Terms & Conditions
TERMS AND CONDITIONS FOR TRANSLATIONs and/or iNTERPRETING SERVICES
The following Terms and Conditions are the terms upon which Transbless Translations (hereinafter called “the Company”) will provide translation and/ or interpreting services to the Client.
1. Services
1.1 The description and quantity of the Services to be provided (hereinafter called “the Services”) shall be as set out in the quotation provided by the Company to the Client (hereinafter called “the Quotation”). Quotations are not binding and an agreement will only come into force when the Company issues a written confirmation of the order. In addition, where the Client has been advised of the application of these Terms and Conditions and having acknowledged such, the Client orders a Service, these Terms and Conditions shall become part of the Agreement, unless otherwise agreed upon in writing.
1.2 Any terms and conditions used by the Client shall apply only where the Company expressly accepts such terms and conditions in writing.
2. Obligations of the Company
2.1 The Company shall produce Translations and/or Interpreting Services accurately in accordance with the accepted standards of the profession such as described in DIN EN 15038. If the Client requires this specific standard it shall be expressly agreed upon in writing prior to the commencement of the Service to be provided.
2.2 The Company shall provide the Client with the Service in the form (e.g. file format) agreed upon.
2.3 The Company shall have the right to produce the Services with the help of employees or competent subcontractors. Where the Company chooses to do so, it shall ensure that such employees or subcontractors shall also be obliged to maintain confidentiality as set out in Section 6 of this Agreement.
3. Obligations of the Client
3.1 The Client shall include in his enquiry, or at the latest in his order, all information regarding the form of the Translation/Interpreting, the intended use and the date of delivery desired.
3.2 The Client shall obtain and maintain all consents, permissions and licences necessary to enable the Company to perform its obligations under this Agreement, and provide sufficient information and material to the Company in order to be able to provide the Services under this Agreement. The Company shall not be deemed liable for any faults in or delays of the Translation/Interpreting caused by such information being delivered to the Company late or not at all, and the Company shall not be deemed liable for such faults in or delays of the Translation/Interpreting caused by queries to the Customer answered late or not answered at all.
3.3 The Client shall be liable for providing a source text that may be translated without any infringement of intellectual property rights, such as copyrights. The Client shall indemnify the Company and hold it harmless from any claims or liability based on such infringement.
3.4 If the Client intends to print the Translation, he/she shall provide the Company with a revision thereof in due time, so that any faults in the Translation can be corrected prior to printing. The same shall apply to other forms of publication, e.g. on the Internet, in a suitable fashion. The Client shall cross-check names and numbers prior to printing or publishing.
3.5 If the Client revises the Translation, he/she shall provide the Company with a final version including any adjustments made.
3.6 Where an error in a Translation occurs, the Client shall first request the correction of the error from the Company. In such request, the error in question shall be specified by the Customer. If the Company does not correct the error within due time because the attempts of the Company to correct the error are deemed to be unsuccessful, the Client shall have the right, subject to prior notice to the Company, to order a correction of the error by a third party translator at the Company's cost or to demand a reduction of the price or to withdraw from the Agreement. The attempts of the Company to correct the error shall be deemed to be unsuccessful if the Translation still contains errors after having been revised twice by the Company.
4. Fees and Payment
4.1 In consideration of the provision of the Services, the Client shall pay the Company the Fees set out in the Quotation and in accordance with this Agreement. The Company will invoice the Client for the Fees, together with any applicable VAT and/or other local taxes as applicable which shall be payable by the Client, in accordance with the provisions of the Quotation.
4.2 Payment of all Fees and invoices shall be made by the Client in full and in cleared funds. All payments shall be made without deduction or set-off. The Fees (inclusive of VAT) for the Service shall be the quoted price of the Company and payment of the Fees shall be made by the Client within 30 (thirty) days of the date (“the Due Date”) of the invoice for the Services.
4.2 If the Fees are not paid by the due date, interest shall accrue both before and after judgment on the unpaid portion of the Fees at the rate of four per cent.
5. Term of the Agreement and Termination
5.1 This Agreement shall commence on the effective date and shall continue in force until the Services set out in the Quotation have been completed in accordance with the terms of this Agreement.
5.2 Either party may terminate this Agreement immediately if the other party commits any material breach of this Agreement and fails to remedy such breach within 30 (thirty) days of written notice notifying the breach and requiring its remedy.
6. Confidentiality and Data Protection
6.1 The Company shall keep confidential any information that it becomes acquainted with in relation to its Services for the Client, whenever the Client indicates the confidentiality of such information or where the nature of the information suggests it is confidential.
6.2 With the placing of the order, the Client agrees to the electronic processing and archiving of his/her personal and other data insofar as it is disclosed to the Company in connection with the order and it is required for processing the order, subject to the English statutory provisions governing data protection.
7. Limitation of Liability
7.1 Where an infringement of accessory contractual obligations occurs, the Company shall not be liable unless it acted with gross negligence or intent. Any damage caused by computer defects, defaults in the transmission of emails or computer viruses shall not be deemed to have been caused by gross negligence.
7.2 The Company's liability for compensation for damage shall be limited to the amount of damage typically involved in this type of contract and predictable, unless it acted with gross negligence or intent; for any damage exceeding such amount, the Company shall only be liable where its professional liability insurance covers such damage.
7.3 Unless the Company acted with intent, the limitation period for claims based on errors in the Translation shall be one year and it shall begin with the acceptance of the Translation by the Client.
8. Retention of Title and Copyright
8.1 The Translation shall remain the Company's property until the remuneration is paid in full. Up until that moment, the Client shall have no right to use the Translation.
8.2 The Company reserves the copyright in the Translation. It also reserves the copyright and related property rights in any files and data bases (e.g., translation memory files) created in connection with the Translation.
9. General Provisions
9.1 Where any stipulation of these Terms and Conditions is held void or invalid, the remaining stipulations shall remain in effect. The Parties shall undertake to substitute the stipulation held void or invalid by a valid one which serves the intended commercial and legal aims as closely as possible. The same shall apply in the case of the unintended omission of a stipulation.
9.2 All amendments and supplements to these Terms and Conditions shall be invalid unless agreed upon in writing.
9.3 Notwithstanding any other provision of this agreement, nothing herein shall confer nor is it intended to confer a benefit on any third party for the purposes of the Contract (Rights of Third Parties) Act 1999 or for any other purpose.
10. Governing Law and Jurisdiction
The laws of England and Wales shall govern this Agreement.