodwill or otherwise as a result.
1.4 Where the purpose of a translation is not disclosed to the Company, the Company shall execute the translation to the best of its judgment in accordance with one of the purposes specified under clauses (a)-(d) as if its purpose had been disclosed and will determine the charge accordingly.
1.5 Unless otherwise agreed all translations supplied by the Company are for information purposes only and no warranty is given as to their suitability for the purposes of publication or any other purpose. Whilst every attempt is made to ensure the translation is as accurate as possible, no guarantee is given in that regard and the Company shall not be held liable for any consequential loss or damage caused by any inaccuracy or difference of interpretation. Any errors or defects in translation must be brought to the attention of the Company within thirty days of receipt by the Client and will be rectified free of charge but no other liability shall attach to the Company.
Clauses (a), (b) and (c) shall be applicable accordingly.
2. Price & Payment:
2.1 The cost of the translation shall be determined in accordance with the appropriate scale of charges of the Company applicable to the particular type of translation required.
2.2 The contract price is, unless the contrary is expressly agreed in writing, exclusive of value added tax, other taxes or duties which the Company may require to collect or pay in respect of the contract subject matter.
2.3 Failing any express term to the contrary payment in full is due within one calendar month of the delivery of the translation or other service and if payment is not then made in full, interest shall accrue from the invoice date at the Company’s sole discretion on all overdue amounts at the rate of 2% per annum above the Bank of England base rate.
2.4 In the event that the price payable by the Client is agreed to be paid in instalments failure by the Client to make any instalment payment on or by the due date shall render the whole sum outstanding immediately due and payable.
2.5 In the event that the Client cancel an order placed with the Company for the purchase of either translation or interpreting services the Company shall be entitled to make a cancellation charge not exceeding the value of the order were it completed. Cancellation of Interpreting assignments shall.
be subject to cancellation charges of not less than 75% of the value of the order were it completed regardless of the notice given.
2.6 Failure to adhere to the Terms of Payment agreed between Client and Company shall entitle Company to abandon any commission in hand, including any commission accepted subject to the terms of Clause 4 of these conditions, without prejudice to any rights of the Company whatsoever.
3.1 Binding quotations shall not be given against documents not seen by the Company.
3.2 All quotations are valid for one month after the date thereof
3.3 Verbal orders will be confirmed in writing
3.4 Price variation. Any quoted price is subject to variation as follows:
(a) Upon sight of any copy and/or material supplied by the Client if such copy and/or material shall not have been seen by the Company at the time of quotation.
(b) Upon any change to the material or production services or deadline by the Client following the production of the quotation.
(c) Upon any circumstances outside the control of the Company arising after quotation including variations in the cost of labour and/or materials.
3.4 Work carried out, whether experimentally or otherwise at the Client’s request will be charged irrespective of completion or otherwise of the contract. This would include preliminary work, work involved in the production of glossaries, any research and briefing of suppliers as well as sundry expenses arising from such briefing.
4.1 The Company shall be under no obligation to indicate or correct any errors of whatever nature in any material supplied to the Company by the Client for the purpose of translation or interpreting and shall not be held liable for any consequent loss or damage thereupon.
4.2 It is the Client’s obligation to supply the Company with material to be translated in a legible form. In the event that material supplied by the Client is not clearly legible, the Company may at its discretion decline to undertake or complete the translation in which case the Company shall not be liable for the non-completion of the translation or for any consequent loss or damage thereupon.
4.3 Should any work be suspended, at the Client’s instigation, for a period of more than 30 days during the course of any project, all costs incurred to date will be invoiced and any materials ordered in connection with the project will be invoiced in full.
4.4 The Company reserves the right to charge payment for work in progress where the production time is in excess of 60 days. The Company also reserves the right to request payment, part or whole, in advance or on receipt of goods for work undertaken.
4.5 The Company reserves the right to charge for all disbursements (carriage, fax, couriers, etc.) incurred by the Company in the course of fulfilling the contract whether referred to or not in the quotation.
4.6 The Company shall not be liable for errors in conversions between one system of measurement to another, for transliteration of names and other proper nouns from one script to another or for translation of abbreviations, neither shall the Company be liable for errors resulting from illegibility of any material supplied by the Client or for any consequent loss or damage thereupon.
4.7 The Client shall give a clear indication of its delivery requirements when submitting texts for translation, and Company will make every reasonable effort to meet Client’s requirements. However, late delivery shall not entitle Client to withhold payment for work done, but subject to the provisions below. Where a delivery date is a material part of a commission accepted by the Company, this shall be disclosed by the Client in advance. 4.7.1 The Company reserves the right to refuse any commission where the delivery deadline is considered unreasonable.
4.8 Company reserves the right to sub-contract all or part of the documents to a contractor of its choice in such an event to meet Client’s requirements, unless expressly stipulated otherwise by the Client, and Client shall pay any reasonable additional charges incurred by the Company as a result.
4.9 The Company reserves the right to suspend its normal Scale of Charges when accepting a Commission, subject to terms of the Clause, and shall be entitled to insist on special arrangements for collection and delivery of such work. 4.9.1 In the event of the Company failing to supply a translation accepted under the terms of this Clause at the agreed time, Client shall be entitled to a refund of all or part of the agreed charge. 4.9.2 Should any translation in whole or in part be delivered too late for the Client’s use, and be thus unacceptable, the Company requires the immediate return of the translation together with a signed disclaimer for the Client’s right to use.
5 Force Majeure:
5.1 In the event of a Force Majeure situation, Company shall notify Client without delay, indicating the circumstances. Force Majeure shall entitle both Company and Client to withdraw from the Commission, but in any event, Client undertakes to pay Company for work already completed. The Company will assist Client to the best of its ability to place his Commission elsewhere.
5.2 Force Majeure shall include Strike, Lockout, Industrial Dispute, Civil Commotion, Natural Disaster, Acts of War and any other situation which can be shown to have materially affected Company’s ability to deal with the Commission as agreed.
5.3 Whilst the Company will take every care in the selection of its carriers the Company cannot be held liable for loss of any document dispatched by the Company or consequential loss or damage thereof, nor is the Company liable for errors that may occur during electronic transmission of data using modems, electronic mail or provided on disk.
6.1 Title to the copyright embodied in any translation produced by the Company shall not pass to the Client until all monies owed by the Client to the Company in respect to that translation including interest payable in respect of late settlement of account are paid in full.
6.2 Nothing within these terms and conditions shall be construed as giving the Client any intellectual property rights to any material including computer software and systems, whether developed by the Company or by third parties, which the Company may use in the preparation of translations or transmission of data to the Client.
6.3 The Company shall not be liable to the Client or any other person for any costs, claims or demands arising from any loss or damage (including any consequential loss or damage) arising from any breach of copyright in any material supplied for translation or accompanying reference material and the Client shall indemnify the Company from and against any costs, claims or demands arising out of such materials, its use, translation or publication.
6.4 The Client will remain liable under the contract and for the contractual price notwithstanding any inadvertent breach of copyright on the part of the Company.
7 Data Storage:
7.1 Unless otherwise agreed in writing any obligation of the Company to store material whether as hard copy or in a retrieval system shall be limited to six months from the date the Company invoices the Client in respect of that material.
8.1 If in the course of supply of goods or services the Company makes available to the Client any know-how or information including the identity of its suppliers or subcontractors the Client shall treat such know-how or information as confidential and shall not use such know-how or information or disclose it to any third party.
9 Settlement of Dispute – Arbitration:
9.1 Disputes between Company and Client shall be settled by independent Arbitration.
10 No waiver of the Company of any breach of any provision hereof will constitute a waiver of any other breach or of such provision.
11 These general Conditions of Service shall be interpreted in accordance with English Law.