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When we accept translation assignments from Clients we are bound by the following general Terms & Condition (further Terms of Service) until otherwise agreed with the Client. No other Terms of Service are in effect until approved in writing by the Service Provider. Any additional provisions to these Terms & Conditions have to be executed in writing and approved by the Service Provider and the Client.

Agreed terms

1.1 The following definitions shall apply in these Terms of Service:
• Acceptance Statement
shall mean the statement of acceptance signed by Client usually on a monthly basis to testify that the Services were rendered in full and with due quality, Client accepted Services rendered for him and had no objections to their quality and other provisions under these Terms of Service.
Client shall imply any person or entity commissioning a translation and thus purchasing Services from Service Provider represented by Language Solutions plc
Document for Translation shall mean any document (including drawings, diagrams, charts, images, etc.) in written or in electronic form that contains information in foreign language and needs translation and localization for proper understanding and processing by Client.
Intellectual Property Rights shall mean full and exclusive rights, powers and authorities of the person for the documents (materials) to be translated or otherwise processed at his discretion dully recognized by law. For the purpose of these Terms of Service intellectual property rights shall refer to creations of the mind and inventions such as literary and artistic works, brands, images, and designs used in commercial purpose.
Party shall mean any side to these Terms of Service that is bound by provisions of these Terms of Service until otherwise agreed with the Service Provider in writing.
Project shall mean, without limitation, any work or assignment commissioned / ordered from Service Provider and confirmed by Purchase Order for Service rendering.
Purchase Order shall mean a written order for Services provided to Client and shall include the following compulsory data:
    • Company’s details and legal address (incl. address for invoices if different from postal, company’s VAT no., etc.);
    • Contact details of the ordering person, including name, title, telephone;
    • Specification for translation, interpretation and localization services, including language combination, subject matter, volume of translation;
    • Required or agreed completion deadline for translation or date of interpreting;
    • Other requirements, concerning text editing (formatting, DTP, CAT, revision, etc.);
    • Requirements, concerning graphic layout of the text;
    • Client’s seal (if any) and signature.
shall mean price request for translation and localization services and shall include:
   • Language combination;
   • Number of words or pages to be translated;
   • Way in which the translation is priced (flat or hourly rate)
   • Delivery dates;
   • Document format (in case a specific layout has been requested);
   • Any special rates applied because of urgency, specific research.
Services shall mean translation, interpretation, website translation and localization, desktop publishing, report-writing, proofreading, legalization & authentication, project management and business services to be provided by Language Solutions plc., together with any other Services which Language Solutions plc. provides or agrees to provide to Client.
Service Agreement shall mean a written agreement for the Service rendering between Service Provider and Client made on the basis of these Terms of Service together with Client’s Purchase Order.
Service Provider within this document shall stand for a professional translation & localization company Language Solutions plc.and its affiliates if any.
Support shall mean receipt and graphic processing of Client’s documentation on his software platform or according to his instructions stated in the Purchase Order for rendering of translation and localization Services.

2.1 These Terms of Service shall refer to the Service Provider’s ability and sufficient expertise to render appropriate Project Linguistic and Communication Support, and requested Translation Services.
2.2 Service Provider shall render to Client the Services set forth in Article 3 below.
2.3 These Terms of Service shall (a) apply to and be incorporated into the Service Agreement which shall be drafted thereafter and considered legally binding; and (b) govern all other inconsistencies, ambiguities, discrepancies or contradictions that exist between Service Provider and Client in communication prior to signing of Service Agreement.
2.4 Client and Service Provider shall appoint a representative for communication purposes. The contact person from each Party shall represent a person entitled by the relevant company, organization or institution to hold negotiations, communicate, consult on appropriate variants and understanding of technical terminology and abbreviations, glossaries and memories, etc.;
2.5 Order of every Service from Service Provider in every particular case shall be documented by Purchase Order. For Purchase Order to be considered legally binding it should contain compulsory data listed above.
2.6 Service Provider’s relationship with Client shall be that of an independent Contractor.

3.1 Service Provider has sufficient knowledge and expertise to render below Services to Client (hereafter – Services)

•    Document Translation
•    Interpreting
•    Additional Services (certified translation, editing and revision, formatting, desktop publishing (DTP), graphic processing of files, etc.)
•    Full Project Linguistic & Communication Support
•    Project Management
•    Business Services & Solutions

3.2 Service Provider shall render the above Services to Client based on these Terms of Service unless otherwise agreed in writing with the Client.
3.3 All translation assignments include compulsory proofreading and editing which are considered an integral part of the Service and are not charged separately.
3.4 Service Provider is capable of rendering Services of Linguistic & Communication support for multilingual projects if requested by Client.
3.5 Service of interpreting can include the interpreting itself as well as provision of Service Provider’s Equipment and other means of interpretation process if needed.
3.6 Service Provider is able to render Services of information, marketing and consultant support which are subject to separate agreement with the Client.

4.1 Prior to any commencement the Client and Service Provider have to agree on basic terms and conditions of Service rendering (i.e. language combinations, subject matter, urgency, deadlines, format of the source and target document, scope of work and number of additional Services such as DTP, additional proofreading, layout modification, certification, work with complex formats such as CAD, FrameMaker or image editing, etc) and communication process.
4.2 Client’s Purchase Order shall imply Client’s acceptance of a quotation for Services to be rendered by Language Solutions plc. and shall mean that the Client agrees to purchase the Services on these Terms of Service. No other Terms of Service are in effect until approved in writing by the Service Provider and Client.
4.3 Service Provider must acknowledge the receipt of the Purchase Order without reservation within 10 (ten) days from the date of its issuance by duly signing and returning it to the Client. Purchase Order must be signed by a duly empowered representative.
4.4 Service rendering under these Terms of Service shall commence and shall continue to be supplied for the period stated in the Client’s Purchase Order and Service Agreement for Service rendering if neither of the Parties has objections to the quality of Service.

5.1 Quotations are given by Language Solutions plc. on the basis of the Client’s description of the Services requested, documents submitted for assessment and any other instructions.
5.2 Quotations are to be regarded as non-binding for both Parties and are subject to amendment at any time should either Party consider it inaccurate and unjustified.
5.3 Quotes provided by Language Solutions plc. exclude (a) expenses for travelling, subsistence, accommodation  and any other ancillary expenses reasonably incurred by the individuals engaged by Language Solutions plc. on Client’s request and behalf; (b) costs of any materials and Services provided by third parties; (c) Value Added Tax (which shall be added in due cases on top of the quoted prices).
5.4 Initial editing and proofreading of all documents shall be rendered free of charge and shall make part of the Purchase Order.
5.5 Any request regarding price revision or alteration placed by the Client or Service Provider after the project commencement are allowed only when agreed by the Service Provider or Client in writing.
5.6 Method of payment is subject for approval between Service Provider and Customer (by default via bank transfer to the bank account of Service Provider).
5.7 Service Provider shall invoice for the Services rendered during the month in the period from 1st to 7th of each month following the month when the Service was rendered by Service Provider.
5.8 Payment for the Services rendered under these Terms of Service is to be made on the fact of their execution on a monthly basis within 7 (seven) working days from the date of invoice and acceptance statement for the Service rendered receipt by Client via email with the list of approved works (time sheet, list of executed translations confirmed by email correspondence).
5.9 Client has to provide payment for each invoice submitted by Language Solutions plc. for the Service rendering in full and in cleared funds. All wire transfer fees and other charges incurred in remitting payment (including intermediary and correspondent bank charges) are payable by the Client.
5.10 Any taxes, levies, duties and withholding taxes of any nature due on the Services inside the Service Provider’s country including value added tax shall be borne by and paid for by the Service Provider.
5.11 For big volumes and long-lasting assignments the Service Provider is entitled to claim the upfront payment for the Services to be rendered or payment in installments on agreed terms.
5.12 Service Provider envisages the following discounts for the services within these Terms of Service: 3 – 5 % for upfront payment, 5-12% for long-lasting assignments.
5.13 In the event of late payment, Service Provider is entitled to unilaterally interrupt the orders in progress until receipt of full payment for the Services rendered.
5.14 Should the Client fail to fully comply with financial commitments and obligations under these Terms of Service, Service Provider shall pay a penalty of 0.5% of the outstanding invoice for each day of late payment.
5.15 In case of cancellation of the Purchase Order in progress by the Client, the Client has to remunerate for the Services already rendered for him and compensate Service Provider’s reasonable expenses. Language Solutions plc. retains the right to charge the Client for the Services ordered in full.

6.1 All Services shall be executed by Service Provider within his expertise in good faith and to the best of his abilities using reasonable skills and capacities in accordance with the standards of the industry.
6.2 Service Provider shall be responsible for his own time planning with regard to the execution of the Services. However, due to the nature of the Services the Client might request urgent services for additional fee.
6.3 If requested by the Client, Service Provider can render other types of Services (works), complying with the requirements of the present Terms of Service.
6.4 Service Provider shall take all reasonable means to ensure the due quality assurance and quality control procedures of the translated materials to meet the specific requirements of the Client.
6.5 Service Provider shall do his best to take into account and dully use information provided by the Client (glossaries, drawings, diagrams, abbreviations) in the translation process.
6.6 Service Provider shall inform the Client or his personnel of any inconsistencies or ambiguities of the source materials that may influence the quality of Services rendering and shall take all reasonable steps to adjust them without any additional charges.
6.7 Service Provider is obliged to execute and submit the translation/render the Services on time agreed by Parties. The moment for completion of Service rendering shall be the date of actual Service rendering, the moment of documents receipt via email by Client.
6.8 Service Provider is obliged to send to the Client the acceptance statement for the Services rendered each month not later than 5 (five) working days after reporting month which shall act as a proof of the Service rendering and shall form an integral part of the present Terms of Service.
6.9 Service Provider shall not be held liable for any inconsistencies or ambiguities in the source text or for the corrections in his work done by third parties without his prior notice, in this case the verification of the final text's technical coherence remaining the Client's sole responsibility.
6.10 The overall Service Provider’s liability can not exceed the total value of the Purchase Order for Service rendering.

6.11 Client shall agree and approve proper communication procedures between the Parties with regards to submission of documents, handling of translated documents, etc.
6.12 Client shall provide to Service Provider upon his request whenever needed a terminological glossary and information materials for adequate translation of documentation in compliance with Client’s standards. Client is entitled to request the preparation of such glossaries from Service Provider. Should the Client fail to share the above specialized materials with Service Provider, the Service Provider shall not be held liable if the translation does not conform to the Client's standards or if delivery is late.
6.13 Should the Service Provider fail to receive any answer from Client, he is entitled to use any translation of the terminology contained in publically available specialized dictionaries and bases.
6.14 Client is obliged to review and sign the acceptance statement not later than 5 (five) working days after receipt of the statements act for the Services rendered to confirm the fact of Service rendering in full and lack of objections thereto. Acceptance Statement for the services rendered shall be treated as signed if the Client has no claims within period stated in point 6.16.
6.15 Should the Client have any claims to the quality of Services, he should reasonably posturize them in writing within 10 working days after the date of actual Service rendering. Service Provider shall adjust all mistakes and ambiguities in the document (work) within agreed period without any additional charges. Once this period has expired, the Services shall be considered duly completed and no claims may be made.
6.16 Client is obliged to provide due and full payment for Services rendered to the Service Provider.
6.17 In case of late payment, Service Provider has the right to suspend execution of all liabilities until full payment of debt for actually rendered Services.
6.18 Client is obliged to compensate the justified and documented losses incurred by Service Provider based on his report of Services rendered and requested for by the Client (including payment for notary public certification and legalization of translation).

7.1 Delivery of translated materials or other paperwork under the Purchase Order is to be done by the Service Provider via agreed means of communication and in agreed format. By default the documents are sent in text format (.doc/.docx) to Client’s email or uploaded to Client’s FTP-server.
7.2 Other means of delivery shall be subject to additional approval by Parties and can entail additional costs. In this case Client agrees to remunerate expenses for postal delivery, etc.
7.3 In case of large volumes and long-lasting assignments, Service Provider may deliver Services by installments if such installments do not breach the overall Service Provider’s liability and if this is separately agreed with the Client.

8.1 Client warrants to Service Provider that the Client has full right, power and authority for the documents (materials) to be translated, and that the translation or handling of the material by the Service Provider will not result in the infringement of any existing copyright or intellectual property rights. Client agrees to indemnify and save harmless the Service Provider against any claim, action, loss or damage incurred from the third parties to the Service Provider as a result of any breach of this warranty.
8.2 The paperwork resulted from Service Provider’s activity shall remain the property of Service Provider up to complete execution of financial liabilities and commitments from Client. Service Provider shall transfer copyrights to the Client upon receipt of full payment for the delivered translated material with no additional declarations in that respect.
8.3 At Client’s first request thereto, Service Provider shall return or destroy materials (works) indicated in article 3 or of confidential nature as soon as possible for Service Provider and he shall not retain or reproduce any electronic copies thereof.
8.4 Should Service Provider engage any third party for the performance of Services under these Terms of Service, Service Provider shall covenant with such third party that Service Provider shall receive the intellectual property rights to any works produced by such third party in relation to the Services under these Terms of Service.
8.5 Service Provider shall treat all paperwork and materials supplied by Client to Service Provider for rendering of Services as strictly confidential and shall not disclose it to the third parties without written approval of the Client.
8.6 Service Provider shall retain complete confidentiality of all data regarding Client’s operations since such data has confidential nature or confidentiality is imposed by Client.

9.1 Any changes, amendments and additions to these Terms of Service shall be made in writing and approved by both Service Provider and Client.
9.2 Any modifications or additions to the text to be translated or any revision by the Client to the text to be translated when the work has begun shall be counted as additional work and invoiced at the agreed rate.
9.3 Any Party to these Terms of Service is entitled to terminate the Agreement for Service rendering immediately in case of severe violation of its provisions. Service Provider’s failure to comply with its obligations under these Terms of Service shall constitute a breach of these Terms of Service. Client shall notify the Service Provider in writing of any breach and the Service Provider shall remedy such breach within the appropriate but reasonable time limit specified by Client.
9.4 Termination of these Terms of Service shall not discharge Parties of obligations on settlements and in case of such termination for any reason the Client shall immediately remunerate for all the Services provided but for which no invoice has been submitted and settle all Service Provider’s outstanding and unpaid invoices and interest.

10.1 The present Terms of Service, Service Agreement and any dispute or claim arising out of or in connection with it or its subject matter, shall be governed by, and construed in accordance with, the laws and regulations of Belarus.
10.2 Should any dispute arise between the Parties out of or in connection with these Terms of Service, the Parties shall first use all reasonable endeavors to resolve any dispute amongst themselves and reach an amicable settlement with the help of any and all forms of communication, including face-to-face meetings. Should the Parties reach an amicable and mutually acceptable solution to any dispute, such solution shall be recorded in an agreement and signed by duly authorized representatives from each Party.
10.3 In the event a dispute cannot be resolved and Parties can not reach any solution, the dispute shall be resolved exclusively and finally by arbitration in accordance with the Rules of Arbitration of Belarus by one (1) arbitrator appointed under those Rules. Either Party may refer the dispute to arbitration.
10.4 The Parties to these Terms of Service /Service Agreement undertake to comply with the arbitral award without delay.

11.1 These Terms of Service as well as all attachments and amendments to it, signed and disseminated by means of electronic exchange shall be considered valid and legally binding. The Parties will use such signed copies of the documents until the moment of receiving the original ones via post.
11.2 Approval of Purchase Order by Client and submission of documentation for translation and processing to Service Provider shall imply Client’s full acceptance of provisions of these Terms of Service and are subject to complete execution by both Parties. No other Terms of Service are in effect until approved in writing by the Service Provider.
11.3 Any notice which is to be given under these conditions may be either delivered personally, electronically or posted by pre-paid express post, recorded delivery or by commercial courier to the other Party and for the attention of the person specified in the Purchase Order

Published October 2010
Last edited April 2012


  • You and your team did excellent work that exactly met our demands. We are thankful for the detail work and dedication of your company towards executing our translation project in a successful way

    Tim Gordon
    Deputy General Manager


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