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Industry Ethics: Questions for Service Providers
Introduction • Questions for Service Providers • Questions for Clients • Model Contract
Can I use Translation Memory (TM) from one client’s project on another client’s project (in the absence of a contractual spelling out of this)?
In most cases use of TM from one client on another client’s projects is unwise and unnecessary, and may violate intellectual property laws in many jurisdictions. In most cases reuse of materials localized for one client in another client’s projects is, essentially, plagiarism. Discovery of such reuse by the client could open the localizer to legal action. In addition the degree of adaptation required to reuse client-specific material for another client would probably render such reuse more expensive than localization from scratch.
Can I use terminology from one company in developing terminology for another company?
Some companies want you to use their terminology, while others don’t. In some cases there may be no way to avoid it—if you have already developed terminology for one company you can’t simply forget that work and start from scratch. The answer depends partly on the nature of the terminology. For example, use of Microsoft terminology for Windows™ or Apple terminology for Mac OS™ applications is essential for quality localization. In general, companies should use the most “neutral” terminology possible, and avoid using trademarked terms unless discussing the particular trademarked item. Where one company has emerged as a de facto standard in a field, it is wise to use terminology that corresponds to that company’s usage (if possible), unless the client makes use of different terminology.
The key is to be open about methods and decisions and to check them with the client. In you would like to use existing terminology, the client should be informed of this and should be given the chance to review and approve key terminology. Most clients will want their products to be distinguished from other products, so a bit of creativity will be required.
Who should pay for extra work necessitated by errors on the client’s part? on the supplier’s part?
This should be spelled out in a contract, but often is not. In general, significant additional work not part of the original budget/estimate should be billed to the client if it results from client errors, while extra work caused by vendor errors should in no case be billed to the client. What is deemed “significant” will depend in large measure on the scope of the project and the history of the client-vendor relationship.
Clients should always be informed of errors that impact their projects, and if the vendor is aware of ways to avoid such problems in the future, the vendor must inform the client of how to avoid them. Failure to notify clients of ways they can save money will harm business relationships and will only cost suppliers in the long run.
What do I need to disclose about my methods of work (e.g., if I outsource some parts of the work)?
It is wise to be as honest as possible as regards implemented tools, resources and general processes. Most clients appreciate openness and will better trust vendors that are open about their methods. It also saves the vendor from
stumbling over client queries and complaints. The vendor also needs to make sure that any partners you work with meet your client’s requirements. Some clients will not care about your methods, while other might care a great deal, so it is wise to find out whether your internal methods matter to your client. In some instances failure to disclose methods could open service providers to legal action should their methods violate contractual obligations (such as non-disclosure agreements (NDAs).
In no cases should you claim to have certified translators working on projects unless all translators involved with a the project are certified.
Can I take a contract if I am not 100% sure of having the capacity to meet it in a timely manner?
Theoretically no, but most vendors will risk a reasonable degree of uncertainty to take on jobs that stretch their capacity, and still manage to deliver on time. If vendors consistently miss deadlines or deliver poor quality results on a tight schedule they will lose clients. The process is one of natural selection. If there is a high probability that a project may go over time, the client must be informed of this in advance and the decision about how to proceed should be made by the client. Keep clients informed of any problems that may impact their projects.
Can I take a contract if I believe the client wants a long-term relationship that I might not be able to sustain?
Theoretically, no, practically, yes. It depends on the degree to which you are certain the client does, in fact, want a long-term relationship. Many clients will indicate that they are looking for long-term relationships, when they are not in fact planning to do so. If you know a client is selecting a partner for small projects based on the assumption of using the same partner for larger projects you will not be able to handle, you must disclose this to the client.
If I am competing for a contract with one company and I already have a contract with its competitor, do I need to disclose this?
No. Most clients require their vendors to sign non-disclosure agreements (NDAs), and it may violate an NDA to disclose to competitors the fact that you work for a company. It also should not affect the quality of work (except perhaps to speed it up or improve the quality). Suppliers in almost every industry supply products or services to competing companies.
If a project turns out to run significantly under a budget determined in good faith, do I have to return to the client any of the difference?
This depends on how charges are determined. In the case of hourly work based on an estimate, funds must be returned. Every project is different, and margins will vary according to various factors such as size, terminology, updates and so on. As long as the scope and tasks agreed with the client have been fulfilled (i.e. promised corners haven’t been cut) and all parties are satisfied, there is no requirement to return any funds to the client.
In most cases, however, returning funds helps cement a relationship and returning unexpected savings to clients is good business practice. Returning part or all of the difference will help establish your reputation as a fair company.
Is it OK to take contracts at a loss or below typical market rate to build up clientele?
No. This is a real problem in many industries. Remember that clients looking for the best price above all else are not generally loyal creatures. Even if clientele is built up by charging a cut rate, this clientele will generally evaporate when the vendor is forced to charge market rates. In some cases “anti-dumping laws” may also apply, and expose you to legal action from competitors. Cut-rate pricing is not good for the industry because it generates unreal expectations and sub-par results.
If I know that claims made in something I’m localizing aren’t true, what should I do?
Bring this discretely to the client’s attention and ask for instructions. The client will generally tell the supplier to localize the material. If the contract has been accepted, the supplier is generally obliged to localize the material unless it violates a law or is malicious. The supplier can then choose whether or not to work for this client in the future.
If I know that, due to poor writing and/or internationalization on the client’s part, something I’m localizing will be unacceptable or questionable in the target locale, but the agreed-upon budget/timeline doesn’t allow me to fix the problems, how should I handle this?
This is a problem with which suppliers are increasingly confronted. All a supplier can do is provide the client with a brief assessment of the situation and perhaps a cost estimate to remedy it. All such notifications should be in writing so that they are clearly documented and you are protected against future claims. If the client declines to take steps to fix errors, it may be wise to ask them to sign a disclaimer and never use them as a reference.
How responsible am I for fixing my client’s errors?
The client should be informed of the errors and the errors should be rectified in the localized version, if possible and applicable. If the extent of the errors is not significant, it would make good business sense to inform the client and fix them; otherwise it is up to the client to decide whether solving the problem is in the budget.
If it looks like a project is likely to run over schedule due to my own internal problems, what are my responsibilities, professionally and financially, for the results to the client?
Responsibility be spelled out contractually, but penalties for non-completion may not be in all cases. The client should be informed of the situation as early in the project as possible (or as soon as the supplier becomes aware of the situation). There are two cases that may apply:
- The client can give you the extra time needed to complete the project
- The client will retract the portion of the project the supplier cannot complete and have it done elsewhere.
The client may also require payment of damages, so situations such as these should be avoided if at all possible, and it is best to have internal emergency backup for such cases. You should also carry adequate professional liability insurance for your business.
What do I do if portions of a contract are outsourced and come back below my quality standards and I don’t have time to fix them?
Quality issues must be fixed by the supplier before delivery. It is in the best interest of the supplier to do so. If you do not have time to fix the project, the best solution is to ask the client for an extension. If the client is unwilling to provide an extension, long and sleepless nights may be the only real solution. If you are unable to deliver on time, it is your responsibility to remunerate the client and rectify the situation as quickly as possible.
What do I do if I have to work with poor-quality material from another vendor that a client uses and this will affect the quality of my results?
The client must be made aware of the situation. This is usually best done with a brief assessment with examples and a cost estimate to remedy the situation, as well as an explanation detailing why the suggested steps are necessary for long-term quality. If the client does not want the material to be fixed, a quality disclaimer would be wise for the future.
What can I say about the another vendor’s poor-quality work that affects my work?
Whatever may be said, criticism must be well-founded and documentable, and it must focus on objective measures. E.g., saying that work is “sloppy and sub-standard” is not as effective as pointing to examples of quality lapses or mistranslations. When criticizing the work of others, it is vital to avoid the impression that you are trying to obtain the other vendor’s work for yourself. However, if quality truly is bad, this must be said diplomatically. A few examples the client will understand are a good start.
Criticism is best received in the context of a trusting relationship between client and vendor. Criticism should be reserved for situations when it is justified, and should be judiciously given.
Do I need to pass on all productivity gains achieved through technology and automation?
Many clients expect productivity to be passed on completely and often expect more than is actually feasible due to poor education and aggressive technology sales pitches. The only way for many localizers to make a profit is to keep a portion of the gains to themselves, so not all gains need to be passed on. Most gains will have been achieved through vendors’ own means and not out-of-the-box applications. Some productivity must be passed on to the client, as many are well-versed in the tools of the trade and don’t appreciate having the wool pulled over their eyes.
Who owns TM data and terminology?
General business practice in the GILT industry assigns ownership of TM data to the client. Client glossaries, i.e. glossaries either provided by, or contracted by the client, are client property. Terminology of TM databases developed during a project that are not paid for can be considered non-proprietary, if researched at the supplier’s own cost and not client- or product-specific. However, to prevent any confusion, ownership should be contractually specified.
Suppliers are recommended to state their policies on linguistic asset ownership up front. Suppliers should also include the costs of maintaining linguistics assets in contracts, and make it clear to their customers that maintenance is an important part of any project, and not something that can be left out of jobs.
If I discover that I can save significantly within a large project by applying TM or other technology after I’ve started work, do I need to pass these savings back to the client?
There is no obligation for the supplier to pass any savings back to the client, as the supplier has likely created its own solution somehow for the job. However, it would make good business sense to pass some of this on to the client the next time—if the supplier doesn’t, the next one will.
What do I do if the client doesn’t want to pay for service that I consider essential (like thorough QA) and that reflects on my performance as a service provider? I can’t simply ignore these steps, but neither should I give the client what he or she is not paying for.
It is generally best to provide clients with a rate that includes QA, and which does not allow for QA to be separated from localization tasks. Ethically speaking, QA should not be left out of the process, and if a client refuses to pay for proper QA, it is the supplier’s decision as to whether this will allow it to live up to its reputation. The supplier could cut the margin on the project in question and try to add the cost somewhere the next time, but as a long-term strategy this can create real problems for the supplier.
A client that is ISO certified should be made aware of the fact that QA is a requirement and should be done, in addition to the fact that it saves money in the long term. This also applies to suppliers who are ISO certified.
What do I need to do if I make mistakes that I discover after a project is completed and released (i.e., I can’t change them now, but they do exist and the client bears the consequences)?
The client should always be informed and supplied with an updated version of the project so that they are not using outdated materials going forward. You should also carry sufficient liability insurance to protect yourself if you face legal action as a result of problems you cause.
What sorts of criticisms from clients do I need to respond to and how?
All criticism from clients requires a response. It is naturally always best to stay as objective as possible when dealing with complaints. If they are justified, it is always best to try and find a compromise. If not, it is best to explain why, regardless how time-consuming this can be. Only if legal action is threatened or unavoidable should the supplier dig his/her heels in (providing the criticism is unjustified). The client is always right, so if it is simply a matter of style, then just take a deep breath and change it. The client will be happy and return.
Contracts should specify a process for conflict resolution so that, in the event of a serious disagreement, there is a mutually-acceptable method for assigning responsibility and determining the course of resolution. When faced with non-specific criticism of your work (e.g., “our customer said your translation is very poor”), you should also request specific instances of problems so you can determine the validity of complaints and respond appropriately.
May I use the names of clients in promotion of my business?
Absent any legal reason not to (such as an NDA), you may include a list of current and former clients in your promotional material, but realize that doing so is an invitation for potential clients to contact these companies in evaluating your services, so you should not include companies likely to have anything negative to say about your services or business (for whatever reason). It is a good idea, to ask your clients if you can mention them in your materials in case there is any reason they may not want to be included. List only clients for whom you have worked directly, not those who originate jobs you may have worked on under contract to a third party. Do not list companies as clients for whom you have not carried out full-scale projects.
In any event you should never mention a client in any way that might be construed as an endorsement of your services without express permission to do so (even if you know the customer is happy with your service). Many clients are forbidden from endorsing products or services, and using their names in promotional materials could have legal and/or business consequences. If you are in doubt about using a company’s name in your materials, discuss the matter with your contact(s) in the company. It would generally be fine to include a statement such as “Clients include…” (a factual statement), but not “Satisfied clients include…” (a value judgment) unless your clients have agreed to be listed and know how their names are to be used.
