These Terms of Business are based on standard guidelines published by the Chartered Institute of Linguists, of which I am a member.
They are issued by Mike Fay trading as Mike Fay Translations and are the basis on which he executes translation and related work.
1. Role of the Institute of Linguists
The Institute of Linguists is a professional body of qualified linguists. To be admitted to any of its grades, members have to undergo stringent admission criteria and, once admitted, they are governed by a Code of Professional Conduct, a copy of which is available on request. The Institute will investigate complaints about any alleged breaches of that Code and as a Member I am bound by it. However, the Institute is not involved in the contract between the Translator and his Client.
2. Applicable law
These Terms of Business shall be interpreted in accordance with United Kingdom law, to which both my Client and I agree to submit in the event of any dispute.
In these Terms of Business:
a) the Client is the person or corporate body that places a commission;
b) the Translator (I/me/my) is the practitioner who accepts the commission;
c) the commission is the assignment or work placed with the Translator by the Client and may comprise translation, abstracting, revising/editing translations or any other similar or associated work;
d) the source language is the language in which the text to be translated or abstracted is written;
e) the target language is the language into which the text of the commission is to be translated or the abstract is to be written; any text to be revised or edited will also be in the target language.
f) for the purpose of translation and related work, requirements shall include the required layout, software, deadlines, target language, the purpose of the translation or related work (e.g. whether for publication, information only, etc),method of delivery, any special terminology to be used, whether proofreading/checking will be done by the client, etc.
These Terms of Business are intended:
a) as a basis for executing commissions and will be made available to my Client(s) on request;
b) to form the basis of a good working relationship between Clients and myself as Translator.
Having regard to my other commitments, I shall not be obliged to accept a commission if the Client asking for a quotation fails to place the work within fourteen days of receipt of the quotation.
6. Delivery date(s)
Delivery date(s) shall be binding only when I have had full sight of the material to be translated. They may be subject to alteration if any amendment is made to the requirements after the commission has been placed. The Client undertakes to deliver the commission promptly to me. I shall not be held responsible for any loss, damage or late delivery of finished work due to the postal or telecommunication services or to force majeure (see Clause 15).
7.1 Fees/rates shall be agreed before work is commenced and any estimate based on the Client's description of the work shall not be binding until I have submitted a quotation based on full sight of the commission.
7.2 Fees/rates may be varied after work has commenced if it emerges that not all the relevant information has been provided and/or if there are any changes to the requirements.
7.3 The basis on which fees are calculated shall be agreed before work commences, as shall the charges to be made for any additional requirements (e.g. special delivery, courier charges).
7.4 All work must be paid for. Since I am a qualified member of the Institute of Linguists, I will not provide free "test" translations.
8.1 Payment shall be made within 30 days of date of invoice.
8.2 Interest will be applied automatically at the rate of 8% over base rate (or such rate as is determined by statute, the latter prevailing) to all overdue sums from the date on which they first become due until they are paid in full, as per the Late Payment of Commercial Debts (Interest) Act 1998.
8.3 In the case of long commissions, I may require payment in instalments. When I have notified you that an interim payment is overdue I shall have the right to stop work on the task in hand until the outstanding payment is made or other terms agreed, without prejudice to any sums due and without any liability whatsoever to the Client or any third party.
9.1 Cancellation fees shall apply if a commission is cancelled after work has commenced.
9.2.1 In the event of cancellation of the commission by the Client after it has been placed, the Client shall be liable for all work completed up to the cancellation date and for all other costs and expenses which may accrue as a result of such cancellation in addition to 50% of the agreed/estimated fee based on the rate specified in 7.3, unless otherwise agreed.
10. Intended use of translation
The intended use of the translation shall always be agreed and stated. The Client shall not use the translation for any other purpose without my agreement.
11. Original text copyright and translation rights
11.1 If the source language text is copyright, I shall only accept the commission on the understanding that the Client
a) has obtained the translation rights or
b) will be using the translation only for private study.
11.2 The Client shall hold the Translator harmless from any claim for infringement of copyright and/or translation rights and also from any legal action which may arise from the contents of the original.
12. Copyright in translation
12.1 When it is agreed that copyright is to be assigned to the Client after translation, such copyright shall only be assigned when full payment for the commission has been received. Until such time, the copyright shall be owned by the Translator.
12.2 Copyright may subsist in material in written or spoken form or recorded in electronic form (e.g. on floppy disc).
12.3 If I assign copyright and the translation is subsequently published, I expect the Client to acknowledge my work in the same way as for others involved in the publication, unless otherwise agreed (for example, in the case of promotional material).
12.4 If the translation is to be incorporated in a translation memory, I shall license use of the translation for this purpose.
12.5 If my translation is in any way amended or altered without my written permission, I shall not be in any way liable for the amendments made or their consequences.
13.1 The Code of Professional Conduct (Clause 5.6) of the Institute of Linguists requires me as the Translator to treat all work entrusted to me in complete confidentiality. In accordance with the requirements of that Code, I will not make direct contact with my Client's clients without the express permission of my Client.
13.2 As the Translator, I shall not make copies in addition to those required in the normal conduct of business and copies shall be for internal use only. Only such copies shall be retained as are required for professional indemnity insurance.
13.3 As required by the Code of Professional Conduct (Clause 5.6) of the Institute of Linguists, as the translator, I shall ensure that the need for confidentiality is made known to any third parties (typists, checkers, proofreaders, etc.) I shall employ. When necessary, I shall consult with colleagues about problems of terminology and other linguistic matters, but I shall ensure in all cases that there is no disclosure of confidential material.
13.4 The Client shall not disclose to third parties any information relating to me or my business (e.g. fees, working methods, names and addresses/telephone numbers of individuals (e.g. typists/proofreaders) executing work for me) without my permission.
14. Responsibility and Liability
I shall carry out the translation with reasonable skill and care and in accordance with the Code of Professional Conduct of the Institute of Linguists. I shall endeavour to ensure that the translation is suitable for its agreed purpose and target readership.
15. Force Majeure
In the event of my being unable to complete the work within the agreed time as a result of Force Majeure (i.e. fire, storm, tempest, flood or any other natural disaster, industrial dispute, civil commotion, acts of war, terrorism or any other situation beyond my control), I shall notify the Client of the circumstances, which shall entitle the Client and me to withdraw from the contract for the work. The Client shall pay me for any work completed and I shall use my best endeavours to assist the Client to place the work elsewhere or take some other remedial action. As a safeguard against hard disk failure or theft of computer equipment, I will back up all work externally (e.g. on diskette) on a daily basis.
Any complaint by the Client about my work shall be submitted to me within fourteen days. If a dispute cannot be resolved between us, the matter shall be referred to the Institute of Linguists for arbitration. Any dispute about the quality of my translations shall be submitted to the Institute of Linguists for independent assessment.