In these General Terms and Conditions, unless the context requires otherwise:
- ‘Original Work(s)’ means the documents, files, materials and works provided by the Client for the purposes of carrying out the Services.
- ‘Services’ include but are not limited to all language/translation and other consulting/outsourcing services performed by NOVALINS for the Client.
- ‘Translated Work(s)’ means the documents, files, materials and works translated and produced from the Original Works in accordance with your instructions and provided to you by us.
- NVLS INTERNATIONAL SL, a company governed under the laws of the Kingdom of Spain (hereinafter referred to as “NOVALINS”), shall translate the Original Work(s) as requested by the CLIENT, and as detailed in the Service order form executed by NOVALINS and the CLIENT. NOVALINS shall apply the following process, unless instructed otherwise by the CLIENT in a written confirmation:
- Translation by a first translator
- Proofreading/editing by a second translator
- Validation of all changes by the initial translator
- Internal final quality check
- The CLIENT shall provide to NOVALINS the document or documents that are detailed in the corresponding Service order form and for which the CLIENT requests the Services of NOVALINS.
- The Original Work(s) detailed in the corresponding Service order form shall be provided to NOVALINS either in electronic or physical format. In either case, the Original Work(s) shall be perfectly legible.
- NOVALINS shall provide the Services as detailed and described in the quotation, into the language(s) requested by the CLIENT for translation, as specified in each Service order form.
- If the CLIENT requires a specific glossary for the translation, such a request shall be made in writing.
- The present General Terms and Conditions apply to all Services provided by NOVALINS to the CLIENT in accordance with a Service order form executed by the Client.
Compensation & Payment Terms
The agreed price for the Services shall be as set out in the corresponding Service order form. For translation services, prices are per word for standard projects (including translation, proofreading and project management) and per hour for proofreading/editing projects or other services than translation. For translation projects of 350 words or less, a minimum rate corresponding to rates per hour will be applied.
The price indicated on the invoice is ‘net’ and will be subject to value added tax at the applicable rate in accordance with applicable laws.
These rates might be subject to variation according to the specific parameters of each project (language combinations, urgency, volume, change of project scope, other services than translation, etc.). The CLIENT will receive a detailed quotation for any price change and will have to approve it.
Payment for the Services shall be carried out by wire transfer in favour of NOVALINS within THIRTY (30) calendar days counted from the invoice date.
Liability & Indemnification
It is expressly agreed that the CLIENT shall be solely liable for any damages, losses, injuries, costs, expenses (including attorney fees), fines or penalties arising from the content of the Original Work(s) translated by NOVALINS it being understood that NOVALINS shall be considered as a third party in good faith.
The Client hereby agrees, upon demand by NOVALINS, to indemnify NOVALINS (which for the purposes of this clause includes its employees, agents and sub-contractors), and keep NOVALINS indemnified, from all losses, damages, injury, costs and expenses (including attorney fees) of whatever nature suffered by NOVALINS to the extent that the same are caused by or related to:
- The use or possession by NOVALINS of any of the Original Works provided by the Client in relation to the provision of the Services, including the breach of any intellectual property rights of any third party in or to any such Original works.
- Any other breach by the Client of the present General Terms and Conditions.
NOVALINS guarantees the confidentiality of the Original Work(s) to be translated, and will ensure that all experts/translators who have access to such content/document(s), whether it be its own staff or independent professionals, execute a confidentiality agreement prior to having access to any such content/document(s).
It is agreed that any complaint with respect to the quality of the Services shall be notified by the CLIENT to NOVALINS, within a maximum period of 20 business days (in accordance with the current Spanish work calendar), counted from the date of submission of the Translated Work(s) by NOVALINS to the CLIENT.
Complaints shall be accompanied by the Original Work(s) as well as the Translated Work(s) to which the complaint relates and with specific reference to the parts or paragraphs which are the subject of the complaint.
Complaints shall be deemed unjustified and thus will be rejected by NOVALINS if notified by Client due to stylistic issues, unless the CLIENT had initially and expressly instructed NOVALINS to comply with specific format and/or stylistic standards.
NOVALINS shall acknowledge receipt of the complaint and, after due analysis, shall notify the CLIENT in writing of its opinion about such complaint within a period not exceeding 10 business days as of the date of notification of such complaint.
In the event that the complaint is deemed to be justified, NOVALINS shall take the necessary corrective measures without any additional cost to the CLIENT within 30 business days as of the date upon which NOVALINS validates the complaint.
A complaint shall not have any effect on the agreed upon price, payment due date(s) and on payment method as indicated on the corresponding invoice. Indeed, under no circumstances shall the notification of such a complaint relieve the CLIENT from its obligation to pay the amount indicated on the corresponding invoice.
NOVALINS’s liability to the Client shall never exceed the amount of the invoice corresponding to the complaint notified by the Client to NOVALINS.
Governing Law & Jurisdiction
You agree that any Claim shall be resolved by the Courts of the Valencian Community(Kingdom of Spain). You hereby irrevocably consent to the personal jurisdiction and venue of these courts.