These terms of business are issued by Claire Cox and are the basis on which she executes translation and related work.
1. Applicable law
These Terms of Business shall be interpreted in accordance with English law, to which both my client and I agree to submit in the event of any dispute.
2. Definitions
In these Terms of Business:
a) the Client is the party commissioning a translation or proof-reading/editing assignment;
b) the Translator (I/me/my) is the party providing the translation/editing/proof-reading;
c) the source language is the language in which the text to be translated is written;
d) the target language is the language into which the text of the assignment is to be translated; any text to be revised or edited will also be in the target language;
e) for the purpose of translation and related work, requirements shall include the layout, software, deadlines, target language, the purpose of the translation or related work (e.g. whether for publication, information only etc.), method of delivery, any special terminology to be used, etc.
3. Purpose
These Terms of Business are intended:
a) as a basis for executing assignments and will be made available to my Clients on request;
b) to form the basis of a good working relationship between Clients and myself as Translator.
4. Delivery date(s)
Delivery dates shall be binding only when I have had full sight of the material to be translated. They may be subject to alteration if any amendment is made to the requirements after the assignment has been accepted. The Client undertakes to deliver the assignment promptly to me. I shall not be held responsible for any loss, damage or late delivery of finished work due to the postal or telecommunication services or to force majeure (see Clause 12).
Where reference is made to delivery times as “am” or “pm”, am shall mean up to 12 noon, pm shall mean between 12 noon and 6 pm, UK time. Separate arrangements may apply to Clients in other time zones.
5. Fees
5.1 Fees/rates shall be agreed before work is commenced and any estimate based on the Client’s description of the work shall not be binding until I have submitted a quotation based on full sight of the assignment.
5.2 Fees / rates may be varied after work has commenced if it emerges that not all the relevant information has been provided and/or if there are any changes to the requirements.
5.3 The basis on which fees are calculated shall be agreed before work commences, as shall the charges to be made for any special requirements (e.g. special delivery, courier charges).
5.4 All work must be paid for. Since I am a qualified member of the Institute of Translation & Interpreting, I will not provide free “test” translations.
6. Payment
6.1 Payment shall be made within 30 days of date of invoice.
6.2 Interest will be applied automatically at the rate of 8% over base rate (or such rate as is determined by statute, the latter prevailing) to all overdue sums from the date on which they first become due until they are paid in full, as per the Late Payment of Commercial Debts (Interest) Act 1998.
6.3 In the case of long assignments, I may require payment in instalments. When I have notified you that an interim payment is overdue, I shall have the right to stop work on the task in hand until the outstanding payment is made or other terms agreed, without prejudice to any sums due and without any liability whatsoever to the Client or any third party.
7. Cancellation
7.1 Cancellation fees shall apply if an assignment is cancelled after work has commenced.
7.2 In the event of cancellation of the assignment by the Client after it has been placed, the Client shall be liable for all work completed up to the cancellation date and for all other costs and expenses which may accrue as a result of such cancellation in addition to 50% of the agreed fee based on the rate specified in 5.3, unless otherwise agreed.
7.3 If a Client goes into liquidation (other than voluntary liquidation for the purposes of reconstruction) or has a Receiver appointed or becomes insolvent, bankrupt or enters into any arrangement with creditors the Translator shall have the right to terminate a contract.
8. Original text copyright and translation rights
8.1 If the source language text is copyright, I shall only accept the assignment on the understanding that the Client:
a) has obtained the translation rights or
b) will be using the translation only for private study.
8.2 The Client undertakes to keep the Translator harmless from any claim for infringement of copyright and/or translation rights and also from any legal action which may arise from the contents of the original or its translation.
9. Copyright in translation
9.1 When it is agreed that copyright is to be assigned to the Client after translation, such copyright shall only be assigned when full payment for the assignment has been received. Until such time, the copyright shall be owned by the Translator.
9.2 If I assign copyright and the translation is subsequently published, I expect the Client to acknowledge my work in the same way as for others involved in the publication, unless otherwise agreed.
9.3 If my translation is in any way amended or altered without my written permission, I shall not be in any way liable for the amendments or their consequences.
9.4 If I retain copyright, unless otherwise agreed in writing, any published text of the translation shall carry the statement © English text Claire Cox (Year date) as appropriate to the particular case.
10. Confidentiality
10.1 The Code of Professional Conduct (Clause 3.5) of the Institute of Translation & Interpreting requires me as the Translator to treat all work entrusted to me in complete confidentiality. In accordance with the requirements of that Code (Clause 4.4), I will not make direct contact with my Client’s clients without the express permission of my Client.
10.2 As the Translator, I shall not make copies in addition to those required in the normal conduct of business and copies shall be for internal use only. Only such copies shall be retained as are required for professional indemnity insurance.
10.3 As required by the Code of Professional Conduct (Clause 3.5) of the Institute of Translation & Interpreting, as the Translator, I shall ensure that the need for confidentiality is made known to any third parties (sub-contractors, proofreaders, etc.) I may employ. When necessary, I shall consult with colleagues about problems of terminology and other linguistic matters, but I shall ensure in all cases that there is no disclosure of confidential material.
10.4 The Client shall not disclose to third parties any information relating to me or my business (e.g. fees, working methods, contact details of individuals (e.g. typists / proofreaders) executing work for me) without my permission.
11. Responsibility and Liability
I shall carry out the translation with all reasonable skill and care and in accordance with the Code of Professional Conduct of the Institute of Translation & Interpreting. I shall endeavour to ensure that the translation is suitable for its agreed purpose and target readership.
12. Force majeure
In the event of my being unable to complete the work within the agreed time as a result of force majeure (i.e. fire, storm, tempest, flood or any other natural disaster, industrial dispute, civil commotion, acts of war, terrorism or any other situation beyond my control), I shall notify the Client of the circumstances, which shall entitle the Client and me to withdraw from the contract for the work. The Client shall pay me for any work completed and I shall use my best endeavours to assist the Client to place the work elsewhere or take some other remedial action.
As a safeguard against hard disk failure or theft of computer equipment, I back up all work externally (e.g. on CD-RW, USB device) on a daily basis.
13. Complaints
Any complaint by the Client about my work shall be submitted to me within 14 days of receipt of the completed assignment.
If a dispute cannot be resolved between us the matter shall be referred to the Institute of Translation & Interpreting for arbitration.
Any dispute about the quality of my translation shall be submitted to the Institute of Translation & Interpreting for independent assessment within two months of the date of the original complaint.