Terms & Conditions
These Terms and Conditions apply to all legal relations between the freelance translation business Toucheguy (hereafter: the translator) and the physical or juridical person who gives the assignment to the translator (hereafter: the client), to the exclusion of any terms and conditions or different conditions in orders, purchase orders or the like used by the client, unless the translator has agreed to these explicitly and in writing.
Quotations, Conclusion of Contract
- All quotations and offers by the translator are made without obligation.
- From quotations, offers or (outline) agreements in the past no rights can be derived for future assignments.
- Quotations and stated deadlines may be revoked at all times if the translator was unable to see the full text on beforehand. Assignments are established by written acceptance by the client of the quotation from the translator or – if no quotation was submitted – by written acceptance by the translator of the assignment provided by the client. From that moment on the client has the obligation to pay.
- At the conclusion of the contract, the client immediately provides the translator all documents, resources, glossaries and other materials necessary or useful to fulfil the assignment, unless otherwise agreed in the contract. When key materials are delivered with delay by the client, the deadline will implicitly be extended with a period equal to that delay, or the translator is still entitled to refuse the order.
- The sending of said documents is always at the cost and risk of the client.
- The translator may consider as client the person who extended the assignment, unless this person has explicitly mentioned s/he acts in the name of and for the account of a third party whose name and address are provided to the translator at the conclusion of the contract.
Modification and Cancellation of Assignments
- If the client, after the conclusion of the agreement, makes changes to the job that are more than minor changes, the translator is entitled to revise the deadline and/or fee, or to refuse the order yet. In the latter case, the client has to pay the part of the job that was already completed.
- If the client cancels an assignment, s/he has to pay the part of the job that was already completed, as well as a compensation based on an hourly rate for research work already carried out for the remaining part of the translation. Moreover, the client has to pay a fixed compensation of 25 % of the agreed fee, with a minimum of € 50 to cover administration costs. The translator will put the part of the job already translated at the client's disposal.
Execution of Assignment, Confidentiality
- The translator is required to execute the assignment to the best of his professional abilities and knowledge and to perform it in accordance with the requirements of good craftsmanship.
- The translator will treat all information provided by the client as strictly confidential.
- Unless explicitly agreed otherwise, the translator has the right to have a third party execute (part of) the assignment, without prejudice to her/his responsibility to the confidential treatment and the proper execution of the assignment. The translator will require confidentiality from potential collaborators. However, the translator is not liable for any breach of confidentiality by these collaborators.
- The translator can not be held responsible for errors and defects in the text delivered by the client.
Deadlines and Delivery Dates
- The agreed delivery date is a target date, unless explicitly agreed otherwise in writing. The translator is required, as soon as s/he knows that timely delivery will not be possible, to inform the client immediately about this.
- In case of attributable overstepping of the agreed deadline, the client is entitled, if the execution of the job cannot reasonably be awaited any longer, to cancel the assignment unilaterally. In latter case, the translator is not required to pay any compensation.
- Delivery of the translation shall be deemed to have taken place at the time it was sent. Delivery of data send by electronic means is deemed to have taken place when the program has confirmed the transmission.
Fees and Payment
- Translation fees are normally based on a rate per word. For work other than translation, a fee on the basis of an hourly rate can be charged.
- All amounts are stated in euro and exclusive of Value Added Tax (VAT), unless explicitly agreed otherwise.
- If a term of payment has been agreed, payment must be made within this time limit. In all other cases payments must be made within 30 days, in accordance with the European Directive 2000/35/EC.
- In case of late payment, the client is immediately and without notice in default, in which case the client is required to pay the statutory interest over the invoice amount from the day of default to the moment of full settlement of the invoice.
- All judicial and extrajudicial collection costs, including legal fees, bailiffs’ fees and costs of debt recovery services, shall be paid by or charged to the client.
- In case of non-compliance with the agreed terms of payment by the customer, all outstanding invoices and/or debts become due immediately and the translator is entitled, without formal notice or judicial intervention, to suspend further deliveries and/or services, or to consider the assignment as dissolved, without prejudice to her/his claim for compensation.
- The translator is entitled, before starting to work, to request payment in advance or in instalments during the execution of the assignment. If the client in such a case does not comply with the payment terms in accordance with item 5.iii above, the translator is entitled to suspend his obligations and/or cancel the assignment. In case of suspension and/or cancellation of the assignment, the translator retains the right to compensation for the work already carried out.
- If the client considers that the amounts invoiced to her/him by the translator are incorrect, s/he is bound to formulate in writing, specifying her/his objections within the payment term defined in item 5.iii above. If the conditions stated in this article are not met, the client loses the right to object against the value or composition of the amount invoiced.
Complaints and Disputes
- The client shall report complaints about the work delivered as soon as possible and in writing to the translator and in any case within 10 (ten) working days after delivery. Filing a complaint does not relieve the client from the obligation to pay within the fixed term of payment.
- If the complaint is founded, the translator will improve or replace the work within a reasonable time, or, if the translator cannot reasonably comply with the request for improvement, grant a reduction on the price.
- The client’s right to make a claim ceases when s/he has modified the work that was delivered or had it modified by another party, and has delivered it subsequently to a third party.
- The translator is liable only for loss or damages that are the direct and demonstrable consequence of a shortcoming of the translator for which he can be held accountable by law. The translator is never liable for any other form of damage, such as loss of profit or damage due to delay. The liability is in any case limited to an amount equal to the invoiced value without VAT of the assignment in question and can never exceed € 2.000 per assignment.
- Ambiguities in the text to be translated release the translator of any liability.
- The assessment whether a text to be translated or the translation entails any risk of bodily harm is entirely at the expense and risk of the client; the client will guard the translator against any claim by third parties in connection with bodily injury arising from the use of the work delivered.
- The translator is not liable for damage or loss of documents, information or data carriers that were put at her/his disposal for the execution of the assignment. The translator is not liable for damage arising from the use of information technology and modern means of telecommunication.
- The client is obliged to guard the translator from any claim from third parties in which the translator does not accept liability which is nevertheless asserted by third parties.
- The translator is entitled, if the client does not fulfil her/his obligations, as well as in case of bankruptcy, judicial administration or liquidation of the business of the client, to rescind the assignment completely or partially, without any obligation to compensation, or suspend the execution thereof. In this case, the translator can demand the immediate payment of what is due to her/him.
- If the translator, because of circumstances not under her/his control, is unable to fulfil her/his obligations, s/he is entitled to rescind the assignment without any obligation to compensation. If the translator had, at the time of the force majeure, already partially fulfilled her/his obligations, s/he is entitled to invoice the already completed parts separately and the client is obliged to pay this invoice as if it pertained to a separate agreement. The circumstances in question include but are not limited to fire, accident, illness, work strikes, riots, war, governmental measures, barriers to transportation, and other circumstances beyond her/his control.
- Unless expressly agreed otherwise in writing, the translator retains the copyright on translations and other texts produced by her/him.
- The client shall guard the translator against all claims from third parties for alleged infringement of property rights, patents, authors’, or other intellectual property rights in connection with the execution of the agreement.
Applicable Law and Registration in the KBO
- The version in Dutch of these Terms & Conditions has prevalence over versions in other languages.
- The agreement between client and translator shall be governed by Belgian law.
- All disputes and claims will be subject to the exclusive jurisdiction of the competent Belgian court. The courts of Antwerpen have jurisdiction.
- The translator is registered at the Kruispuntbank voor Ondernemingen (Company Registry) under number BE 0669.891.403.