General Terms and Conditions

Article 1 – General provisions

1.1 – These general terms and conditions shall apply to all legal relationships between the Translation Agency and the Client.

1.2 – For the purpose of these General Terms and Conditions, “Translation Agency” shall be understood to mean: AVG Translations, located at Koningin Elisabethlei 2, bus 301, 2018 Antwerp, Belgium.

1.3 – For the purpose of these General Terms and Conditions, ‘Client’ shall be the person placing the order with the Translation Agency, unless it is explicitly stated, either in writing or orally, that the Client is acting on behalf of and at the expense of a third party whose name and address are given to the Translation Agency at the time the order is placed. The Translation Agency may reasonably assume that the situation described to it reflects the actual situation.

Article 2 – Conclusion of the contract and quotations

2.1 – The contract shall be formed by the written or oral acceptance by the Translation Company of the order placed by the Client, or by the Client’s acceptance of the quotation. If no quotation was provided, the contract shall be formed by the Translation Company’s written confirmation of the order placed by the Client. The Translation Agency’s quotations shall be without obligation.

Agreements between the parties shall only be binding on the Translation Agency if they have been explicitly confirmed in writing by the Client. Quoted prices and deadlines may be adjusted at any time if the Translation Agency has not received or been unable to view the complete text to be translated.

2.2 – If an offer is made or a complex or lengthy order is involved, the Translation Agency shall be entitled to ask for a partial advance payment as security for its own interests.

2.3 – If the Translation Agency considers it necessary because of the scope of the order or for any other valid reason, it shall be entitled to ask for an advance payment of the estimated cost of the work to be performed at the start of the contract.

Article 3 – Changes and cancellation

3.1 – Should any changes, other than minor or minor changes, be demanded by the Client after the contract has been concluded, and the Translation Company is asked to adjust the scope of the order, the Translation Company shall be entitled, if it deems this necessary, to either modify the quoted price and delivery time or refuse to execute the order if this renders it impossible to execute the work properly. If the Translation Company should refuse to execute the order in such cases, and if the Translation Company has already performed the work, the Client shall be required to pay for that part of the work already performed.

3.2 – If the order is cancelled by the Client itself, the Client shall be required to pay in full for the work already performed. This includes every aspect of the services already performed, also in preparation for the translation order, including research done. In this case, the work delivered will of course be made available to the client if requested.

This fee will be set as follows: 14 to 10 days before the deadline – 50%, 5 days to the deadline 75% and 2 days before the deadline – 100%

3.3 – If the Translation Agency has reserved time in the cases mentioned above in this article, the Translation Agency may charge a fee for this in the amount of 50%.

Article 4 – Confidentiality 

4.1 – Any documents provided to the Translation Agency for the use of the translation order shall be treated as confidential. Provision or dispatch of the documents forming the basis of the translation order shall always be at the Client’s risk.

The original documents shall be handed over to the Translation Agency by the Client if the order is a sworn order.

4.2 – The Translation Agency shall use its best endeavours to carry out the order to the best of its ability, applying the requisite expertise and taking account of any information or purposes provided by the Client.

Article 5 – Term of delivery

5.1 – The term agreed between the Client and the Translation Agency is a best-efforts obligation. The Translation Agency shall do everything that can reasonably be expected to ensure prompt delivery.

As soon as the Translation Agency expects or discovers that it will be impossible to deliver on time, it shall inform the Client accordingly in good time.

The start of the delivery period of the order shall coincide with the moment of dispatch, i.e. the moment when the documents are received if they are sent by post or, if they are sent electronically, the moment when the order is received by the Translation Agency.

5.2 – If the above-mentioned deadline is expressly agreed in writing between the parties and if it is not met or exceeded, the Client shall be entitled to terminate the contract unilaterally if it is found that its execution is no longer reasonable. This termination shall not affect the provisions of Article 3. 

Article 6 – Payments for services rendered

6.1 – The fee shall be communicated by the Translation Agency in a timely and transparent manner. It will be determined depending on the order submitted and may be set by word rate or hourly rate, unless otherwise agreed between the parties. The Translation Agency may require an advance payment for certain orders and circumstances.

6.2 – Should the order change in scope, require additional layout work or be complicated by unclear documentation or data files, this may affect the final fee charged.

6.3 – The invoices issued have a payment term of seven days. Any invoice not paid in full within this period will be followed by a one-off request for payment within 3 days. If payment is still not made within this period, the full invoice will be increased, without notice of default and ipso jure, by a flat-rate increase of 10% on the amount stated in the invoice or, as the case may be, on the unpaid portion thereof. 

Article 7 – Liability 

Art. 7.1 – The Translation Agency shall exclusively be liable to the Client for any loss or damage directly deriving from shortcomings attributable to the Translation Agency; such loss or damage shall be duly substantiated. Such liability shall be limited to the invoice value of the goods already supplied or invoiced, with a limit of EUR 1,000 per event giving rise to liability.

Art. 7.2 – Ambiguities in the text to be translated shall exempt the Translation Agency from liability. Nor shall the Translation Agency be liable for any loss or damage arising from the documents resulting from the order.  

Art. 7.3 – Nor shall any liability be incurred by the Translation Agency in respect of any loss or damage sustained and any costs incurred as a result of the use of information technology, means of communication and the transportation of documents pertaining to the translation order. 

Article 8 – Copyright

The copyright to the translated documents shall pass to the Client as soon as the Client has fulfilled all its financial and additional agreed obligations, unless otherwise expressly agreed in writing.

Article 9 – Termination, suspension and force majeure

Art. 9.1 – The contract may be terminated in whole or in part or the performance of the contract may be suspended without any liability to pay compensation if the Client fails to meet its obligations, if a moratorium is applied for or granted, if the Client is declared insolvent or if a petition is filed for the Client’s compulsory liquidation or bankruptcy.

Art. 9.2 – The contract may also be terminated, without any liability to pay compensation, if circumstances beyond the Translation Company’s control or knowledge prevent the Translation Company from meeting its obligations. Circumstances beyond the Translation Agency’s control or knowledge shall be deemed to include, but are not limited to, illness, strikes, fire, accidents, transport restrictions, government measures, disruption of any means of communication with the public, negligence on the part of carriers, riots, war and terrorist attacks.

Art. 9.3 – If the contract is dissolved or suspended, the Translation Agency shall retain its right to payment for any work already performed as set forth in the articles above.

Article 10 – Disputes and applicable law

10.1 – Should the Client have any doubts about the accuracy of specific translations, the Client may ask the Translation Agency for clarification. If the Translation Agency deems it probable that the translation contains inaccuracies, it shall be entitled to charge the Client in full for the hours and other expenses incurred.

10.2 – This may only be done within a period of 10 working days after the order has been delivered to the Client. If no fixed deadline has been agreed upon between the Translation Agency and the Client for this purpose, it shall be delivered within a reasonable period of time. If the change cannot be made within the requisite period, the Translation Company shall be entitled to reduce the agreed price once it has been made plausible that the order may contain inaccuracies and the Translation Company recognizes such inaccuracies.

10. 3 – The making of certain adjustments or changes to the translated text after the order has been delivered shall not constitute an acknowledgement by the Translation Agency that the order delivered was not properly executed. The same shall apply to price reductions as a result of that stated in the top two paragraphs of this article.

10.4 – Belgian law shall apply to all acts arising from the legal relationship between the Client and the Translation Agency. Disputes in the performance of this agreement, its conclusion or validity shall be the exclusive jurisdiction of the courts of the district of Antwerp.