LEGAL DOCUMENT
General Terms and Conditions of Sale
These General Terms and Conditions of Sale set out the contractual rules governing the relationship between the Client and ArtLingua.
1. Applicability and Validity of Terms of Sale
All orders placed imply the Client's full acceptance of these Terms and Conditions of Sale, without any reservation whatsoever and to the exclusion of any other document.
No special terms will take precedence over these Terms and Conditions of Sale unless expressly stated in writing on the final and binding purchase order.
The execution of any service by ArtLingua implies that the Client accepts these Terms and Conditions of Sale and waives its own general terms and conditions. Any other disposition, in the absence of manifest consent, will be ineffective against ArtLingua, regardless of when ArtLingua becomes aware of it.
Any condition to the contrary shall not be binding upon ArtLingua unless expressly accepted by ArtLingua in writing, regardless of when ArtLingua becomes aware of the condition.
ArtLingua's failure to enforce one or more of the provisions of these Terms and Conditions of Sale shall not be interpreted as a waiver of ArtLingua's right to exercise any of the provisions hereof at a later date.
These Terms govern the provision of translation and linguistic services. Use of the ArtLingua website itself is governed by the Legal Notice published on this website.
2. Quotes and Orders
Each order placed by the Client shall be preceded by a free quote issued by ArtLingua based on the documents to be translated or information provided by the Client.
The quote ArtLingua sends to the Client by email shall include:
- The number of words or pages to be translated.
- The language pair.
- The way in which the translation was priced. A translation is billed either at a flat rate, at an hourly rate, or based on ArtLingua's rates at the time the quote is prepared, using the number of words in the text to be translated or the number of target words in the translated text, according to the Statistics function in the CAT tool used by ArtLingua, by line, page, or hour.
- The date of delivery of the translation.
- The format of the translated documents, in case a specific layout has been requested.
- Any special rates applied because of urgency, specific research, or any other service that goes beyond the services usually provided by ArtLingua.
To confirm an order, the Client must return the unaltered quote with the Client's written approval and signature to ArtLingua by regular mail or fax, if the quote was sent to the Client by regular mail or fax. If the Client received the quote by email, the Client may confirm the order by return email clearly expressing its acceptance. If ArtLingua does not receive confirmation of the order, ArtLingua reserves the right not to commence work on the project concerned.
Each quotation states the period for which it is valid. Unless otherwise stated on the quotation, that period is fifteen (15) days from the date of quoting. If confirmation of the order is not received within that period, the quotation shall be considered null and void and the prices quoted are no longer binding on ArtLingua.
ArtLingua reserves the right, after informing the Client, to charge an additional fee and/or not to adhere to the delivery date on the Client's initial order in the following cases:
- Modification of documents or the addition of documents by the Client after the initial quote was prepared by ArtLingua, in which case ArtLingua reserves the right to adjust the rate based on the estimated or requested additional volume of work.
- If the documents were not provided during the quote preparation process, for instance if the initial quote was based on the Client's estimation of the number of words and an excerpt of the text.
In the absence of the Client's express acceptance of the new delivery and/or invoicing conditions, ArtLingua reserves the right not to commence work.
Unless stated otherwise in the quote, any costs incurred during the provision of services (travel, courier, or postal fees) shall be borne by the Client.
Any decision to offer a discount, reduction, or sliding fee scale based on a percentage or flat fee (per page, line, or hour) is at the sole discretion of ArtLingua and applies only to the service to which it applies. Any discounts or rebates offered to the Client shall not constitute a vested right to future discounts or rebates.
If a quote is not sent to the Client before the commencement of work, translation services shall be invoiced at the base rate usually billed by ArtLingua. The Client's acceptance of any deadlines proposed by ArtLingua shall be deemed the equivalent of a firm order.
3. Proof
The Client agrees to consider faxes, emails, copies, and computer files as equivalent to the original and valid proof that the order was confirmed.
4. Deposits
A deposit of 50% is required on any order exceeding EUR 1,000.00 excluding tax. The deposit is stated on the quotation. Work shall begin only once payment has cleared, and the balance is due upon completion of the project.
5. Delivery
Any delivery date or dates agreed between ArtLingua and the Client shall become binding only once ArtLingua has received all of the documents to be translated and the Client has confirmed its order as specified in Article 2 above, within three (3) working days of receiving the quote. After that deadline, the delivery date may be revised if so required by ArtLingua's workload.
6. ArtLingua's Obligation
ArtLingua agrees to provide a translation that is as faithful as possible to the original and that complies with professional standards. It shall make every effort to take into account and include in the translation information provided by the Client, such as glossaries, drawings, diagrams, and abbreviations. ArtLingua may not be held liable for any inconsistencies or ambiguities in the source text, and the Client alone shall be responsible for the source text's technical coherence.
7. The Client's Obligations
The Client shall provide ArtLingua with all texts to be translated and all technical information and specific terminology required to understand them. If the Client fails to do so, ArtLingua may not be held liable for non-conformity or delay resulting from that omission.
The Client has ten (10) working days from receipt of the translated documents to inform ArtLingua in writing of any concerns regarding the quality of the translation. Once this period has expired, the service shall be considered duly completed and no claims may be made. The Client agrees to consider postal, fax, or email receipts as proof of delivery.
8. Confidentiality
ArtLingua agrees to preserve the confidentiality of information it becomes aware of before, during, and after providing services. Original documents shall be returned to the Client or deleted upon simple request.
ArtLingua may not be held liable if information is intercepted or used by a third party during the transfer of data, particularly over the internet. The Client must therefore inform ArtLingua, before the order is placed, of the transmission method it requires to protect the confidentiality of sensitive information.
ArtLingua may use employees or subcontractors to perform the services. All subcontractors working on ArtLingua's behalf are bound by a confidentiality agreement and are liable for any unauthorized disclosure of confidential information made available to them.
8.1 Sub-Processing of Personal Data
Where the Services involve the processing of personal data on the Client's behalf, ArtLingua acts as a data processor within the meaning of the GDPR and processes such data only on the Client's documented instructions, for the purposes and duration necessary to perform the Services. ArtLingua may engage sub-processors, including translation and linguistic-validation partners, IT service providers, and hosting providers, to perform all or part of the Services, provided such sub-processors are bound by data protection obligations equivalent to those set out in this Article. A description of the categories of sub-processors used is available on request. Where the Client requires a data processing agreement (DPA), ArtLingua will provide one naming its sub-processors, in accordance with Article 28 GDPR.
9. Format
Translations are delivered by email in their original format. Any other means of delivery or format must be expressly agreed by the parties and may result in additional fees.
10. Automated Analysis of Submitted Files
Files submitted through ArtLingua's online quote request form may be processed by a third-party automated analysis tool to help estimate the complexity, volume, and scope of the requested work. This tool is hosted within the European Union, holds recognized third-party security certification, and does not train its models on Client content. This automated processing is used solely to prepare quotes and does not replace human review of the source content. A named list of the specific tools and sub-processors involved is available on request and is provided as a matter of course in any data processing agreement.
11. Machine Translation and AI-Assisted Translation
ArtLingua may offer AI-assisted translation solutions as part of its service portfolio. Unless the Client and ArtLingua agree otherwise in writing:
- Content is processed by a machine translation or generative AI engine only where the Client has selected an AI-assisted or MTPE (machine-translation post-editing) service, or where ArtLingua and the Client have agreed on this method for a given project.
- All machine-generated output is subject to human post-editing and review by a qualified linguist before delivery, except where the Client has expressly requested raw, unedited machine output.
- Content identified by the Client or by ArtLingua as Confidential Information, or belonging to a regulated sector such as clinical, pharmaceutical, or other life-sciences content, is never processed through public or free-tier machine translation or generative AI tools. ArtLingua only uses AI systems that are hosted within the European Union, or in another region expressly agreed with the Client and documented in the applicable data processing agreement, that hold recognized third-party security certification, and that are contractually committed not to train their models on Client content, and only where the Client has consented to AI-assisted processing for that content.
- The Client may request, for any given project, written confirmation of whether and how machine translation or AI tools were used.
12. Responsibility
The liability of ArtLingua on any grounds whatsoever shall be limited to the invoiced value of the work.
Under no circumstances may ArtLingua be held liable for claims related to nuances of style.
It is expressly agreed that delivery deadlines are provided for information purposes only and that missed deadlines shall not be considered grounds for penalties. ArtLingua may not be held liable for direct or indirect harm to the Client or a third party resulting from late delivery due to force majeure or to fax, email, postal, or other transmission problems.
13. Corrections and Proofreading
Should the Client disagree with certain aspects of the translation, ArtLingua reserves the right to correct them in cooperation with the Client.
If the translation is to be published, ArtLingua shall receive the printer's proofs to review them before the document goes to print.
Unless otherwise agreed in writing, corrections are billed at ArtLingua's prevailing hourly rate.
14. Payment
Unless specified otherwise in the quote, the Client shall pay ArtLingua in full upon receipt of ArtLingua's invoice or, if applicable, by the deadline agreed with ArtLingua.
For payments by check or wire transfer from abroad, all foreign-exchange and banking fees will be specified in the quote or charged to the Client.
For clients who are not acting for business purposes, in the event of late payment, work in progress may be unilaterally suspended until payment is received in full, and the Client shall be liable for late-payment penalties of one and a half times the prevailing statutory legal interest rate applied to the outstanding sum, with no formal notice required.
Translations shall remain the property of ArtLingua until payment has been received in full.
For professional clients, in the event of late payment, work in progress may be unilaterally suspended by ArtLingua until payment is received in full, and the Client shall be liable for a late-payment penalty plus a flat fee of EUR 40.00 to cover collection costs, with no formal notice required, in accordance with Articles L.441-10 and L.441-16 of the French Commercial Code. The late-payment penalty is calculated by applying the European Central Bank's most recent refinancing rate plus 10 percentage points to the outstanding amount.
15. Copyright
Before commissioning a translation, the Client must ensure that doing so does not infringe any third party's rights. The Client must be the author of the source document, or must have obtained written permission to have it translated from the party holding the copyright in the document.
If the Client has not ensured this, ArtLingua may not be held liable if all or part of the documents to be translated infringe a third party's rights or violate applicable regulations. The Client alone shall be liable for any resulting harm or financial consequences.
Unless expressly agreed otherwise in advance, copyright in the translated texts shall remain the property of ArtLingua until the service has been fully completed. Should the Client fail to pay in full, any partial or total use of the work by the Client shall be deemed unlawful. Copyright in the translation transfers to the Client only after full payment has been received.
For literary or artistic translations, the Client acknowledges that the translation constitutes a new work, whose copyright is held jointly by the author of the source document and ArtLingua. Without prejudice to ArtLingua's rights in the work, ArtLingua reserves the right to have its name credited on any copy or publication of the translation, in accordance with Article L.132-11 of the French Intellectual Property Code.
16. Translation Memories and Glossaries
Translation memories and terminology glossaries created in the course of providing Services to the Client belong to the Client. ArtLingua creates and maintains them, and keeps them clean and up to date, as part of the Services.
The Client may request a copy of its translation memory and/or glossary at any time, in standard exchange formats, TMX for translation memory and TBX for terminology, at no charge, including at the end of the contractual relationship with ArtLingua. ArtLingua will provide the requested export within five (5) working days of the request.
A Client's translation memory and glossary are used exclusively on that Client's own projects and are never shared with, or applied to, the projects of any other client.
If the Client does not request a copy, ArtLingua retains the Client's translation memory and glossary as part of its standard project archives, in accordance with ArtLingua's internal document retention procedures, for as long as the business relationship with the Client continues, or until the Client requests their deletion. Regulated-sector engagements, such as life-sciences projects, may be subject to a longer retention period where required by the Client's own regulatory obligations.
This Article does not affect copyright in the translated texts themselves, which remains governed by Article 15 above.
17. Cancellation
If commissioned work is cancelled after it has commenced, for any reason, and the cancellation is notified in writing to ArtLingua, the Client shall pay ArtLingua the full amount for work completed, plus fifty percent (50%) of the value of the uncompleted work.
18. Complaints and Disputes
In the event of a complaint or dispute, ArtLingua and the Client agree to first attempt an amicable settlement as follows.
As soon as the matter giving rise to the complaint or dispute arises, either party may refer it to the Arbitration Commission of the Société Française des Traducteurs (SFT) by registered letter with return receipt.
The parties agree to allow the Commission to attempt arbitration by any means it deems appropriate, to cooperate in good faith, and not to initiate legal proceedings within the four (4) months following referral to the Commission. Any attempt to resolve the matter through other channels during that period may result in the Commission rejecting the case, or in the incapacity to resolve the matter amicably, either of which shall entitle the other party to payment of EUR 1,500 (one thousand five hundred).
19. Governing Law, Venue, and Jurisdiction
Any interpretation, performance, enforcement, breach, or other claim (a "Claim") in connection with these Terms is governed by the laws of France. If a dispute cannot be settled amicably under Article 18, the parties agree to the exclusive venue and jurisdiction of the French courts located in Toulouse for any provisional relief sought in connection with a Claim.