CCW Translation Terms of Business

In this document: No part of any numbered clause shall be read separately from any other part. Section headings are provided for convenience of reading only and shall be ignored for the purposes of ascertaining meaning.


1. Translator shall mean the party providing a translation in the normal course of business.

Translation task shall mean the preparation of a translation or any other translation-related task such as revising, editing, etc., which calls upon the translation skills of a Translator.

Client shall mean the party commissioning a translation in the normal course of business.

The parties may be natural or legal persons, for example: private individuals, associations, partnerships, economic interest groupings or corporate entities.

Source material shall be understood to mean any text or medium containing a communication which has to be translated, and may comprise text, sound or images.

Copyright in Source Material, and Translation Rights

2. The Translator accepts an order from the Client on the understanding that performance of the translation task will not infringe any third party rights.

The Client undertakes to hold the Translator harmless from any claim for infringement of copyright and/or other intellectual property rights in all cases.

The Client likewise undertakes to hold the Translator harmless from any legal action including defamation which may arise as a result of the content of the original source material or its translation.

Fees: Binding Quotations and Non-binding Estimates

3. In the absence of any specific agreement, the fee to be charged shall be determined by the Translator on the basis of the Client’s description of the source material, the purpose of the translation and any instructions given by the Client.

No fixed quotation shall be given by the Translator until they have seen or heard all the source material and received complete instructions from the Client.

Any fee quoted, estimated or agreed by the Translator on the basis of the Client’s description of the task may be subject to amendment if it emerges that the description was not accurate, not all the relevant information was provided and/or if there are any changes to the requirements.

Any fee agreed for a translation which is found to present latent special difficulties of which neither party could be reasonably aware at the time of offer and acceptance shall be renegotiated, always provided that the circumstances are made known to the other party as soon as reasonably practical after they become apparent.

An estimate shall not be considered contractually binding, but given for guidance or information only.

4. Subject to the second paragraph of clause 3 above, a binding quotation once given after the Translator has seen or heard all the source material shall remain valid for a period of thirty days from the date on which it was given, after which time it may be subject to revision.

5. Costs of delivery of the translation shall normally be borne by the Translator. Where delivery requested by the Client involves expenditure greater than the cost normally incurred for delivery, the additional cost shall be chargeable to the Client. If the additional cost is incurred as a result of action or inaction by the Translator, it shall not be borne by the Client, unless otherwise agreed.

6. Other supplementary charges may apply, for example those arising from any of the following:

  • inconsistent text, complicated layout or other forms of layout or presentation requiring additional time or resources

  • poorly legible copy or poorly audible sound media

  • certification

  • highly specialised terminological research

  • priority work or work outside normal office hours in order to meet the Client’s deadline or other requirements

The nature of such charges shall be agreed in advance.

7. If any changes are made in the text or in the Client’s requirements at any time while the task is in progress, the Translator’s fee, any applicable supplementary charges and the terms of delivery shall be adjusted in respect of the additional work.


8. Any delivery date or dates agreed between the Translator and the Client shall become binding only after the Translator has seen or heard all of the source material to be translated and has received complete instructions from the Client.

Unless otherwise agreed, the Translator shall dispatch the translation in such a way that the Client can reasonably expect to receive it not later than the normal close of business at the Client’s premises on the date of delivery.


9. Settlement of any invoice, part-invoice or other payment shall be effected such that the Translator receives it not later than the due date agreed between the parties.

10. The Translator may charge a late fee for any overdue payments, as agreed in advance of the commission.

Where delivery is in instalments and notice has been given that an interim payment is overdue, the Translator shall have the right to stop work on the task in hand until the outstanding payment is made or other terms agreed.

This action shall be without prejudice to any sums due and without any liability whatsoever to the Client or any third party.

Copyright in Translations

11. In the absence of a specific written agreement to the contrary, copyright in the translation remains the property of the Translator.

The Translator may use and sell or resell any non-confidential translation or any part or record thereof not covered by copyright, the Official Secrets Act, legal professional privilege or public interest immunity.

Where copyright is assigned or licensed (formally in writing as required by § 90 of the Copyright, Designs and Patents Act 1988, to take valid effect in law, or informally without writing but taking valid effect in equity outside the 1988 Act) this shall be effective only on payment of the agreed fee in full.

Copyright in any completed or residual part of a translation shall remain the property of the Translator, and the conditions applicable to assignment of copyright and the grant of a licence to publish shall be as specified above in relation to a completed translation.

12. Where the Translator retains the copyright, unless otherwise agreed in writing, any published text of the translation shall carry the following statement: "© English text (Translator’s name) (Year date)".

13. Where the Translator assigns the copyright and the translation is subsequently printed for distribution, the Client shall acknowledge the Translator’s work by the following statement: "English translation by (Translator’s name)".

14. Where a translation is to be incorporated into a translation memory system or any other corpus the Translator shall license use of the translation for this purpose for an agreed fee.

Such incorporation and use shall only take place after the licence for the purpose has been granted by the Translator in writing and the agreed fee has been paid in full.

It shall be the duty of the Client to notify the Translator that such use will be made of the translation.

15. All translations are subject to the Translator’s right of integrity.

If a translation is in any way amended or altered without the written permission of the Translator, they shall not be in any way liable for amendments made or their consequences.

If the Translator retains the copyright in a translation, or if a translation is to be used for legal purposes, no amendment or alteration may be made to a translation without the Translator’s written permission.

The right of integrity may be specifically waived in advance by the Translator in writing.

Confidentiality and Safe-keeping of the Client’s Documents

16. The Translator shall at all times exercise due discretion in respect of disclosure to any Third Party of any information contained in the Client’s original documents or translations thereof.

A third party may be consulted over specific translation terminology queries, provided that there is no disclosure of confidential material.

17. The Translator shall be responsible for the safe-keeping of the Client’s documents and copies of the translations.

18. If requested to do so by the Client, the Translator shall insure documents in transit from the Translator, at the Client’s expense.

Cancellation and Frustration

19. If a translation task is commissioned and subsequently cancelled, reduced in scope or frustrated by an act or omission on the part of the Client or any third party the Client shall, except in the circumstances described in clause 21, pay the Translator the full contract sum unless otherwise agreed in advance.

The work completed shall be made available to the Client.

20. If a Client goes into liquidation (other than voluntary liquidation for the purposes of reconstruction) or has a Receiver appointed or becomes insolvent, bankrupt or enters into any arrangement with creditors the Translator shall have the right to terminate a contract.

21. Neither the Translator nor the Client shall be liable to the other or any third party for consequences which are the result of circumstances wholly beyond the control of either party.

The Translator shall notify the Client as soon as is reasonably practical of any circumstances likely to prejudice the Translator’s ability to comply with the terms of the Client’s order, and assist the Client as far as reasonably practical to identify an alternative solution.

Complaints and Disputes

22. If in the Client’s substantiated opinion the Translator has delivered substandard services in relation to the project specifications and terms, the Client must inform the Translator in writing within 30 days of invoicing and allow the Translator reasonable time to bring the work up to the required standard; if this procedure is unsuccessful and the Client incurs extra expense in bringing the work up to the required standard the Client may, with the Translator’s consent, reduce the fee payable for the work by a sum equal to the reasonable cost necessary to remedy the deficiencies.

This entitlement shall not apply unless the Translator has been notified in writing of all alleged defects.

23. If a dispute cannot be resolved amicably between the parties, or if either party refuses to accept arbitration, the parties shall be subject to the jurisdiction of the Courts of England and Wales.

In any event these terms shall be construed in accordance with English law.

Responsibility and Liability

24. The translation task shall be carried out by the Translator using reasonable skill and care.

Time and expense permitting, the Translator shall use their best endeavours to do the work to the best of their ability, knowledge and belief, and consulting such authorities as are reasonably available to them at the time.

A translation shall be fit for its stated purpose and target readership, and the level of quality specified. Unless specified otherwise, translations shall be deemed to be required to be of "for information" quality.

The liability of the Translator on any grounds whatsoever shall be limited to the invoiced value of the work.

Applicability and Integrity

25. These terms shall be subject to any detailed requirements or variants expressly specified in the order relating to a particular translation task.

No waiver of any breach of any condition in this document shall be considered as a waiver of any subsequent breach of the same or any other provision.