Process Differences When Subcontracting to LSPs Instead of Freelancers
By: Natali Yordanova (Client Services Advisor) - Sandberg
13 September 2018
The General Data Protection Regulation (commonly referred to as GDPR) has been a hot topic in the translation industry and beyond in the last three months. The preparation for this game-changing event probably made many of you (data owners, controllers or processors) question and even restructure the data transfer and retention processes within your companies. It certainly changed our (STP’s) perception of “safe data transfer” and “acceptable retention periods”. We therefore spent most of the spring of 2018 re-drafting our policies and updating our internal processes. We were very proud to have already produced several documents detailing our new GDPR-compliant practices by the time we received updated NDAs, privacy and GDPR policies from our clients.
Our team learned many useful lessons while embracing the GDPR challenge, which we now actually consider a great opportunity. It helped us realise how STP has developed and matured from a partnership operating relatively simply into a fully fledged company with written policies and well-established practices followed by all STP employees.
This brings us to the subject of this article: how should your process differ when subcontracting to LSPs instead of individuals?
As you probably know, the translation industry is not yet as regulated as other industries (e.g. the healthcare, finance, and IT sectors etc.), mainly due to its developing status and the relatively friendly working relationships between most of its members. However, this status quo will of course be subject to change due to the adoption of various standards (e.g. ISO 17100, ISO 18587, etc.) and legal instruments (e.g. GDPR, PECR, etc.), and the ever-increasing number of industry players. We therefore believe that it is time to start a discussion on the collaboration in the supply chain, and how subcontracting language services to single or regional language vendors differs from subcontracting them to freelance translators. This topic will probably be of interest not only to the LSP owners or leaders in the GALA audience, but also “outsiders” participating in GALA webinars or reading GALA publications who are on the lookout for good tips for sourcing translation projects more efficiently while also keeping the risk to their businesses at a minimum. As part of the translation industry supply chain, we at STP receive work from 400 other LSPs. Though we translate a lot of it in-house, we also outsource some to freelance translators and, occasionally, to SLVs. Below we share three practical examples and the top three lessons we learned from our experience of working in this manner.
Lesson no 1 – Always read the policies that you receive from your clients or suppliers carefully and do not hesitate to ask questions if you are unsure about any of the terms or conditions that they contain
Doubtless many of you have heard this before, but my top tip as someone with a legal background is to make sure you fully understand that to which you are committing. One of the basic principles in the legal world is “never make assumptions, only rely on facts”, and with this in mind you should always ask the right questions (as many as you have) to make absolutely sure you understand that to which you are committing by accepting a policy or signing an agreement.
We have experienced cases where one of our suppliers disagreed with one or more of our terms and conditions after agreeing to those same terms and conditions in writing, which makes it clear that they signed the document without reviewing it or at least without fully understanding that to which they were committing. We therefore always encourage our suppliers to read our agreements and policies carefully before signing them.
Example 1 – What we do in cases where we receive client policies and already have our own policy on the same topic
As mentioned above, we prepared our own GDPR-compliant policies regarding data transfer and retention. However, we also received numerous policies from our clients covering the same topics. Instead of merely accepting the clients' policies as they are, we compare them with our own policies and discuss anything not in line with our own practices with the clients. We have been very pleased to find that our clients appreciate our efforts to ensure GDPR compliance and are open to discussing any differences between our and their policies.
The same goes for all other agreements that our clients send us (e.g. NDAs, SLAs, SAs, etc.); we always review them carefully and discuss any terms or conditions not in line with our standard practices or company policies. We strongly advise everyone to follow our example to avoid any potential discussion of the terms that would take precedence in the event of a disagreement – the client’s or the supplier’s.
Although trust is one of the key ingredients to a successful partnership, in the 21st century it is important to ensure that the contractual framework is intact before commencing a new collaboration or partnership.
Lesson no 2 – Teach your employees not to accept client or supplier policies containing terms contradictory to your standard practices simply to get the project done
Within the translation industry, it is common to hear busy production teams say that a project is “very urgent” and that they are willing to do what they have to in order to get the project finished on time. Although appreciating the importance of the client’s projects and their deadlines is one of the fundamental values that each LSP teaches its employees, it is important to also build a culture of respecting company policies and following them as a priority. Building such a culture early on in the training process can help you prevent situations in which one of your employees accepts terms and conditions without notifying the relevant person within your organisation who has the knowledge and experience to review and negotiate such terms.
Example 2 – What we do in the event of a pop-up message in a client’s portal asking us to accept a new or updated policy/agreement before accepting or delivering a project
Of course, in cases where there is no way to accept or deliver a project in a timely fashion except by clicking the “accept” button (in relation to a new/updated policy), your production team will have little choice but to do so. However, this should not render these terms non-negotiable. In such cases, you can send a disclaimer via e-mail explaining that although you had to accept the click-through agreement in order to comply with your contractual obligations (to deliver a project), you would still like the chance to discuss some of the terms and/or conditions of the respective policy or agreement.
Lesson no 3 – Your service agreement with freelance suppliers should be much more detailed than that for agency suppliers
The translation industry is renowned for the extensive collaboration between the thousands of LSPs in the global language market and the vast number of freelance translators accepting assignments from them. This, combined with the lack of sufficient regulations, makes it very important to provide very detailed and specific written instructions and to ask the supplier to confirm acceptance of these in writing. Of course, it is equally important to have comprehensive service level or translation services agreements with agencies. However, it is likely that the agencies will already have well-established practices and relevant policies to ensure compliance with quality standards and legal obligations (e.g. GDPR).
The lesson that we would like to share with you is the following: draft your policies for subcontracting language services to agencies carefully, and even more carefully for freelancers, keeping in mind that you bear overall responsibility for their services and might potentially be liable (to your clients) in the event that the supplier violates its duty of confidentiality or commits other breaches relating to the project in question.
Example 3 – Why we ask our freelancers to sign both a framework agreement and project-specific work order
The nature of translation services agreements is such that they do not oblige either of the parties to work with the other on a daily, monthly or even yearly basis. We sign framework agreements that apply to the client/supplier relationship in general and typically cover obligations such as confidentiality and non-solicitation which remain in force throughout the relationship, sometimes even beyond its termination. In addition to these, we issue and accept specific work orders or purchase orders applicable to individual translation assignments. The terms and conditions in these are obviously project-specific and they should cover all the details the supplier needs to be able to submit an acceptable invoice after project delivery. No collaboration should be entered into without a framework agreement, and no work on a new project should be started without the client issuing a project order for that specific work.
I hope that the lessons shared in this article will prove useful to you; please do not hesitate to contact me if you would like to discuss this topic further.