1. APPLICATION OF THE GENERAL TERMS – ENFORCEMENT
For any order placed, the Client accepts without reservation the present General Terms of Service, regardless of all existing texts.
No particular condition may prevail over the following General Terms, save formal mention in writing of an exception on the confirmed Order Form, such as signed by both the Client and Mélanie Biville Bindelli (hereinafter referred to as the “Service Provider”).
The undertaking of any provision of service by the Service Provider implies the Client’s due acceptance of the present General Terms, thus abandoning his/her own terms of purchase, where applicable. Hence, failing any express agreement, all other terms shall remain unenforceable against the Service Provider, regardless of when any such term was made known.
Should the Service Provider fail at any one time to invoke a condition of the present General Terms, such failure may not be interpreted as the former having relinquished her right to subsequently prevail over any one of said General Terms.
2. QUOTATION AND ORDERING
Prior to each order, the Service Provider shall transmit the Client a free estimate based on the documents supplied for translation or on the information provided.
For the purposes of firmly confirming his/her order, the Client shall return the quote duly signed, preceded by the mention “Order accepted”, to the Service Provider, void of any erasure or addition, unless otherwise agreed; either:
· by post, or
· via e-mail as an attachment. Should the quote have been sent within the body of an e-mail message, the Client shall express his/her consent, in the same manner, in response to said electronic message.
Confirmation of the quotation shall in all events be accompanied by the present General Terms, duly stamped and signed in agreement. In the case of an order being confirmed via e-mail, mention in the body of the message of the Client having agreed to said General Terms is also acceptable. Failure to receive due acceptance of the quote and of the General Terms, accompanied by a deposit where applicable, the Service Provider reserves the right to refrain from commencing the provision of service.
Should the order not be confirmed according to the aforementioned conditions within 3 (three) working days as of the date of dispatch of the quote, the latter shall be deemed as having lapsed. In certain cases, such as clearly specified in the quote, the validity period thereof may be reduced or extended at the sole discretion of the Service Provider.
The Service Provider reserves the right, after having informed the Client thereof, to increase the price of the provision of services and/or to extend the delivery date specified in the initial order confirmation, and this notably, albeit not exclusively, for the following reasons:
· Modification or addition of documents by the Client subsequent to issuance of the quote by the Service Provider, whereby the latter reserves the right to adjust the price and the delivery date according to the volume of additional text observed or requested, and to the time spent on any possible page layout;
· Lack of documents at the time of drawing up the quote, i.e. issuance of a quote based on transmission of an approximate word count and a simple extract of the overall contents.
Failure by the Client to expressly agree to these new pricing and/or delivery conditions, the Service Provider reserves the right to refrain from commencing the provision of service.
Unless otherwise stated in the quote, all ancillary costs (travelling expenses, express postal service, etc.) shall be exclusively borne by the Client. Any decision to apply a discount, a rebate or a sliding scale on rates, whether as a lump sum or as a percentage (per page, per line or per hour), shall be made at the sole discretion of the Service Provider, and this only for the relevant service being provided. Any discount or rebate possibly granted to the Client shall on no account constitute an acquired right on the provision of a subsequent service.
In the event of the Service Provider not having drawn up a preliminary quote for the Client, the translation services shall be invoiced at the base rate regularly applied by the Service Provider.
3. LEGAL PROOF
For the purposes of proving acceptance of the quote, any e-mail, photocopy and IT media shall be accepted by the Parties as being equivalent to the original and as due evidence thereof.
For any order exceeding €500 (five hundred Euro) + VAT, the Service Provider reserves the right to request a deposit, the portion of the overall amount being specified in the quote. In such a case, the provision of services shall only commence upon receipt of said deposit.
5. DELIVERY DATE
Subject to the Service Provider having received all documents to be translated, the delivery date mentioned in the quote shall only be applicable on the assumption that the Client confirms his/her order pursuant to the conditions set down in Article 2 hereinabove, within 3 (three) working days following receipt of the quote. Beyond such deadline, the delivery date may be revised in accordance with the availability of the Service Provider. In certain cases, such as clearly specified in the quote, the period for the Client to confirm his/her order may be reduced or extended at the sole discretion of the Service Provider.
6. OBLIGATIONS OF THE SERVICE PROVIDER
The Service Provider shall endeavour to accomplish the translation as faithfully as possible in relation to the source document and in accordance with the professional code of ethics. She shall make every effort to take note of any possible information provided by the Client (glossaries, plans, drawings, abbreviations) and to integrate such information into the translation. The Service Provider declines all liability in the case of inconsistency or ambiguity of the source text, verification of the technical consistency of the final text falling solely to the Client.
7. OBLIGATIONS OF THE CLIENT
The Client shall provide the Service Provider with all writings to be translated, as well as any technical information required for the due comprehension of the text and, where applicable, the specific terminology required. Should the Client fail to supply certain information to the Service Provider, the latter may not be held liable for any possible non-compliance or for overdue delivery.
The Client has 5 (five) working days following receipt of the translated or proofread documents to express in writing any possible divergence with regard to the quality of the service provided. Beyond such period, the service provided is considered as having been duly accomplished with no questioning being acceptable. To this end, the Client accepts as proof of delivery all acknowledgements of receipt by post or via e-mail.
The Service Provider shall duly maintain the confidentiality of all information made know to her, whether prior to, during the course of or subsequent to fulfilling the provision of services. The originals may be returned to the Client or destroyed upon the latter’s simple written request. Translated files may also be deleted upon simple written request from the Client.
The Service Provider may not be held liable for any interception or misappropriation of information during the course of data transfer, notably over the Internet. Hence, the Client is responsible for informing the Service Provider, prior to or at the time of the order, of the desired means of transfer to be implemented for the purpose of ensuring the confidentiality of all sensitive data.
The standard means of delivery of a translation is via e-mail in Word format. Should the source document be in image format (JPEG, TIFF, etc.) or involves a hard copy sent by post, the Service Provider offers no guarantee in terms of page layout, save observance of each paragraph. Any additional page layout is subject to a quote (see Article 2 above). Upon request, and at the expense of the Client, a translated document may also be sent by post, together with a CD in PC format, where necessary. Any other means of transfer or any other type of format shall have been expressly agreed between the parties in writing and is liable to additional expense.
The Service Provider shall remain liable for a sum not exceeding that of the relevant invoice.
Claims based on slight differences in style shall be duly dismissed by the former.
Delivery dates are provided for information only and any failure to observe, for whatever reason, may not result in penalties due to delay. In all assumptions, the Service Provider may not be held liable for any direct or indirect damages sustained by the Client or by third parties due to late delivery, notably caused by cases of force majeure, nor for any possible delays in transmission via e-mail or other postal means.
11. CORRECTIONS AND PROOFREADING
In the event of disagreement on certain points of the ongoing provision of service, the Service Provider reserves the right to amend upon consultation with the Client.
If the translation is the subject of an edition or a publication, the printing proof shall be sent to the Service Provider in order to ensure due verification before passing for press. Failing that, should the translation be modified without the Service Provider’s consent, or published without the latter’s signature on the version passed for press, said Service Provider shall be entitled to claim €5,000 in compensation, sum that the Client shall be unable to contest and shall be obliged to pay upon receipt of invoice.
Unless otherwise stated in writing, any correction or proofreading shall be subject to additional invoicing, in accordance with the hourly rate in force.
12. PRICING – TERMS OF PAYMENT
The minimum charge for any new order amounts to €60 (sixty Euro), which the Service Provider reserves the right, whenever appropriate, not to apply as a commercial gesture.
Fixed travelling expenses:
· Seine-Maritime (county no. 76): €50
· Normandy, except Seine-Maritime, Paris: €100
· France, except Normandy and Paris: upon quotation only
· Outside of France: upon quotation only
A surcharge, calculated on top of the standard sum for a provision of services, may be applied in the following cases:
· Urgency: 30%
· Overnight orders: 50%
· Source document containing shoddy text: 30%
· Illegible source document or difficult to decipher: 30%
· Hard-copy originals: 20%
Unless otherwise stated on the quote, all invoices are net, void of discount and payable upon receipt, albeit within a maximum of 30 days following their date of issue.
In the case of payment by cheque or via bank transfer issued on a foreign bank, any exchange-rate or other bank fees borne by the Service Provider shall be subject to a standard surcharge specified on the quote or charged back to the Client.
In the event of late payment, orders in progress may be suspended by rights, without prior written notification being required, up until full payment thereof, the Client remaining liable for late payment interest penalties, such as calculated on “the basis of the interest rate applied by the European Central Bank to its most recent refinancing transaction and increased by 9 percentage points”, a minimum charge of €40 nevertheless being applied.
13. INTELLECTUAL PROPERTY
Prior to submitting a document to the Service Provider for translation, the Client shall ensure that he/she is entitled to do so. The latter must therefore be the author of the original document or have obtained prior written permission from the copyright holder to translate the document. Failing that, the Service Provider may on no account be held liable should it transpire that all or part of the documents transmitted by the Client were to infringe intellectual property rights or any other third-party right, or even any regulation in force. Where applicable, the Client alone shall bear any possible claim for damages and the financial consequences deriving from his/her own negligence.
In addition, the Client duly acknowledges that the translation accomplished by the Service Provider shall be deemed as a “new” document, the copyright of which being held jointly by the author of the original document and said Service Provider. By consequence, in the case of a provision of services of a literary or artistic nature, and without prejudice to her patrimonial rights on the work accomplished, the Service Provider is entitled, such as set down in the French Intellectual Property Code, para. L.132-11, to demand mention of her name on any copy or publication resulting from her provision of service. Conversely, without prejudice to her patrimonial rights on the work concerned, the Service Provider, of her own accord, is entitled to demand omission of her name on the published translation.
In the event of an order in progress being cancelled, regardless of the reason, such as notified in writing to the Service Provider, the work already accomplished shall be charged in full to the Client (i.e. 100%) and that still outstanding charged at half-price (i.e. 50%).
15. AMICABLE SETTLEMENT
In the event of a dispute, regardless of the kind, the parties shall endeavour to seek an amicable solution, such as expounded hereafter.
Upon occurrence of the disputed fact, the prosecuting party shall refer the matter to the Arbitration Committee of the Société Française des Traducteurs (SFT) [French Translator’s Society] by registered letter with acknowledgement of receipt, a copy thereof being sent in the same manner to the other party. The Parties thus entrust the case to said Committee with the aim of not only seeking conciliation in accordance with the terms proposed by the latter, but also of resulting in a compromise. The Parties are committed to doing their utmost to enable said conciliation to conclude successfully, and also to acting in all good faith. In addition, the Parties agree not to refer the matter to Court for four months following referral to said Committee and acknowledge that any referral initiated in contradiction with such obligation may be interpreted as dismissal thereof or, failing that, as impeding any attempt to amicably settle the dispute, thereby justifying payment of 1,500 Euro to the other party.
16. APPLICABLE LAW AND COMPETENT COURT
The present General Terms, as well as the services provided by the Service Provider, are entirely governed by French Law and should be interpreted thereunder, any other law being excluded. In the event of failure to settle a dispute amicably, the court of Rouen (French county no. 76) shall be solely competent.