What's the agreement between translator and end user?
Thread poster: worldevolved

worldevolved
United States
Local time: 02:06
Jun 2, 2009

Hi,

I am new to Proz, and I can find an appropriate place to post. So I decide to post on the first one. Let me know if you think there is more appropriate place to post this.

I posted a translation job for my client. But they have questions on Non-disclosure Agreement (NDA). So is it typical here to have default NDA agreement on the between translator and end user? They want their content to be translated, but they are not public yet and they do not want that to be leaked out before they launch. If so, what's the typical process on doing that? Should I just email the translator the doc and s/he sign and email back? Please let me know, and many thanks,

Ming


 

Niina Lahokoski  Identity Verified
Finland
Local time: 09:06
Member (2008)
English to Finnish
+ ...
NDA Jun 3, 2009

If you outsource the translation to another translator, he/she will have to sign the NDA, too. I think the outsourcers/agencies often have their own NDA which covers also the confidential information of their clients, and the translator signs it.

 

NMR (X)
France
Local time: 08:06
French to Dutch
+ ...
There's no contractual relationship between the end client and the translator Jun 11, 2009

worldevolved wrote:
So is it typical here to have default NDA agreement on the between translator and end user? They want their content to be translated, but they are not public yet and they do not want that to be leaked out before they launch. If so, what's the typical process on doing that? Should I just email the translator the doc and s/he sign and email back? Please let me know, and many thanks,

Ming

If the agency (you) and the translator are two independent entities, there is no contractal relationship between the translator and the end client. Your translator will be working for you.
But if there is a NDA between the end client and you, you are obliged to follow it strictly: if the contract says that you will have to keep all information confidential, you CANNOT outsource. In this case outsourcing is contract breach. You'll have to translate it by yourself.
Even in the case where there is no NDA, you'll always have to observe confidentiality. This is a part of the translator's ethics. In my opinion, you can only outsource if the end client knows that you are an agency, and in sensitive cases I'd ask for his permission. Your client may ask you to have another (second) NDA with your translator.

Hope this helps.


 

NMR (X)
France
Local time: 08:06
French to Dutch
+ ...
Just a thought Jun 11, 2009

Be aware that information which is neutral for you may contain information which is interesting for other parties. I once worked (as a salaried worker) in a pharmaceutical firm working on a new drug. At the end of the day, all the harddisks went into a safe, locked place in order to avoid that the night shift of the cleaning personnel was looking into the computers. The external translators were given PO numbers and were asked not to mention the title of their work on their invoices. Etc. etc.
The same is true for all press releases, financial data and internet games. You are translating a text, for the end client it is critical commercial information.


 

Christine Andersen  Identity Verified
Denmark
Local time: 08:06
Member (2003)
Danish to English
+ ...
Treat EVERYTHING as confidential Jun 11, 2009

It is good profesional ethics to treat all your work as confidential. There are times when you know that the minute you deliver, the text will be made public, but that is the client's option.

Only my husband (as my IT expert) has access to my computer apart from myself, and he does not open work files, only system and security files.

I often work with confidential documents - marital agreements, divorce papers, medical records... I have also run into situations where friends and acquaintances know the people concerned, but not the confidential information in the documents. It may be a good idea to change the subject of the conversation, or at least keep absolutely silent until others move on!

Then there is a large 'grey' area where you do not know how confidential the information is. As NMR says, what looks neutral to you may be sensitive for the client or interesting to others.

It is quite possible to consult colleagues and get help without revealing anything confidential. E.g. if you have trouble with terminology, ask the client if you can.

If it is a 'general' term that anyone might use, you can ask colleagues or post a KudoZ question.

In KudoZ I often describe the general situation instead of quoting the document - and I may add slightly fictitious details to expand on my context, rather than give information that can reveal my client's identity. Many times this gives a clearer picture of what I am asking about than simply cutting and pasting three lines of text with the term in the middle, so it has its advantages!

I rarely outsource, but when I have done so, it has been with the client's full knowledge.

In general it is best not to discuss work more than necessary, except with those directly concerned, i.e. the client and the agency if there is one.

Discussions with colleagues must be kept general or, where it is necesary to give specific details, everyone involved must treat them as confidential, whether or not an actual NDA has been signed.

In fact I am very cautious about documents in my portfolio on my profile (I have one section of a document downloaded from the Internet) and I have opted out of the WWA scheme.

Call me paranoid, but if my clients and their clients want their information published, then they must do it themselves.

icon_smile.gificon_smile.gificon_smile.gif


 

Laurent KRAULAND (X)  Identity Verified
France
Local time: 08:06
French to German
+ ...
Couldn't have said it better! Jun 11, 2009

NMR wrote:

But if there is a NDA between the end client and you, you are obliged to follow it strictly: if the contract says that you will have to keep all information confidential, you CANNOT outsource. In this case outsourcing is contract breach. You'll have to translate it by yourself.



Plus I would not even dream of acting as an outsourcer on behalf of my client. This is the job of "regular" translation agencies, they have expertise in handling such situations.

Your client seems to want to "have their cake and eat it". There's no way of going around becoming at least a little bit public if outsourcing is to be done.

Laurent K.


[Edited at 2009-06-11 08:39 GMT]


 

Samuel Murray  Identity Verified
Netherlands
Local time: 08:06
Member (2006)
English to Afrikaans
+ ...
Two answers to Ming Jun 11, 2009

worldevolved wrote:
I am new to Proz, and I can find an appropriate place to post. So I decide to post on the first one. Let me know if you think there is more appropriate place to post this.


There is no specific forum for outsourcers. Most of the forums seem to be aimed at translators. So "Business Issues" is probably the safest place to post, yes.

I posted a translation job [on behalf of] my client. But [the client has] questions on Non-disclosure Agreement (NDA). So is it typical here to have default NDA agreement on the between translator and [the client]?


Let me know if my edited version of your quote is correct... because I'm not always sure which pronoun or elegant variation refers to which party.

Anyway, I think you need a legal expert here. In my experience as a translator, I often have an NDA with the agency, but never with the client. The agency then has an NDA with me and with the client. There is no relationship between me and the client... but as far as I know that can't stop a client from sueing me or demanding redress based on the sum of NDAs. So make sure the wording on the NDA is correct so that your own blame is limited if your translator breaches the NDA, and that at the same time the client is happy with the NDA.


 


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