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Terms & Conditions
 
In submitting a text for translation or submitting any other Work to be carried out by the Provider, the Client enters into a binding agreement with the Provider covered by the following terms and conditions:
 
1. Definitions/General
 
1.1 “The Provider” means David García Ruiz operating under the name of Trust Your Brand.
1.2 “Work” means any translation or any other work undertaken by or any other services supplied by the Provider.
1.3 “Client” means any person, organisation or corporate entity to which the Provider shall supply Work.
1.4 “Contract” means the contract between the Client and the Provider, and consists of the purchase order or equivalent written confirmation of quotation acceptance from the Client, and these Terms and Conditions.
1.5 In the event of any conflict between any part of the contract between the Provider and the Client, the documents constituting the agreement between the parties shall have priority in the following order:

1. Signed service level agreement (if any) entered into between the parties.

2. These Terms and Conditions.

 
2. Quotations 
 
2.1 Verbal quotations are given for guidance only. They are not binding upon the Provider and are subject to written confirmation on receipt of the text for translation or other Work. Written quotations remain valid for 30 days after dispatch unless otherwise stated.
2.2 The Provider reserves the right to make an additional charge to the quoted amount if, after commencement of translation, changes to the source text are advised by the Client.
2.3 The Contract shall come into force on receipt of the Client’s purchase order, confirmation of a quotation, or any other such confirmation for the Provider to proceed with the Work and on the commencement of the Work to be provided by the Provider.
2.4 The Contract will be subject to these Terms and Conditions. All terms and conditions appearing or referred to in the order or otherwise stipulated by the Client shall have no effect.
2.5 These Terms and Conditions apply to all Work provided to the Client.
 
3. Price and Payment
 
3.1 Unless otherwise stated, prices are in euros (EUR) and are exclusive of value-added tax and any other tax or duty. The Provider shall invoice the Client for all appropriate taxes and expenses for which the Provider is liable to collect. The Client shall be liable to pay any penalties or interest on such taxes that are payable due to delay in payment.
3.2 Quotations in a currency other than EUR are based on the rate of exchange on the day of invoicing.
3.3 New Clients and Clients who do not form part of a Limited Company, LLP, or Registered Charity in Spain, or equivalent overseas, are required to pay a deposit of at least 75% of the total quote value before commencement of the work.
3.4 Unless otherwise agreed by the Provider in writing, invoices shall be rendered at the Provider’s discretion upon completion of the work.
3.5 Invoices are payable by the due date as set out on the invoice.
3.6 Without prejudice to the Provider’s other rights, in the event that the Client is in breach of any of the payment terms contained in this Agreement, the Provider reserves the right to levy a service charge of 8% per year on all balances outstanding beyond the due date.
3.7 Where the work is being provided in stages and/or over a period of more than 30 days, the Provider reserves the right to invoice the Client upon completion of each stage of the work or at monthly intervals.
3.8 Non-payment will result in debt recovery action being taken against the Client for the outstanding amount. The Client will repay the outstanding amount to the Provider within 14 days of receiving the invoice. The Client will pay a late payment fee of €50.
3.9 Failure to pay any invoice in accordance with the foregoing terms shall entitle the Provider to suspend further work both on the same order and on any other order from the Client without prejudice to any other right the Provider may have.
 
4. Completion of Work 
 
4.1 Whilst the Provider will always endeavour to meet deadlines, dates for delivery of the finalised Works, or the dates for carrying out the Work, those are approximate only and the Provider is not liable for the consequences of any delay for any reason whatsoever.
4.2 Work will normally be dispatched to the Client by electronic mail as an electronic file (Word, pdf, etc.) or accessed through another electronic/digital means. If the Client requires Work to be supplied in hard copy by post, the Provider cannot be held responsible for delays in supply or any failure in the fulfilment of supply caused by the postal system.
 
5. Cancellation and suspension 
 
5.1 If the Client cancels Work already commissioned, charges will be payable for all completed Work up to the cancellation date.
5.2 If the Client suspends or postpones Work already commissioned, charges will be payable for all Work completed up to the date of suspension or postponement.
5.3 In case of Force Majeure (e.g., strike, industrial dispute, natural disaster, war), the Provider shall notify the Client, and both parties have the right to withdraw from the commission. However, the Client must pay for Work already completed.
 
6. Delivery 
 
6.1 The Provider will not be liable for delays due to circumstances beyond its control.
6.2 Delivery is deemed to have taken place on posting, faxing, or electronic delivery to a carrier, and the risk shall pass to the Client.
6.3 However, the Provider will retain a copy of the files and, should there be any loss or damage, will forward a further copy free of charge.
 
7. Responsibility and Liability 
 
7.1    The Provider shall be relieved of all liability for obligations incurred to the Client wherever and to the extent of which the fulfilment of such obligation is beyond its control.
7.2    A complaint by the Client in respect of any Work shall be notified to the Provider in writing within 10 (ten) days of the receipt of the Work by the Client. Following completion of a project, the Provider agrees to rectify at no charge to the client any inaccuracies, errors or omissions which are at the fault of the Provider. Our liability will be no more than to rectify any such alleged inaccuracies, errors or omissions that we feel to be justified, to our satisfaction. The Client shall always give the Provider the opportunity to make right any alleged issues within the translation. At no time will such allegations delay payment.
7.3    The Provider shall not be liable to the Client or any third party in any circumstances whatsoever for any consequential loss or damage of any kind (including loss of profit, business, damage to reputation or goodwill, and or any other indirect or consequential loss or damage whatsoever) resulting from the use of Work which exceeds the contract price for the Work supplied, and the Client shall indemnify the Provider against all claims and demands upon the Provider for any such consequential loss or damage.
7.4    No terms, conditions or warranties, whether express or implied, about the quality or fitness for purpose of the Work shall be incorporated unless expressly set out in this Contract.
7.5    Whilst the Provider undertakes to use its best endeavours to produce an accurate and idiomatic translation of the Client’s original text, the Client must accept that a translation reads differently from original writing and no liability is accepted by the Provider for any alleged lack of advertising or sales impact or any other issue.
7.6    The Provider does not warrant that the Work will be uninterrupted or error free. Furthermore, the Provider does not warrant or make any representation regarding the use of the Work provided in terms of accuracy, correctness, reliability or otherwise, etc.
 
8. Clients Property 
 
8.1    All documents or any other property supplied to the Provider will be held or dealt with by the Provider at the Client’s risk and the Provider will not be responsible for the consequential loss or damage thereto.
8.2    The Provider reserves the right to destroy or otherwise dispose of any document or other property of the Client which has been in our custody for more than 12 (twelve) months following completion of the Work to which it relates.
 
9. Confidentiality
 
9.1    Subject to clause 9.3, and (on our part) save as necessary in order for me to provide the Work neither party may use any of the other party’s Confidential Information (any information (in any form) which is confidential either to the Provider or the Client and which either the Provider or Client discloses in connection with our Work).
9.2    Subject to clause 9.3, neither party may disclose to any other person any of the other party’s Confidential Information.
9.3    Either party may disclose the Confidential Information of the other:
9.3.1    When required to do so by law or any other regulatory authority, provided that the party required to disclose the Confidential Information, where practical and legitimate to do so:
a)    Promptly notifies the owner of any such requirement; and
b)    Co-operates with the owner regarding the manner, scope or timing of such disclosure or any action that the owner may take to challenge the validity of such requirement.
9.3.2    To its (or any of its associated Provider’s) personnel, sub-contractor’s personnel or any person whose duties reasonably require such disclosure, on condition that the party making such disclosure ensures that such person to whom such disclosure is made:
a)    Is informed of the obligations of confidentiality under these Terms and Conditions; and
b)    Complies with those obligations as if they were bound by them.
9.4    The obligation of confidentiality contained within this clause 9 shall survive termination of the Contract howsoever caused.
9.5    Each party agrees that its obligations under this clause 9 are necessary and reasonable in order to protect the party making the disclosure and each party agrees that the remedy of damages would be inadequate to compensate the party making the disclosure for any breach by the party receiving the disclosure of its obligations set out under this clause 9.
 
10. Illegal Matters 
 
10.1    The Provider shall not be required to translate any matter which in its opinion is or may be of an illegal or libellous nature. Where copyright exists in texts to be translated by the Provider, the Client warrants that it has obtained all consents necessary for such translation to be made.
10.2    The Provider shall be indemnified by the Client in respect of any claims, proceedings, costs and expenses arising out of any libellous matter printed or published for the Client, or any infringement of copyright, Intellectual Property Right, patent, design or third party right. This list is not exhaustive.
 
11. Intellectual Property and Copyright
 
11.1    The Copyright of the translation is the property of the Provider and will be passed on to the Client only after full payment has been made for the Work.
11.2    Once payment has been made for the Work all Intellectual Property Rights (including but not limited to copyright) in the Original Works and the Work shall vest in the Client (or your licensors) but, for the avoidance of doubt, you hereby grant to the Provider (and our sub-contractors) a licence to store and use the Original Works for the duration of the Contract and for the purposes of providing Work to the Client.
 
12. Data Protection
 
12.1    Each party shall ensure that in the performance of its obligations under these Terms and Conditions it will at all times comply with the relevant provisions of the Data Protection Act 1998.
12.2    The Provider acknowledges that if we are required to process any data in the course of providing the Work we shall do so only on Client instructions.
 
13. Miscellaneous
 
13.1    If any provision of these Terms and Conditions is or becomes invalid or unenforceable it will be severed from the rest of the Terms and Conditions so that it is ineffective to the extent that it is invalid and unenforceable and no other provisions of the Terms and Conditions shall be rendered invalid, unenforceable or be otherwise affected.
13.2    A person who is not party to this Contract shall have no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Contract.
13.3    Nothing in these Terms and Conditions or the Contract is intended to or shall operate to create a partnership or joint venture between the parties, or authorise either party to act as agent for the other, and neither party shall have the authority to act in the name or on behalf of or otherwise to bind the other in any way (including, but not limited to, the assumption of any obligation or liability and the exercise of any right or power).
 
14. Jurisdiction 
 
14.1    11.1 These Terms and Conditions shall be interpreted in accordance with Spanish law, and both the Provider and the Client submit to the exclusive jurisdiction of the courts of Spain.
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