1. APPLICATION OF THE GENERAL CONDITIONS – ENFORCEABILITY
All orders made shall imply the complete and unconditional adherence by the Client to these general conditions for the provision of services, and shall not be subject to any other document.
No special condition, unless subject to a formal written exception appearing on the final and definitive purchase order, may take precedent above these general conditions for the provision of services.
The execution of any provision by Studio Traduction SARL implies the acceptance of these general conditions on the part of the Client, and the waiver of its own general conditions of purchase. Therefore, any condition to the contrary, unless expressly accepted, shall not be enforceable against Studio Traduction SARL, regardless of the time during which it may have become aware of such a condition.
The fact that Studio Traduction SARL has not made use of any of these general conditions of provision of services shall not be interpreted as giving rise to the waiver of the right to utilize any one of the said conditions.
2. PROVISION OF ORDERS/PRICE QUOTATIONS
Each order by the Client shall generally be preceded by a free price quotation, established by Studio Traduction SARL, on the basis of the documents to be translated that have been provided, or the information provided by the Client.
The quotation addressed by Studio Traduction SARL to the Client, by letter, fax or e-mail, shall specify in particular:
- The number of pages or words submitted for translation;
- The language of the translation;
- The methods for the determination of the price of the translation service. This shall be invoiced either as a lump sum, or on the basis of time worked, or on the basis of the rate of Studio Traduction SARL, in effect as of the date on which the quotation was prepared, in particular on the basis of source words (that is, by the number of words contained in the text to be translated) or target words (that is, by the words contained in the translated text), on the basis of the count performed by the software Microsoft Word (or any other tool jointly agreed upon) by line, or by page;
- The time required for the delivery of the provision of the translation;
- The format of the documents to translate in case of an order for a specific page layout for the delivered document;
- Any possible price increases applied, particularly for urgent situations, specific terminology searches, or any other request that is not in line with the services typically provided by Studio Traduction SARL.
To confirm its order in a final and definitive manner, the Client must return the quote to Studio Traduction SARL, with no modification, either by letter sent by post or by fax, signed with the statement “valid for agreement” if the quotation has been sent to it by fax or by letter, or by e-mail with the indication of its consent if the quotation has been sent to it via e-mail. If no acceptance of the quotation is received, Studio Traduction SARL reserves the right not to provide the service.
If the confirmation is not given for the order in the manner specified above within the time indicated on the quotation or, failing this, within three (3) working days from the date of the delivery of the quotation, the quotation shall be deemed to have lapsed.
Studio Traduction SARL reserves the right, after having notified the Client, to increase the rates for the services and/or not to respect the delivery date that appears on the initial confirmation of the order of the Client, particularly in the following cases:
- The modification or addition of additional documents by the Client after the quotation has been prepared by Studio Traduction SARL. In this case, Studio Traduction SARL reserves the right to adjust the rate on the basis of the confirmed or requested volume of additional text to be processed;
- If no documents are provided during the preparation of the quotation (if the quotation must be made on the basis of the simple communication of the approximate number of words and an excerpt of the content to be processed).
If no express agreement is given by the Client with regard to these new terms of delivery and/or invoicing, Studio Traduction SARL reserves the right not to initiate the provision of its services.
Unless otherwise indicated in the quotation, the costs incurred in carrying out the service (travel, delivery by express mail, etc.) shall be paid at the expense of the Client.
Any decision concerning discounts, reductions or the application of a sliding-scale rate based on a percentage or a flat rate (by page, line, or at an hourly rate) remains at the sole discretion of Studio Traduction SARL and shall be solely for the service that is the subject of the decision. Any discounts or reductions that are granted to the Client shall in no case give rise to the granting of a right for the provision of services at a later time.
In the event that no prior quotation has been sent to the Client by Studio Traduction SARL, the orders shall be made by simple e-mail exchange, and the translation services shall be invoiced in accordance with the base rate typically applied by Studio Traduction SARL, or any other tariff agreed upon between this party and the Client in the e-mail exchange. Any validation made by the Client of the delivery time indicated by Studio Traduction SARL shall be considered as an order.
For the purposes of proof of the existence of this acceptance of the quotation, the Client shall agree to consider a fax, e-mail, copy or digital media file as equivalent to the original and as fully valid proof.
Any order for which the amount before taxes exceeds 1000 (one thousand) euros may be subject to a request for an advance payment, the percentage of which is specified in the quotation. In this case, the execution of the services shall not begin until the deposit has been received.
5. DELIVERY TIME
On condition of the receipt by Studio Traduction SARL of all the documents for which the translation service is provided, the delivery date, provided as an indication and mentioned in the quotation, shall only be applicable on the condition that the Client confirms its order in the manner defined in article 2 above, within 3 (three) working days from the receipt of the price quotation. After this time, the delivery date may be revised according to the workload of Studio Traduction SARL.
6. OBLIGATIONS OF STUDIO TRADUCTION SARL
Studio Traduction SARL shall make every effort to carry out the translation with the greatest fidelity to the original, and in accordance with the practices of the profession. It shall make every effort to take into account and incorporate into the translation the information provided by the Client (glossaries, plans, drawings, abbreviations, etc.). Studio Traduction SARL accepts no responsibility for any inconsistency or ambiguity found in the original text, with the verification of the technical consistency of the final text being the sole responsibility of the Client.
7. OBLIGATIONS OF THE CLIENT
The Client agrees to make all the texts to be translated and any technical information necessary for their understanding available to Studio Traduction SARL along with, where appropriate, the specific terminology required. In the event of a failure by the Client to comply with its obligation to inform Studio Traduction SARL, the latter party may not be held responsible for any non-compliance or any surpassing of the deadlines.
The Client shall have a period of 10 (ten) working days from the receipt of the translated or proofread documents to indicate in writing any disagreement concerning the quality of the service. After this period, the service shall be deemed to have been duly performed, and no challenge may be made. For this purpose, the Client shall agree to consider any acknowledgement of receipt by post, fax, or e-mail as proof of delivery.
Studio Traduction SARL agrees to respect the confidentiality of the information of which it is made aware before, during, or after the execution of its services. The original documents shall be returned to the Client upon a simple written request.
Studio Traduction SARL may not be held liable for the interception or misuse of information during the transfer of data, in particular by means of the Internet. Therefore, it is the responsibility of the Client to inform Studio Traduction SARL before or at the time of the order with regard to the means of the transfer that it wishes to have implemented in order to guarantee the confidentiality of any information of a sensitive nature.
The translation shall be delivered by e-mail in MS Word format. On request, it may be delivered by fax or printed on paper sent by mail. Any other means of transfer or format must be expressly agreed upon between the parties, and may be subject to an additional invoice.
The liability of Studio Traduction SARL is limited only to the amount of the invoice involved.
In no case may Studio Traduction SARL be held liable for claims arising from stylistic nuances.
It is specified that the delivery times are given only as an indication, and that failure to meet them may not, in principle, give rise to penalties for delay. Under no circumstances may Studio Traduction SARL be held liable for any direct or indirect damages caused to the Client or to third parties as a result of a delay in delivery due to issues such as force majeure or any problems with delivery.
11. CORRECTIONS AND PROOFREADING
In the case of a disagreement on certain points of the provision, Studio Traduction SARL reserves the right to correct it in cooperation with the Client.
If the translation must be edited, Studio Traduction SARL must receive the printer’s proof for rereading.
Unless otherwise provided in writing, any corrections or proofreading shall be invoiced as an additional amount, on the basis of the hourly rate in effect.
12. METHODS OF PAYMENT
Unless provided for in special conditions specified on the price quotation, invoices are to be issued net, without discounts, and are payable 30 (thirty) days from the date of issuance of the invoice.
In the case of payment by check or bank transfer from abroad, all foreign exchange and bank charges shall be paid as either a flat-rate increase specified in the quotation, or a full re-invoicing to the Client.
The translation remains the property of the translator until the full payment is made.
In the case of professional clients alone, it should be specified that in the event of a delay in payment, existing orders shall automatically be halted until the payment is made in full and the Client shall be held responsible, without any prior notice being required, in accordance with article L. 441-6 of the French Commercial Code, for interest on late payments, calculated at the rate applied by the European Central Bank to its most recent refinancing operation, plus 10 percentage points, applied to the amount of the invoice in question, as well as a flat-rate recovery fee of 40 euros.
13. INTELLECTUAL PROPERTY
Before submitting a document for translation to Studio Traduction SARL, the Client must ensure that it holds the rights to said document. Therefore, it must be the author of the original document or have obtained prior written permission for the translation from the copyright holder of the document.
If these actions are not taken, Studio Traduction SARL may in no way be held liable if all or part of the documents entrusted to it by the Client should violate the intellectual property rights or any other rights of a third party, or any applicable regulations. In such a case, the Client shall exclusively bear the financial responsibility for any damages and financial consequences arising from its negligence.
In addition, the Client acknowledges that the translation produced by Studio Traduction SARL constitutes a new document, whose copyright is held by the author of the original document and Studio Traduction SARL. Consequently, in the case of literary or artistic performances, and without prejudice to its economic rights to its work, Studio Traduction SARL reserves the right to require that its name be mentioned on any copy or publication of its performance, in accordance with article L. 132-11 of the Intellectual Property Code.
In the event of the cancellation of an order in progress for any reason whatsoever, communicated in writing to Studio Traduction SARL, any work already done shall be charged to the Client at 100% (one hundred percent) and the work remaining to be done at 50% (fifty percent).
15. AMICABLE SETTLEMENT
In the event of a dispute of any kind, and prior to any legal proceedings, the parties agree to submit to conciliation efforts.
For this purpose, as of the moment of the occurrence of the event in dispute, the parties undertake to refer jointly to the Arbitration Committee of the SFT (Société française des Traducteurs, the French Translator’s Society) by recorded delivery with acknowledgement of receipt, with a copy by recorded delivery with acknowledgement of receipt to the other party.
The parties agree to make every effort to ensure that this conciliation is successful. They agree to act with all necessary good faith. They also agree not to refer the matter to a judge for a period of 4 (four) months following the referral of the case to the Committee, and accept that any legal presentation made in breach of this obligation may be considered as non-acceptance, or, failing that, as an impediment to any amicable settlement of the dispute, and may justify the payment to the other party of an indemnity of 1,500 (one thousand five hundred) euros.