General Terms and Conditions of Sale - Legal notice

1. SCOPE

The services provided by Version internationale that fall within the scope of the General Terms and Conditions of Sale are translation, terminology, word processing and DTP (desktop publishing) activities, and technical or linguistic support regardless of their form, content and the geographic location in which they are carried out.

The provision of any service by Version internationale implies that the Client accepts these General Terms and Conditions and the waiver of their own general terms and conditions of purchase. Any condition to the contrary will therefore, unless expressly agreed, be unenforceable against Version internationale, regardless of when it may have been brought to its attention.

If Version internationale does not avail itself of one of these General Terms and Conditions of Sale, it cannot be interpreted as a waiver of the right to avail itself thereof at a later date.

2. PLACING AN ORDER

Each Client order is preceded by a free quote drawn up by Version internationale based on the documents to be translated provided and/or information communicated by the Client.

To confirm the order in a firm and definitive manner, the Client must return the quote to Version internationale without any modifications, either by scanning and sending it by email, or by fax, having stamped and signed it with the words “Signed and agreed” by an authorised person, or by replying by email to express its consent. In the absence of receipt of acceptance of the quote, Version internationale reserves the right not to start its service.

In exceptional cases of regular partnership where no quote is sent by Version internationale and where no purchase order is issued by the Client, Version internationale reserves the right to issue a Work Order (“Bon de Travail”, BDT) reiterating the services concerned and the proposed rates in the form of a purchase order. This Work Order must be returned signed and stamped. In the absence of receipt of acceptance of the Work Order, Version internationale reserves the right not to start its service.

If the order is not confirmed in accordance with the terms and conditions outlined above within a period of three (3) months of the date the quote was sent, the latter will be deemed null and void.

Version internationale reserves the right, after having informed the Client, to increase the prices of the services and/or not to respect the delivery date that appears on the Client’s initial order confirmation, in particular in the following cases:

Amendment or addition of documents by the Client after the quote has been drawn up, in which case Version international reserves the right to adjust the price depending on the volume of additional text noted or required;

If no documents are sent when drawing up a quote. If the quote was drawn up on the basis of simply communicating the approximate number of words and a sample of the content.

If the Client does not expressly agree to these new delivery and/or invoicing terms, Version internationale reserves the right not to start its service.

Unless stated otherwise on the quote, any costs incurred in providing the service (travel, sending express letters, etc.) shall be borne by the Client.

Any decision to offer discounted or reduced rates or apply bulk discounts based on a percentage or a flat fee remains at the sole discretion of Version internationale and only applies to the service in question. Any discounts or reduced rates granted to the Client shall not in any way give rise to an acquired right for subsequent services.

In the event that no previous quote has been sent to the Client by Version internationale, the translation services will be priced in accordance with the basic rate usually applied by Version internationale.

3. EVIDENCE

For the purpose of proving the existence of the acceptance of a quote, the Client agrees to consider a fax, email, copy and electronic format as equivalent to the original and as perfect proof.

4. OBLIGATIONS OF THE SERVICE PROVIDER

Version internationale strives to produce translations that are as faithful as possible to the original and in line with professional standards. Version internationale makes every effort to take into account and incorporate any information provided by the Client (glossaries, plans, drawings, abbreviations, etc.) in the translation. Version internationale declines all liability in the event of inconsistency or ambiguity in the original text, the Client being solely liable for checking the technical coherence of the final text.

5. OBLIGATIONS OF THE CLIENT

The documents provided by the Client must be printed, legible and understandable. They must not be overwritten or handwritten unless otherwise agreed. Any text provided in handwritten form or as an image, screenshot or PDF file will be subject to a quote for prior re-typing.

The Client must state the intended use of the document (for distribution, information purposes, etc.) for possible adaptation.

The Client undertakes to provide Version internationale with all the texts to be translated and any technical information required to understand the text, and if applicable, the specific terminology required. In the event that the Client fails to comply with its obligation to inform Version internationale, Version internationale cannot be held liable for any non-compliance or for exceeding deadlines. Any technical text must, where possible, be accompanied by drawings or plans enabling a full understanding of the document. Otherwise, the service will be provided according to the standards of the relevant field, and any subsequent changes requested by the Client will be considered as the author’s corrections and, as such, may be subject to an additional charge.

6. DELIVERY DEADLINES

Subject to Version internationale receiving all the documents to be processed as part of the translation service, the delivery deadline mentioned on the quote is only applicable on the condition that the Client confirms their order according to the terms defined above and within 3 (three) working days of receiving the quote. After this deadline, the delivery date may be revised depending on the workloads of the Version internationale teams.

The delivery date shall mean the specified day, before the close of business at the end of the day.

7. DELIVERY OF THE WORK

Any text translated by Version internationale shall be sent to the Client by email unless agreed otherwise in advance.

The translation will be delivered in the source file format or in Word format.

Any other means of transfer or format must be expressly agreed between the parties in advance.

8. PRICE

The prices applied are those in force on the day of the order.

The price of the services subject to a quote shall remain valid for three months, unless agreed otherwise in advance.

The invoicing unit used is the source word, unless stated otherwise.

Small projects that cost the same to process as larger projects will be subject to a minimum charge.

‘Urgent’ projects, with lead times of less than 48 hours or the deadline indicated on the quote may be subject to an additional charge.

Author corrections will be invoiced separately.

9. CONFIDENTIALITY

Version internationale undertakes to fully respect the confidentiality of information brought to its attention before, during or after the provision of its service. Original copies may be returned to the Client on request and at the Client’s expense. Version internationale may not be held responsible for the interception or misappropriation of information during the transfer of data, particularly online. Consequently, it is up to the Client to inform Version internationale, before or when ordering, of the means of transfer that it wishes to see implemented in order to guarantee the confidentiality of any sensitive information.

10. INTELLECTUAL PROPERTY

Before sending Version internationale a document for translation, the Client must ensure that it is entitled to do so. The Client must therefore be the author of the original document or have obtained prior written permission from the document’s copyright owner to translate it. Failing this, Version internationale cannot in any way be held responsible if all or part of the documents entrusted by the Client infringe intellectual property rights or any other right of a third party or any applicable regulations. If applicable, the Client shall be solely liable for any damage and financial consequences that may result from its sole negligence.

In addition, the Client acknowledges that the translation obtained by Version internationale constitutes a new document, the copyright of which is jointly held by the author of the original document and Version internationale. Consequently, in the case of literary or artistic services, and without prejudice to its proprietary rights over its work, Version internationale reserves the right to require that its name be mentioned on any copy or publication provided as part of its service, in accordance with the French Intellectual Property Code, paragraph L.132-11.11.

11. LIABILITY

In any event, the Service Provider is only liable for the amount on the relevant invoice. Version internationale can in no way be held liable for complaints based on stylistic nuances.

It is stated that the delivery deadlines are only given as an indication, and failure to meet deadlines cannot lead to late penalties, unless agreed in writing in advance. In any event, Version internationale cannot be held liable for direct or indirect damage to the Client or to third parties due to a delay in delivery, particularly in the case of force majeure, nor to any delays in delivery by fax, modem, email, FTP, portals and other postal methods.

12. CORRECTIONS AND PROOFREADING

In the event of disagreement on certain aspects of the service, Version internationale reserves the right to make corrections in cooperation with the Client. Unless otherwise agreed in writing, any corrections or proofreading are subject to an additional charge based on the hourly rate in force.

Corrections to texts that are written directly in a foreign language by the Client are only admissible by Version internationale if the editor has written them in their native language. If the editor has written the text in a language other than their native language, Version internationale reserves the right to translate the entire written text again if the cost of the corrections turns out to be more expensive than the cost of a translation.

13. DISPUTES

The translators are selected for their linguistic and technical skills.

Any request for a particular writing style must be made in a specific order and may result in additional charges.

Lack of knowledge and non-use of specific terminology in certain fields cannot be contested if the Client has not previously provided Version internationale with the information and terminology to be used.

Upon receipt of the work, the Client is required to ensure that the service complies with the stipulations of the order, as well as the quality of the content of the service.

Any complaint must be sent in writing to Version internationale within TEN (10) CALENDAR DAYS of the date of delivery of the work. After this period, the service will be considered as having been duly performed, and no dispute can be accepted. As such, the Client agrees to accept as proof of delivery any acknowledgment of receipt sent by post, fax or email.

Any reservations or disputed elements must be accompanied by the documents necessary for Version internationale to assess them, such as the source document, translated document, the editor’s linguistic background (native language, linguistic skills, etc.) and type of corrections made by the Client, which may help to make the best judgement.

Under no circumstances may the amount of a disputed service be the subject of a unilateral deduction by the Client from other sums that the Client owes to Version internationale for other services.

14. PAYMENT TERMS

Unless otherwise specified in the quote, invoices are understood to be net, without any discounts and payable within 30 days of the date of issue of the invoice.

In the event of a payment being made abroad, Version internationale reserves the right to pass on all exchange or bank charges on the quote or to invoice the Client again for these costs in full. In the event of a late payment, any orders in progress may be automatically discontinued until full payment is made, and without prior notice being necessary. The Client will be liable for late payment interest calculated at the rate of three times the legal interest rate in force applied to the total amount of the invoice in question.

In event of late payment, the penalty rate applicable, ipso jure, shall be equal to three times the legal interest rate, in accordance with the French ‘LME’ law of 4 August 2008.

The translation will remain the property of Version internationale until full payment is made.

15. ADVANCE PAYMENTS

Any order for which the total, exclusive of tax, exceeds EUR 1,000 may be subject to a request for an advance payment, the percentage of which will be specified on the quote. In this case, the provision of the services will only begin after the advance payment has been received.

16. CANCELLATION

In the event of cancellation of an order in progress, regardless of the reason, and which is notified in writing to Version internationale, the Client will be invoiced for 100% (one hundred percent) of the work already carried out and 50% (fifty percent) of the work yet to be carried out.

17. ARBITRATION

These Terms and Conditions of Sale are subject to French Law.

In the event of a dispute over the application of these Conditions or in the event of a dispute concerning the quality of a service provided by Version internationale, the Commercial Court of Lyon shall have exclusive jurisdiction.