Terms and Conditions for translation services between English and Hungarian


These Terms and Conditions ("Terms") form the contract between translating contractor ("the Translator") and yourself ("the Client") for the supply by the Translator to the Client of the Translation Services (as hereinafter defined).

1. Definitions
1.1 In these Terms, the following words and phrases shall have the following meanings:
"Translator" means translating contractor;
"Clear Days" means any day except Saturday or Sunday when clearing banks are open for business;
"Client" means the person or company for whom the Translator has agreed to provide the Translation Services in accordance with these Terms;
"Fee" means the fee payable by the Client to the Translator in accordance with Clause 4 of this Agreement;
"Translation Services" means the translation or any other services that the Translator provides to the Client;
1.2 The singular includes the plural and vice versa.
1.3 The clause headings are included for convenience only and shall not affect the interpretation of this Agreement.

2. Translation Services
2.1 The Translator agrees to provide the Translation Services to the Client in accordance with these Terms.
2.2 The Translator reserves the right to modify, suspend or discontinue any or all of the Translation Services at its sole discretion, without prior notice. Clients shall be given the right to object to any such modification, suspension or discontinuation of any or all of the Translation Services under this clause 2.2 and shall additionally be entitled to receive a refund from the Translator of any overpayment of money paid to the Translator in respect of the Translation Services, calculated by the Translator on a pro-rata basis.
2.3 The Translator reserves the right to reasonably alter the Terms at any time by giving the Client a written notice. The Client shall be entitled to object to any such alteration within a period of seven (7) Clear Days of being notified by the Translator, after such time they shall be deemed to have accepted such alteration.

3. Use of Translation Services
3.1 The Client is at all times responsible for the use of the Translation Services.
3.2 Where the Client accesses the Translation Services by means of the Internet, the Client is responsible for providing access to the Translation Services, including but not limited to a computer, modem and/or additional communications equipment and a telephone line capable of and necessary for connecting to and accessing the Translation Services. The internal network configuration remains the responsibility of the Client. Any interruptions to the Translation Services that occur as a result of an internal configuration issue are not deemed as an interruption or suspension of the Translation Services.
3.3 The Translator expressly has no responsibility for the content of the documents submitted to it by the Client, nor does the Translator has any responsibility for the implications of any of its translations.
3.4 The Client will indemnify the Translator against all liabilities, losses, or costs that the Translator may incur, in consequence of any claim that may be made against the Translator in consequence of the content of any document translated by the Translator.






4. Charges
4.1 The price payable by the Client for the Translation Services shall be set out in the order or invoice directly relating to the Translation Services provided by the Translator, or otherwise agreed with the Translator by email or other correspondence.
4.2 All payments are made strictly within 14 days of the Fee being issued. Payment is due before translation is returned.
4.3 The Translator reserves the right to demand payment in advance at its sole discretion.
4.4 The Translator reserves the right to charge Clients any bank transfer fees and expenses and any other currency conversion costs in addition to the Fee.
4.5 The Translator reserves the right to charge interest on any amounts due by the Client to the Translator that are not paid on the due date, at the rate of 4% above the base rate from the due date until the outstanding amount is paid in full. Interest shall accrue on a daily basis.

5. Warranties and Liability
5.1 The Translator warrants to the Client that the Translation Services will be provided using reasonable care and skill. The Translator expressly does not give the Client any other warranties whatsoever and excludes any implied warranties to the maximum extent permitted by law.
5.2 Except in respect of death or personal injury caused by the Translator's negligence, or as expressly provided in these Terms, the Translator shall not be liable to the Client for any representation (unless fraudulent), or any implied warranty, condition or other term, for any duty at common law, for any loss of profit or any indirect, special or consequential loss, damage, cost, expenses or other claims (whether caused by the negligence of the Translator, its agents or employees or otherwise) which arise out of or in connection with provision of Translation Services or their use by the Client. Notwithstanding this clause 5.2, where the Client can prove to the Translator that he or she has suffered consequential loss, he or she shall be able to make a claim to recover this from the Translator to the amount of the Fee. In such circumstances, where there is dispute between the parties as to whether the said Client has suffered such consequential loss, the matter may be referred to an independent arbiter chosen by the parties who shall act as an expert and whose decision shall be binding on the parties and whose costs shall be shared equally between the parties. The Client may reasonably refuse to have the matter referred to arbitration in accordance with this clause 5.2.
5.3 Where the Translator translates any legal or other documents of a technical nature and content, the Client fully understands that the Translator is not an expert in such matters and that no reliance whatsoever can be placed on the translation being completely accurate. It is the Client’s sole responsibility to take legal advice in the relevant jurisdiction before placing any reliance on the translated document. The Translator shall not be liable for any such reliance, nor any other loss that the Client may incur.
5.4 The Client expressly agrees the use of the Translation Services is at the Client's sole risk. The Translator, its agents, contractors, licensers and employees do not guarantee that the Translation Services will be uninterrupted or free from error.
5.5 The Translator will use its best endeavours to deliver the Translation Services within any agreed time, but shall not be liable to the Client or be deemed to be in breach of the Terms by reason of any delay in performing, or any failure to perform, any of the Translation Services, if the delay or failure was due to any cause beyond the Translator's reasonable control. For the purposes of this clause 5.5, the following occurrences shall constitute circumstances which are beyond the Translator’s reasonable control:
a) electricity or telecommunication failure of whatever means; or
b) acts of god, riot, war, invasion, acts of terrorism, hostilities (whether declared or not), civil war, rebellion, legislation changes, flood, fire or drought.
5.6 The Translator shall keep confidential all information and documents delivered to it by the Client and shall not disclose any such information or the contents of such documents to any third party unless compelled to do so by law.
5.7 The entire liability of the Translator under or in connection with the provision of the Translation Services shall not exceed the amount of the Translator's charges for the provision of the Translation Services the Client may claim consequential losses in accordance with clause 5.2.
5.8 The Translator contracts under these Terms solely with the Client and expressly has no contractual relationship or liability of whatever nature under these Terms to any third party.
5.9 These Terms shall exclusively govern the contract between the Translator and the Client to the express exclusion of all other terms and conditions whatsoever.








6. Termination
6.1 Without prejudice to clause 2.2, the Translator may terminate this Agreement at any time without prior notice and without affecting any accrued rights or claims of the Translator where the Translation Services are misused by the Client, for non-payment of the Fee or for breach of the Terms or in the case of the insolvency of the Client.
6.2 Without prejudice to clause 2.2, the Translator reserves the right to suspend provision of the Translation Services for the duration of any non-payment period. Suspension of the Translation Services does not necessarily constitute termination of the Translation Services, at the Translator's discretion.
6.3 For the avoidance of doubt, where the Translation Services are terminated by the Translator in terms of this clause 6, the Client shall remain liable for the full purchase price for the Translation Services completed and all work in progress.

7. General
7.1 The Translator shall be entitled to assign its rights and obligations under the Agreement in whole or in part. The Client shall not be entitled to assign, re-sell, license or otherwise transfer its rights and obligations under the Agreement in whole or in part without the prior written consent of the Translator. Notwithstanding this clause 7.1, the Client shall be entitled to assign their rights and obligations under the Agreement in whole or in part, provided that they notify the Translator and confirm in writing that their obligations under the Agreement shall be met in full by the person or persons to whom they have assigned their rights and obligations (the ”Assignee”).
7.2 No failure or delay by either party in exercising any of its rights under the Agreement shall be deemed to be a waiver of that right, and no waiver by either party of any breach of the Agreement by the other shall be considered as a waiver of any subsequent breach of same or any other provision.
7.3 The Translator gives notification to the Client that it processes personal data and is fully compliant with the terms of the Data Protection Act 1998.
7.4 These Terms constitute the entire Agreement and understanding of the parties and supersedes any previous Agreement between the parties relating to the subject matter of this Agreement. All other Terms and Conditions, either issued by the Client or express or implied by statute or otherwise, are expressly excluded to the full extent permitted by law.
7.5 Any notice required or permitted to be given by either party to the other under these Terms shall be in writing addressed to the other party at its registered office or principal place of business and shall be delivered personally or sent by registered prepaid first class letter or by facsimile. Any notice:
1. delivered personally shall be deemed delivered on the day of delivery;
2. sent by post shall be deemed (in the absence of evidence of earlier receipt) to have been delivered two days after despatch and in proving the fact of despatch it shall be sufficient to show that the envelope containing such notice was properly addressed, stamped and posted;
3. sent by electronic mail shall be deemed to have been delivered on the same day following its sending (in the absence of evidence of delivery failure).
7.6 The Translator shall not be held in breach of any of its obligations under the Terms to the extent only that due performance or observance of such obligation is prevented, hindered or delayed by reason of act of God, war and other hostilities, civil commotion, acts or restrains of Government, or any other cause not within the reasonable control of the Translator.
7.7 If any provision of these Terms is held to be invalid and unenforceable but would be valid and enforceable if modified, then such provision shall apply subject to such modification as may be necessary to make it valid and enforceable.