Resources For You: ATA’s New Model Contract for Translators
I’d like to say I’m fascinated by every aspect of my work as a freelance translator, but it wouldn’t be an honest statement. The translation part of the job is easy to love, but the administration and paperwork? Not so much. Still, we all know we need the paperwork to help us keep track of clients and jobs, bill appropriately, make sure we get paid, protect ourselves against complaints, and more. Having proper documentation can even help freelancers fight being misclassified as employees. That’s why we sign contracts with our clients. Do we love the contracts? Maybe, maybe not. Do we need them? Absolutely.
That’s why ATA provides a Model Job Contract as a member resource. Translators who don’t have their own contract, or those who want to amend their current agreements, can use the ATA version and adapt it to their own situations. That’s the idea at least, but for a while, ATA’s contract wasn’t quite up to the task. Here’s the story behind the old contract and how it’s been changed to serve you better.
In 2021, then-ATA President Ted Wozniak realized ATA’s Model Contract contained no privacy clauses to show how a translator would comply with the General Data Protection Regulation (GDPR). He asked the Business Practices Education Committee to add that language to the contract so translators could use it with European clients. Since one of our jobs is to develop documentation to help ATA members run their businesses, the request was reasonable. Unfortunately, Ted ran into one problem: we flat-out refused to do it. The committee members are ATA volunteers, and none of us was a lawyer. Just adding boilerplate text from the Web was a possibility, but that path seemed both sloppy and dangerous. None of us wanted to open ourselves to liability by pretending to be legal experts.
Our next President, Madalena Sánchez Zampaulo, kept working with us to find a solution everyone could be happy with. We eventually agreed that the Committee would study the contract and write a report detailing what we thought the document should say. ATA would then hire a small business attorney to update the contract. This plan seemed better to those of us on the committee: we, the experts on the industry, would advise on the content while a legal expert would take care of the legal intricacies.
On reflection, that last sentence may not be entirely accurate. The plan seemed better to me, the committee chair who was trying to get this project done while ignoring how little I wanted to mess with a contract. I can’t speak for the other committee members, but I wouldn’t have blamed them for wishing I would just give up on the idea.
While we were still negotiating the project parameters, the committee started looking at the contract in detail. Our first and most shocking discovery: the contract had been left untouched since 1991. “In need of updates” is a polite way to describe the old version. As we read through it, we realized the text needed much more than some GDPR boilerplate. We were looking at months of research, discussion, and decision-making to bring this model contract into line with current industry practices.
So we decided to look for help. We contacted several ATA members who are also trained and/or practicing lawyers, and we asked them what sorts of provisions should be in the contract. They responded generously with suggestions based on their own expertise, and colleague Andy Benzo even annotated a copy of the contract and attended one of our meetings to give us in-person feedback.
After a series of meetings to pore over the text and many friendly arguments about what types of changes it needed, we finally sent the ATA Board of Directors a report detailing our recommendations. Here’s a summary of what we found in the old contract and what we asked for in the new one.
To sum up the major shortcomings of the older contract:
- No international provisions: The old Model Contract was written specifically for transactions occurring within the United States. Many ATA members, however, are either US-based translators with foreign clients or foreign-based translators with US clients. If they needed a contract to use for international transactions, they were out of luck. The contract failed to mention details like time zones and currencies used for payment, and the jurisdiction for settling disputes was a US state by default.
- Failure to account for payment methods: The old contract had space to spell out rates but did not specify how they were to be paid. With so many options available now, we felt the method of payment needed to be clear.
- Inadequate privacy language: The old contract contained a fairly generic clause stating that the translator would keep confidential information private. Today, many of us need to comply with specific privacy or confidentiality regulations, including GDPR, HIPAA/HITECH, FERPA, and more. The old contract did not address any of these options.
- Dated examples: The contract stated the translator could charge extra for unusual fees like (yes, this a direct quote) “overnight document delivery service requested by Client, long distance telephone and telefax expenses to clarify document ambiguity, etc.” I suspect many of us haven’t charged for a long distance phone call or fax services in a while, if ever. This language needed to make room for the types of additional expenses we have now.
- Unclear payment provisions: Money was discussed in three separate sections of the contract, labeled “Fee for services,” “Additional fees,” and “Additional costs.” Why not just talk about all the money in one section? We didn’t see a clear reason for the separation.
- Unclear terms for corrections: We’ve all had it happen – after we deliver the final translation, the client says, “You know, I’d like you to change just a few things.” How do you decide which changes are reasonable and which aren’t? How many changes are too many? The old contract said changes should be requested within 30 days after delivery, but it wasn’t clear on the details.
Our discussions dealt with other matters as well, but this list gives a pretty good idea of what we found. It was clear to us that the contract could no longer be used by many ATA members. We all need, and you deserve, a model contract that better fits our present-day concerns and working conditions.
Of course, we suggested fixes for every single one of the problems we found. We also asked for a few additions that didn’t have a counterpart in the earlier version. Here are some of the major fixes that made it into the updated contract:
- A name change: The contract is now titled “Model Job Contract for Independent Language Contractors.” Why would we make such a change? Because so much of what we do now extends beyond the title “translator.” As a group, we edit, post-edit, transcreate, build glossaries, manage terminology, localize, subtitle, and take on too many other roles to list here, so new language to reflect our new reality seemed appropriate.
- International transactions: There is now room to specify the time zone used to set project deadlines and the country of jurisdiction in the event of a dispute. It’s a small change, but it helps to make the exact terms of the transaction clear for all parties. The default currency is still US dollars, but that can be changed if you and the client agree to use another currency.
- Consolidated money section: The three separate sections dealing with financial issues have been consolidated into one section with subheadings, and the examples used there are changed to reflect our current working reality. Instead of phone calls and faxes, we may now choose to charge extra for shipping hard copies, notarizing documents, purchasing digital passcodes, or paying for subscriptions to databases we need to access in order to complete the project. Of course, any other expenses you may incur can be added as well.
- Payment methods: You’ll find a list of payment options, including: check, credit card, ACH transfer, PayPal, Zelle, Venmo, and Wise. Simply select the one you and the client agree on, or add another payment method to the list.
- Clearer terms for corrections: The contract now distinguishes between objective and subjective changes. It states that the contractor will correct any objective errors free of charge, but requests for subjective changes will require payment.
- Copyright and intellectual property: The new version states clearly that, although the translation is the client’s property, the translator will retain rights to any termbases, glossaries, translation memories (TMs), or other files created while the translation is produced. This provision should help to avoid any disputes over ownership or delivery of TMs, glossaries, or other resources in addition to the translated file.
- Privacy and confidentiality: The new contract includes an attached Confidentiality Agreement for you, the contractor, to sign. It spells out the scope of your obligation to keep the client’s information confidential, and it includes a checklist of privacy regulations you may need to honor. Check off the one you’ll be using, or add a regulation in the blank space provided.
In addition, the new contract defines some of its terms, has been stripped of many references to US-only practices, and includes other changes, all of which were drafted by a small business attorney.
How to Get a Copy
This new version of the contract is available to all ATA members for reference and for use. Just go to the Contracts page on the ATA website. You’ll be prompted to log in because this document is a member benefit, available specially for you and other ATA members. Once you’ve logged in, you’ll find a link to download a copy for yourself.
We worked hard to give you a document you can use with confidence, and we hope you find it helpful.
About the Author
Danielle Maxson has been translating since 2009 and specializes in medical translation with a focus on patient records. She is an ATA-certified Portuguese to English and Spanish to English translator and the chair of ATA’s Business Practices Education Committee. Before focusing on translation, she worked as a Spanish teacher and a medical interpreter. For more information, visit https://dmaxsontranslates.com.
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