how do you write a contract
Thread poster: Anna Norman

Anna Norman  Identity Verified
Sweden
Local time: 16:51
Member (Mar 2017)
English to Swedish
Dec 23, 2014

How should you set up a contract when you accept a job from someone who contacted you on Proz.com?

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ATIL KAYHAN  Identity Verified
Turkey
Local time: 17:51
Member (2007)
Turkish to English
+ ...
Translation Contract Dec 23, 2014

I have never done such a contract before. So, it will be a first for me, too. The Internet is probably full of such translation contracts. I just wanted to give it a try. I typed in the words 'translation' and 'contract' into Google Advanced Search boxes. By the way, I always use Google Advanced Search rather than basic search. I came up with one MS Word document titled "Translation Contract - Nice Queen.com". Of course, you have to adapt what you find into your own terms. I will copy/paste the document in case you have difficulty finding it by Google.


Chinese Translation Service Contract

Party A:
Address:
Tel:
E-mail:

Party B: Global S.S.
Address: North of Vanke city, Banxuegang road, Longgang district, Shenzhen, GD, P.R. China
E-mail: mandarincn@foxmail.com
Industrial and commercial registration No.:

WHEREAS PARTY A entrusts party b to carry on the translation service;
Both parties have agreed to enter into and conclude the translation contract under the following terms and conditions:

1. Docunment Information
Translation content: Language:
Unit price: Word count:
Delivery deadline: Total fee:
Down payment: Balance:

2. Word count
The word counting shall be based on the Chinese (Mandarin) characters and marks (space excluded) count in word, no matter the source language is Chinese (Mandarin) or foreign language; for one foreign language translated to another foreign language, the word counting shall be based on the word count of the source document. For characters less than 500, fee will be charged as for 500characters; for characters more than 500 but less than 1000, fee will be charged as for the 1000 characters, and more than 1000 as for the actual characters.

3. Terms of payment
( ) Total fee shall be paid at the time of entrusting. ( )50% of the total fee shall be paid at the time of entrusting, and the remaining 50% shall be fully paid within one week after delivery of translation.

4. Translation quality
The translation provided by party b shall be accurate, smooth and concise. Where problem concerning the quality occurs, party b shall be in duty bound to provide necessary modifications to the translation documents free of charge and do its possible to meet party A’s requirements. In case of any dispute arising from the translation quality, it shall be settled through the judgment of a third party agreed by the two parties or apply to arbitration directly.
5. Modificaton and supplementation of source document
Where party A modifies the source document and needs party b to make corresponding modifications to the translation, the modification fee shall be charged as per the unit price after receiving the translation fee for the source document, in case of supplementation of source document, an additional fee shall be charged.
Termination of translation: where party a demands termination of translation during party B carries on the translation, party a must pay for the translation completed by party B according to the translation progress of party B, the fee thereof shall be charged as per the agreed unit price.
6. Terms of delivery
Party b may deliver the translation by one of the following methods according to the specific need: printed document, floppy disk, fax, e-mail.
7. Copyright
Party B shall not be held responsible for the copy right of the content of document provided by party A, who shall take full responsibility for the copyright in question.
Confidentiality: as a translation provider, party B shall abide by professional ethics of translation, be liable for the accuracy and confidentiality of the translation content.
This contract is made out in duplicate, one for each party and shall come into force after being signed and sealed by both parties.

Representative of party A (signature & seal):
Phone:
Address:
Date:



Representative of party B (signature & seal):
Phone:
Address:
Date:


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Anna Norman  Identity Verified
Sweden
Local time: 16:51
Member (Mar 2017)
English to Swedish
TOPIC STARTER
Thank you Dec 23, 2014

That looks good and is useful, I also remembered that the client is a business so they probably have some standard contract which they use for freelancers.

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Robin Levey
Chile
Local time: 11:51
Spanish to English
+ ...
Huh? Dec 23, 2014

Anna Norman wrote (with my emphasis):

That looks good and is useful, I also remembered that the client is a business so they probably have some standard contract which they use for freelancers.


Don't you mean "which they use to rip off freelancers" ... ?

Even if the agency does have a 'standard contract for freelancers', you should have one too, if only to make clear to the agency your position at the start of negotiations. Those negotiations will hopefully lead to a compromise, taking the most appropriate of both party's 'standard' contract and making everyone (somewhat) happy.

Never forget that the 'client is always right' - except in those circumstances where you are 'righter'. That's what contracts are all about!


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Robin Levey
Chile
Local time: 11:51
Spanish to English
+ ...
Any competent lawyer could drive a horse 'n' cart through that 'contract'! Dec 24, 2014

ATIL KAYHAN wrote:
...
WHEREAS PARTY A entrusts ...


That's an excellent reminder of why why contracts should be drafted by competent lawyers having at least a minimal understanding of the task that's being contracted, and translated by a competent translator.

And if you're going to draft/translate contracts yourself, at the very least you should get a competent lawyer to review/correct them.


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Sheila Wilson  Identity Verified
Spain
Local time: 15:51
Member (2007)
English
+ ...
Do you need a full contract? Dec 24, 2014

Maybe you do, but I've been translating and teaching for over 15 years and in that time I've had 3 contracts to sign. All related to teaching work. One was with a direct client and I prepared it and had it checked (apparently it was fine). One was prepared by a language school who used it to try to avoid paying me! In those days I was stupid enough not to read them with a magnifying glass. But the court ruled that the contract was abusive and the client had to pay all court costs.

Agencies often provide a Purchase Order instead of a contract. I've had a handful of those, not more. What I have is my own T&C, and I make them clear. Few of the agencies I work with enforce their own over mine, but for those that do I'm careful to check the fine print.

If you feel you have a real need for a contract, draw it up specifically to fit the circumstances, allowing for the many variables to be decided by a separate job document. You really can't just pick one from the web. Maybe pick 100 and draw your ideas from the lot, then have it checked. Translators' organisations often publish sample contracts e.g. ATA, but yours has to fit your jurisdiction.

And remember, they can't protect you in all cases, as my client discovered, nor will one get you paid if the agency folds.


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xxxnrichy
France
Local time: 16:51
French to Dutch
+ ...
I never understood why there should be translation contracts Dec 24, 2014

Client asks for a translation, he sends either a purchase order or an e-mail, I translate and send it back, invoice my translation and get paid. This is simply general law. Why make it complicated.

Of course we can remind some special points on the quote and the invoice, such as that we want to get paid within 30 days, but a contract??

Note, I don't mind to sign NDAs if applicable. They also shouldn't exist because a professional translator should never disclose confidential confirmation, but it makes the client more confident.


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Paul Lambert  Identity Verified
Sweden
Local time: 16:51
Member (2006)
Swedish to English
+ ...
nrichy - I have that experience too. Dec 24, 2014

When I began translating in 2006, I was careful to prepare a standard contract form and template in Word that was professional and legally unassailable. It allowed for certain client-by-client changes. I felt it was so important to have my ducks in a row in this respect before I even thought about beginning on any translations.

How often have I used that contract? Not once!

Indeed, a properly written Purchase Order from the client invariably sets out all the terms we both need to know and it has always been enough to establish a meeting of the minds.

Even in less formal arrangements, there has never been a problem. If both the client and translator are serious and honest, there should not be any trouble.

That said, in the unlikely event that a formal contract is necessary, I have one prepared.


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finnword1
United States
Local time: 10:51
English to Finnish
+ ...
never used one Dec 25, 2014

Just like Paul, I too have my own contract prepared but never used it. I tried once, but failed. A well known, well respected translation company sent me theirs to sign. It contained 2342 words, obviously written by an out-of-control lawyer. I rewrote it to be more reasonable, but they would not budge. It was unfortunate, but I wasn't going to budge either. Their version gave all the rights to the company and left me with nothing but liabilities and obligations. To me, one of the most glaring examples was this:

"The Vendor shall refrain from making any oral or written statements that disparage or place (xxx) or any of its Affiliates in a false or negative light."

In other words, no matter how they abused me, don't go whining on the Blue Board.


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Tina Vonhof  Identity Verified
Canada
Local time: 08:51
Member (2006)
Dutch to English
+ ...
No contract Dec 25, 2014

Do ask for a PO but if you don't get one, the email confirming the details of the job is sufficient by itself.

I have signed contracts sent to me by agencies (after reading them through carefully) but I have never needed a contract myself.


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Andrea Halbritter  Identity Verified
France
Local time: 16:51
French to German
+ ...
PO or quote Dec 25, 2014

Never used a translation contract.

I send a quote with all informations about the document to translate, the price, the delay, the payment conditions etc. to direct customers, they sign it and send it back.

From agencies I get a PO and that's it.


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Anna Norman  Identity Verified
Sweden
Local time: 16:51
Member (Mar 2017)
English to Swedish
TOPIC STARTER
Thank you! Dec 29, 2014

I feel more confident now.

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Robin Levey
Chile
Local time: 11:51
Spanish to English
+ ...
On recognising a contract when it stares you in the face Dec 30, 2014

Andrea Halbritter wrote:
...
I send a quote with all informations about the document to translate, the price, the delay, the payment conditions etc. to direct customers, they sign it and send it back.
...


In many (I stress, 'many') jurisdictions, what you have described IS a contract.


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