Business Translation Document

BUSINESS TRANSLATION DOCUMENT

This Business Translation Document (the "Agreement") is entered into as of by and between:

RECITALS

WHEREAS, Client requires translation of business documents and related materials from into ;

WHEREAS, Translator holds the requisite qualifications, linguistic competence and business translation experience to perform the services described herein and represents that translations will be performed by qualified personnel or subcontractors under Translator's supervision;

WHEREAS, the parties desire to set forth the terms, scope, delivery, payment and confidentiality obligations applicable to such translation services.

SCOPE OF WORK

Translator shall provide professional translation services as described below and in any referenced attachments or purchase orders. Deliverables, formats and acceptance criteria are set forth in this section.

PAYMENT TERMS

Client shall pay Translator the fees set forth below in consideration for the translation services. All amounts are due in lawful currency of the invoiced jurisdiction unless otherwise agreed in writing.

Translator shall invoice Client according to the schedule above. Client shall pay all undisputed amounts within the time set forth; disputed items must be stated in writing within ten (10) days of receipt of invoice. Fees do not include applicable sales, value-added or other taxes for which Client is responsible.

TERM AND TERMINATION

This Agreement commences on and continues until completed or until , unless earlier terminated in accordance with this section.

Either party may terminate for material breach if the breaching party fails to cure within the notice period. Upon termination Client shall pay Translator for all work performed and reasonable costs incurred through the effective termination date.

CONFIDENTIALITY

Each party acknowledges that during performance it may receive confidential business, technical or financial information of the other party. Such Confidential Information shall be held in strict confidence, used only to perform obligations under this Agreement, and disclosed only to employees or contractors who have a need to know and are bound by confidentiality obligations at least as protective as those herein.

Confidentiality obligations do not apply to information that is or becomes publicly available through no fault of the receiving party, is rightfully obtained from a third party without restriction, or is independently developed.

INTELLECTUAL PROPERTY; LICENSES

Unless otherwise agreed in writing, upon full payment Translator assigns to Client all rights in the final translated text necessary for Client's intended business use. Translator retains the right to use non-confidential excerpts as portfolio samples unless Client checks the assignment exception below.

WARRANTIES; LIMITATION OF LIABILITY

Translator warrants that translations will be performed with reasonable professional skill and care. EXCEPT FOR THE FOREGOING WARRANTY, TRANSLATOR MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

Except to the extent prohibited by applicable law, each party's aggregate liability arising from or relating to this Agreement shall not exceed the amounts paid by Client to Translator under this Agreement during the six (6) months preceding the claim.

FORCE MAJEURE; SUBCONTRACTING

Neither party shall be liable for delay or failure to perform due to causes beyond its reasonable control. Translator may subcontract portions of the work provided Translator remains responsible for performance and confidentiality.

GOVERNING LAW; DISPUTE RESOLUTION

This Agreement is governed by the laws of without regard to its conflict of laws principles. Parties shall first attempt in good faith to resolve disputes by negotiation; if unresolved, disputes may be submitted to binding arbitration if both parties agree in writing.

ENTIRE AGREEMENT

This Agreement, including any attachments, purchase orders and written amendments executed by authorized representatives of the parties, constitutes the entire understanding between the parties with respect to the subject matter hereof and supersedes all prior agreements, proposals and communications, whether written or oral.

No amendment shall be effective unless in writing and signed by authorized representatives of both parties. If any provision is held invalid, the remainder shall remain in full force.

Sign Now