General Terms and Conditions of Enigma Translation Ltd, hereinafter referred to as Enigma.
These general terms and conditions shall apply to all legal relations between Enigma and its clients, and shall preclude the application of the latter's general terms and conditions, unless Enigma expressly agrees to this in writing beforehand.
2. Quotation and conclusion of agreement
2.1 As long as Enigma has not had an opportunity to assess the nature of the entire document submitted by a client to be translated and/or otherwise edited, any quotation provided in this respect along with the fee and/or delivery time stated therein, shall be free of obligation and may at all times be withdrawn or modified.
2.2 A client shall be deemed to have entered into an agreement at such time as he submits an order. The time at which such order is submitted shall be deemed to be when the client sends an order for a translation to Enigma or presents it to the latter. An order for a translation may be sent by post or fax but also by clicking on the button on the Enigma online language translation quote facility bearing the inscription, “Click here to Order”.
2.3 In order to confirm the submission of the order by the client, Enigma shall send the client an e-mail to this effect. Failure to send this e-mail shall in no way bar the client from entering into this agreement. The e-mail sent by Enigma shall confirm that the latter has entered into the agreement in question.
2.4 Enigma shall treat as its client the person who submits an order to it, unless he expressly indicates that he is acting on the orders, on behalf of and/or at the expense of a third party, provided that he stipulates the name and address of this party.
3. Delivery time and deadline
3.1 The agreed delivery time is indicative and Enigma undertakes to do all in its power to comply with it. Should it appear that it will be impossible for it to ensure timely delivery due to exceptional circumstances, Enigma undertakes to notify its client to this effect forthwith.
3.2 In the unlikely event that the relevant deadline is missed, the client shall be entitled to cancel the agreement unilaterally if he is no longer able to wait for his order to be fulfilled. In this case Enigma shall not be liable for any compensation.
3.3 Delivery shall be deemed to have occurred at such time as Enigma effects despatch by e-mail or, if applicable, post, fax or courier.
4. Modification or withdrawal of order
4.1 In the event that after an agreement is concluded, the client makes changes of a limited nature, this to be determined solely at the discretion of Enigma, the latter reserves the right to adjust any relevant delivery time and/or fee to accord with such modification.
4.2 Enigma undertakes to e-mail its client confirmation of any change made to an order, delivery time or fee after the relevant agreement has been concluded, once it has assented to such change.
4.3 In the event that a client withdraws an order after it has been submitted, he shall be liable for payment of the agreed sum in full, unless Enigma indicates that a discount may be granted. The extent of such discount shall be determined solely at Enigma discretion.
5. Proficient fulfilment of orders and confidentiality
5.1 Enigma gives an undertaking to its clients that it will ensure that any order for a translation will be fulfilled to the best of its ability and expertise.
5.2 Subject to its responsibility for the proficient fulfilment of an order, Enigma shall be entitled to engage the services of a third party, i.e. an independently operating proficient translator, for the fulfilment of such order. Based on its experience in and knowledge of the translation market, Enigma undertakes to engage the services of one or more external translators for a specific order (or part thereof), to the best of its ability and expertise, having regard as far as possible to the nature of the order in question.
5.3 Enigma undertakes to treat all information provided by a client as confidential. Furthermore, Enigma undertakes to alert any external translator whose services it engages, to his duty to ensure the confidential treatment of information and any documentation it may have obtained. Nevertheless, Enigma cannot be held liable for the unlikely event that a third party may fail to comply with his duty of non-disclosure.
6. Standard and other fees, and payment
6.1 In principle, the standard fee shall be based on a rate per word and shall be calculated on the basis of the number of words in the document that has been translated (the target document), multiplied by the applicable rate per word, unless Enigma comes to some other agreement with a client. The applicable rates shall be listed on the website, www.enigmatranslation.co.uk, or in the relevant quotation.
6.2 Enigma shall supplement the aforementioned standard fee with a surcharge in the event that the document that is to be translated, requires additional work, is of an extraordinary or specialist nature, or if it needs to be translated very urgently (more urgently than Enigma short standard delivery times), or if more expenses need to be incurred for any other purpose, (i.e registered postal charge) which exceed what Enigma could reasonably have expected.
6.3 Invoices shall be paid within thirty(30) days of the relevant invoice date if a credit account has been opened, otherwise it is payment with order.
6.4 A client shall be liable for any extrajudicial debt collection costs in the event of his failure to effect timely payment.
7. Complaints and disputes
7.1 A client shall be required to notify Enigma of any complaint about a translation as soon as possible but no later than ten (10) working days following delivery. The submission of a complaint shall under no circumstances discharge the client from his duty to effect payment.
7.2 Should a client raise any question about the accuracy or quality of a translation which clearly goes beyond any polemical dispute about the most appropriate or best translation of one or several words, Enigma undertakes to comment on this through the relevant external translator. In the event that Enigma can reasonably show that the translation in question has definitely been proficiently executed, it shall be entitled to charge the client concerned for any additional time involved.
7.3 If a complaint (or part thereof) is well-founded, Enigma undertakes to do all in its power to ensure the urgent and proficient correction of the product that has been delivered, in consultation with the client in question, or in the event that the client prefers it, to present the latter with a discount on the agreed fee amounting to part but no more than the total sum thereof. All of the foregoing shall be done with a view to achieving a reasonable solution for all the parties involved.
8. Liability and indemnification
8.1 A client shall only be entitled to hold Enigma liable for loss or harm that can be shown to be a direct result of any default that may be attributed to it. Enigma shall under no circumstances be liable for any other form of loss or harm, such as loss of business, loss due to delay or loss of earnings. Whatever the case, liability shall be limited to a sum equivalent to the fee charged for the order in question.
8.2 Enigma shall in no way be liable for the faulty translation of ambiguities in specific parts of the source document.
8.3 The assessment of the question as to whether a document that is to be translated or the translation thereof entails certain risks of bodily injury, shall be performed entirely at the risk and expense of the client in question.
8.4 The client shall be deemed capable of checking any parts of a translation supplied by Enigma which are important to him or which are of an essential nature, such as figures and/or important contractual terms and conditions of the parties to an agreement, and medical information, in view of the fact that, whereas Enigma produces translations to the best of its ability and expertise, it can under no circumstances by held liable for consequential or other loss or harm suffered as a result of a human error in the translation of any of the aforementioned parts.
8.5 Enigma shall not be liable for damage to or the loss of any documents which its client places at its disposal. Nor shall Enigma be liable for any loss or harm occasioned by the use of information technology, the Internet and modern means of telecommunication.
8.6 In all other cases Enigma liability shall be limited to a maximum sum of Eur 5,000.00 per occurrence or series of connected events.
8.7 A client shall indemnify Enigma against any claim made by a third party in relation to the alleged infringement of a title of ownership, patent or copyright, or the use by a third party of the product supplied.
9.1 Should a client fail to fulfil his duties or in the event that he is bankrupt, Enigma shall be entitled to cancel all or part of a valid agreement or to suspend its execution without being liable for compensation. In this case Enigma shall be entitled to immediate payment of any sum owed to it.
9.2 In the event that Enigma fails to fulfil its duties due to any circumstances beyond its control, it shall be entitled to cancel the relevant agreement without being liable for compensation. Such circumstances shall at any rate be deemed to include but shall not be confined to fire, accidents, illness, strikes, rioting, war, transport obstructions, measures taken by the appropriate public authorities, or any other circumstances that are beyond Enigma’s control.
Unless expressly agreed otherwise, Enigma shall retain copyright to any translation produced by a translator.
11. Amendment of general terms and conditions
Enigma shall at all times be entitled to amend these general
terms and conditions without giving notice to this effect. Nevertheless,
Enigma undertakes to ensure the proper provision of these general
terms and conditions upon request, and to publish them on the website,