Terms and Conditions of Business

In this document: No part of any numbered clause shall be read separately from any other part. Section headings are provided for convenience of reading only and shall be ignored for the purposes of ascertaining meaning.

This is an adapted version of Recommended Model General Terms of Business for commissioned Translation work provided by the Institute of Translation and Interpreting in the United Kingdom.



Copyright in Source Material, and Translations Rights

    The Client likewise undertakes to keep the translator harmless from any legal action including defamation, which may arise as a result of the content of the original source material or its translation.


  • 3. In the absence of any specific agreement, the fee to be charged shall be determined by the translator on the basis of the Client's description of the source material, the purpose of the translation and any instructions given by the Client.
    Where VAT is chargeable it will be charged in addition to the quoted fee if the translator is VAT registered.
    Any fee quoted, estimated or agreed by the translator on the basis of the Client's description of the task may be subject to amendment by agreement between the parties if, in the translator s opinion on having seen or heard the source material, that description is materially inadequate or inaccurate.


  • 5. Costs of delivery of the translation shall normally be borne by the translator.

  • 6. Other supplementary charges, for example those arising from:
    poorly legible copy or poorly audible sound media, and/or
    terminological research, and/or
    certification, and/or
    priority work or work outside normal office hours in order to meet the Client s deadline or other requirements, may also be charged.

    The nature of such charges shall be agreed in advance.

  • 7. If any changes are made in the text or the Client's requirements at any time while the task is in progress, the translator's fee, any applicable supplementary charges and the terms of delivery shall be adjusted in respect of the additional work.



  • The date of delivery shall not be of the essence unless specifically agreed in writing.
    Unless otherwise agreed, the translator shall dispatch the translation in such a way that the Client can reasonably expect to receive it not later than the normal close of business at the Cliens premises on the date of delivery.




Copyright in Translations

  • 11. In the absence of a specific written agreement to the contrary, copyright in the translation remains the property of the translator. The translator may use and sell or resell any non-confidential translation or any part or record thereof not covered by copyright, the Official Secrets Act, legal professional privilege or public interest immunity.
    Where copyright is assigned or licensed (formally in writing as required by 90 of the Copyright, Designs and Patents Act 1988, to take valid effect in law, or informally without writing but taking valid effect in equity outside the 1988 Act) this shall be effective only on payment of the agreed fee in full.

  • 12. Where the translator retains the copyright, unless otherwise agreed in writing, any published text of the translation shall carry the following statement: (English or other) text (translator's name) (Year date) as appropriate to the particular case.

  • 13. Where the translator assigns the copyright and the translation is subsequently printed for distribution, the Client shall acknowledge the translator's work in the same weight and style of type as used for acknowledgement of the printer and/or others involved in production of the finished document, by the following statement: (English or other) translation by (translator's name), as appropriate to the particular case.

  • 14. Where a translation is to be incorporated into a translation memory system or any other corpus the translator shall license use of the translation for this purpose for an agreed fee. Such incorporation and use shall only take place after the licence for the purpose has been granted by the translator in writing and the agreed fee has been paid in full. It shall be the duty of the Client to notify the translator that such use will be made of the translation.

  • 15. All translations are subject to the translator's right of integrity. If a translation is in any way amended or altered without the written permission of the translator, he/she shall not be in any way liable for amendments made or their consequences.

Confidentiality and Safe-keeping of the Client's Documents

    However the translator shall at all times exercise due discretion in respect of disclosure to any Third Party of any information contained in the Client's original documents or translations thereof without the express authorisation of the Client.

  • 17. The translator shall be responsible for the safe-keeping of the Client's documents and copies of the translations, and shall ensure their secure disposal.

  • 18. If requested to do so by the Client, the translator shall insure documents in transit from the translator, at the Client's expense.

Cancellation and Frustration

    The work completed shall be made available to the Client.


  • 21. Neither the translator nor the Client shall be liable to the other or any third party for consequences, which are the result of circumstances wholly beyond the control of either party.
    The translator shall notify the Client as soon as is reasonably practical of any circumstances likely to prejudice the translator's ability to comply with the terms of the Client's order, and assist the Client as far as reasonably practical to identify an alternative solution.

Complaints and Disputes

    1) reduce, with the translator's consent, the fee payable for work done by a sum equal to the reasonable cost
    necessary to remedy the deficiencies, and/or


  • 23. Any complaint in connection with a translation task shall be notified to the translator by the Client (or vice-versa) within one month of the date of delivery of the translation.


Responsibility and Liabilit

    Unless specified otherwise, translations shall be deemed to be required to be off or information quality.
    The liability of the translator on any grounds whatsoever shall be limited to the invoiced value of the work, except where in connection with any consequences, which are reasonably foreseeable:


Unfair Competition

  • 26. Where in the course of business the translator's Client is an intermediary and introduces the translator to a third-party work-provider, the translator shall not knowingly, for a period of 6 months from return of the last translation task arising from the introduction, approach the said third party for the purpose of soliciting work, nor work for the third party in any capacity involving translation, without the Client's written consent. However, this shall not apply where:

    the third party is seeking suppliers on the open market, or
    the intermediary only makes isolated use of the translator's services.

Applicability and Integrity

  • 27. These Model Terms shall be construed jointly with the Code of Professional Conduct of the Institute of Translation and Interpreting in order to be complete and effective.


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