Standard conditions of the provision of translation services
Standard conditions of the provision of translation services
by the Association of Estonian Translation Companies
on 28 February 2006
- Validity of the standard conditions of the provision of translation services
- These standard conditions of the provision of translation services (hereafter referred to as the Standard Conditions) form an inseparable part of all contracts* entered into for the provision of translation services by all members of the Association of Estonian Translation Companies (hereafter referred to as Translation Companies).
- In the event of an inconsistency between the Standard Conditions and a contract entered into between a Translation Company and the party ordering the translation services (hereafter referred to as the Client), the contract entered into between the Translation Company and the Client shall take precedence.
- Definition and objective of provision of translation services
- A translation service is a process designed to meet the specific fiction or applied literature objectives of a client which comprises translation, proofreading and copy-editing or professional editing. ‘Translation’ refers to a written translation. All translations which are presented to the Client on paper or in electronic format are considered to be written translations.
- The aim of providing a translation service is to reproduce the information contained in the text of the source language in the text of the target language (the translation) to the degree of accuracy and completeness required by the intended use of the translation.
- Rights and obligations of the Translation Company
- In ordering a specific translation the Client and the Translation Company agree on the purpose of the translation, the extent to which the translation needs to be worked on (i.e. whether proofreading or editing are required in addition to translation) and the deadline, as well as the need for any support services.
- The Translation Company has the right to request and receive information from the Client regarding the intended use of the translation, which may be (for example):
- of an informative nature;
- publication, including advertising texts;
- documents, including public documents, documents forming the basis of legally binding operations and transactions, patents; or
- other, which the translator must be aware of in order to carry out the translation.
- If the Client uses the translation for a purpose other than that indicated to the Translation Company, the Translation Company cannot be held liable for any damage that may result.
- If the Translation Company is not informed of the purpose of a translation, the company shall undertake to carry out the translation to the best of its knowledge and ability on the proviso that the Client ordered the translation for purposes of an informative nature (see point 3.2.1).
- The Translation Company has the right to seek explanations/translations for specific terms and abbreviations used in the text to be translated and to obtain information from the Client in this regard without the agreed time. If such explanations/translations are not provided, the Translation Company cannot guarantee the appropriate translation of these terms and abbreviations. Terms which are not in general use in the source language, whose use is restricted to a particular field or which are only used within an organisation, are considered to be specific terms.
- The Translation Company is obliged to perform translations to the best of its knowledge and ability in accordance with point 2.2 of the Standard Conditions and with the intended use of the translation as indicated by the Client.
- The Translation Company is obliged to ensure that a translation is completed by the deadline agreed upon with the Client.
- The obligation to meet a deadline set out in point 3.7 of the Standard Conditions only arises if the Translation Company receives all of the materials required to carry out the translation and all of the information needed to fulfil the order in time. If the Client does not provide the Translation Company with all of these materials in time, the deadline for the completion of the translation may be extended by a length of time equal to the extent of the delay in providing the materials.
- The Translation Company is obliged to immediately inform a Client of any situation which hinders the completion of a translation on time in the event that the hindrance is unable to be eliminated by the Translation Company.
- The Translation Company undertakes to treat all material provided to it by a Client as confidential.
- At the request of a Client, the Translation Company may archive a translation for an agreed period of time. The generally agreed period for archiving translations is 6 months.
- Rights and obligations of the Client
- The Client has the right to obtain, at the agreed time, a translation of the material presented to the Translation Company which accords with point 2.2 of the Standard Conditions and with the intended use of the translation as indicated by the Client.
- The Client has the right to obtain the translation from the Translation Company in the agreed format. If the Client has not agreed with the Translation Company that the translation should be returned to it by e-mail, post or fax, it is delivered to the Client on the premises of the Translation Company. Should the Client wish to have the translation returned by fax, the Translation Company cannot be held liable for any distortions to the text which may result from poor quality in the fax transmission.
- The Client has the right to place an order with the Translation Company for the introduction of amendments to a delivered translation. If the Client only orders the addition of amendments and clearly highlights the affected sections in the document to be translated, the Translation Company only translates the parts of the text indicated. The Client is obliged to pay for the translation of these parts of the text and for any other costs associated with the translation in accordance with the current price list of the Translation Company.
- The Client has the right to lodge a complaint about the quality of a translation within a month of receiving the translation, unless otherwise agreed. The Client does not have the right to lodge a complaint if the original text was illegible (handwritten or faded) or incomprehensible in any other way, but only request that the translation be amended in accordance with point 4.3 of the Standard Conditions.
- The Client has the right to cancel an order. In this case the Client is obliged to pay the Translation Company for the number of pages already translated.
- The Client is responsible for ensuring that ordering a translation does not breach copyright.
- The Client must understand that in order to guarantee the best possible result they must be prepared to cooperate with the Translation Company, which means that the Client must try, to the best of their ability and in accordance with point 3.5, to clarify and verify the professional language used in the translation and provide the Translation Company with feedback about the translation.
- Delivery of translations and the liability of the Translation Company for the quality of translations
- The Translation Company delivers translations to Clients in accordance with point 4.2.
- The manuscripts provided to the Translation Company as original material, the original documents submitted on paper or in electronic format and other materials are returned to the Client as agreed. If the Client does not come to collect the original material after receiving the translation by e-mail or fax, the Translation Company archives them for two months, unless otherwise agreed. After this time the Translation Company has the right to destroy the materials.
- The Translation Company has the right to issue an invoice and demand payment of an order even if the Client fails to collect a translation issued on paper or a data medium as agreed after the deadline for completion of the order has passed, or in the event that there is no agreement on the deadline after a written notification (including e-mail) is sent by the Translation Company, or in the event that these contact details are not known after notification is provided in another way of completion of the work.
- The Translation Company is not required to archive a translation that has failed to be delivered for reasons independent of it for longer than two months after the date of completion of the translation.
- If a Client lodges a justified complaint with the Translation Company within the period set out in point 4.4 of the Standard Conditions, the Translation Company and the Client agree on a deadline by which the Translation Company shall undertake to rectify any errors at its own expense. If the Client refuses to agree on a deadline or instructs a third party to rectify the errors, the Translation Company is released from its obligation to rectify the errors. If the Translation Company rectifies the errors within the time agreed, the Client shall pay the Translation Company for provision of the translation service as a whole at the agreed amount, except if the Client incurred direct and proven damage as a result of the delay caused by the errors and which the Client was unable to foresee or prevent by acting in any reasonable manner.
- If the Translation Company fails to rectify the errors within an appropriate length of time, the Client may terminate the contract or demand that the Translation Company reduce the price. In the case of errors of minor importance the Client does not have the right to withdraw from the contract. Errors are considered to be of minor importance if they do not affect the meaning of the text.
- A wish to rectify errors or make amendments to the translation does not give the Client the right to put off payment of the invoice by the agreed deadline.
- Stylistic changes, amendments to specific terms and abbreviations that have not been translated are not considered to be translation errors if the Client fails to provide the Translation Company with explanations or correct translations of such terms/abbreviations in accordance with point 3.5.
- The Translation Company does not assume any liability for the transliteration of names and addresses from or into a non-Latin alphabet. In such a case it is recommended that that Client submit already transliterated names and address to the Translation Company.
- In the case of translations submitted in electronic format, the Translation Company bears no responsibility for incompatibility with the Client’s software. Translation Companies use common office software so that the translations issued are legible to Clients.
- If a Client orders a translation as an urgent job the Translation Company cannot always ensure that checks are carried out on all aspects of quality due to the limited time available to it, although it shall undertake to carry out the translation to the greatest possible degree of accuracy and care.
- The Translation Company cannot be held liable for errors in translations which are the result of errors, omissions, lack of clarity or ambiguous meaning in the source text.
- The translation service does not include recalculation of numerical values and currencies, unless otherwise agreed.
- Fees and procedure for payment of fees
- The Client shall pay the Translation Company a fee for the translation services according to (in order of importance) the contract, the price offer submitted by the Translation Company or an invoice produced on the basis of the Translation Company’s price list.
- The volume of written translations is calculated on the basis of the number of standard pages of translated text, unless otherwise agreed. One standard page comprises 1800 characters, including punctuation and spaces.
- If the Client does not inform the Translation Company of the special conditions of a translation or fails to submit the document to be translated at the time that a price offer is made, the Translation Company can only issue a preliminary proposal which is not binding as an offer.
- Unless the parties to the contract agree otherwise, payments shall be effected via bank transfer. The Translation Company has the right to demand pre-payment or payment in parts.
- The deadline for payment shall be the date of completion of the translation or the date indicated on the invoice produced in accordance with the conditions of the contract entered into with the Client. This point shall be valid even if the Client fails to collect the translation. If the Client does not make any payment to the Translation Company on time, the Translation Company has the right to suspend fulfilment of any other orders placed by the Client. The deadline for fulfilment of an order shall be considered to have been extended by the length of time during which payment was delayed.
- Proprietary copyright in a translation is not transferred to the Client until the full amount charged for the translation has been paid. The Client may only use the translation after the invoice for it is paid in full, unless otherwise agreed.
- In the event of a delay in payment the Client shall undertake to pay a fine in the amount agreed upon in the contract entered into between the Client and the Translation Company or as indicated on the invoice.
- Final provisions
- The parties to the contract shall attempt to resolve any and all disputes arising from the contract through negotiations in a manner that is designed to see them continue their cooperation. If no agreement can be reached, the dispute shall be resolved in a court of law in the location of the Translation Company.
- The parties may also direct the dispute to be resolved by a committee acceptable to both parties.
- Should any provision of the Standard Conditions be rendered invalid or void, this shall not affect the validity of the remaining provisions.
* Definition of contract (Law of Obligations Act § 8):
A contract is considered to be a transaction between two or more parties in which one of the parties to the contract undertakes or all of the parties to the contract undertake to do or not do something. In entering into a contract it is assumed that the parties understand what they are agreeing to, that they are aware of all of the important details related to the transaction and that they are entering into the contract of their own free will.
This means that in this context a contract is considered to be a written agreement entered into between a Translation Company and a Client (including by e-mail, fax and other means) or contracts signed by both parties for the provision of translation services and other related services.
The provisions presented above can be found on the homepage of the Association of Estonian Translation Companies. NEON Translations and Localization | Tiido and Partners Language Agency LLC has been a member of this association since 2007.