In submitting a text for translation, any individual or corporate body (Client) enters into a binding agreement with the company ‘Amtrad’ (Translator), said agreement being covered by the following terms and conditions:
Deadlines. Translator shall make every effort to complete service(s) by the given date but shall not be responsible for delays in completion caused by events beyond the translator’s control. The translator shall notify the client as soon as is reasonably practical of any circumstances likely to prejudice the translator’s ability to comply with the terms of the client’s order, and assist the client as far as reasonably practical to identify an alternative solution.
Payment. The due dates for payment of fees and costs under this agreement shall be the date(s) specified in this agreement, provided that if no date is specified, the due date shall be the date of the translator’s billing for the fees or costs. Any payments for fees or costs not received by the translator within 7 days of the due date will be deemed late and shall be subject to a 5% per month late charge. The client agrees to be responsible for the translator’s costs in collecting late payments due from the client, including reasonable lawyer’s fees. Where delivery is in instalments and notice has been given that an interim payment is overdue, the translator shall have the right to stop work on the task in hand until the outstanding payment is made or other terms agreed. This action shall be without prejudice to any sums due and without any liability whatsoever to the client or any third party.
Cancellation or withdrawal by Client. If the client cancels or withdraws any portion of the item(s) described in the agreement prior to the translator’s completion of the service(s), then, in consideration of the translator’s scheduling and/or performing said service(s) the client shall pay the translator the portion of the above fee represented by the percentage of total service(s) performed plus a further sum charged on a time basis for preliminary research, administration and inquiries, but in any event not less than 33% of said fee.
Additional fees. Additional fees will be payable, to be calculated as provided below, in the event the following services are required: a) investigation, inquiry, or research beyond that normal to a routine translation because of ambiguities in the item(s) to be translated; b) additional services are required because the client makes changes in the item(s) to be translated after the signing of this agreement; and c) the translator is requested to make changes in the translation after delivery of the translation, because of the client’s preferences as to style or vocabulary, and such changes are not required for accuracy. Such additional fees will be calculated according to a pre-defined fee.
Additional costs. The client shall reimburse the translator for necessary out-of-pocket expenses incurred by the translator that are not a normal part of routine translation procedure, such as overnight document delivery service requested by the client, long distance telephone and fax expenses to clarify document ambiguity, etc.
Client’s review of translation. Upon receipt of the translation from the translator, the client shall promptly review it, and within 30 days after receipt shall notify the translator of any requested corrections or changes. The translator shall correct, at no cost to the client, any errors made by the translator.
Confidentiality. All knowledge and information expressly identified by the client in writing as confidential which the translator acquires during the term of this agreement regarding the business and products of the client shall be maintained in confidentiality by the translator and, except as expressly authorized by the client in writing, shall not be divulged or published by the translator and shall not be authorized by the translator to be divulged or published by others. Confidential information for purposes of this paragraph shall not include the following: a) information which is or becomes available to the general public, provided the disclosure of such information did not result from a breach by the translator of this paragraph; b) terminological glossary entries compiled by the translator in the course of the translator’s performance of the translation service(s) under this agreement; provided, however, that the client and the translator may agree in writing that, upon payment by the client to the translator of an agreed-upon fee, such terminological glossary entries shall be the property of the client and shall be covered by the confidentiality provisions of this paragraph.
Translation is property of the client, copyright. Upon the client’s completion of all payments provided herein, the translation of the item(s) described in the agreement shall be the property of the client. The translator has no obligation to take any steps to protect any copyright, trademark or other right of the client with respect to the translation, except as may be expressly otherwise provided in this agreement. Notwithstanding the foregoing, the translator shall have the right to retain file copies of the item(s) to be translated and of the translation, subject to the provision of paragraph 7 above.
Indemnification and hold-harmless by the client. The client agrees to indemnify and hold the translator harmless from any and all losses, claims, damages, expenses or liabilities (including reasonable attorney’s fees) which the translator may incur based on information, representations, reports, data or product specification furnished, prepared or approved by the client for use by the translator in the work performed under this agreement.
Changes by others. The translator shall have no responsibility whatever as to any changes in the translation made by persons other than the translator.
Unfair competition. Where in the course of business the translator’s client is an intermediary and introduces the translator to a third-party work-provider, the translator shall not knowingly approach the said third party for the purpose of soliciting work, nor work for the third party in any capacity involving translation, without the client’s written consent. However this shall not apply where: a) the third-party work-provider has had previous dealings with the translator; b) the translator acts on the basis of information in the public domain; c) the approach from the third party is independent of the relationship with the intermediary; d) the approach to the third party arises as the result of broad-band advertising; e) the third party is seeking suppliers on the open market; f) the intermediary only makes isolated use of the translator’s services.
In the event of a dispute. In the event of a dispute, the Courts of Libourne shall have sole jurisdiction.
Complete agreement. This is the complete agreement of the parties. Any changes in this agreement must be in writing signed by both parties.