Article 1 | Applicability of the conditions

1.1 | These terms and conditions are applicable to any offers and any agreements between Webgrond BV, acting under brand name Translation Kings and Translation Agency, subsequently referred to as Translation Kings and a client, to which Translation Kings has declared these conditions applicable, excluding the client’s general terms and conditions, to the extent these terms and conditions have not been explicitly deviated from by the translator.

1.2 | The underlying terms and conditions are also applicable to all agreements with Translation Kings for the implementation of which third parties must be engaged.

Article 2 | Offers, adoption of the agreement

2.1 | All offers and price quotations of Translation Kings are non-committal.

2.2 | The agreement is adopted through the written acceptance by the client of Translation Kings’ offer or, if no offer was issued, through the written confirmation of Translation Kings of an assignment granted by the client. If, at the moment the offer is drawn up Translation Kings has not yet been able to peruse the full text, Translation Kings can still revoke the offer made and stated time limits after acceptance of the offer by the client. All quotations and offers are made exclusive of VAT, unless expressly indicated otherwise. Clients are considered by Translation Kings those who have granted the assignment to Translation Kings, unless they have thereby explicitly indicated to act by order of, in name of, and for the account of a third party, on the condition that the name and address of this third party are concurrently provided to Translation Kings.

Article 3 | Modification, withdrawal of assignments

3.1 | If the client, after the adoption of the agreement, makes any changes to the assignment other than minor changes, Translation Kings has the right to adjust the terms and conditions and/or the fee or to decide to not accept the assignment after all.

3.2 | If an assignment is withdrawn by the client, he still owes payment for the part of the assignment that has already been executed.

3.3 | If Translation Kings has reserved time for the implementation of the assignment and it can no longer be used elsewhere, the client is bound to compensate 50 % of the fee for the part of the assignment which has not been executed.

Article 4 | Implementation of assignments, non-disclosure

4.1 | Translation Kings undertakes to perform the assignment to the best of its knowledge and abilities and with proper professional knowledge, for the purpose as specified by the client.

4.2 | Translation Kings shall observe strict confidentiality with regard to all information provided by the client. Translation Kings will impose on its employees a duty to observe secrecy. Translation Kings is not liable, however, for infringements on secrecy by its employees if a reasonable case can be made that prevention of this infringement is unfeasible.

4.3 | Unless explicitly agreed to the contrary, Translation Kings has the right to have an assignment (co-)performed by a third party, without prejudice to its responsibility for the confidential treatment and the proper execution of the assignment. Translation Kings will impose secrecy on said third party.

4.4 | On request, the client provides substantive information on the text to be translated, as well as documentation and terminology. The forwarding of the intended documentation shall at all times take place at the expense and risk of the client.

4.5 | Translation Kings does not guarantee the accuracy of the information provided by the client to the translator and does not accept any liability for damage, of any nature whatsoever, if Translation Kings relied on inaccurate or incomplete information provided by the client, even if it was provided in good faith.

Article 5 | Copyright

5.1 | Unless explicitly agreed otherwise in writing, the copyright to translations prepared by Translation Kings are transferred to the client at the moment he has fulfilled all his financial and other obligations in respect of Translation Kings with regard to the relevant assignment in full.

5.2 | So-called translation memories may be used as a tool for the preparation of translations. To the extent rights, such as copyrights and/or databank rights, arise from the use of the translation memory, such rights shall be vested in Translation Kings, unless agreed otherwise.

Article 6 | Dissolution

6.1 | In case the client fails to comply with his obligations, as well as in the event of bankruptcy, suspension of payments, or liquidation of the client’s company, Translation Kings is authorised, without any resulting obligation to compensate damage, to completely or partially dissolve the agreement or to suspend its implementation. In such case, Translation Kings can claim prompt payment of any amounts it is entitled to.

Article 7 | Complaints and disputes

7.1 | The client must report complaints about the delivered work as soon as possible and notify the translator in writing within five working days after delivery. Submission of a complaint does not relieve the client from his payment obligation.

7.2 | If the complaint is legitimate, Translation Kings has the right to attempt to correct or replace the delivered work within a reasonable period of time or, if Translation Kings cannot reasonably meet the requirement for correction, it may give a reduction on the price, although this is not compulsory.

7.3 | The client’s right of complaint is cancelled in the event the client has transformed or has caused to transform the delivered work and has subsequently delivered it to a third party.

Article 8 | Time limits and times of delivery

8.1 | The established delivery time is a target time. Translation Kings is obliged, as soon as it becomes apparent that timely delivery is not possible, to notify the client accordingly without delay.

8.2 | Delivery is considered to have taken place at the moment of personal delivery or of forwarding by e-mail, fax, courier or by regular post.

8.3 | The delivery of information by electronic mail is considered to have taken place at the moment the medium has confirmed the transmission.

Article 9 | Fees and payment

9.1 | The fee for Translation Kings is in principle based on a word rate of the source text. Translation Kings may furthermore charge, besides its fee, disbursements related to the implementation of the assignment to the client.

9.2 | After receiving the quote acceptance, Translation Kings immediately starts the translation assignment. We deliver the translated files as soon as the entire fee has been credited to our account. We check our bank account several times a day.

9.3 | For assignments of exceptionally large size and for which we have to reserve the translator for a longer period, we request a standard advance of 50%. In line with article 9.2, the final payment of 50% must also be credited to our account before we can deliver the translated files.

9.4 | The fee is exclusive of VAT, unless explicitly agreed otherwise.

9.5 | Invoices must be settled no later than within 14 days after the invoice date in the currency in which the invoice was submitted. After expiry of the 14-day period, the client immediately enters into default, without any further default notice, in which case the client owes the statutory interest on the invoice amount from the date of default until the moment of full settlement. In addition, EUR 10 excl. VAT is applied.

9.6 | All collection costs, both judicial and extrajudicial, are borne by the client. The extrajudicial collection costs after the first warning are considered to amount to at least 15% of the claimed amount, however, with a minimum of 50 Euros. This moreover applies in the event of bankruptcy and suspension of payments.

9.7 | Offsetting debts is not permitted.

9.8 | To obtain additional security, Translation Kings has the right, at its sole discretion, to demand full or partial advance payment, bank guarantees and so on before starting the execution of the assignment and/or to send part invoices during the implementation of the assignment.

Article 10 | Liability: disclaimer

10.1 | Translation Kings is exclusively liable for any damage related to the direct and demonstrable consequence of a shortcoming which is attributable to Translation Kings. Translation Kings is never liable for any other form of damage, such as trading loss, damage due to delays, and loss of profit. The liability is limited in any case to an amount equal to the invoice value exclusive of VAT of the relevant assignment.

10.2 | Ambiguity of the text to be translated relieves Translation Kings of any liability.

10.3 | The assessment of the question whether a text to be translated or the translation comprises certain risks of personal injury is entirely at the expense and risk of the client.

10.4 | Translation Kings is not liable for damage or loss of the documents, information, or information carriers provided for the purpose of implementing the agreement. Translation Kings is not liable either for damage caused as a result of the use of information technology and modern means of telecommunication.

10.5 | The liability of Translation Kings is limited under all circumstances to an amount of € 2,500 per event.

10.6 | The client shall safeguard Translation Kings against any third-party claims which result from the use of the delivered work, subject to the extent to which Translation Kings bears liability pursuant to this article.

Article 11 | Force Majeure

11.1 | Besides the relevant provisions in law and jurisprudence, force majeure in these general terms and conditions includes all outside causes, foreseen or unforeseen, on which Translation Kings cannot exert any influence, however, which cause Translation Kings to be unable to comply with its obligations. This includes, however, and is not limited to: fire, accidents, illness, strikes, riots, war, government measures, and transport impediments.

11.2 | During the situation of force majeure, the translator’s obligations are suspended. If the period during which compliance with the obligations by Translation Kings is not possible due to force majeure lasts longer than two months, both parties are authorised to dissolve the agreement, without any obligation in such case to compensate damages. If the client is a consumer, the power of suspension referred to in this section is only valid to the extent such power accrues to him pursuant to the law.

11.3 11.3 | If, at the moment the force majeure commences, Translation Kings has already partially fulfilled its obligations, or it can only partially comply with its obligations, Translation Kings has the right to separately invoice the part which has already been executed and the client is obliged to settle this invoice as if it were a separate agreement.

Article 12 | Applicable law

12.1 | General

a. | Translation Kings observes the General Data Protection Regulation (GDPR or its Netherlands version AVG), and exclusively collects the personal data for which it has a legitimate reason for processing.

b. | Before the client grants a translation assignment, Translation Kings solely processes personal data necessary for issuing an offer.

c. | Translation Kings makes sure that its employees are aware of GDPR-compliant personal-data processing procedures through constant education. Translation Kings has furthermore stipulated strict secrecy and penalties in its contracts with the employees who work with personal data.

d. | Translation Kings furthermore makes sure that it takes the appropriate technical measures and that it keeps such updated in order to adequately secure personal data.

e. | Translation Kings controls the third parties deployed by it for compliance with GDPR/AVG and, if necessary, establishes additional
safeguards to be able to achieve the security of personal data.

f. | Translation Kings does not share personal data with foreign parties, unless it is legally obliged to do so or the client grants

g.| Clients can exercise their rights under GDPR/AVG by way of the Rights of Data Subjects Form. Translation Kings strives to process each request within four weeks.

12.2 Data leak

If despite all due care on the part of Translation Kings, personal data is lost or is perused by unauthorised parties (data leak), then Translation Kings will promptly notify the client accordingly, though in any case within the term established by the parties.

Translation Kings will make every effort to minimise damage as a result of the data leak and to rectify this situation to the extent possible. On request, Translation Kings will assist the client with reporting a data leak to the supervising authority of ‘Autoriteit
Persoonsgegevens’ and possibly to the data subjects. A data leak does not relieve the client from his obligations in respect of Translation Kings, unless a reasonable case can be made by the client of fault or negligence on the part of Translation Kings.

12.3 Retention periods

Translation Kings will not retain personal data longer than is necessary for the implementation of the translation assignment established between parties, unless:

a. | The client grants permission for longer retention.

b. | Translation Kings is bound by a longer retention period pursuant to legal provisions.

Article 13 | Applicable law

13.1 | The legal relationships between the client and Translation Kings are governed by Dutch law.

13.2 | All disputes regarding these general terms and conditions are subject to the judgment of the competent Netherlands court of law, based in Amsterdam.