General Terms and Conditions of Sale Uniontrad Company 06 May 2021
I. Provisions common to professionals and private individuals
ARTICLE 1: DEFINITIONS
The following definitions shall apply in the context of these General Terms and Conditions of Sale (GTCS):
UNIONTRAD COMPANY: Société par action simplifiée (SAS) with a capital of €200,000 incorporated in the Registre du Commerce et des Sociétés de PARIS under number B 412 083 206, and with head office at 90, avenue des Champs Elysées 75008 Paris.
Client: the legal entity acting within the scope of a profession or business or the natural person who qualifies as a Consumer under the terms of the HAMON LAW of 17 March 2014, with whom UNIONTRAD COMPANY has signed a contract to provide translation, interpreting, telephone or video-conference interpreting, voice dubbing, subtitling and audio transcribing services.
Service(s): the translation, interpretation, telephone or video conference interpretion, voice dubbing (voice over), subtitling and audio transcribing services provided by UNIONTRAD COMPANY to the Client within the framework of an offer or a contract signed between UNIONTRAD COMPANY and the Client.
Contrat: the contract signed between UNIONTRAD COMPANY and the Client to deliver translation, interpretation, telephone or video conference interpretation, voice dubbing, subtitling and audio transcribing services in exchange for payment by the Client.
ARTICLE 2: SCOPE OF APPLICATION
These GTCS are the sole foundation of the relationship between the parties. These terms and conditions are available on UNIONTRAD COMPANY's website: https://www.uniontrad.eu
Their purpose is to define the conditions under which UNIONTRAD COMPANY provides the Client who requested its service, via the website https://www.uniontrad.eu, an e-mail or a printed document sent directly to UNIONTRAD COMPANY, with translation, interpreting, telephone or video-conference interpreting, voice dubbing, subtitling and audio transcribing services.
The Client confirms that they have read and accepted these terms and conditions of business prior to placing an order. The Client also acknowledges that they have the required capacity to engage in and acquire the Services offered by UNIONTRAD COMPANY.
The present GTCS shall apply in full under the conditions specified in Article 20 hereof and without qualification or limitation to all Services rendered by UNIONTRAD COMPANY to its Clients, regardless of the clauses that may appear in the Client's documents, including its general terms and conditions of purchase.
In case of invalidity of one or more provisions of these GTCS, the other provisions will remain applicable. Furthermore, these GTCS may be subject to future modifications. In this case, UNIONTRAD COMPANY shall inform the Client in writing at least one month before the amendment takes effect. Unless the Client raises an objection within two weeks of the date on which the written notification is sent, the Client shall be deemed to have tacitly accepted the change made.
ARTICLE 3: ORDERS AND CONTRACT CONCLUSION
Offers made by UNIONTRAD COMPANY, both orally and in writing, shall not be binding. Offers refer in particular to annexes, such as price lists, brochures and other information relating to the Services offered by UNIONTRAD COMPANY and brought to the attention of the Client, either orally or in writing.
The Client selects the Services they wish to order. The choice and purchase of a Service is the sole responsibility of the Client. It is, therefore, the Client's responsibility to ensure that the order is properly completed before sending it in writing to UNIONTRAD COMPANY by e-mail, fax or postal mail.
Within the scope of Article 1583 of the Civil Code, the sale of Services is only complete once a quotation has been drawn up and the Client has expressly accepted the said quotation by means of a written confirmation in lieu of an order form and payment of the deposit requested by UNIONTRAD COMPANY to confirm the order. The deposit requested from the Client shall in no case be qualified as a down payment.
The quotation is valid for 30 calendar days, unless otherwise specified in that same document. In accordance with the terms set in Article 6 hereof, the quotation shall specify the amount of the deposit to be paid by the Client, the lead time and the terms of delivery. It is hereby expressly stated that any client who has not confirmed the order in accordance with the terms of UNIONTRAD COMPANY's quotation cannot claim any kind of service delivery as per the quotation from UNIONTRAD COMPANY. Furthermore, any quote delivered by UNIONTRAD COMPANY that is not confirmed by the Client within 48 hours of its issue may require a time adjustment for the execution of the Service, without giving rise to any compensation by UNIONTRAD COMPANY.
ARTICLE 4: CONDITIONS FOR REFUND OF THE DEPOSIT PAID AT THE TIME OF ORDER CONFIRMATION
Any order confirmed by the Client in the forms and conditions expressly provided for in Article 3 hereof shall entail full payment for the Services under the conditions provided for in Article 5 hereof, with no possibility for the Client to withdraw or cancel the order and to claim, in particular, a refund of the deposit paid at the time of order confirmation.
If, following confirmation of the order by the Client under the terms and conditions expressly set out in Article 3 hereof, UNIONTRAD COMPANY is no longer able to provide the Services in accordance with the quote submitted to and accepted by the Client:
- Firstly, the Client will be offered a new quotation, which they shall be free to accept or refuse
- Secondly, and only if the new estimate is rejected by the Client, the Client's deposit will be reimbursed immediately, without them being able to claim any additional compensation.
ARTICLE 5: RATES
The Services are offered at the price set by UNIONTRAD COMPANY and applicable on the day the order is placed, in accordance with the quotation previously drawn up by UNIONTRAD COMPANY and accepted by the Client under the conditions set out in Article 3 hereof. Prices are expressed in Euros and do not include taxes. An invoice shall be drawn up by UNIONTRAD COMPANY and delivered to the Customer upon delivery of the ordered Services. UNIONTRAD COMPANY reserves the right to change the agreed prices at any time before concluding the Contract.
The agreed prices may also be changed at any time during the execution of the Contract if the Client amends the order placed. As long as the Contract has not been fully executed, UNIONTRAD COMPANY shall be entitled to increase the agreed prices as a result of measures taken by the public authorities.
ARTICLE 6: TERMS OF PAYMENT OF SERVICES
In accordance with Articles 3 and 5 hereof, the price of the Services is established on the basis of a quotation that is payable in advance, unless otherwise agreed. A deposit on the total price of the Services will be required upon confirmation of the order and the outstanding balance will be payable before the starting date of the Service. Unless otherwise agreed, the Client must have paid the full price of the Services prior to the starting date of the Services and no later than the day on which the Services are to be provided. If full payment for the Services is not made by the date of delivery, the deposit shall be deemed to be fully acquired by UNIONTRAD COMPANY. Furthermore, UNIONTRAD COMPANY reserves the right not to provide the Services and to demand payment of the full amount of the Service by way of legal action.
Any delay in payment shall automatically lead to the application of late payment penalties equal to 3 times the legal interest rate and a fixed indemnity for collection costs of 40 euros (Art. L.441-6 and D.441-5 of the Commercial Code). If the recovery costs incurred are higher than the amount of this fixed compensation, UNIONTRAD COMPANY may request additional compensation upon presentation of proof (Art. 441-6 paragraph 12 of the French Commercial Code).
ARTICLE 7: CONTRACT EXECUTION
All orders are accepted and executed exclusively by UNIONTRAD COMPANY, even if there is an express or implied intention that an order be executed by a specific person within UNIONTRAD COMPANY. After entering into the Contract, UNIONTRAD COMPANY shall carry out the translation work in accordance with the specifications agreed with the Client under the terms of the Contract.
The Client shall be obliged to do or arrange to do everything that is reasonably necessary and desirable to allow timely and correct execution of the Contract.
This also includes fulfilling UNIONTRAD COMPANY's requests for additional information to ensure the proper execution of the Contract.
UNIONTRAD COMPANY shall be entitled, for the purpose of the proper execution of the Contract, to have the work carried out by third parties.
ARTICLE 8: AMENDMENTS TO THE CONTRACT AND ADDITIONAL WORK REQUIRED BY THE CLIENT
Additional agreements or subsequent modifications and verbal concessions made by UNIONTRAD COMPANY staff shall only be binding from the moment they are confirmed in writing by UNIONTRAD COMPANY, either by e-mail, fax or postal mail. Similarly, any changes to the order by the Client can only be taken into account by UNIONTRAD COMPANY within the limits of its capacity. In the event that UNIONTRAD COMPANY considers the changes requested by the Client, these changes shall give rise to a new quote and a price adjustment. In this case, the Client shall be bound by the adjusted price. It is hereby explicitly stated that, depending on the state of work progress or in the event that it is impossible to comply with the Client's requests for changes after the conclusion of the Contract, UNIONTRAD COMPANY may decide not to make the changes requested by the Client.
In this case, UNIONTRAD COMPANY shall be entitled to terminate the Contract, without being required to pay any compensation to the Client.
Under such circumstances, the deposit paid by the Client shall remain the property of UNIONTRAD COMPANY, who may also invoice the Client a prorated fee based on the number of words already translated.
ARTICLE 9: TERMS AND CONDITIONS FOR THE PROVISION OF SERVICES
a. Forwarding of the technical and field-specific glossary to be used by the interpreter
The Client is formally informed that the interpreters made available for the provision of the Services are not technical experts who master the specific vocabulary of the field(s) of activity for which the interpreting service is sought.
As a result, UNIONTRAD COMPANY does not guarantee the technical vocabulary relevant to the Client's field of activity or the language used in-house.
Consequently, the Client shall be responsible for providing UNIONTRAD COMPANY with all documents necessary for the efficient provision of the Services at least eight (8) days prior to the start of the provision of the Services. This essential material includes the technical glossary and the specific vocabulary used in the field of expertise relevant to the provision of the Services.
If the Client fails to provide a glossary at least 8 days before the start of the Services, the interpreter shall use standardised technical terms without this being held against them.
b. Billing of remote interpreting services
Telephone interpreting shall be charged by 15-minute segments.
Video-conference interpreting shall be charged by hourly segments.
Any segment started shall be charged in full.
Remote interpreting services are provided on appointment. Billing starts at the exact time of the appointment. However, appointments cancelled at least 48 hours in advance will not be charged.
The first segment shall be charged in the following cases:
- Any appointment that is not cancelled 24 hours in advance;
- Any appointment for which the client does not show up.
C. Fees for the provision of on-site interpreting Services:
Unless otherwise agreed, all travel expenses to the venue shall be borne by the Client and will be charged at the cost price (airfare, train, taxi, accommodation, meals, etc.).
The Client commits to settle these expenses upon receipt of the supporting documents.
d. Hours of provision of the Services for on-site interpretations
Lunch or dinner times, if included in the hours of provision of the Services, shall be taken into account in the effective hours of provision of the Services.
Specifically, where an interpreter is required to have lunch or dinner with the Client as part of the provision of the Services, such lunch or dinner time shall constitute effective hours of provision of the Services. Upon request, the Client shall sign the interpreter's attendance sheet.
e. Client's insurance for the risks associated with the provision of the Services in the case of on-site interpreting
The Client confirms that they are covered by insurance for the risks associated with the provision of the Services.
This insurance shall in particular cover the interpreter against any risk of accident at the location of the assignment for the entire duration of the same, as well as any damage to their physical integrity, civil liability, etc.
f. Damage to or loss of interpreting equipment made available to the Client
If interpreting equipment (such as booths, microphones, headphones, etc.) is made available to the Client, the latter shall remain fully responsible for it from the moment it is delivered until it is collected. Any damage or loss will be charged at the price set by UNIONTRAD COMPANY, who rents out the equipment.
g. Extension of the deadline for the provision of Services on account of the Client
In the event that the delivery time for the Services is extended as a result of events for which the Client is responsible, the latter shall bear the consequences thereof.
These consequences include, but are not limited to:
- payment of overtime hours spent in providing the Services based on the rate set out in the quotation that the Client has accepted
- Refund upon first presentation of the relevant receipts pertaining to the interpreter's transport expenses (plane or train tickets) resulting from the extension of the lead time for the provision of Services
- Refund upon first presentation of the relevant receipts pertaining to the interpreter's accommodation expenses and interpreting fees if they are compelled to remain at the place of assignment because of the extension of the lead time for the provision of Services
h. Recording of conversations
If the Client requests the recording of conversations as part of the provision of the Interpreting Service, the Client shall inform the conversation participants in advance and obtain their consent. UNIONTRAD COMPANY shall only make such recordings for the purpose of transcription and after receiving confirmation from the Client that all participants have given their consent. UNIONTRAD COMPANY shall not be held responsible for the proper authorization of each of the participants. In compliance with the regulations on the protection of personal data, UNIONTRAD COMPANY shall not disclose the recording to the Client and shall destroy it once the translation has been delivered to the Client.
ARTICLE 10: INTELLECTUAL PROPERTY
The intellectual property rights of UNIONTRAD COMPANY relating to the Services carried out for the Client are the exclusive property of UNIONTRAD COMPANY. UNIONTRAD COMPANY remains the owner of the rights of use until the full payment of the bill and the Client may not use the Service before the full payment of the bill. After full payment of the Service, the Client may use and/or profit from the intellectual property rights on the Service under the conditions set out in the quotation: either the usage rights are unrestricted on any medium and with no time limit, or they are restricted.
ARTICLE 11: SPECIAL CONDITIONS RELATED TO THE NATURE OF SOME SERVICES.
Depending on the Services, several types of interpretation may be made available to the Client:
LIAISON OR CONSEQUENTIAL INTERPRETATION: the interpreter's task is to liaise between two parties who do not speak the same language. The speaker(s) must stop to allow the interpreter time to translate the content of the conversation. This technique is used in business meetings, training sessions and coaching, either face-to-face, by telephone or remotely.
SIMULTANEOUS INTERPRETING (IN A BOOTH): the interpreter works in a soundproof booth with at least one other interpreter because the continuous working time is limited to 20 minutes and the interpreters must take turns.
The speaker talks in a microphone connected to the interpreter who has an earpiece and immediately translates the content of the speech in a microphone. The content of this speech is sent back to the audience's headphones in the relevant language.
ARTICLE 12: LIABILITY OF UNIONTRAD COMPANY – GUARANTEE
UNIONTRAD COMPANY undertakes to provide Services that meet an acceptable level of quality, provided that the Client fulfils the requirements set out in Article 9. a) hereof.
The Client is hereby informed that an interpreter cannot be refused by the Client on the grounds of their accent provided that said interpreter has a good command of the languages required for the provision of the Services.
If an interpreter fails to meet the Client's standards, the latter shall inform UNIONTRAD COMPANY within 4 hours of the start of the provision of the Services.
The Client shall explain in detail, clearly and unambiguously by e-mail, the reasons for rejecting the interpreter's work.
In such circumstances, UNIONTRAD COMPANY shall do its utmost to substitute the said interpreter, provided that other interpreters are available.
Failure to replace an interpreter who has been dismissed by the Client due to the unavailability of a substitute shall be deemed to be a case of force majeure.
In this respect, UNIONTRAD COMPANY shall not be liable to compensate for any inconvenience caused by this express case of force majeure.
Any dispute regarding the quality of the Services must be made by registered letter with acknowledgement of receipt within 8 days of the completion of the Service.
The dispute letter must be substantiated and concrete supporting elements that can be verified must be produced. No complaint shall be grounds for refusal to pay for the Services and no compensation may be claimed from UNIONTRAD COMPANY. UNIONTRAD COMPANY's liability is strictly limited to the Services provided.
Consequently, UNIONTRAD COMPANY's liability is limited to the amount of the invoice or to the amount estimated by the insurance company that covers its liability.
ARTICLE 13: FORCE MAJEURE - CONFIDENTIALITY
a. Force majeure
UNIONTRAD COMPANY shall not be held responsible for the interpreter's delays or absences due to circumstances beyond its control, such as delays by the SNCF and other rail, land or air carriers, traffic accidents, traffic slowdowns due to strikes or demonstrations or any other events beyond its control.
In case of no show of the interpreter during the course of the assignment due to force majeure, 50% of the fees and expenses shall be borne by the Client.
With regards to telephone or video-conference interpreting carried out by a telephone or online operator (Zoom, Microsoft Teams or equivalent), UNIONTRAD COMPANY shall not be held responsible for the poor quality of the telephone connections or the conference line system. Accordingly, UNIONTRAD COMPANY shall not be held responsible for any line cuts or other interruptions.
In the event of unforeseen illness supported by a proof of sickness issued by a doctor prior to or during the provision of the Services, UNIONTRAD COMPANY shall make every effort to replace the interpreter.
Failure to replace an interpreter on sick leave due to the unavailability of a substitute shall be deemed to be force majeure.
In this respect, UNIONTRAD COMPANY shall not be liable to compensate for any inconvenience caused by this express case of force majeure.
Nevertheless, the non-executed part of the Services shall not be charged. However, any equipment rental and travel expenses incurred shall be invoiced to the Client.
UNIONTRAD COMPANY commits to ensuring the confidentiality of all documents entrusted to it, as well as the tenor of discussions during the provision of the Services.
UNIONTRAD COMPANY undertakes to obtain the same commitment from its translators, interpreters, dubbers or any other person carrying out a Service or participating in the Service.
ARTICLE 14: PERSONAL DATA
UNIONTRAD COMPANY collects and stores the personal data provided by its Clients in a secure manner through the use of computer and physical security measures. The data is kept in files accessible only by UNIONTRAD COMPANY employees.
By getting in touch with UNIONTRAD COMPANY, even for a simple request for Services, the Clients and visitors of the website https://www.uniontrad.eu accept that their email address, name and surname and information relating to the requested Services are recorded by UNIONTRAD COMPANY. This data is used to send the quotation, information and updates relating to your order and occasional information on UNIONTRAD COMPANY's language services. This data may be shared with any of UNIONTRAD COMPANY's partners in charge of the execution, processing, management and payment of orders. They are never disclosed to a third party for advertising purposes.
The interested parties may at any time unsubscribe or have their data deleted or changed at the following address: email@example.com.
UNIONTRAD COMPANY shall inform the persons affected by any security breach within 30 days of its occurrence and what measures have been taken to remedy it.
The data is kept for the current year and one year thereafter. If no business relationship is recorded after this period, it will be automatically deleted from the servers.
The data is stored on a secure server, in compliance with the regulations on the protection of personal data.
ARTICLE 15: APPLICABLE LAW - LANGUAGE
These GTCS and the transactions arising from them are governed by and subject to French law.
These GTCS are written in French.
If they are translated into one or more foreign languages, only the French text shall be deemed authentic in the event of a dispute.
II. SPECIAL PROVISIONS APPLICABLE TO PRIVATE INDIVIDUALS
ARTICLE 16: RIGHT OF WITHDRAWAL FOR CONTRACTS CONCLUDED REMOTELY
In the case of a Contract concluded remotely, the Client has, in accordance with the law, a withdrawal period of 14 days from the conclusion of the contract. During this period, the Client may withdraw from the agreement with UNIONTRAD COMPANY and cancel the order without having to give any reason or pay any penalty fee, by sending an email to firstname.lastname@example.org expressing their wish to withdraw.
For the Client to be able to use their right of withdrawal, the provision of Services ought not have started during the withdrawal period. If the right of withdrawal is expressed within the aforementioned period, only the price of the ordered Services shall be reimbursed within a maximum period of 14 days from the receipt by UNIONTRAD COMPANY of the notification of the withdrawal of the Client.
However, any Client who wishes the provision of Services to be carried out immediately by UNIONTRAD COMPANY without waiting for the end of the withdrawal period shall be duly informed that, due to this formal request and in accordance with Article L.121-21-8-1° of the French Consumer Code, they expressly waive their right of withdrawal for the relevant service.
ARTICLE 17: DISPUTES
Any dispute to which the purchase and sale transactions concluded under the present GTCS may give rise, whether regarding their validity, interpretation, execution, termination, consequences or implications, and which have not been settled between UNIONTRAD COMPANY and the Client, shall be referred to the competent courts under the conditions of ordinary law.
The Client is informed that they may resort to standard mediation, in particular with the Commission de la médiation de la consommation (C. cons. art. L 534-7) or with the existing sectoral mediation bodies, or to any alternative dispute resolution procedure (e.g. conciliation) in the event of a dispute.
ARTICLE 18: PRE-CONTRACT INFORMATION - ACKNOWLEDGEMENT BY THE CLIENT
The Client acknowledges that they have been provided with the present GTCS and all the information and details set out in Articles L.111-1 to L.111-7 of the Consumer Code in a legible and comprehensible manner prior to placing their order, in particular:
- the essential characteristics of the Services, given the communication medium used and the corresponding Service
- the price of the Services and related costs (e.g. Equipment)
- if the contract is not to be executed immediately, the date or timeframe by which UNIONTRAD COMPANY undertakes to deliver the Service
- information relating to UNIONTRAD COMPANY's identity, its postal address, telephone number and electronic contact details and activities, if such information is not clear from the context
- information relating to legal and contractual guarantees and their application terms
- the option of resorting to standard mediation in the event of a dispute
- information regarding the right of withdrawal (existence, conditions, time limit, conditions for exercising this right and standard withdrawal form), the terms of cancellation and other important contract conditions (Article 16 above).
By ordering on UNIONTRAD COMPANY's website https://www.uniontrad.eu, a natural person fully accepts and agrees to the present GTCS. This is formally acknowledged by the Client who waives, among other things, the right to invoke any contradictory document which shall not be enforceable against UNIONTRAD COMPANY.
III. SPECIAL PROVISIONS APPLICABLE TO PROFESSIONALS
ARTICLE 19: CATEGORY-SPECIFIC GENERAL TERMS AND CONDITIONS OF SALE
Information in catalogues, leaflets and price lists of UNIONTRAD COMPANY are given for information purposes only and may be modified at any time.
UNIONTRAD COMPANY is entitled to make any changes that it deems useful.
In addition, UNIONTRAD COMPANY may need to establish Category-specific General Terms and Conditions of Sale based on objective criteria and overriding the present General Terms and Conditions of Sale, depending on the category of Professional Client considered.
In such cases, the Category-specific General Terms and Conditions of Sale shall apply to all Professional Clients meeting these criteria.
ARTICLE 20: UNENFORCEABILITY OF THE PROFESSIONAL CLIENT'S GENERAL TERMS AND CONDITIONS OF PURCHASE
These General Terms and Conditions of Sale are fully approved and accepted by the Professional Client. The Professional Client declares and acknowledges that they are fully aware of these terms and conditions, and therefore. waives the right to invoke any contradictory document and, in particular, their own general terms and conditions of purchase, which shall be unenforceable against UNIONTRAD COMPANY, even if UNIONTRAD COMPANY has been made aware of said documents.
ARTICLE 21: NO SET-OFF OF NON-RECIPROCAL CLAIMS OR DEBTS
Unless UNIONTRAD COMPANY has given its express, prior and written consent, and provided that the reciprocal receivables and debts are definite, liquidated and due, no compensation may be validly undertaken by the Professional Client in relation to, on one hand, any penalties for delay in the provision of the ordered Services or non-compliance with the order, and on the other hand, the amounts payable by the Professional Customer to UNIONTRAD COMPANY for the purchase of said Services.
ARTICLE 22: DISPUTES
Any dispute to which the purchase and sale transactions concluded under the present GTCS may give rise, whether regarding their validity, interpretation, execution, termination, consequences or implications, and which have not been settled between UNIONTRAD COMPANY and the Professional Client, shall be exclusively referred to the Nanterre Commercial Court; For disputes involving private individuals, the rules of ordinary law shall apply.