General conditions of service - Translation service
The present General Conditions are written in French in their original version, which alone is authentic, taking precedence over any other version translated into a foreign language.
The present general conditions of service are intended to frame the contractual relation between:
Morgane RODRIGUÈS, an entrepreneur operating under the business name "Morgane RODRIGUÈS", domiciled at 1 rue du gué Morin, 22950 Trégueux (France) and with the SIREN number: 829035237, hereinafter referred to as "the Service Provider", and, on the other hand, any company, organization or private individual wishing to use its services, hereinafter referred to as "the Client".
1. Services provided
The purpose of these general conditions of service is to sell translation, proofreading, editing and subtitling services of texts and content, hereinafter referred to as "the Service".
2. Application and enforceability of the general terms of business
All orders commissioned by the Client imply the Client’s full acceptance of these GTB. No other terms and conditions shall be in effect and enforceable against the Service Provider.
No special condition may, except in the case of a formal and written exception appearing on the quotation which has become firm and final, prevail over the general conditions of service.
Any service provided by the Service Provider implies the Customer's acceptance of these general terms and conditions, and the waiver of its own general terms and conditions of purchase. Any condition to the contrary shall, in the absence of express acceptance, be unenforceable against the Service Provider, regardless of when it may have been brought to its attention.
The fact that the Service Provider does not at any time take advantage of any of these terms and conditions of service shall not be construed as a waiver of the right to take advantage of any of these terms and conditions at a later date.
3. Quotes and orders
Each Client’s order is preceded by a free quotation, drawn up by the Service Provider on the basis of the documents provided or information communicated by the Client.
The quotation sent by the Service Provider to the Client, by mail or e-mail, shall specify in particular:
• The number of words or pages to be translated;
• The language pair;
• How the price of the Service is to be determined. The latter is invoiced either on a flat-rate basis, or by the time spent (per hour), or on the basis of the Service Provider's price list in force on the day the quotation is drawn up, in particular by the source word (i.e. per word contained in the text to be translated) or by the target word (i.e. per word contained in the translated text), according to the count proposed by Microsoft's Word software (Tools > Statistics) or a computer-assisted translation (CAT) software, by the line or by the page ;
• The date of delivery of the Service;
• The format of the documents in case a specific layout has been requested;
• Any additional charge due to urgency, terminology research or anyother request outside the usual services provided by the Service Provider.
In order to confirm his/her order in a firm and definitive manner, the Client must return the quotation to the Service Provider without any modification, signed with the mention “agreed and signed” either by mail or e-mail or send an e-mail with the expression of the Client’s consent. If the quotation has not been formally accepted, the Service Provider reserves the right not to start working on the Client’s project.
The delivery date will be confirmed by e-mail after receipt of the agreement form. If the quotation has not been accepted before the end of its validity period, or by default, within one (1) month from the date of the quotation, it shall be deemed null and void.
The Service Provider reserves the right, after having informed the Client, to increase the quoted price and/or to change the delivery date appearing on the Client’s initial order confirmation, in the following cases:
1. If the Client adds or modifies the documents to be translated after the Service Provider has sent the quotation, in which case the Service Provider reserves the right to adjust her price or rate according to the additional work required.
2. If the Service Provider prepared the initial quotation on the basis of the Client’s description of the task or without having seen all the source material and received firm instructions: if the quotation is based on an approximate number of words and/or an extract of the source document(s).
3. The absence of clear instructions from the Client specifying the framework of the revision project and its objectives for the preparation of the estimate.
Without the Client’s agreement to these new delivery and/or billing conditions, the Service Provider reserves the right not to begin her work.
Unless otherwise agreed in the quote, the costs incurred in the performance of the service (travel expenses, express mail, etc.) shall be borne by the Client.
Any decision to offer a discount, reduce or apply sliding scale rates, based on a percentage or a flat rate (per page or per hour), shall be at the sole discretion of the Service Provider and limited to the services included in the quotation. No discount or rebate granted to the Client shall be considered an acquired right for future orders.
In the event that the Service Provider has not sent a prior quotation to the Client, orders are placed by simple exchange of e-mails and The Service is 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 in their latest correspondence. Any validation by the Client of a deadline communicated by the Service Provider shall be considered as a confirmation of an order.
4. Proof of acceptance
For the purpose of proving the acceptance of a quotation, the Client agrees to consider as equivalent to the original and as perfect proof, an e-mail or an electronic copy of the signed quotation.
Any order which amount excluding taxes exceeds one thousand (1,000) euros may require a deposit, the percentage of which will be specified on the quotation. In this case, the work requested will only begin after the deposit has been received.
Subject to the Provider's receipt of all documents relating to the Service, the deadline specified in the quotation shall apply only if the Customer confirms the order before the expiration of the validity period of the quotation, as set forth in Article 3 above.
The delivery date, confirmed by e-mail after receipt of the order form, is set according to the Provider's workload.
6. Responsibility of the service provider
The Service shall be carried out by the Service Provider in accordance with the Client's instructions and in accordance with the practices of the profession. The Service Provider shall make every effort to take into account and integrate into the translation the information provided by the Client (glossaries, plans, drawings, abbreviations, etc.). The Service Provider declines all responsibility in the event of any inconsistency or ambiguity in the original text, the verification of the technical consistency of the final text being the sole responsibility of the Client.
8. Responsibility of the client
The Client shall provide to the Service Provider all the content to be translated, any technical information necessary for their understanding and, where appropriate, the specific terminology required. If the Client fails to inform the Service Provider, the Service Provider shall not be held responsible for any non-compliance or failure to meet deadlines.
The Client has ten (10) working days from receipt of target document to express in writing any concern relating to the quality of the service. After this period, the service shall be deemed to have been duly executed and no complaint will be admitted. To this end, the Client agrees to consider as proof of delivery any acknowledgement of receipt by mail or e-mail.
The Service Provider agrees to preserve the confidentiality of information the Service Provider becomes aware of before, during, and after providing services. Original documents shall be returned to the Client upon simple request.
The Service Provider shall not be held liable in the event that information is intercepted or used by a third party during the transfer of data, especially on the Internet. Therefore, the Client must inform the Service Provider before the provision of services or at the time the order is placed of the means of transmission the Client would like the Service Provider to use to ensure the confidentiality of any sensitive information.
10. Personal data protection
As part of the Service, the Service Provider collects personal data about the Client (title, surname, first name, company name, postal address, telephone number, email address). This data is used to send the Customer quotations, invoices and information necessary for the Service and promotional messages about the Provider's services.
The data collected is subject to computer processing by the Service Provider and is kept in a secure manner for the purpose of carrying out the Service, which is the subject of these terms and conditions, and in accordance with legal and regulatory obligations.
The person responsible for data processing and protection, or data controller, is Morgane RODRIGUÈS — 1 rue du gué Morin 22950 Trégueux — firstname.lastname@example.org. Access to personal data will be strictly limited to her.
The information collected may possibly be communicated to third parties linked to the company by contract for the execution of subcontracted tasks, without the need to request the Client’s authorisation. (hereinafter referred to as "the Subcontractor".).
The Contractor is required to comply with these terms and conditions. It is the Provider's responsibility to ensure that the Subcontractor presents the same sufficient guarantees regarding the implementation of appropriate technical and organizational measures so that the processing meets the requirements of the European Data Protection Regulation.
In the event of a data breach, the Service Provider shall inform the Customer as soon as possible and, within 72 hours of becoming aware of the breach, notify the Commission nationale de l’informatique et des libertés (CNIL).
In accordance with the French law n°78-17 of January 6, 1978 relating to data processing, data files and liberties, as modified by the law n°2004-801 of August 6, 2004, and by the European Regulation n° 2016/.679, the Customer has a right of access, rectification, deletion, and portability of the data concerning him/her, as well as the right to oppose the processing for legitimate reasons, rights that he/she may exercise by contacting the data controller at the postal or e-mail address mentioned above, enclosing a valid proof of identity.
For more information and in the event of a complaint, the customer may contact the Commission Nationale de l’Informatique et des Libertés (CNIL) (www.cnil.fr).
Personal data is kept for five (5) years after the end of the current year. If no business relationship is established after this period, it will be deleted from the Provider's servers.
However, once the Customer has placed an order, and even in the event of a request for deletion of the account, the Service Provider is required to keep the personal data appearing on the invoices and order forms for ten (10) years from their date of issue (Article L-123-22 of the French Commercial Code).
11. Delivery format
The target document is delivered by e-mail to the Client by electronic mail in the format specified in the estimate, or failing that, from the source. On request, it can be delivered by mail. Any other means of transfer or format must be expressly agreed between the parties and may be subject to additional charges.
The liability of the Service Provider on any grounds whatsoever shall be limited to the total value of the contract.
The Service Provider shall not be held liable for any claims based on stylistic nuances or alterations made to her translation by third parties without her consent.
Delivery deadlines shall not be of the essence, unless specifically agreed in writing. Their non-observance cannot, in principle, lead to penalties for delay. In any event, the Service Provider shall not be liable for any direct or indirect damage caused to the Customer or to third parties as a result of a delay in delivery, in particular due to a case of force majeure or to a possible problem of delivery.
13. Editing and proofreading
In the event of disagreements about certain aspects of the finished or unfinished Service, the Service Provider reserves the right to correct these aspects in cooperation with the Client.
When the target documents of the Service are to be edited, the Contractor shall receive the printer's proof for review.
Unless otherwise agreed in writing, any correction or proofreading shall be charged to the Client based on the Service Provider’s current rate.
Unless otherwise mentioned, payment in full, or minus any amount already paid on deposit, to the Service Provider shall be made upon receipt of the invoice no later than 30 (thirty) calendar days from the date of invoice.
In the event of payment by check or bank transfer from abroad, all exchange and bank charges are payable by the Customer and may therefore give rise either to a flat-rate surcharge specified on the quotation, or to a full rebilling to the Customer.
The target documents remains the property of the Service Provider until full payment has been received.
As these Terms and Conditions of Service are the subject of an agreement between the Service Provider and the Client, payment for the Service shall not be subject to verification, approval or payment by any other party.
It should be specified that in the event of late payment, orders in progress will be automatically interrupted until full payment is made and the Customer will be liable, without the need for a prior formal notice, for late payment interest set at ten percent (10%) per month, effective from the first calendar day following the payment deadline indicated on the invoice, will be charged on all overdue balances, to which shall be added, in accordance with Article D.441-5 of the French Commercial Code, a compensation fee for collection costs of forty (40) euros.
The Provider will not accept any new order from the Customer until it has received full payment of the amounts due.
Before sending a document for translation, proofreading, editing or subtitling, the Client must ensure that this does not infringe on any third-party rights. Therefore, the Client must be the author of the original document or have obtained written permission to have the document translated, proofread, edited or subtitled from the party holding the copyrights of the document.
If these conditions have not been ensured by the Client, under no circumstances shall the Service Provider be held liable if all or a portion of the documents to be translated were to infringe on the rights of a third party or violate any applicable regulations. If this were to occur, the Client shall be held solely liable for any harm or financial consequences resulting from the Client’s negligence.
Furthermore, the Client acknowledges that the translation is a new document, whose copyright is held jointly by the author of the original document and the Service Provider.
As a result, in the case of services of a literary or artistic nature, without harm to the Service Provider’s rights to the work, the Service Provider reserves the right to require that the Service Provider’s name be mentioned on any copies or publications of the translation, in compliance with French Intellectual Property Code (paragraph L.132-11).
If, for any reason, the Client wish to cancel an order or a task, the Service Provider should be notified in writing. If the order is cancelled while the contract is being performed, the Client will pay 100% (one hundred per cent) of the agreed rate to the Service Provider for the work already performed and 50% (fifty per cent) for the remaining work to be carried out.
17. Complaints and disputes
In the event of a complaint or dispute of any nature, as soon as the event from which the complaint or dispute arises occurs, either party may refer the matter to the Arbitration Commission of the Société Française des Traducteurs (SFT) by registered letter with return receipt. The parties agree to allow the Commission to attempt to arbitrate using the means it deems appropriate. The parties agree to do everything within their power to ensure that arbitration is successful. They agree to operate in good faith.
They also agree not to take legal action in the four months following the referral of the dispute to the Commission. The parties agree that any attempt to resolve the matter through channels other than the Commission during this period may result in the rejection of the case by the Commission or in the incapacity to resolve the matter amicably and shall justify the payment to the other party of EUR 1,500 (one thousand five hundred).
18. Applicable law and jurisdiction
These General Terms of Business shall be governed, construed, and enforced in accordance with French law. In the absence of an amicable settlement in accordance with Article 17 above, the parties grant exclusive jurisdiction to the French commercial courts to settle any dispute relating to the Service and these general conditions.
Updated on 01/07/2021