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Terms and Conditions for the provision of services

Translation services

 

These general conditions of provision of services present the rights and obligations of sgrenier.traductions SASU, registration 919 282525 RCS Bordeaux (the “Service Provider”), of the one part, and any natural or legal person wishing to benefit from its services (the “Client”), on the other hand.

 

1. PURPOSE OF THE GENERAL TERMS AND CONDITIONS

These general terms and conditions determine the contractual conditions applicable to the provision of translation services (hereinafter the “Services”) offered by the Service Provider to its professional or consumer customers.

For the purposes of these terms and conditions, the following terms shall have the following meanings within these terms and conditions:

- Provider: refers to the translator identified above who will perform the Translation Services in accordance with the terms and conditions set out in these General Terms and Conditions and the quotation accepted by the Client;

- Client: Professional or Consumer who has ordered a Service in accordance with the present terms and conditions;

- Consumer: “any natural person who acts for purposes that do not fall within the scope of his or her commercial, industrial, craft, liberal or agricultural activity”, according to the French Consumer Code;

- Professional: “any natural person or legal entity, public or private, acting for purposes within the scope of its commercial, industrial, craft, liberal or agricultural activity, including when acting in the name or on behalf of another professional” within the meaning of the same Code.

- Final Customer: in the case of subcontracting, means the person or entity receiving the deliverables ordered by the Customer as part of the Services. The End Customer is not a party to the contract between the Customer and the Service Provider. The obligations hereunder apply only to the Customer and the Service Provider. The Customer undertakes to inform the End Customer of the undertakings set forth herein and to ensure that he does not hinder the proper performance of the Services. The Customer alone is liable to the End Customer.

 

2. APPLICATION OF THE GENERAL TERMS AND CONDITIONS - ENFORCEABILITY

Any order placed implies the full and unreserved adherence of the Customer to these general conditions of provision of services to the exclusion of any other document.

No special condition may, except formal and written exceptions appearing on the purchase order that has become firm and definitive, prevail over these general conditions of provision of services.

The performance of any service by the Service Provider implies on the part of the Client the acceptance of these general conditions, and the waiver of its own general conditions of purchase. Any contrary condition will therefore, in the absence of express acceptance, be unenforceable against the Service Provider, regardless of the time at which it may have been brought to its attention.

The fact that the Service Provider does not at any time take advantage of these general conditions of provision of services can not be interpreted as a waiver of subsequently taking advantage of any of these conditions.

 

3. PLACING ORDERS / QUOTATIONS

3.1 Issuing a quote

Each order from the Customer is generally preceded by a free quotation, drawn up by the Service Provider on the basis of the documents to be translated or the information provided by the Customer.

No quotation will be issued by the Service Provider until he has received clear and complete instructions from the Customer as to his requirements. The Customer is responsible for the information provided to the Service Provider.

The Customer's instructions will be specified in writing in the quotation sent by the Service Provider to the Customer by e-mail or post.

This quotation specifies in particular:

a) The purpose and characteristics of the Service;
b) The number of pages or words to be translated;
c) The language of the document to be translated (source language);
d) The language of the translation (target language and, if applicable, its variant);
e) The method used to determine the price of the translation Service. The latter is invoiced either on a flat-rate basis, or on the basis of time spent, or on the basis of the Service Provider's price list in force on the day the quotation is drawn up, in particular 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) according to the count proposed by any word-counting software (or any other mutually agreed tool), per line or per page;
g) The format of the documents to be translated in the event of a request for a specific layout of the document delivered;
h) Any price increases applied, in particular due to urgency, specific terminological research or any other request outside the scope of the usual Services provided by the Service Provider;
i) The period of validity of the quotation.

3.2. Order acceptance

In order to confirm the order in a firm and definitive manner, the Customer must return the quotation to the Service Provider without any modification, either by postal mail signed with the mention “bon pour accord” when the quotation has been sent by postal mail, or by e-mail with the expression of his consent when the quotation has been sent by e-mail. Failing receipt of acceptance of the quotation, the Service Provider reserves the right not to commence the Service.

If the order is not confirmed in accordance with the above conditions within the validity period indicated on the quotation, or failing this within 1 (one) month from the date of dispatch of the quotation, the latter shall be deemed to have lapsed.

The Service Provider may, after having informed the Customer, to increase the prices of the Services and/or not to respect the delivery date indicated on the Customer's initial order confirmation, in particular in the following cases:

a) La modification ou l’ajout de documents supplémentaires par le Donneur d’ordre postérieurement à l’établissement du devis par le Prestataire. Dans ce cas, le Prestataire se réserve le droit d’ajuster le tarif en fonction du volume de texte supplémentaire à traiter constaté ou demandé ;
b) L’absence de documents lors de l’établissement du devis (si le devis a dû être effectué sur simple communication du nombre de mots approximatif et d’un extrait du contenu à traiter) ;
c) Une modification du calendrier des Prestations.

In this case, a supplementary or amending quotation (which will cancel and replace the initial quotation) will be sent to the Customer.

In the absence of the Customer's express agreement to these new delivery and/or invoicing conditions, the Service Provider reserves the right not to commence or to interrupt the Services.

Unless otherwise agreed in the quotation, all costs incurred in carrying out the Service (travel, express mail, etc.) are to be borne by the Customer.

Any decision to grant a discount, reduction or sliding scale of charges, based on a percentage or flat rate (per page, per line or per hour), remains at the sole discretion of the Service Provider, and solely for the Service in question. Any discounts or rebates granted to the Client shall in no case create an acquired right for subsequent Services.

Acceptance of the order implies that the Customer accepts the Service Provider's general terms and conditions of service, acknowledges full knowledge thereof and waives the right to invoke its own terms and conditions of purchase or any other document.

In the event that the General Terms and Conditions of Services have been accepted by the Customer at the start of the business relationship, and that no prior quotation has been sent to the Customer by the Service Provider, orders are placed by a simple exchange of e-mails, and Translation Services are invoiced in accordance with the prime rate usually applied by the Service Provider, or any other rate agreed between the Service Provider and the Customer in the exchange of e-mails. Any written validation by the Customer of the terms and conditions of the Service communicated by the Service Provider constitutes an order.

3.3. Right of withdrawal only for the consumer Customer

In the event of distance selling of the Services or selling following a telephone canvassing or outside the Service Provider's usual place of business, the consumer Customer has a right of withdrawal of 14 days from acceptance of the order.

If the Customer wishes to exercise his right of withdrawal, he must inform the Service Provider by unambiguous e-mail. Any sums paid when exercising the right of withdrawal will be reimbursed to the Customer unless the rules below apply.

If the Customer wishes the Service to begin before the end of the withdrawal period, the Service Provider will obtain the Customer's express request by any means for distance contracts and on paper or on a durable medium for off-premises contracts. The Service Provider asks the Customer to acknowledge that once the contract has been fully executed, the Customer no longer has the right of withdrawal.

The Consumer Customer who has exercised his right to withdraw from a Service whose performance has begun, at his express request, before the end of the withdrawal period, shall pay the Service Provider an amount corresponding to the Service provided until communication of his decision to withdraw; this amount is proportionate to the total price of the Service agreed in the quotation.

The right of withdrawal does not apply to professional or consumer Clients as soon as the Service has been fully executed before the end of the withdrawal period, and for Services which have begun with the Client's prior and express agreement and acknowledgement of the loss of his right of withdrawal, when the Service has been fully executed by the Provider.

3.4. Order cancellation

If the Customer cancels an order in progress, for whatever reason, and notifies the Service Provider in writing, the Customer will be invoiced for 100% (one hundred percent) of the work already carried out and 50% (fifty percent) of the work still to be carried out.

 

4. PROOF

For the purposes of proof of the existence of this acceptance of quotation, the Customer agrees to consider as equivalent to the original and as perfect proof, fax, e-mail, copy and computer support.

 

5. FINANCIAL CONDITIONS

Any order exceeding 500 (five hundred) euros (excluding VAT) may be subject to a deposit, the percentage of which is specified on the quotation. In this case, services will only begin once the deposit has been received.

Unless specified in the quotation, invoices are net, without discount and are payable 30 (thirty) days from the date of issue of the invoice.

In the event of payment by cheque or bank transfer from abroad, all exchange and bank charges are payable by the Customer.

The deliverable containing the translation remains the property of the Translator until full payment has been received for the Services.

In the event of late payment, the Service Provider may suspend all outstanding orders, without prejudice to any other course of action.

In the case of a professional Customer, it should be noted that in the event of late payment, orders in progress are automatically suspended until full payment has been made, and the Customer is liable, without prior formal notice being required, in accordance with article L.441-10 of the French Commercial Code, for late payment interest calculated at the current ECB rate plus 10 (ten) points, applied to the invoice amount in question, as well as a fixed indemnity for collection costs of 40 (forty) euros.

Under no circumstances may payments be suspended or offset in any way without the prior written consent of the Service Provider.

 

6. LEAD TIME

Subject to receipt by the Service Provider of all the documents to be translated, the date on which the Services are to be performed is determined according to the Service Provider's workload and confirmed to the Client after receipt of the approved quotation.

The execution dates indicated on the quotation are in any case indicative and their non-observance shall not give rise to any sanction, penalty and/or indemnity whatsoever for the benefit of the Customer.

The provisions of this article do not apply to the Consumer Customer.

 

7. RECEPTION

7.1. Translation delivery

The translation is delivered by e-mail in the format of the source document or any other format agreed between the parties.

On request, it can be delivered in hard copy by post. Any other means of transfer or format must be expressly agreed between the parties, and may be subject to additional invoicing.

The Service is deemed to have been completed when the Service Provider sends the deliverable to the Client or to the end Customer, at the Client's express request. This act triggers the issue of the invoice.

 

7.2. Proofreading and corrections

The Client has a period of 10 (ten) working days from receipt of the translated or proofread documents in which to express any corrections or amendments in writing.

Note that the Service may involve stylistic turns or formulations specific to the Service Provider which do not alter the meaning of the words. Such turns of phrase or formulations may not
be considered as non-conformity.

Once this period has elapsed, the Service is deemed to have been duly carried out and no dispute can be accepted. For this purpose, the Customer accepts as proof of delivery any acknowledgement of receipt by post or e-mail.

In the event of disagreement on certain points of the Service, the Service Provider reserves the right to correct the Service in cooperation with the Customer.

When the translation is to be edited, the Service Provider must receive the printing proof for proofreading.

Unless otherwise agreed in writing, any correction or proofreading after delivery will be invoiced at the hourly rate in force on the day of correction or proofreading.

 

8. OBLIGATIONS OF THE PROVIDER

The Service Provider shall make every effort to ensure that the translation is as faithful as possible to the original and in accordance with the practices of the profession.

The Client acknowledges that the Translation Service may result in various formulations. This does not constitute non-conformity of the Services.

The Service Provider shall make every effort to take into account and integrate into the translation any information provided by the Customer (glossaries, plans, drawings, abbreviations, etc.).

The Service Provider accepts no responsibility for any inconsistencies or ambiguities in the original text, the verification of the technical consistency of the final text being the sole responsibility of the Customer
.

 

9. OBLIGATIONS OF THE CUSTOMER

The Client undertakes to provide the Service Provider with all the texts to be translated and any technical information required for their understanding, as well as any specific terminology required.

If the Customer fails to inform the Service Provider, the latter cannot be held responsible for any non-conformities or any delay in the completion of the Service.

 

10. CONFIDENTIALITY

The Service Provider undertakes to respect the confidentiality of any information brought to its attention before, during or after the performance of its services. The originals will be returned to the Customer upon written request.

The Service Provider cannot be held liable for any interception or misappropriation of information during data transfer, particularly via the Internet. Consequently, it is the Customer's responsibility to inform the Service Provider, prior to or at the time of the order, of the means of transfer he wishes to see implemented in order to guarantee the confidentiality of any sensitive information.

 

11. LIABILITY

The Service Provider is liable for proven faults committed in the context of the Services and undertakes to compensate the Customer for direct damage caused exclusively to the latter.
Indirect damage such as operating losses, loss of image, etc. is excluded.

The Service Provider's liability is limited solely to the amount of the Services.

The Service Provider may not be held liable in the event of non-performance or improper performance of its obligations due either to the fault of the Customer, or to the insurmountable and unforeseeable fault of a third party to the contract (the end customer, for example), or to a case of force majeure as defined by the French Civil Code.

Under no circumstances can the Service Provider be held responsible for complaints based on stylistic nuances. Such complaints cannot be considered as non-conformities justifying non-payment of the invoice.

In any event, the Service Provider shall not be liable for any direct or indirect damage caused to the Customer or to third parties as a result of force majeure, delivery problems or other circumstances for which the Customer is responsible.

 

12. INTELLECTUAL PROPERTY

Before submitting a document to the Service Provider for translation, the Client must ensure that it has the right to do so and indemnify the Service Provider against any claim in this respect. The Client must therefore be the author of the original document, or have obtained prior written authorization for translation from the document's copyright holder.

Failing this, the Service Provider cannot be held liable in any way if all or part of the documents entrusted by the Customer infringe the intellectual property rights or any other rights of a third party, or any applicable regulations. In such a case, the Customer shall be solely liable for any damages and financial consequences arising from his own negligence.

Furthermore, the Customer acknowledges that the translation produced by the Service Provider constitutes an original work protected by copyright which is the exclusive property of the Service Provider.

In accordance with the provisions of the French Intellectual Property Code, the copyright thus held by the Service Provider consists of moral rights and economic rights. More generally, any element created or belonging to the Service Provider of which the Customer may become aware during the performance of the Service, in particular the Service Provider's translation memory or segments, is the exclusive property of the Service Provider.

The order and performance of the Service in no way constitute a transfer of copyright in the translation or in any other element of the Service to the Customer, unless expressly stipulated otherwise in the quotation issued by the Service prior to the performance of the Service.

Consequently, any use by the Customer of the translation and/or any element of the Service Provider is subject to the Service Provider's prior agreement, setting out the terms and conditions, for example on
the quotation issued by the Service Provider.

The Customer shall refrain from any use outside the conditions laid down and authorized by the Service Provider.

In accordance with the right of authorship which it enjoys under moral rights, the Service Provider may demand that its name be mentioned as the author of the work belonging to it and used by the Customer.

In all cases, the Customer shall refrain from using the translation produced by the Service Provider or elements belonging to the Service Provider, such as the Service Provider's translation memory, in the context of translation software or a solution based on artificial intelligence technology, in particular in order to supplement the data on which it is based.

Any infringement of the Service Provider's intellectual property rights or, more generally, of the provisions of this article shall constitute an infringement punishable under civil and criminal law, and/or a breach of contract for which the Customer may be held liable.

 

 

13. PROTECTION OF PERSONAL DATA

Aux fins d’exécution des Prestations, le Prestataire traite des données personnelles de ses interlocuteurs personnes physiques, salariés chez son Donneur d’ordre. Ce traitement est effectué sur le fondement de l’exécution des présentes conditions générales ainsi que sur le fondement du respect des obligations légales (notamment en matière fiscale) du Prestataire. Ces données pourront être communiquées à l’administration (DGCCRF, CNIL, administration fiscale, …) ou à une juridiction dans le cadre d’un litige.

Chaque Partie s’engage à informer l’autre Partie de toute mise à jour relative aux données personnelles des personnes et/ou salariés concernés et à informer personnellement chacune de ces personnes, des dispositions de la présente clause. Les personnes concernées disposent d’un droit d’accès, de modification ainsi que de limitation et d’opposition au traitement de ses données personnelles en adressant un courrier électronique à l’adresse habituelle du Prestataire.

The Service Provider undertakes to implement appropriate technical measures to guarantee the security and confidentiality of personal data. The Service Provider undertakes to keep the personal data of its contacts at its Customers and prospective Customers for a period not exceeding that necessary to achieve the purposes for which they were collected or processed, and in any event for a maximum period of 3 (three) years from the last order of products by the Customer. Personal data may nevertheless be kept for a longer period in order to comply with legal obligations, in particular tax obligations.

 

14. APPLICABLE LAW - JURISDICTION

These terms and conditions are governed by and shall be construed in accordance with the laws of France.

14.1 With regard to the Professional Customer

En cas de litige relatif aux présentes conditions générales, et aux engagements qu’elles régissent, en particulier les Prestations, les parties s’engagent à rechercher préalablement une solution amiable dans un délai de 30 (trente) jours à compter de la notification écrite d’une partie à l’autre partie.

Any dispute not settled amicably between the parties within the time limit thus set may be submitted by either party to the Commercial Court located within the jurisdiction of the Provider's registered office, to which the parties assign exclusive jurisdiction, unless otherwise provided by public policy.

This clause applies even in the event of summary proceedings, incidental claims, multiple defendants or warranty claims, and regardless of the method and terms of payment.

 

14.2 With regard to the Consumer Customer

In accordance with Articles L. 611-1 et seq. of the French Consumer Code, the Customer has the option of directly resorting to a conventional mediation procedure for any dispute that may arise with the Service Provider.

To this end, the Customer may call upon the services of the following mediator appointed by the Service Provider:

SFT consumer mediation - Legal department

To use this mediation procedure, the Customer must first send his complaint to the Service Provider by registered letter with acknowledgement of receipt.

Failing a satisfactory response from the Service Provider within one month, the Customer may refer the matter to the mediator indicated above, in accordance with the terms and conditions laid down by the latter. This mediation
is free of charge for the Customer, with the exception of any legal or expert fees, which will remain at the Customer's expense.

Conformément à l’article L. 611-2 du Code de la consommation, le litige ne pourra être examiné par le médiateur lorsque :

- the Customer does not justify having previously attempted to resolve the dispute directly with the Service Provider by means of a written complaint in accordance with the terms and conditions set out in the contract, if applicable;

- the request is manifestly unfounded or abusive;

- the dispute has been or is being examined by another mediator or by a court;

- the Customer lodged his claim with the mediator more than one year after his written complaint to the Service Provider;

- the dispute does not fall within its jurisdiction.

In addition, in accordance with Article L. 616-2 and Article 14 of European Regulation No. 524/2013 on the online settlement of consumer disputes, the Customer has the option of using the online mediation system offered by the Online Dispute Resolution platform by logging on using the following link: https://webgate.ec.europa.eu or on
https://signal.conso.gouv.fr/fr.

 

Dernière mise à jour : 25/11/2024

 

SGRENIER.TRADUCTIONS

Registered office: 5 rue de la Vallère, 33700 MÉRIGNAC - FRANCE
Phone: +33 (0)6 59 46 59 80 - Email: contact@sgtraductions-services.fr