1 September 2020
COMMON PROVISIONS FOR PROFESSIONALS AND INDIVIDUALS
ARTICLE 1 - DEFINITIONS
The following definitions apply in the context of these General Terms and Conditions of Sale (GTCS):
TRADUCTA SWITZERLAND: that is to say Traducta SA, a public limited company recorded in the Canton of Vaud Trade Register under the number IDE/UID CHE-287.795.153 and the Swiss federal number CH-5184.108.40.2062-8, with share capital of CHF 100 000 and its registered office at 99 Avenue Charles-Ferdinand Ramuz, 1009 Pully, Switzerland.
Customer: any legal entity (hereinafter: Professional Customers) or natural person (hereinafter: Private Customers) with whom TRADUCTA SWITZERLAND concludes a contract for the purpose of providing services of translation, interpreting, telephone interpreting, video conference interpreting, voice dubbing, subtitling and/or transcription of audio files.
Service(s): translation, interpreting, telephone interpreting, videoconference interpreting, voice dubbing (voice-off and voice-over), subtitling and transcription of audio files offered by TRADUCTA SWITZERLAND to the Customer within the framework of an offer or contract concluded between TRADUCTA SWITZERLAND and the Customer.
Contract: the contract concluded between TRADUCTA SWITZERLAND and the Customer, for the provision by TRADUCTA SWITZERLAND of services of translation, interpreting, telephone interpreting, videoconference interpreting, voice dubbing, subtitling and/or transcriptions of audio files for a price to be paid by the Customer.
ARTICLE 2 - SCOPE OF APPLICATION
These GTCS constitute the sole basis of the relationship between the parties. They can be viewed on the TRADUCTA SWITZERLAND website: https://www.traducta.ch.
Their purpose is to define the terms and conditions under which TRADUCTA SWITZERLAND provides the Customer, who make a request, via the website https://www.traducta.ch, by e-mail or by letter sent directly to TRADUCTA SWITZERLAND, for the Services of translation, interpreting, telephone interpreting, videoconference interpreting, voice dubbing, subtitling and/or transcription of audio files.
The Customer declares to have read and accepted these GTCS before the order procedure is implemented. It also acknowledges that it has the capacity required for concluding a contract and purchasing the Services offered by TRADUCTA SWITZERLAND.
These GTCS apply in their entirety, in particular without restriction or reservation, to all Services provided by TRADUCTA SWITZERLAND to Customers, regardless of any clauses which may appear in the Customer's documents, in particular its general terms and conditions of purchase.
In the event of invalidity of one or more provisions of these GTCS, the other provisions shall remain applicable. It is furthermore indicated that these GTCS may be subject to subsequent amendments. In this case TRADUCTA SWITZERLAND will inform the Customer in writing at least one month before the change takes effect. Unless the Customer notifies TRADUCTA SWITZERLAND of an objection within two weeks of the date when the written notification was sent, the Customer is deemed to have tacitly accepted the change.
ARTICLE 3 - ORDERS AND CONCLUSION OF THE CONTRACT
Offers made by TRADUCTA SWITZERLAND both orally and in writing are not binding. Offers are understood to include, in particular, appendices such as price lists, brochures and other information relating to the Services offered by TRADUCTA SWITZERLAND and brought to the Customer's attention in writing or orally.
The Customer selects the Services it wishes to order. It is specified that the choice and purchase of a Service is solely the responsibility of the Customer. It is therefore up to the Customer to check the accuracy of the order before sending it in writing to TRADUCTA SWITZERLAND by e-mail, fax or post.
Sales of Services are only complete, according to the meaning assigned in article 1 of the Swiss Code of Obligations, after a quote has been drawn up and expressly accepted by the Customer by means of a purchase order and payment of the deposit requested from the Customer by TRADUCTA SWITZERLAND to confirm the order. The deposit requested from the Customer shall not, under any circumstances, be considered to be non-refundable.
The quote is valid for 30 calendar days, unless otherwise specified therein. According to the terms of article 6 of these GTCS, the quote indicates the amount of the deposit to be paid by the Customer, the turnaround time and the terms of delivery. It is expressly stated that the Customer who has not confirmed the order in accordance with the terms of the quote by TRADUCTA SWITZERLAND, may not require TRADUCTA SWITZERLAND to provide any of the Services, to which the quote relates. Furthermore, the quote which is not confirmed by the Customer within 48 hours of its date of issue by TRADUCTA SWITZERLAND may require an adjustment of the turnaround time for the provision of the services, without the modification of the time giving rise to the payment of any compensation by TRADUCTA SWITZERLAND.
ARTICLE 4 - CONDITIONS FOR REIMBURSEMENT OF THE DEPOSIT PAID AT THE TIME OF ORDER CONFIRMATION
Any order confirmed by the Customer in the forms and conditions expressly provided for in article 3 of these GTCS gives rise to full payment for the Services under the conditions provided for in article 5 of these GTCS, without the Customer being able to withdraw from or cancel its order and demand, in particular, reimbursement of the deposit paid when the order was confirmed.
In the event that, when the order is confirmed by the customer in the forms and conditions expressly provided for in article 3 herein, TRADUCTA SWITZERLAND is no longer able to provide the Services in accordance with the quote submitted and accepted by the Customer, it shall:
firstly, submit a new quote to the Customer, which the latter shall be free to accept or refuse;
secondly, and only in the event that the Customer refuses to accept the new quote submitted, immediately refund the deposit paid by the Customer without the latter being able to claim any additional compensation.
ARTICLE 5 - PRICES
The Services are provided at the prices applicable by TRADUCTA SWITZERLAND on the day when the order is placed, according to the quote previously drawn up by TRADUCTA SWITZERLAND and accepted by the Customer under the conditions set out in article 3 of these GTCS. Prices are expressed in Swiss francs and include VAT for Private Customers; they do not include VAT for Professional Customers. A bill is drawn up by TRADUCTA SWITZERLAND and provided for the Customer when the ordered Services are provided. TRADUCTA SWITZERLAND reserves the right to change the agreed prices at any time before the conclusion of the Contract.
The agreed prices may also be modified at any time during the performance of the Contract if the Customer modifies the order placed. Until the Contract has been fully performed, TRADUCTA SWITZERLAND is authorised to increase the agreed prices by costs resulting from measures taken by the public authorities.
ARTICLE 6 - CONDITIONS OF PAYMENT FOR SERVICES
In accordance with Articles 3 and 5 of these GTCS, the price of the Services is based on a quote and is payable in advance unless otherwise agreed. A deposit on the total price of the Services must be paid upon confirmation of the order, the balance being payable before the start of the Services. Unless otherwise agreed, the Customer must have paid the full price of the Services before the provision of the Services begin and at the latest on the day scheduled for the said Services to be provided. In the event of failure to pay in full for the Services on the day when they are provided, the deposit shall be deemed to be definitively forfeited to TRADUCTA SWITZERLAND. Furthermore, TRADUCTA SWITZERLAND reserves the right not to provide the Services and to demand full payment for the latter through legal channels.
Any late payment automatically leads to the application of late payment penalties of 5% of the bill amount. TRADUCTA SWITZERLAND also reserves the right to apply reminder charges.
ARTICLE 7 - PERFORMANCE OF THE CONTRACT
All orders are accepted and executed exclusively by TRADUCTA SWITZERLAND, even if the express or implicit intention is that an order should be executed by a specific person within TRADUCTA SWITZERLAND. After conclusion of the Agreement, TRADUCTA SWITZERLAND will carry out the translation work in accordance with the specifications agreed with the Customer under the Contract.
The Customer is bound to do, or have done, everything that is reasonably necessary and desirable to enable the timely and correct performance of the Contract.
This also includes complying with requests by TRADUCTA SWITZERLAND for additional information in order to be able to properly perform the Contract.
TRADUCTA SWITZERLAND is authorised, to ensure the proper performance of the Contract, to call on third parties to carry out the work.
ARTICLE 8 - AMENDMENTS TO THE CONTRACT AND ADDITIONAL WORK REQUESTED BY THE CUSTOMER
Additional agreements or subsequent modifications as well as concessions made verbally by staff of TRADUCTA SWITZERLAND are only binding on the latter if they are confirmed in writing by TRADUCTA SWITZERLAND by e-mail, fax or post. TRADUCTA SWITZERLAND will also only take into account any modifications to the order made by the Customer within the limits of its possibilities. If TRADUCTA SWITZERLAND takes into account the modifications requested by the Customer, TRADUCTA SWITZERLAND will draw up a new quote and adjust the price. In such a case the Customer will be bound by the adjusted price. It is expressly stated that, depending on the progress of the work or in the event that it is not possible to comply with the Customer's requests for modifications presented after the conclusion of the Contract, TRADUCTA SWITZERLAND shall not make the modifications requested by the Customer.
In this case TRADUCTA SWITZERLAND is authorised to terminate the Agreement without being liable to pay any compensation to the Customer.
In such a case, the deposit paid by the Customer is forfeited to TRADUCTA SWITZERLAND, which may also charge the Customer a pro rata amount for the number of words already translated.
Communication of the technical glossary specific to the interpreter's field of work
The Customer is expressly informed that the interpreters made available to it in the context of the provision of the Services are not technicians with mastery of the specific vocabulary required in the field(s) of activity in which the interpreting service is requested.
As a result, in the provision of the Services, the technical and sector-specific vocabulary of the Customer and the in-house language are not guaranteed by TRADUCTA SWITZERLAND.
In this context, the Customer must provide TRADUCTA SWITZERLAND spontaneously, at least one week before the Services begin to be provided, with all documentation necessary for the efficient performance of the Services. This necessary documentation includes, in particular, the technical glossary and the specific vocabulary used in the area of expertise concerned by the Services to be provided.
If the Customer does not provide a glossary at least one week before the start of the Service to be provided, it is customary for the interpreter to use standardised technical terms without this being held against him/her.
Billing for Remote Interpretation Services
Telephone interpretation is billed by 15-minute increments.
Videoconference Interpreting is billed by one-hour increments.
Any 15-minute period started is billed in full.
Remote interpreting services are by appointment only. Billing begins at the exact time of the appointment. However, an appointment cancelled at least 48 hours in advance will not be billed.
The first 15-minute period will be billed for:
Any appointment that has not been cancelled 24 hours in advance;
Any appointment for which the customer does not show up.
Costs relating to the provision of On-Site Interpreting Services:
Unless otherwise agreed, all costs for reaching the place where the service is to be provided are payable by the Customer and will be re-billed at cost price (plane ticket, train ticket, taxi, accommodation, meals, etc.).
The Customer undertakes to pay the aforesaid upon presentation of supporting documents.
Hours worked during on-site interpreting assignments
The time taken for lunch or dinner, if this time is included the reserved block of time, is counted as time effectively worked to provide the Services.
More specifically, when an interpreter is required, as part of the Services to be provided, to lunch or dine with the Customer, this lunch or dinner time will be considered to be time effectively worked to provide the Service. Upon request, the Customer must sign the interpreter's attendance sheet.
Risks linked to the provision of on-site interpreting Services covered by the Customer’s insurance
The Customer declares to have insurance covering the risks relating to the provision of the Services.
This insurance must, in particular, cover, for the benefit of the interpreter, the risks of accident at the place of the assignment for as long as the assignment lasts, including all bodily injury, civil liability, etc.
Damage or loss of the interpreting equipment made available to the Customer
If interpreting equipment (such as booths, microphones, headphones, etc.) is made available to the Customer, the latter is fully responsible for the latter from the time of its delivery until its collection. Any damage or loss will be billed at the cost established by TRADUCTA SWITZERLAND who rents the equipment.
Time reserved for the provision of the Services exceeded by fault of the Customer
Should the time reserved for the provision of the Services be exceeded due to circumstances ascribable to the Customer, the Customer shall bear the consequences of this.
These consequences comprise notably:
payment of the additional hours worked in the context of the provision of the Services according to the rate indicated in the quote accepted by the Customer;
reimbursement, on first presentation of relevant supporting documents, of the interpreter's transport costs (plane or train tickets) caused by the extension of the period for providing the Services;
reimbursement, on first presentation of the relevant supporting documents, of the costs of the interpreter’s stay and the latter’s fees if he/she is forced to remain at the place of assignment due to the extension of the period for providing the Services.
Recording of conversations
In the context of the provision of the Interpreting Service, if the Customer requests conversations to be recorded, it must firstly inform those participating in the conversation and obtain their agreement. TRADUCTA SWITZERLAND will make this recording for possible transcription needs, after receiving confirmation from the Customer that it has received the agreement of each participant. TRADUCTA SWITZERLAND declines all responsibility in respect to the valid authorisation of each participant. In compliance with regulations on the protection of personal data, TRADUCTA SWITZERLAND will not provide the Customer with the recording and will destroy it after the translation has been handed over to the Customer.
ARTICLE 10 - INTELLECTUAL PROPERTY
The intellectual property rights of TRADUCTA SWITZERLAND relating to the Services provided for the Customer are the exclusive property of TRADUCTA SWITZERLAND. TRADUCTA SWITZERLAND remains the owner of the rights of use until full payment of the bill and the Customer may not use the Service until full payment of the bill. After full payment of the Service, the Customer may use and/or exploit these intellectual property rights on the Service under the conditions specified in the quote: either the rights may be freely used, on any medium and without any time limit, or they are for restricted use.
ARTICLE 11 - SPECIAL CONDITIONS LINKED TO THE NATURE OF CERTAIN SERVICES
Depending on the Services, several types of interpreting may be made available to the Customer:
LIAISON OR CONSECUTIVE INTERPRETING: in liaison or consecutive interpreting, the interpreter's task is to act as a liaison between two parties who do not speak the same language. The speaker(s) must stop in order to give the interpreter time to translate the content of the conversation. This technique is used in business meetings, training, coaching, in a face-to-face setting, by telephone or remotely.
SIMULTANEOUS INTERPRETATION (IN A BOOTH): in simultaneous interpreting, the interpreter works in a soundproof booth with at least a second interpreter because the continuous working time is limited to 20 minutes and the interpreters must take turns.
The speaker speaks into a microphone connected to the interpreter, who has a headphone and instantly reproduces the content of the speech into a microphone. The content of the speech is sent back to the audience's earphones in the language concerned.
B. VOICE DUBBING SERVICE
In the case of Voice Dubbing Services, the prices shown on the quote are based on the information provided by the Customer, i.e. the duration of the source file, or the number of characters in the text, the type of voice, the languages and processings of the audio file. The Services of TRADUCTA SWITZERLAND may be freely used on any medium without a time limit, unless otherwise stated in the quote.
TRADUCTA SWITZERLAND reserves the right to revise the quote if certain operations have not been provided for or if the Customer makes editing changes.
For any order, the Customer validates a voice. If, after the file has been returned, this voice no longer satisfies the Customer, the amount of the bill will nevertheless remain due.
A new quote will therefore be drawn up for a new recording. If the Customer requests the integration of sound media such as music, etc., the Customer must ensure that the rights of the rights holders, particularly SUISA, authors, publishers or composers, are respected. TRADUCTA SWITZERLAND shall never be held liable in this respect.
The order will only be accepted after receipt of the signed quote, accompanied by the order, if this is indicated as necessary therein, and possibly accompanied by the payment of the deposit.
The delivery method is mainly by EMAIL with an MP3 or MP4 file, unless otherwise specified in the quote.
Complaints concerning the Service must be made within 5 days of delivery.
ARTICLE 12 - LIABILITY OF TRADUCTA SWITZERLAND - GUARANTEE
TRADUCTA SWITZERLAND undertakes to provide Services that meet an acceptable level of quality, subject to the express reservation that the Customer's obligation under article 9. a) of these GTCS will be fulfilled.
The Customer is informed that an interpreter cannot be refused by the Customer because of his/her accent when the latter has good command of the languages required for Services to be provided.
If an interpreter does not satisfy the Customer, the Customer must inform TRADUCTA SWITZERLAND of this within 4 hours of the start of the Services.
The Customer must specify, by e-mail, in a detailed, clear and unambiguous manner, the reasons that led it not to accept the interpreter's service.
In such a situation TRADUCTA SWITZERLAND undertakes to make every effort to replace the interpreter, taking into account replacements available.
The impossibility of replacing the interpreter refused by the Customer, due to the absence of an available replacement, is considered to be a case of force majeure.
Consequently, TRADUCTA SWITZERLAND shall not be bound to remedy any inconvenience caused by this specific case of force majeure.
Any complaint regarding the quality of the Services must be made by registered letter with request for acknowledgement of receipt within one week of the performance of the Services.
The letter must justify the complaint in an objective and argued manner, and concrete and verifiable elements must be presented to support it. No complaint shall be a reason to refuse to pay for the Services and no compensation may be claimed from TRADUCTA SWITZERLAND. TRADUCTA SWITZERLAND's responsibility is strictly limited to the Services provided.
As a result, the amount of TRADUCTA SWITZERLAND's liability is limited to the mount of the bill amount or the amount estimated by the insurance company that covers its liability.
ARTICLE 13 - FORCE MAJEURE - CONFIDENTIALITY
TRADUCTA SWITZERLAND shall not be liable for lateness or absences of the interpreter due to circumstances beyond its control, such as delays in the SBB train service and other rail, land or air carriers, traffic accidents, traffic delays due to strikes or demonstrations or any other events beyond its control.
In the event of the total absence of the interpreter en route for the assignment, due to a case of force majeure, 50% of the fees and costs shall be borne by the Customer.
With regard to telephone or videoconference interpreting via a telephone or online operator (Zoom, Microsoft Teams or equivalent), TRADUCTA SWITZERLAND shall not be held responsible for the poor quality of the telephone connections or the conference line system. It shall therefore not be held liable for any line cuts or other interruptions.
Should the interpreter unexpectedly fall ill before or during the provision of the Services and present a doctor’s certificate justifying sick leave, TRADUCTA SWITZERLAND will make every effort to replace the interpreter.
The impossibility of replacing the interpreter on sick leave due to the absence of an available substitute is considered to be a case of force majeure.
Consequently, TRADUCTA SWITZERLAND shall not be bound to remedy any inconvenience caused by this case of force majeure.
However, there shall be no billing for the part of the Services not provided. On the other hand, any equipment rental and travel expenses incurred shall be billed to the Customer.
TRADUCTA SWITZERLAND undertakes to treat as confidential all documents entrusted to it and any comments made during the performance of the Services.
TRADUCTA SWITZERLAND undertakes to obtain the same commitment from its translators, interpreters, dubbers or any other person who has performed or participated in a Service.
ARTICLE 14 - PERSONAL DATA
TRADUCTA SWITZERLAND collects and stores the personal data transmitted by its Customers in a secure manner using computer and physical security measures. The data is stored in files accessible only by TRADUCTA SWITZERLAND employees.
By contacting TRADUCTA SWITZERLAND, even for a simple request for Services, Customers and visitors to the website https://www.traducta.ch accept that their email address, surname, first name and information relating to the requested Services are stored by TRADUCTA SWITZERLAND. This data is used, firstly, to send the quote, information and updates relating to your order and, secondly, to send occasional information on the language services provided by TRADUCTA SWITZERLAND. This data may be passed on to any partners of TRADUCTA SWITZERLAND who are responsible for the execution, processing, handling and payment of orders. It is never passed on to third parties for advertising purposes.
The persons concerned have the possibility at any time to unsubscribe from the mailing list or to have their data deleted or corrected at the following address: firstname.lastname@example.org.
TRADUCTA SWITZERLAND informs the persons concerned of any security breach and the measures taken to remedy it within 30 days of its occurrence.
The data is kept for 5 years plus the current year. If, at the expiry of this period, no business relationship has been recorded, the data will be automatically deleted from the servers.
The data is stored in an external data centre located in a European Union member country, in compliance with the regulations on the protection of personal data.
ARTICLE 15 - APPLICABLE LAW - LANGUAGE
These GTCS and the transactions resulting from them are governed by and subject to Swiss law.
These GTCS are drafted in French.
In the event that they are translated into one or more foreign languages, only the French text shall be good evidence in the case of a dispute.
SPECIAL PROVISIONS APPLICABLE TO PRIVATE CUSTOMERS
ARTICLE 16 - DISPUTES
All disputes to which the purchase and sale operations concluded in application of these GTCS may give rise, concerning their validity, interpretation, execution, termination, consequences and aftermath, and which could not be resolved between TRADUCTA SWITZERLAND and the Customer, shall be exclusively submitted to the courts with jurisdiction for the registered office of TRADUCTA SWITZERLAND.
ARTICLE 17 - PRE-CONTRACTUAL INFORMATION - CUSTOMER ACCEPTANCE
The Customer acknowledges to have been informed, prior to placing its order, in a legible and comprehensible manner, of these GTCS.
The fact that a natural person orders on the TRADUCTA SWITZERLAND website, https://www.traducta.ch, implies full compliance with and acceptance of these GTCS, which is expressly recognised by the Customer, who waives, in particular, the right to invoke any contradictory document, which shall be unenforceable against TRADUCTA SWITZERLAND.
SPECIAL PROVISIONS APPLICABLE TO PROFESSIONAL CUSTOMERS
ARTICLE 18 - GENERAL TERMS AND CONDITIONS OF SALE BY CATEGORY
The information contained in the catalogues, brochures and price lists of TRADUCTA SWITZERLAND is given for information only and may be revised at any time.
TRADUCTA SWITZERLAND has the right to make any modifications to the website that it deems necessary.
TRADUCTA SWITZERLAND may also be required to draw up General Terms and Conditions of Sale by Category which deviate from these General Terms and Conditions of Sale, depending on the type of Professional Customer in question, determined on the basis of objective criteria.
In this case, the General Terms and Conditions of Sale by Category apply to all Professional Customers meeting these criteria.
ARTICLE 19 - UNENFORCEABILITY OF THE GENERAL TERMS AND CONDITIONS OF PURCHASE OF PROFESSIONAL CUSTOMERS
These General Terms and Conditions of Sale are expressly agreed and accepted by the Professional Customer, who declares and acknowledges to have full knowledge of them, and therefore waives the right to invoke any contradictory document and, in particular, its own general terms and conditions of purchase, which shall be unenforceable against TRADUCTA SWITZERLAND, even if TRADUCTA SWITZERLAND has been made aware of them.
ARTICLE 20 - NO OFF-SETTING OF NON-RECIPROCAL DEBTS OR CLAIMS
Unless TRADUCTA SWITZERLAND has given its express, prior, written agreement, and provided that the reciprocal claims and debts are certain, liquid and due, no offsetting may be validly made by the Professional Customer of possible penalties for late provision of the ordered Services or non-compliance with the order against the sums owed by the Professional Customer to TRADUCTA SWITZERLAND for the purchase of the said Services.
ARTICLE 21 - DISPUTES
All disputes to which the purchase and sale operations concluded in application of these GTCS may give rise, concerning their validity, interpretation, execution, termination, consequences and aftermath, and which could not be resolved between TRADUCTA SWITZERLAND and the Professional Customer, shall be exclusively submitted to the courts with jurisdiction for the registered office of TRADUCTA SWITZERLAND.