Terms of business

These terms and conditions for the provision of services are agreed between, on the one hand, Alexia OLONA, a sole proprietor trading under the business name Translation Spirit, with its registered office at Bois de Haye (France), SIRET number: 522 042 324 00023 and hereinafter referred to as “the Translator”, and, on the other hand, any natural or legal person wishing to use her services and hereinafter referred to as “the Client”.

1. Application of the general terms of business – Enforceability

Any order placed implies the Client’s full and unreserved acceptance of these general terms of business, to the exclusion of any other document.

No special terms and conditions may, unless expressly stated in writing on the order form which has become firm and final, take precedence over these general terms of business for the provision of services.

The performance of any service by the Translator implies the Client’s acceptance of these general terms of business and a waiver of their own general terms and conditions of purchase. Any contrary condition shall therefore, in the absence of express acceptance, be unenforceable against the Translator, regardless of when it may have been brought to their attention.

The fact that the Translator does not, at any time, invoke any of these general terms of business shall not be construed as a waiver of the right to invoke any of said conditions at a later date.

2. Nature of the services

The Translator provides written translation services from English into French in the institutional, technical and marketing fields, hereinafter referred to as “the Services”.

The Services include, but are not limited to:

  • The translation of institutional and official documents;

  • The translation of business communications and corporate content;

  • The translation of technical documentation;

  • The translation of manuals, white papers, product pages and guides;

  • The translation of any other specialist content falling within the Translator’s areas of expertise.

The Translator undertakes to perform the Services in accordance with best practice and applicable professional standards in the field of translation, ensuring fidelity to the source text, terminological accuracy and adaptation to the target linguistic and cultural context.

In addition to these translation services, the Translator offers proofreading and editing services for translated texts, as well as web copywriting services for French contents.

The services do not include certified translation, interpreting or audio transcription.

The Translator does not translate legal content (terms and conditions, contracts, legal notices, privacy policies). These documents require the services of a certified legal translator.

The Translator may use translation support tools as part of her workflow; however, she remains fully responsible for the revision and final approval of the texts.

3. Quotations/Placing orders

Each order placed by the Client is generally preceded by a free quotation, drawn up by the Translator, based on the documents to be translated provided or the information supplied by the Client.

The quotation sent by the Translator to the Client, by email or post, specifies in particular:

  • The number of pages or words to be translated;

  • The target language;

  • The method used for determining the price of the service. The service is invoiced either as a flat fee, on a time-spent basis, or on the basis of the Translator’s rate in force on the date the quotation is issued, in particular, for translation, per source word (i.e. per word contained in the text to be translated) or per target word (i.e. per word contained in the translated text) based on the count provided by the Computer-Assisted Translation software used by the Translator (OmegaT, SDL Trados), unless otherwise stated in the quotation, per line or per page;

  • The estimated duration of the project, the delivery date and any interim milestones, if applicable;

  • The format of the documents to be translated in the event of a request for specific layout of the delivered document;

  • Any price surcharges applied, in particular due to urgency, specific terminology research or any other request falling outside the usual services provided by the Translator.

To confirm their order in a firm and definitive manner, the Client must return the quotation to the Translator without any modifications, either by post, signed with the words ‘agreed’, where the quotation was sent by post, or by replying to the email with an expression of their consent where the quotation was sent by email. In the absence of receipt of acceptance of the quotation, the Translator reserves the right not to commence work.

In the absence of confirmation of the order in accordance with the terms set out above within the timeframe specified in the quotation or, failing that, within three (3) months of the date the quotation was sent, the quotation shall be deemed to have lapsed.

The Translator reserves the right, after informing the Client, to increase the rates for the services and/or not to meet the delivery date stated on the Client’s initial order confirmation, in particular in the following cases:

  • The Client making changes to or adding further documents after the Translator has drawn up the quotation. In this case, the Translator reserves the right to adjust the rate according to the volume of additional text to be processed that has been identified or requested;

  • The absence of documents at the time the quotation was drawn up (for example, if the quotation had to be prepared based solely on the approximate word count and an extract of the content to be processed).

In the absence of the Client’s express agreement to these new delivery and/or invoicing terms, the Translator reserves the right not to commence work.

Unless otherwise stated in the quotation, any costs incurred in the performance of the service (travel, express delivery, etc.) shall be borne by the Client.

Any decision to grant a discount, reduction or apply sliding-scale rates, whether as a percentage or a flat rate (per page, per line or per hour), remains at the sole discretion of the Translator, and applies solely to the service in question. Any discounts or rebates granted to the Client shall under no circumstances give rise to an acquired right for subsequent services.

In the event that no prior quotation has been sent to the Client by the Translator, orders are placed by simple exchange of emails and translation services are invoiced in accordance with the standard rate usually applied by the Translator or any other rate agreed between the Translator and the Client in the exchange of emails. Any confirmation by the Client of the deadline communicated by the Translator shall constitute an order.

4. Evidence

For the purposes of proving the existence of this acceptance of the quotation, the Client agrees to regard faxes, emails, copies and electronic media as equivalent to the original and as conclusive proof.

5. Deposit

Any order with a value exceeding one thousand (1,000) euros may be subject to a request for a deposit, the percentage of which is specified in the quotation. In such cases, work will only commence once the deposit has been received.

6. Delivery time

Subject to the Translator receiving all the documents to be translated, the delivery time, given as an indication and stated on the quotation, shall only apply provided that the Client confirms their order in accordance with the terms set out in Article 3 above within three (3) working days of receiving the quotation. After this period, the delivery date may be subject to revision depending on the Translator’s workload.

7. Obligations of the Translator

The Translator shall endeavour to produce a translation that is as faithful as possible to the original and in accordance with professional standards. She shall make every effort to take into account and incorporate into the translation any information provided by the Client (glossaries, diagrams, drawings, abbreviations, etc.). The Translator accepts no liability for any inconsistencies or ambiguities in the source text; verification of the technical consistency of the final text is the sole responsibility of the Client.

8. Client’s obligations

The Client undertakes to provide the Translator with all the texts to be translated and any technical information necessary for their understanding and, where applicable, the specific terminology required. Should the Client fail to fulfil their obligation to inform the Translator, the Translator cannot be held liable for any non-conformities or missed deadlines.

The Client has a period of seven (7) working days from receipt of the translated or proofread documents to raise any written objection regarding the quality of the service. After this period, the service shall be deemed to have been duly performed and no dispute shall be accepted. To this end, the Client agrees to accept as proof of delivery any acknowledgement of receipt by post, fax or email.

9. Confidentiality

The Translator undertakes to respect the confidentiality of any information brought to their attention before, during or after the provision of their services. The originals shall be returned to the Client upon simple written request.

The Translator shall not be held liable for any interception or misappropriation of information during the transfer of data, in particular via the Internet. Consequently, it is the Client’s responsibility to inform the Translator, either in advance or at the time of placing the order, of the means of transfer they wish to be used in order to guarantee the confidentiality of any sensitive information.

10. Deliverables

The translation is delivered by email in the source format (unless otherwise stated in the quotation). Upon request, it may be delivered by fax or as a hard copy sent by post. Any other means of transfer or format must be expressly agreed between the parties and may be subject to additional charges.

11. Acceptance and validation

The client has a period of seven (7) working days from the date the Translator sends notification that the deliverables are available to submit any requests for amendments or clarification in writing (by email).

Requests must be specific, justified and relate to the content of the deliverables themselves:

  • Factual or terminological errors

  • Correction of any inconsistencies

The following requests do not constitute legitimate grounds for modification:

  • Stylistic preferences or alternative phrasing

  • Addition of services not included in the quote

  • Strategic reorientation of the project

The Translator undertakes to respond to legitimate requests within fifteen (15) working days. One round of amendments is included as part of the service. Any request for further amendments beyond the first round of amendments may be subject to additional invoicing.

After this seven (7)-day period, the deliverables are deemed to have been definitively accepted without reservation. Payment of the balance before the expiry of this period does not preclude the Client’s right to make requests for amendments within the seven (7)-day period. However, payment constitutes acceptance of the deliverables if no written reservation has been made at the time of payment. No subsequent dispute shall be admissible.

In the absence of a response from the Client within the specified timeframe, the deliverables shall be deemed compliant and definitively accepted.

12. Corrections and proofreading

In the event of disagreement on certain aspects of the service, the Translator reserves the right to correct the work in consultation with the Client.

Where the translation is to be edited, the Translator must receive the galley proof for proofreading.

Unless otherwise agreed in writing, any corrections or proofreading will be invoiced separately at the current hourly rate.

13. Liability

The Translator’s liability is limited solely to the amount of the invoice relating to the translation, revision, proofreading and copywriting services.

Under no circumstances shall the Translator be held liable for claims arising from stylistic nuances.

It is specified that delivery times are given for information purposes only; failure to meet them shall not, in principle, give rise to penalties for delay. In any event, the Translator shall not be held liable for any direct or indirect damage caused to the Client or to third parties as a result of a delay in delivery due, in particular, to force majeure or any delivery issues.

14. Terms of payment

Unless otherwise specified in the quotation, invoices are issued net, without discount, and are payable upon receipt of the invoice, and in any event no later than fifteen (15) days from the invoice date.

In the event of payment by bank transfer from abroad, all exchange and bank charges shall result either in a fixed surcharge specified in the quotation or in the full amount being re-invoiced to the Client.

The translation remains the property of the Translator until full payment has been received.

It should be noted, with regard to business clients only, that in the event of late payment, orders in progress shall be automatically suspended until full payment is made and the Client shall be liable, without the need for prior formal notice, in accordance with Article L.441-6 of the French Commercial Code, to pay late payment interest calculated at a rate of three (3) times the statutory interest rate in force applied to the amount of the invoice in question, as well as a fixed compensation fee of forty (40) euros for recovery costs.

15. No refunds

Given the intellectual nature of the services provided (translation, localisation), no refund, whether partial or full, may be requested or granted on the basis of:

  • Subjective dissatisfaction with the stylistic quality or the approved translation choices

  • Dissatisfaction with commercial results

  • Non-use of deliverables by the Client

The only legitimate grounds for requesting a refund are:

  • Failure to deliver the deliverables agreed in the quotation

  • Deliverables that are manifestly incomplete or do not conform to the description of the service

  • Serious and proven professional misconduct on the part of the Translator

Any request for a refund must be made in writing, supported by evidence, within seven (7) working days of receipt of the deliverables. After this period, no requests will be accepted.

Should a refund be granted, it will be proportional to the non-compliant part of the services and may not exceed the amount actually paid for the service in question.

16. Intellectual property

Translation Services

Before submitting a copyright-protected original document for translation to the Translator, the Client must ensure that they have the right to do so. They must therefore be the author of the original document or have obtained prior written authorisation for translation from the copyright holder of the document.

Failing this, the Translator shall in no way be held liable if all or part of the documents entrusted by the Client should infringe the intellectual property rights or any other rights of a third party or any applicable regulations. In such a case, the Client shall bear sole responsibility for any damages and financial consequences arising solely from their negligence.

Furthermore, the Client acknowledges that the translation produced by the Translator constitutes a new document whose copyright is jointly held by the author of the original document and the Translator. Consequently, in the case of literary or artistic work, and without prejudice to her economic rights in her work, the Translator reserves the right to require that her name be mentioned on any copy or publication of her work, in accordance with Article L.132-11 of the Intellectual Property Code.

Localised content

For translations and localisations, the Client remains the owner of the source content. The localised content created is transferred to the Client, but the Translator retains the right to reuse translation segments for her personal translation memories and glossaries.

References

Unless the Client objects in writing, the Translator may mention the Client in their references and present the deliverables (or anonymised extracts) in their professional portfolio.

Confidentiality

The Translator undertakes not to disclose the Client’s strategic, commercial or financial information during the term of the contractual relationship and for three (3) years following its termination.

Warranties and liability

The Translator guarantees the originality of the deliverables produced. The Client guarantees that they hold the rights to the content they provide and shall indemnify the Translator against any third-party claims in this regard.

In the event of a breach by the Client of the provisions of this clause, the Translator reserves the right to claim lump-sum compensation equal to three (3) times the amount of the initial fee, without prejudice to any other remedy.

17. Cancellation

In the event of cancellation of an order in progress, for whatever reason, notified in writing to the Translator, the work already completed shall be invoiced to the Client at 100% (one hundred per cent) and the work remaining to be completed at 50% (fifty per cent).

18. Applicable law – Jurisdiction

These general terms of business are governed by French law and shall be interpreted in accordance therewith. In the absence of an amicable settlement, the parties hereby submit to the exclusive jurisdiction of the French courts to settle any dispute relating to the provision of services and these general terms and conditions.

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