General Business Terms and Condition
1. Introductory Provisions
These General Business Terms and Conditions, hereinafter the “General Terms and Conditions”, were issued in compliance with Section 1751 of Act No. 89/2012 Sb., of the Civil Code, hereinafter the “Civil Code”, and apply to legal relations between RS Service – SVĚTOZOR s.r.o., Reg No.: 272 19 631, with registered office in Prague 1, Vodičkova 791/41, postcode 11209, a company registered in the Commercial Register administered by the Municipal Court in Prague, Section C, File No. 105396, hereinafter the “Provider”, and natural persons entrepreneurs or legal persons ordering services from the Provider, hereinafter the “Client”.
2. Subject of Performance
The subject of performance is provision of services related to the Provider’s subject of business, i.e. mainly translation and interpretation activities (hereinafter the “Services“).
3. Types of performance
Types of translation:
3.1.1 Standard translation from Czech into a foreign language, from a foreign language into Czech or from a foreign language into another foreign language.
3.1.2 Legally certified translation. A translation with a court interpreter’s clause affixed, executed in compliance with Act No. 36/1967 Sb., on experts and interpreters, by a court interpreter appointed by the relevant Regional Court. The certified translation is inseparably bound to the original or certified photocopy of the original translated document and is therefore exclusively executed in printed, not electronic, form.
3.1.3 Incorporation of changes If the Client requires incorporation of changes, the newly translated part is charged as a new translation and the remaining part of the document is charged as reviewed work. If the changes are to be incorporated into text that was not executed by the Provider, the Provider is only liable for the ordered changes that were executed by the Provider.
3.1.4 Proofreading of executed translations If the Client orders proofreading of just part of the text, the Provider is only liable for the reviewed text, proofreading of which is part of the order.
4. Contract, Order
4.1 These General Terms and Conditions form an integral part of the Contract to Assure Translation Services concluded between the Client and the Provider and are binding for both parties.
4.2 All offers made by the Provider are non-binding towards third parties, are of an informational nature and are considered to mean a proposal by the Provider to conclude a contract within the meaning of Section 1732(2) of the Civil Code.
4.3 An order can only be placed in writing, unless the Provider and Client arrange otherwise.
4.4 The order must contain sufficient data for identification of the Client (the company’s name, Company Reg No., correspondence address, telephone number and e-mail address) and specification of the ordered services. The order must be dated and signed by the Client’s competent person.
4.52 Unless the Provider and the Client arrange otherwise, a contract originates between the Provider and the Client at the time the Provider confirms the order placed by the Client in writing (binding order).
4.63 A binding order means written confirmation of the order by the Provider, including specification that the Client is ordering a service from the Provider according to the specifications given in the order. The following are prerequisites of a binding order:
- specification of the service (translation, proofreading, apostille according to the provisions of Article 3 of these terms and conditions), and potentially the language combination and type of translation (standard or legally certified,
- the arranged price or method of calculation according to the Provider’s data,
- the deadline for delivery or provision of the service,
- contact information for the Client’s competent representative,
- the Client’s invoicing address including Reg No. and Tax Reg No.
4.74 The requirement of written form is also fulfilled in the case of a message sent by electronic mail or fax. Provisions deviating from the written contract have preference over the provisions of these General Terms and Conditions.
4.8 Any changes or supplements to the order are effective towards the Provider immediately from the time these are confirmed in writing to the Client, or from the time of execution of such changes during performance of the order.
4.9 The Provider is not required to confirm individual orders from the Client. Placed orders are not binding for the Provider.
4.5 Sjednané podmínky smluvního vztahu lze změnit nebo zrušit pouze výslovným ujednáním obou smluvních stran.
5. Performance Deadlines
5.1 The deadlines specified in the confirmed order are binding for the Provider and the Client. The standard for execution of a translation is a maximum of 10 standard pages per business day, whereas the time of assignment and handing over of the translation must fall within the Provider’s working hours, according to the current data specified on the website www.translationfox.com. The shortest deadline for execution of a legally certified translation is 24 hours. Interpretation must be ordered at least a week in advance.
5.2 The Contracting parties may arrange a shorter deadline in the order, whereas in such cases the Client pays the Provider a surcharge for express delivery according to the Provider’s currently valid price list published on the Provider’s website, unless the contracting parties arrange otherwise. The surcharge for express delivery must be arranged in writing in the confirmed written order.
5.3 Delivery of the arranged performance
5.3.1 5.4 Překlady
The Provider is required to hand over and the Client is required to accept performance from the Provider within the deadline and in the manner specified in the confirmed order. .
5.3.2 Performance is considered duly handed over if it was sent within the arranged deadline in the manner arranged in the confirmed order (by e-mail, postage, courier services, etc.).
5.3.3 If it is not possible to deliver performance in the manner specified in the contract for serious reasons, the Provider is entitled to choose a substitute method for delivery of its performance at the expense of the Client. The Client will be informed of these circumstances in advance.
5.3.4 In the event that the Client fails to accept the ordered performance within the arranged deadline and at the arranged site of performance, or fails to assure its acceptance, the Provider is authorised to demand that the Client pay a contractual fine in the value of 0.05% of the value of the services for each day of delay in acceptance of performance. The Client is also required to cover the costs for repeated delivery of performance. This does not affect the Provider’s right to compensation of damages in full.
6.1 The basis for calculation of the price is the Provider’s valid pricelist published on the website www.translationfox.com. The Provider’s pricelist for services is an integral component of the General Business Terms.
6.2 Price for translation: The basis for calculation of the price is one standard page (SP), which is 1500 characters excluding spaces in Word format. The number of standard pages is always rounded up to the nearest 0.5 standard page, and the smallest quantity charged for is 0.5 SP. The price for translation is always charged according to the number of standard pages of resulting text.
7. Terms of Payment
7.1 The price for the provided performance is due payable on the basis of a tax document (invoice) issued by the Provider and due payable within a time limit of 14 days, unless arranged otherwise.
7.2 The Client is required to pay the prescribed amount, including VAT if it is charged, in full, within the payment deadline given on the relevant tax document issued by the Provider.
7.3 The moment the relevant amount is credited to the Provider’s bank account is considered the time of payment of the price for the provided performance.
7.3 In the event of delay in payment, the Provider is authorised to charge the Client a contractual fine in the value of 0.1% of the owed amount for each day of delay. Payments made by the Client are initially set off against payment of the oldest owed amount, first of all against secondary costs (the contractual fine, interest on late payment) and the remainder against the owed principal.
7.4 In the case of extensive performance or for other serious reasons, the Provider is authorised to issue a deposit payment invoice to the Client, which is due payable by the date specified on the invoice. In such cases the time limit for provision of performance commences running from the date of payment of the deposit invoice by the Client. Payment means the moment the amount in question is credited to the Client’s account.
7.5 If the Client delays in payment, the Provider is entitled to delay performance of its duties until the time of full payment of the owed amount. This also applies to other contracts concluded with the Client. In the event that the Client fails to fulfil its obligations within an additional deadline of 14 days, the Provider is authorised to withdraw from the contract, and from other contracts concluded with the Client.
8. The rights and duties of the Contracting parties
8.1 The Client is required to inform the Provider of potential special requirements, if such information is important for performance by the Provider. If the Provider is not informed of these requirements, a subsequent claim for related reasons will not be taken into consideration.
8.2 If the Client requires that the Provider uses specific expert terminology or other special terminology, abbreviations and similar, within the terms of performance, it is required to notify the Provider of this in writing and provide it with a list of such required terminology in the relevant language or provide it with other materials or specify the competent person who the Provider may consult expert terminology with in regard to the order. If the Client fails to do so, subsequent claims concerning expert terminology will not be acknowledged.
8.3 The Provider is not liable for potential consequences related to breach of copyrights to works provided by the Client for the purpose of performance by the Provider.
8.4 The Provider undertakes to keep negotiations related to the subject of performance and all materials and information that the Client provides for the purpose of performance confidential. The duty of non-disclosure is potentially regulated in detail in a mutual non-disclosure agreement.
9. Claims Concerning Defects
9.1 Performance provided by the Provider is defective if it was not provided in compliance with the Contract (confirmed order).
9.2 Performance provided by the Provider is also defective in the event that it was not executed in the corresponding quality from the aspect of grammar, style or meaning.
9.3 The Client applies potential claims in writing. The written claim must state the reason and the specific defects the claim applies to, whereas simply expressing general dissatisfaction with the quality of the provided service is not considered a due claim. Claims that are not duly justified cannot be satisfied.
9.4 The Provider is required to express an opinion of the claim immediately, within 7 days at the latest.
If the Provider acknowledges the Client’s claim regarding defects according to paragraph 8.2 as justified, it will ensure correction of its performance or provide the Client with an appropriate discount, depending on the choice of the Client, at its own expense within a reasonable time limit not exceeding 30 days.
If the Provider acknowledges the claim and this does not concern defects set out in paragraph 8.2, it will provide the Client with a reasonable discount.
9.5 The value of the discount is determined first of all by agreement between the Contracting parties. If the Contracting parties are unable to agree on the value of the discount, it will be determined on the basis of an expert opinion executed by an independent translator selected by the Provider.
In the event that an expert opinion is required, the Provider and the Client are required to pay a deposit, each of them in the value of 50% of the relevant costs. If the expert opinion confirms that the claim is justified, the Provider covers all the costs for execution of the expert opinion. If the claim was not justified according to the conclusion of the expert opinion, all the costs for its execution are covered by the Client.
9.6 The Provider is liable for potential damages caused to the Client by defective performance, however, the value of this liability is limited in each case to the price of performance excluding VAT.
9.7 Deadline for applying the claim Claims arising from liability for defects expire if they are applied too late.
The Client is required to apply claims on the basis of defective performance against the Provider in writing, without unnecessary delay after it establishes any defects, but within 21 calendar days from the date of acceptance of performance from the Provider. After elapse of this period the Client’s claims will be considered claims applied too late.
10. Cancellation of the Order, Cancellation Terms
10.1 The Client is entitled to cancel the order even after a contract has been concluded, without a reason being necessary. The order is considered cancelled on delivery of written notification of cancellation to the Provider.
10.2 After the order has been cancelled, the Provider ceases all work on the order and, at the Client’s request, hands over all performance executed until the moment of cancellation. In such cases the Provider is not liable for the quality of the submitted performance and the Client is not entitled to apply a claim on the basis of defective performance.
10.3 If the Client cancels the order after conclusion of the contract, it is required to reimburse the Provider for all demonstrably incurred related costs, including the price of the provided performance. The compensation of costs and the price of performance are due payable within a time limit of 14 days from delivery the invoice issued by the Provider.
10.4 The Provider is not liable to the Client for harm incurred due to failure to provide performance according to the concluded contract if this happens due to unforeseeable circumstances that cannot be prevented (force majeure).
11. Special Provisions
11.1 Unless the Contracting parties arrange otherwise, the Client undertakes to refrain from directly contacting the Provider’s translator or interpreter, whose contact data the Client obtains on the basis of services provided by the Provider, with an order for services, but to always only contact the Provider.
11.2 The Client also undertakes to resolve all disputable issues with the Provider, not with the translator/interpreter assigned to perform work by the Provider.
11.3 If contact between the Client and the translator/interpreter occurs with the consent of the Provider, the Client undertakes to refrain from discussing matters concerning the business terms and conditions of the provided services or the business terms and conditions of the translator/interpreter with him/her.
11.4 In the event of breach of the Client’s obligations arising from article 11.1 to 11.3, the Client is required to pay the Provider a Contractual fine in the value of CZK 100,000 (in words: one hundred thousand Czech Crowns) for each such individual breach. This does not affect the Client’s duty to compensate the Provider for damages incurred in excess of this contractual fine.
11.5 The Client is required to immediately inform the Provider of origin of all circumstances, which could negatively affect performance of its obligations regarding payment of the price of performance according to the contractual terms, before confirmation of the order or possibly subsequently. The Client is chiefly required to inform the Provider of submission of an insolvency petition or of initiation or risk of initiation of insolvency proceedings in relation to the Client, that a decision to declare bankruptcy against its assets has been made or that it has entered administration or that there is the risk of such a situation.
11.6 The Client’s personal data is confidential and is only processed by the Provider for the purpose of settling orders and for the purpose of sending information and business messages to the Client.
11.7 The Provider does not process or acquire any other information about the Client, apart from data intentionally provided by the Client within the terms of ordering services.
11.8 All data acquired from the Client is only intended for the Provider’s competent employees and only for the Provider’s purposes. The Provider does not lease this data or disclose it to third parties in any other manner (with the exception of persons involved in performance of services).
11.9 The Provider makes all possible effort to protect the Customer’s data against misuse.
11.The Provider and the Client have agreed that they preclude application of the provisions of Section 558(2), Section 1726, Section 1740(3), Section 1757(2) and (3) and Section 1950 of Act No. 89/2012 Sb., of the Civil Code.6
11.11 These General Business Terms and Conditions are an integral part of all contracts concluded between the Provider and the Client. In the event of any discrepancy between the provisions of these General Business Terms and Conditions and the individual contract, the provisions of the individual contract has precedence.
11.12 The Provider may unilaterally change these General Business Terms and Conditions. The Provider must inform the Client of this change by sending the new wording of the General Business Terms and Conditions to the Client’s e-mail address. The Client is entitled to refuse the changes to the General Business Terms and Conditions and to withdraw from the contractual relationship with the Provider for this reason, whereas the period of notice is 1 months and commences running from the first day of the month following delivery of the notice to the Provider.
11.13 All legal relations and potential disputes between the Provider and the Client are governed exclusively by Czech law and shall be resolved by the appropriate courts of the Czech Republic.
In Prague, on 1 January 2018