Terms and conditions of provision of services
Translation, editing, and proofreading
These Terms and conditions of service outline the rights and obligations of
– Muriel Muller,
Owner and representative of Catwalk Translation (EI), whose registered office is located at 4, rue de le Thor, 68130 Altkirch (France), holder of
Siret No 825.207.822.0016, hereinafter referred to as “the Service Provider”, on the one hand,
and
– Any legal person wishing to benefit from her services, hereinafter referred to as “the Client”, on the other hand.
1. PURPOSE OF THE GENERAL TERMS AND CONDITIONS
These General Terms and conditions determine the contractual conditions applicable to the provision of translation services (hereinafter the “Services”) offered by the Service Provider to her professional clients.
For the purposes of these Terms and conditions, the following terms shall have the following meanings in these Terms and conditions:
– Service Provider: Designates the translator identified above who will perform the translation services in accordance with the terms and conditions set out in these Terms and conditions and the quotation accepted by the Client;
– Client: Professional who ordered a service in accordance with these general conditions;
– Consumer: “Any natural person who acts for purposes that do not fall within the scope of his commercial, industrial, craft, liberal or agricultural activity” according to the French Consumer Code;
– Professional: “Any natural or legal person, public or private, who acts for purposes falling within the framework of his commercial, industrial, craft, liberal or agricultural activity, including when acting in the name or on behalf of another professional” within the meaning of the same Code.
– Final Customer: In the case of subcontracting, designates the entity to which the Deliverables ordered by the Client as part of the Services are to be delivered. The end Customer is not a party to the contract concluded between the Client and the Service Provider. The obligations hereunder concern only the Client and the Service Provider. The Client undertakes to inform the end Customer of the commitments provided for herein and that it does not interfere with the smooth running of the Services. Only the Client is liable towards the end Customer.
2. APPLICATION OF THE GENERAL CONDITIONS – UNENFORCEABILITY
The Client declares that he has read the General conditions of Service provision and accepted them without reservation before placing an order by returning the quote or offer made by the Service Provider.
Any order placed implies the full and unreserved adherence of the Client to these General Terms and conditions of Service to the exclusion of any other document.
Unless otherwise formally agreed in written form on the purchase order that is binding and final, no specific condition may prevail over these General conditions of Service provision.
The contract formed between the Service Provider and the Client relating to the Services consists of:
– This document setting out the general conditions applicable to the provision of these services;
– The special conditions, including the quotation which, once completed, determines in particular the description of the services, the identity of the client, as well as the agreed price.
Unless expressly accepted by the Service Provider, the resulting contract shall define all the contractual obligations of the parties, and by signing it, the Client waives the right to avail himself of any other document (other general conditions, purchase orders, etc.). to impose other contractual obligations on the Service Provider.
Unless expressly agreed, any contrary condition put forward by the Client shall therefore be unenforceable against the Service Provider, regardless of the moment when it may have been brought to his attention.
The original version of these General Terms and conditions is in French, and this version shall prevail over any other version. They shall apply exclusive of any other conditions.
No waiver by the Service Provider of any of these General conditions of provision of Services shall be interpreted as a waiver to later avail herself of any subsequent conditions.
3. PLACING ORDERS / QUOTATION
3.1 Issuance of quotation
Each Order placed by the Client usually follows a free quotation, drawn up by the Provider, on the basis of the documents to be translated previously provided or the information communicated by the Client.
No quotation will be established by the Service Provider before having received clear and complete instructions from the Client regarding his needs. The Client is responsible for the information communicated to the Service Provider.
The instructions sent by the Client shall be specified in writing in the quotation sent by the Provider to the Client, either by email or post.
This quote shall include:
a) the purpose and characteristics of the service;
b) the number of pages or words to be translated;
c) the language of the document to be translated (source language);
d) the language in which the document shall be translated (target language and, if applicable, its variant);
e) the method used to determine the price of the translation service. The translation service is invoiced either on a flat-rate basis, or on the basis of the time which is required, or on the basis of the service provider’s rate in force on the day the quotation is made, in particular to the source word (i.e. by number of words contained in the text to be translated) or to the target word (i.e. number of words contained in the translated text) according to the word count provided by any word counting software (or any other mutually agreed tool), per line or per page;
f) the time limit for the translation service;
g) the format of the documents to be translated in case a specific layout is required for the document to be delivered;
h) any price increases applied in particular due to urgency, specific terminological research or any other request outside the usual services provided by the Service Provider;
i) the validity period of the quotation.
3.2 Acceptance of order
For the order to be considered firm and definitive, the Client shall send the quotation back to the Service Provider with his approval and signature, without any modification, either by post if the quotation was received by post, or by e-mail if the quotation had been received by e-mail. Failing the receipt of acceptance of the quotation, the Service Provider reserves the right not to start her service.
Failing the confirmation of the order according to the terms defined above within the period of validity indicated on the quotation or within 1 (one) month from the date the quotation was sent, the latter is deemed to be invalid.
The Service Provider reserves the right, after informing the Client, to increase the rates of the Services and/or not to respect the delivery date appearing on the Client’s initial order confirmation, in particular in the following cases:
a) documents have been modified or additional documents have been inserted by the Client after the establishment of the quotation by the Service Provider. In this case, the Service Provider reserves the right to adjust the rate according to the volume of additional text to be processed, either found or requested;
b) missing documents when drawing up the quote (if the quote had to be made on simple communication of the approximate number of words and an extract of the content to be processed);
c) a change in the schedule of deliverables.
In this case, an additional quotation or an amended quotation (which will cancel and replace the initial quotation) will be sent to the Client.
Failing the express agreement of the Client on these new delivery and/or invoicing conditions, the Service Provider reserves the right not to start or interrupt the Services.
Unless otherwise agreed on the quotation, the costs incurred for the performance of the service (travel, sending express letters, etc.) shall be borne by the Client.
Any decision to discount, reduce or apply sliding scales, based on a percentage or a flat rate (per page, line or hour), remains at the sole discretion of the Service Provider, and only applies to the service to which it relates. Discounts or rebates that may be granted to the Client shall not in any case give rise to a vested right for any subsequent services.
Acceptance of the Order entails acceptance by the Client of the Service Provider’s terms and conditions of provision of services, acknowledgment of having full knowledge of them and waiver of enforcing its own terms of purchase or any other document.
In the event that the general conditions of provision of services have been accepted by the Client at the beginning of the business relationship and that no prior quotation has been sent to the Client by the Service Provider, orders are placed by simple exchange of e-mails and translation services are invoiced in accordance with the basic rate usually applied by the Service Provider or any other rate agreed between the Service Provider and the Client through exchange of e-mails. Any written approval by the Client of the terms of the Service communicated by the Service Provider shall constitute an order.
3.3 Cancellation of order
In the event an order currently carried out is canceled by the Client for whatever reason, and notified in writing to the Service Provider, the work already carried out is owed and will be invoiced to the Client for the full 100% (one hundred percent). The remaining work to be done shall be invoiced for 50% (fifty percent).
4. EVIDENCE
For the purposes of proof of the existence of this acceptance of quotation, the Client agrees to consider as equivalent to the original and as perfect proof, the electronic mail, the copy and the computer medium.
5. FINANCIAL CONDITIONS
Any order whose amount exceeds 1000 (thousand) euros excl. taxes can be submitted to a deposit request, the percentage of which will be specified on the quotation. In this case, the performance of the services begins only after receipt of the deposit.
Unless special conditions are specified on the quotation, invoices are net, without discount and payable within 30 (thirty) days from the date of the invoice.
In case of payment by check or bank transfer from abroad, all exchange and bank charges must be supported by the Client.
The deliverable containing the translation remains the property of the translator until full payment of the price of the services has been received.
In the event of late payment, the Service Provider may suspend all orders in progress, without prejudice to any other courses of action.
The Client being a business, it should be made clear that in the event of late payment, pending orders are automatically interrupted until full payment is made. Besides, without prior notice being necessary, in accordance with Article L.441-10 of the French commercial Code, the Client is liable for a penalty for late payment, calculated at the ECB rate in force plus 10 (ten) points, applied to the amount of the invoice in question, as well as a lump sum indemnity for recovery costs of 40 (forty) euros.
Under no circumstances may payments be suspended or subject to any compensation without the prior written consent of the Service Provider.
6. TIME LIMIT FOR EXECUTION
Subject to receipt by the Service Provider of all the documents subject to the Translation Services, the date for the delivery of the Services is established according to the Service Provider’s workload and confirmed to the Client after receipt of the validated quotation.
The execution dates indicated on the quotation are in any case indicative and their non-compliance cannot give rise to any sanction, penalty and/or compensation whatsoever for the benefit of the Client.
7. RESPONSIBILITY OF THE CUSTOMER
7.1 Delivery of translation
The translation shall be delivered by e-mail in the format of the source document or any other format agreed between the parties.
On request, a printed version can be sent by post. Any other means of transfer or format must be expressly agreed between the parties and may be subject to additional billing.
The Service is deemed to have taken place as soon as the Service Provider sends the Deliverable to the Client or to the Final Customer, at the express request of the Client. This action triggers the issuance of the invoice.
7.2 Editing and corrections
The Client has a period of 10 (ten) working days from the receipt of his translated or edited documents to indicate in writing any correction or modification.
It is recalled that the service may involve turns of phrases, style or words specific to the Provider that do not alter the meaning. These turns or words cannot be considered a non-compliance.
After this period, the service is considered to have been duly performed and no claim shall be admitted. To this end, the Client shall accept as proof of delivery any acknowledgment of receipt by post or e-mail.
In the event of disagreement on certain points of the Service, the Service Provider reserves the right to correct it in cooperation with the Client.
When the translation is to be published, the Service Provider must receive the pre-press proofing for proofreading.
Unless otherwise provided in writing, any correction or proofreading after delivery will be subject to an additional invoice based on the hourly rate in effect on the day of correction or proofreading.
8. OBLIGATIONS OF THE PROVIDER
The Service Provider shall endeavor to carry out the translation that is as faithful as possible to the original and in accordance with the practices of the profession.
The Client acknowledges that the translation service may lead to various wordings. These cannot be interpreted as non-conforming services.
The Service Provider shall make every effort to take into account and integrate in the translation the information provided by the Client (glossaries, plans, drawings, abbreviations, etc.).
The Service Provider may not be held responsible for any inconsistencies or ambiguities in the original text, the verification of the technical consistency of the final text being the sole responsibility of the Client.
9. OBLIGATIONS OF THE CLIENT
The Client undertakes to make available to the Service Provider all the texts to be translated and any technical information necessary to understand them and, where applicable, the specific terminology required.
If the Client fails to supply all necessary information to the Service Provider, the latter cannot be held responsible for any failure to comply or to meet the date of execution of the Service.
10. CONFIDENTIALITY
The Service Provider undertakes to respect the confidentiality of the information brought to her attention before, during or after the provision of the service. The original texts will be returned to the Client upon written request.
The Service Provider cannot be held liable due to interception or misappropriation of information during the transfer of data, in particular via the Internet. Consequently, it is the responsibility of the Client to inform the Service Provider, prior to or at the time of the Order, of the means of transfer that he wishes to see implemented in order to guarantee the confidentiality of any sensitive information.
11. LIABILITY
The Service Provider shall be liable for the proven faults committed in the context of the Services, and she undertakes to repair direct damage exclusively caused to the Client.
Indirect damages such as operating losses, image damage, etc. are excluded.
The Service Provider’s liability is limited only to the amount of the invoiced Services.
The Service Provider cannot be held liable in the event of non-performance or poor performance of her obligations which is due either to the action of the Client or to the insurmountable and unforeseeable action of a third party to the contract (the end Customer for example), or to a case of force majeure as defined by the French Civil Code.
Under no circumstances shall the Service Provider be held liable for complaints motivated by nuances of style. These complaints cannot be considered as non-conformities justifying the non-payment of the invoice.
In any event, the Service Provider shall not be held liable in the event of direct or indirect damage caused to the Client or to third parties due to a case of force majeure, a potential issue with the transmission of the documents, or for reasons for which the Client is responsible.
12. INTELLECTUAL PROPERTY RIGHTS
13. PROTECTION OF PERSONAL DATA
For the purpose of performing the Services, the Service Provider processes the personal data of natural persons and employees of her client. This processing is carried out on the basis of the execution of these General Terms and conditions as well as on the basis of compliance with the legal obligations (in particular taxation) of the Service Provider. This data may be communicated to the administration (DGCCRF, CNIL, tax authorities, …) or to a court for legal proceedings.
Each party undertakes to inform the other party of any updates relating to the personal data of the persons and/or employees concerned and to inform each of these persons personally of the provisions of this clause. The data subjects have the right to access, modify as well as limit and oppose the processing of their personal data by sending an email to the habitual address of the Service Provider.
The Service Provider undertakes to implement appropriate technical measures to guarantee the security and confidentiality of personal data. The Service Provider undertakes to keep the personal data of her interlocutors with her clients and prospects for a period not exceeding that necessary to achieve the purposes for which they were collected or processed and in any case within a maximum period of 3 (three) years from the last order of products by the Client. Personal data may nevertheless be kept for a longer period in order to comply with legal obligations, in particular tax obligations.