General Terms and Conditions of D A Languages Ltd, hereinafter referred to as D A languages.
These general terms and conditions shall apply to all legal relations between D A languages and its clients, and shall preclude the application of the latter’s general terms and conditions, unless D A languages expressly agrees to this in writing beforehand.
2. Quotation and conclusion of agreement
As long as D A languages has not had an opportunity to assess the nature of the entire document submitted by a client to be translated and/or otherwise edited, any quotation provided in this respect along with the fee and/or delivery time stated therein, shall be free of obligation and may at all times be withdrawn or modified.
A client shall be deemed to have entered into an agreement at such time as he/she submits an order. The time at which such order is submitted shall be deemed to be when the client sends an order for a translation to D A languages or presents it to the latter. An order for a translation may be sent by post .fax or online.
In order to confirm the submission of the order by the client, D A languages shall send the client an e-mail to this effect. Failure to send this e-mail shall in no way bar the client from entering into this agreement. The e-mail sent by D A languages shall confirm that the latter has entered into the agreement in question.
D A languages shall treat as its client the person who submits an order to it, unless he expressly indicates that he is acting on the orders, on behalf of and/or at the expense of a third party, provided that he stipulates the name and address of this party.
3. Delivery time and deadline
The agreed delivery time is indicative and D A languages undertakes to do all in its power to comply with it. Should it appear that it will be impossible for it to ensure timely delivery due to exceptional circumstances, D A Languages undertakes to notify its client to this effect forthwith.
In the unlikely event that the relevant deadline is missed, the client shall be entitled to cancel the agreement unilaterally if he is no longer able to wait for his order to be fulfilled. In this case D A Languages shall not be liable for any compensation.
Delivery shall be deemed to have occurred at such time as D A Languages effects despatch by e- mail or, if applicable, post, fax or courier.
4. Modification or withdrawal of order
In the event that after an agreement is concluded, the client makes changes of a limited nature, this to be determined solely at the discretion of D A languages, the latter reserves the right to adjust any relevant delivery time and/or fee to accord with such modification.
D A languages undertakes to e-mail its client confirmation of any change made to an order, delivery time or fee after the relevant agreement has been concluded, once it has assented to such change.
In the event that a client withdraws an order after it has been submitted, he/she shall be liable for payment of the agreed sum in full, unless D A languages indicates that a discount may be granted. The extent of such discount shall be determined solely at DA Languages discretion.
5. Proficient fulfillment of orders and confidentiality
DA Languages gives an undertaking to its clients that it will ensure that any order for a translation will be fulfilled to the best of its ability and expertise.
Subject to its responsibility for the proficient fulfillment of an order, DA Languages shall be entitled to engage the services of a third party, i.e. an independently operating proficient translator, for the fulfillment of such order. Based on its experience in and knowledge of the translation market, DA Languages undertakes to engage the services of one or more external translators for a specific order (or part thereof), to the best of its ability and expertise, having regard as far as possible to the nature of the order in question.
DA Languages undertakes to treat all information provided by a client as confidential. Furthermore, DA Languages undertakes to alert any external translator whose services it engages, to his duty to ensure the confidential treatment of information and any documentation it may have obtained. Nevertheless, DA Languages cannot be held liable for the unlikely event that a third party may fail to comply with his duty of non-disclosure.
6. Standard and other fees, and payment
In principle, the standard fee shall be based on a rate per word and shall be calculated on the basis of the number of words in the document that has been translated (the target document), multiplied by the applicable rate per word, unless D A languages comes to some other agreement with a client.
DA Languages shall supplement the aforementioned standard fee with a surcharge in the event that the document that is to be translated, requires additional work, is of an extraordinary or specialist nature, or if it needs to be translated very urgently (more urgently than DA Languages short standard delivery times), or if more expenses need to be incurred for any other purpose, (i.e registered postal charge) which exceed what DA Languages could reasonably have expected.
Invoices shall be paid within thirty (30) days of the relevant invoice date if a credit account has been opened otherwise it is payment with order.
A client shall be liable for any extrajudicial debt collection costs in the event of his failure to effect timely payment.
7. Complaints and disputes
A client shall be required to notify DA Languages of any complaint about a translation as soon as possible but no later than ten (10) working days following delivery. The submission of a complaint shall under no circumstances discharge the client from his duty to effect payment.
Should a client raise any question about the accuracy or quality of a translation which clearly goes beyond any polemical dispute about the most appropriate or best translation of one or several words, D A Languages undertakes to comment on this through the relevant external translator. In the event that D A Languages can reasonably show that the translation in question has definitely been proficiently executed, it shall be entitled to charge the client concerned for any additional time involved.
If a complaint (or part thereof) is well-founded, D A languages undertakes to do all in its power to ensure the urgent and proficient correction of the product that has been delivered, in consultation with the client in question, or in the event that the client prefers it, to present the latter with a discount on the agreed fee amounting to part but no more than the total sum thereof. All of the foregoing shall be done with a view to achieving a reasonable solution for all the parties involved.
A client shall only be entitled to hold D A Languages liable for loss or harm that can be shown to be a direct result of any default that may be attributed to it. D A Languages shall under no circumstances be liable for any other form of loss or harm, such as loss of business, loss due to delay or loss of earnings.
D A languages shall in no way be liable for the faulty translation of ambiguities in specific parts of the source document.
The assessment of the question as to whether a document that is to be translated or the translation thereof entails certain risks of bodily injury shall be performed entirely at the risk and expense of the client in question.
The client shall be deemed capable of checking any parts of a translation supplied by D A languages which are important to him or which are of an essential nature, such as figures and/or important contractual terms and conditions of the parties to an agreement, and medical information, in view of the fact that, whereas D A Languages produces translations to the best of its ability and expertise, it can under no circumstances by held liable for consequential or other loss or harm suffered as a result of a human error in the translation of any of the aforementioned parts.
D A languages shall not be liable for damage to or the loss of any documents which its client places at its disposal. Nor shall D A languages be liable for any loss or harm occasioned by the use of information technology, the Internet and modern means of telecommunication.
In all other cases D A Languages liability shall be limited to a maximum sum of £2,000,000 per occurence or series of connected events.
A client shall indemnify DA Languages against any claim made by a third party in relation to the alleged infringement of a title of ownership, patent or copyright, or the use by a third party of the product supplied.
Should a client fail to fulfill his duties or in the event that he is bankrupt, DA Languages shall be entitled to cancel all or part of a valid agreement or to suspend its execution without being liable for compensation. In this case DA Languages shall be entitled to immediate payment of any sum owed to it.
In the event that DA Languages fails to fulfill its duties due to any circumstances beyond its control, it shall be entitled to cancel the relevant agreement without being liable for compensation. Such circumstances shall at any rate be deemed to include but shall not be confined to fire, accidents, illness, strikes, rioting, war, transport obstructions, measures taken by the appropriate public authorities, or any other circumstances that are beyond DA Languages’ control.
Unless expressly agreed otherwise, DA Languages shall retain copyright to any translation produced by a translator.
11. Amendment of general terms and conditions
DA Languages shall at all times be entitled to amend these general terms and conditions without giving notice to this effect. Nevertheless, DA Languages undertakes to ensure the proper provision of these general terms and conditions upon request, and to publish them on the website, www.dalanguages.co.uk.