Terms & Conditions

1. Definitions
"Service provider" for the translation of the client's documents is Tech Waterford, represented by Holger Thomas, 191 Viewmount, Waterford, Republic of Ireland. The company and/or person who assigns work to the service provider, either for own use or for use by another company/person is called "Client". "Text or file for translation" is the text or texts or files in whatever format they might be delivered, and is the subject of the translation requested by the client. The translated text or file, which complies with all significant requirements agreed between the client and the service provider is called "Result".

2. Translation process

2.1 Quotation The client may generally use any means of communication with the service provider in order to get a quotation. However, only quotations in writing may have validity in case of disagreements. For quotations, the service provider's website or the respective quotation form should be used. Requests for quotation will be responded to within two hours, within the office hours of the service provider. All quotations are subject to confirmation when it comes to placing of orders. If any of the conditions is changed between transmission of quotation and placing of orders, the previous quotation is not longer valid and must be replaced by another one, the service provider is thus not obliged to perform work according to the conditions of the old quotation. A quotation can be valid only if the client has submitted all required data.

2.2 Orders If a quotation made by the service provider is confirmed by the client, the individual service contract is agreed. A service contract is legally valid if one of the following combinations of exchanged documents is completed: a) Quotation by service provider and confirmation by the client. b) Quotation by service provider with amendments by the client, confirmed by an order confirmation sent out by the service provider. c) If an outline agreement has previously been set up between client and service provider, then the provisions of the outline agreement are primarily valid. In case of descrepancies or conflicts between outline agreement and terms and conditions the provisions of the outline agreement supersede respective provisions of this contract. In all other cases no valid agreement has been made. If the client should be in doubt, assumption of commencement of works is not sufficient. Confirmation by the service provider must be requested in this case.

2.3 Translation process a) The service provider assures compliance with an appropriate quality process, which is in more detail described in section "Quality" of the companies web site http://www.tech-waterford.com, and is part of this contract. The service provider ensures that all described quality processes are complied with. Thus the service provider may decline work or working conditions or requirements, if they infringe any of the contracts provisions or would not allow compliance with the service provider's quality assurance activities. If the service provider does not comply with the described quality criteria, the liability provisions of this contract, on the part of the service provider, apply. b) The client is obliged to cooperate during the process of translation in every way, e.g. by delivery of terminology, reference files, similar documents and earlier translations. Since it is in the nature of translation services that questions or difficulties might arise, the client is obliged to support work in an appropriate way. If the client withholds significant information or documents and the quality of work is put at risk, then the service provider may cancel the individual service contract. c) The documents will be translated and/or proofread by a native speaker of the respective target language with appropriate skills and knowledge in the particular field of expertise. If no appropriate expertise is available, translation might be declined by the service provider.

2.4 Delivery Deadlines must primarily be met and the results delivered in the required format, number and quality. All other, specifically agreed requirements must also be met. Delivery is performed at the agreed conditions and by the agreed ways of comunication. The service provider takes precautions for loss of files or alternative ways of delivery, such as delivery of links to online file servers or delivery to alternative email addresses, if the service provider expects delivery problems. However, if all precautions are taken, and despite all that delivery fails, e.g. caused by a server failure on the part of the client, the service provider is not liable for the delay. The service provider must, however, if the client's notification of failed delivery arrives, undertake any possible measure to minimise the consequences and deliver the delayed files as fast as possible. For further proceedings in this case refer to the liability section.

2.5 Cancellation and suspension The contract may be cancelled by the client, if a) The deadline was not met, and even after reminding the service provider delivery did not arrive at the client within a reasonable period of time. Exempt from this are cases where the service provider is not liable, as described before. b) The agreed quality standard was not complied with and the translation cannot be used, or must be performed again, because an improvement is not possible. The client bears the obligation for bringing appropriate evidence forward in this case. c) The service provider, during translation process, notifies the client of the impossibility of performance for significant reasons. Appropriate reasons might be health problems of the translator, nature catastrophes, strike action or power cuts, which make working impossible for a significant of time and put the deadlines at risk. The service provider shall, however, assit the client in this case in quickly finding alternative translators. Liability of the service provider is, however, excluded in this case. The service provider is entitled to cancel the contract, if a) The client is obviously in breach of the law or of copyrights concerning the text and/or files to be translated. b) If the service provider becomes aware during the process of translation of bankrupcy or insolvency of the client. c) If the same text and/or files has/have been ordered for translation by another service provider or by the client from another service provider at the same time. d) If the client does not sufficiently cooperate during the translation process, as described earlier in detail. Suspension of commenced translation work after placing of orders, if not stated otherwise, obliges the client to partial payment, namely to payment for the already accomplished parts of the translation. If their word count cannot be determined, the used hours will be taken in account when charging for the completed part of work. Furthermore the client cannot expect the service provider to be on hold for continuation of project, but must inform the service provider well in advance of its continuation.

3. Payments
Payments must be made in the full invoice amount and by the due date latest, that is 30 days after delivery of the translation. The client is obliged to confirm receipt of the result. If the client does not confirm receipt and does not reply to further contactings, the result shall be considered being delivered 7 days after text delivery (email or fax protocol). Insufficiencies do not entitle the client to withhold payment, unless gross negligence of the service provider is apparent or one of the above-mentioned grounds for termination or suspension of contract is given. Price reduction may be negotiated if the client proves that the translation contained substantial quality inadequacies. In case of dilatory payment by the client, the service provider issues a maximum of 2 reminders. After that, it shall be at the service provider's disposal to seek legal support, to go to court or use a collection service, either of which goes on the client's expense. An interest rate of 4% above the basis interest rate, published by the European Central Bank, will be calculated from and added to the outstanding amount of payment, starting 14 days after the last fruitless reminder. The service provider shall be free to inform other translators or translation agencies on the payment issues in full detail, or to publish details of the case on the translator portals on the Internet, and also feel free to keep the client informed about further steps or not.

4. Liability
Liability of the service provider shall, in any case be limited to the maximum purchase amount of the work, the client has ordered from the service provider. The service provider is not liable for any indirect damages, consequential damages caused by a translation error, or any loss of profit.

5. Intellectual property and copyrights
In case of translations of texts or files, where the client possesses the copyrights, copyrights remain in the client's possession. If the text/files have been edited or written by the service provider, the service provider reserves all copyrights. Innovations, rsearch results and consulting documents always are intellectual property of the service provider. Furthermore, both parties, the client and the service provider, must observe the copyrights of third parties. If a breach of copyrights is obvious, the detecting party may be entitled to contract termination as stated above.

6. Deviating terms and conditions
Deviating terms and conditions, in particular of the client, shall not apply to the service contract, unless stated otherwise in writing by the service provider.

7. Miscellaneous provisions
There are no oral collateral agreements. Alterations of this contract, including changes to this clause and including miscellaneous legal acts (e.g. service contract cancellations) require written form and consent of both parties. Should any individual provision or any part of any provision be or become void, illegal or unenforceable, the validity of the remaining provisions hereof shall in no way be affected. In such case the void and/or illegal and/or unenforceable provision or provisions shall be replaced by relative provisions coming as close as possible to the sense and spirit and purpose of this agreement. In certain cases, if required, an additional non-disclosure agreement must be signed separately by both parties, and becomes then part of the contract.

8. Jurisdiction
Any disputes, claims or proceedings arising out of or in any way relating to this agreement and the activities thereof shall be governed by the laws of the Republic of Ireland.