Terms & Conditions
1 General Provisions
1.1 These General Business Terms and Conditions, hereinafter referred to as “General Terms and Conditions”, apply to activities of LinguaMedica (hereinafter referred to as “Contractor”) and physical or legal entities ordering translation and related services (hereinafter referred to as “Client”).
1.2 The object hereof is provision of services associated with the scope of business of the Contractor, i.e. translating and related services.
1.3 Both the Contractor and the Client (hereinafter referred to as "Contracting Parties”) undertake to follow these General Terms and Conditions.
1.4 These General Terms and Conditions represent an integral part of a written contract on provision of translation services (general contract or contract concerning specific translation, localization or proofreading services) concluded between the Client and the Contractor, if such a contract exists. Derogating provisions of the contract prevail over stipulations of these General Terms and Conditions.
1.5 The contract between the Contractor and the Client exists based on a written order confirmed/agreed by both the Parties even if no written contract on provision of translation services has been concluded. Such an order is binding, and these General Terms and Conditions are an integral part thereof.
1.6 A written order, hereinafter referred to as “Order”, is such an order that contains all requisites (see point 1.7 listed below) and that has been delivered to the address of the Contractor or received by e-mail.
1.7 The order shall contain the following data:
* exact contact and billing address
* registration no. and tax registration no. (company only);
* contact details of the ordering person;
* specific requirements (eg. translation of MSDS from English to Czech),
* required completion deadline for translation,
* contact person that can be consulted for technical terminology and abbreviations,
1.8 The Contractor shall confirm the written order (including the electronic order being considered as an equivalent of a written order). The order and these General Terms and Conditions become valid on written confirmation of the order (including electronic confirmation).
1.9 The Contractor shall treat all information and documents provided by the Client in connection with the order as confidential, and undertakes not to give them to any unauthorized person. Authorized persons, except for employees of the Contractor, shall be translators and interpreters that have concluded a contract with the Contractor containing a provision on confidentiality or that have signed a declaration on confidentiality and protection of data.
1.10 The Client shall have the right to receive a non-binding and free of charge price quotation and a time schedule based on its enquiry sent to the Contractor.
1.11 The Contractor shall not be liable for any possible consequences arising from breach of copyrights that is caused due to the Client.
2 Translations
2.1 Meaning of terms
Translation – written transposition from a source language to a target language.
Source language – the language in which the source text is written
Source text – the text to be translated
Source word – a word in the text to be translated
Target language - the language in which a target text is written
Target text – the translated text
Target word – a word of the translated text
Proofreading – factual, grammatical or stylistic rectification or modification of a source and/or target text.
2.2 General Provisions
2.2.1 The Contractor undertakes to perform the ordered services and to hand them over to the Client in a prearranged way providing that the conditions mentioned herein are fulfilled.
2.2.2 The Client undertakes to take over the services on the agreed date and to pay to the Contractor the resulting price in agreed time.
2.2.3 The Contractor shall invoice the Client ordering translation services a basic rate and determine a normal deadline provided that the source text is a general, comprehensive, legible text provided in standard format without any special graphic rectifications required. If the text and its format are more graphically demanding (e.g. PDF), the Contractor shall have the right to ask for longer deadline or invoice an extra charge. If the Contractor receives the source text from the Client before the translation work is started, the Contractor shall inform the Client about the text's higher degree of difficulty and to agree on appropriate conditions (longer deadline, price for graphic rectifications, etc.). If the entire text is not available to the Contractor before translation work starts and higher difficulty of the text arises only during the translation work, the Contractor shall have the right to ask for extension of the deadline or an extra charge during the translation work.
2.2.4 The Client acknowledges that the ownership of the translation passes on him only after the full price for the service is paid. Until then, the translation is the property of the Contractor.
2.3 Acceptance and Delivery of Work
2.3.1 The Contractor shall confirm receipt of the enquiry or order immediately on its receipt in the nearest possible term within its office hours.
2.3.2 The Client shall take over the work on the date and in the way stated in the order or written contract.
2.3.3 The Client shall confirm receipt of the work to the Contractor immediately on its receipt.
2.3.4 If the Client does not confirm receipt of the work and does not urge it within 24 hours, the Contractor shall consider the Client to have received the work in a proper and timely manner
2.3.5 If the Contractor receives a reminder for the work, it shall send it immediately on receipt of the reminder.
2.3.6 If the Client urges delivery of the work performed by the Contractor and the Contractor can prove that it was sent on time and in an agreed way, this shall not be considered a late delivery.
2.3.7 If the Client refuses to take over the dully made work without any serious reason acknowledged by the two Parties, the work is considered as delivered. The Contractor shall have the right to make an invoice and the Client shall pay it.
2.4 Rights and Obligations
2.4.1 The Client shall communicate to the Contractor the purpose of use for translation services.
2.4.2 If the source text for translation contains any technical terms, special company terminology, uncommon abbreviations etc., the Client shall provide the Contractor with a list of relevant terms in appropriate language, background documentation containing agreed terminology (referential texts) or ensure the possibility for the Contractor to consult the terminology with a concrete appointed employee of the Client. If this is not the case, no later claims concerning terminology shall be considered.
2.4.3 The Client shall inform the Contractor if it requires any graphic rectification of the document and specify the details.
2.4.4 If the Contractor is not informed about the necessity to make graphic rectifications (including their specification), any claims connected with graphic layout of the document shall be considered.
2.4.5 The Client shall inform the Contractor about all circumstances that could have any impact on payment for the work. The Client shall inform the Contractor if there is any decision on declaration of bankruptcy of the Client or if the Client is in liquidation.
2.5 Translation Services Claims
2.5.1 The translation is considered as faulty if it was not made in accordance with the order (e.g. scope or required graphic layout) or in adequate quality.
2.5.2 In any other case it is considered that the translation was made properly.
2.5.3 Any claim may be done in person, by fax, electronic mail or regular post. The claim must contain concrete reasons and description of defects and scope of their occurrence and may also contain a proposal for resolving the claim.
2.5.4 If the Contractor considers the claim as justified, it shall ensure appropriate rectifications or proofreading immediately and at its own costs. In this case the Client shall have the right for a discount of up to 10 % from the translation price.
2.5.5 If the Contractor considers the claim as justified and the Client does not accept rectifications from the Contractor, the Client shall be offered a discount corresponding to the scope of defects.
2.5.6 In case of any dispute arising between the Contractor and the Client on justice of Client’s claims concerning Contractor’s liability for defects or amount of discount, the Parties undertake to resolve the dispute by amicable settlement in the form of an expert opinion of an independent translator appointed on the basis of agreement of both the Parties. The translator is generally an independent translator on the list of sworn translators and interpreters of a competent court, or a native speaker agreed by the Parties. Both Parties shall be informed about the estimated price for the expert opinion in advance.
2.5.7 The independent translator shall judge the quality of the translation in comparison with the source text (not only the target text separately). Both the Client and the Contractor shall have the right to give all relevant information concerning the claim to the independent translator.
2.5.8 Both the Client and the Contractor shall pay an advance payment for the expert opinion in the same amount. Final settlement of the costs shall be made according to the result of the claim procedure.
2.5.9 Amount of discount shall be set based on the expert opinion.
2.5.10 The Contractor shall be liable for any damage due to defects in translation up to the price for the translation.
2.5.11 If the expert opinion states that the claim is not justified, any and all costs connected with the expert opinion shall be covered by the Client.
2.5.12 The Client shall claim defects of the work to the Contractor duly and without any undue delay within the week after take over of the translation.
2.5.13 Any claims arising from the liability of the Contractor for defects made late shall expire.
2.5.14 The claim shall have no suspending effect on maturity of the issued invoice of the claimed service or on other type of payment for the service rendered.
3 Prices
3.1 Prices for all services are contractual and they are agreed between the Client and the Contractor in writing. Prices are defined either in an agreement on provision of translation services or in a price quotation confirmed by the Client in its written order (see point 1 - General provisions).
3.2 Rates for translation services are set with regard to:
* type of translation (technical field),
* difficulty of text,
* type of source text,
* required promptness of delivery.
3.3 A unit of invoiced quantity for translations and proofreading is one source word.
3.6 If the source text is in the format not allowing knowing number of source words or if it is in printed form, the price is calculated based on the number of translated words. In this case, quotations are based on estimated number of words counted manually and the price is invoiced according to the real number of words in the translated text (target language).
3.7 Minimum invoiced number of words is 400 source (or target) words, unless agreed otherwise in the contract or order.
3.9 The Contractor shall have the right to set an extra charge for work during weekends and holidays, for translation or transcription of audio or video recordings, translation of poorly legible texts or express translations (more than 800 source words in one working day).
3.10 The Client shall have the right to ask for a discount in case of a large order.
4 Payment Terms
4.1 The basis for payment of price for performed services is an invoice issued by the Contractor and having the date of maturity stated on the invoice. General term of maturity is 14 days, unless otherwise stated in the contract.
4.2 The Contractor shall be entitled to issue to the Client an invoice at the moment of handing over the finished work or after the end of interpreting.
4.3 The Contractor shall be entitled to issue to the Client an advance invoice even before the beginning of work or during its performance. The advance invoice is payable on the date of maturity stated in the invoice.
4.4 In the event of a delay in payment, the Client shall pay the Contractor a contractual fine in the amount of 0.1% of the amount due for each newly begun day late in making said payment.
5 Withdrawal from Contract and Compensation for Damages
6.1 Each Contracting Party shall have the right to withdraw from contract if there occur such restrains after conclusion of the contractual relationship that prevent fulfillment of commitment and that cannot be eliminated.
5.2 The Contracting Party shall inform the other Contracting Party in writing about its withdrawal from the contract.
5.3 In case the Client withdraws from the contract for translation or (proofreading), the Client shall pay all provable and incurred expenses for the part of the translation already completed, or for the whole translation if the work is already completed.
5.4 In case the Client withdraws from the interpreting order 10 to 5 days prior to the beginning of interpreting, the cancellation fee is 20 % of the agreed price; 50 % of the agreed price in case of 4 to 2 days prior to the beginning of interpreting and 100 % of the agreed price in case of 1 day prior to the beginning or on the day of beginning of interpreting.
5.5 The Contractor shall not be liable to the Client for damages due to non-realization of the concluded contract if this happens due to unforeseeable and unavoidable circumstances that the Contractor could not prevent.
5.6 The Client shall inform the Contractor of whether the translated text is to be printed or is intended for other publication. In case of the failure to do so, the Client shall not have the right for compensation for damages due to mistakes in the translated text.
6 Final Provisions
6.1 The Client undertakes not to contact the translator directly without the Contractor’s consent.
6.2 In the event that the Client and the translator enter in contact based on the Contractor's consent, the Client undertakes not to negotiate with the translator about matters concerning business conditions of the service.
6.3 The Client undertakes to inform the Contractor about any new agreement with the translator or the interpreter.
6.4 In case of breach of obligations set in points 6.1 to 6.3, the Client shall pay the Contractor a contractual fine amounting to U$2,500.00 for each individual breach, even if the order is not fully completed.
6.5 Unless otherwise stated in these General Business Terms and Conditions or in the contract on provision of translation services, legal relationships between Contracting Parties shall be governed by relevant business laws of State of Delaware.
6.6 These General Terms and Conditions shall be binding for both Contracting Parties.
6.7 These conditions are valid from 1st February 2011.