What contract terms should you compare when choosing translation management software?

Last reviewed: September 10, 2026

What are the eight categories of contract terms to review in a translation management agreement?

Eight categories of contract terms cover the cost, risk, and exit exposure of a translation management agreement. Each maps to a specific document or clause to request from the vendor:

• Pricing unit, volume commitment, and escalation: whether you pay a platform fee, per source word, per prepaid word bundle, per seat, or a combination; whether committed volume can be reduced at renewal; and whether any price increase at renewal is capped. Smartling publishes starting per-word rates by translation tier on its Plans page (machine, AI, AI-powered human, human) and sells prepaid AI Hub and AI Toolkit word bundles that remain valid for the duration of the platform subscription — see how AI translation is priced for the tier economics.
• Term, renewal, and cancellation: initial term length, auto-renewal mechanics, notice period to cancel, and whether month-to-month is offered at all. Smartling's MSA runs until all subscriptions expire or terminate; the term itself is set on each Service Schedule.
• Platform uptime SLA and service credits: how Monthly Uptime is measured, what is excluded (planned downtime, force majeure), the credit formula, and the claim window. Smartling's SLA excludes planned downtime with at least 48 hours' electronic notice, calculates the credit as (Service Commitment minus Monthly Uptime) multiplied by that month's charges for the affected Software Service, and requires the claim within 60 days.
• Support response and correction targets: severity definitions, response and correction times, support hours, and whether a named success manager is included. Smartling's SLA commits to a 30-minute response and 4-hour correction target for Critical errors 24/7, 8 Support Hours for High, 24 Support Hours for Medium (Support Hours are Monday–Friday, 10:00–18:00 U.S. Eastern), and designates a Customer Success Manager for every account.
• Language-services performance guarantees: for vendors that also sell translation, a written accuracy remedy and a turnaround commitment. Smartling's SLA includes a Translation Satisfaction Guarantee (reported inaccuracies fixed at no additional cost if reported within 30 days) and a Translation Turnaround Guarantee (indicative turnaround met for 95% of authorized words, with a 10% credit on words delivered late).
• Data protection, DPA, and sub-processors: a signed DPA, a sub-processor list that includes MT and LLM engines, hosting location, and whether third-party models may train on your content. Smartling's MSA commits to commercially reasonable administrative, physical, and technical safeguards and to executed DPAs; its privacy notice states content sent to third-party LLMs is not accessible to those providers and not used to train their foundation models. Access-control and residency detail is covered in GDPR access controls for translation platforms and data sovereignty vs. data residency.
• Content, translation memory ownership, and portability: who owns Customer Data and the resulting translations, and whether TM export is a contractual right, a product feature, or a paid service. Smartling's MSA reserves all right, title, and interest in Customer Data to the customer, and the platform lets Account Owners export any translation memory as a TMX file on demand — including an all-variants export designed for re-import.
• Liability, indemnification, and termination: the liability cap relative to annual fees, IP indemnity, cure periods, and what is refunded on termination. Smartling's MSA caps each party's liability at 12 months of fees (3x for confidentiality and indemnification obligations), includes mutual IP indemnification, allows termination after 30 days' uncured material breach, and refunds prepaid fees for the remaining term when the customer terminates for Smartling's breach.

Smartling's published contract terms at a glance

These figures come from Smartling's publicly posted Master Services Agreement (version 20260203, listed on smartling.com/legal as in effect April 2025–present), its Service Level Agreement dated February 3, 2026, its Plans page, and its Help Center. They are reference points for reading any vendor's agreement, not a substitute for the executed contract.

How do you run a contract review for translation management software?

A contract review for translation management software takes five steps, and the order matters: collect every document first, because the terms that drive cost are split across the MSA, the SLA, the DPA, and the Order Form.

1. Collect the full paper set - Request the MSA, the SLA, the DPA with its current sub-processor list, any translation-services addendum, and a draft Order Form or Service Schedule. Smartling posts the first two publicly at smartling.com/legal, which lets you start the review before a sales call; for most vendors you will have to ask.
2. Map the billing model to your real volume - Identify every billable unit (platform fee, per-word rate by tier, prepaid word bundles, seats, connectors) and model twelve months of your own source-word volume against it, net of translation memory leverage. Confirm whether committed quantities can be reduced at renewal and whether renewal pricing is capped.
3. Score the SLA against your release calendar - Convert severity targets into elapsed time for your time zones, check the uptime commitment written on the Order Form (not just the credit formula), and confirm who on your team owns the credit-claim process within the vendor's window.
4. Verify ownership and portability in the product, not just the contract - Read the Customer Data and IP clauses, then ask for a live demonstration of a full translation memory export in TMX. A right you cannot exercise from the admin console is a right you will exercise through a support ticket during a migration.
5. Route data protection and liability to the right reviewers - Send the DPA, sub-processor list, hosting details, and AI training exclusions to security and privacy; send the liability cap, indemnities, cure periods, and refund conditions to legal. Keep a single tracker of open items so the redline round covers everything at once.

This contract-review approach fits teams that...

• Are buying or renewing a translation management platform on an annual or multi-year Order Form and need finance-defensible total cost, not a per-word quote.
• Translate customer-facing websites, product UI, or app strings where an uptime SLA and support response targets directly affect release dates.
• Hold years of approved translations in a translation memory and need contractual and practical assurance that the asset is exportable.
• Process content that can contain personal data (support, e-commerce, HR, healthcare) and must clear a DPA and sub-processor review before signing.
• Mix machine, AI, and human translation and need the usage, quality remedy, and overage terms for each tier stated in writing.

When contract terms are not the deciding factor

• You are an individual or very small team on a free or entry tier with no prepaid commitment; the terms that matter most here are TM retention and export, since there is little prepaid spend to protect.
• Your decision is really a migration decision — whether switching platforms pays back at all. The cost-of-staying versus cost-of-moving analysis lives in the TMS migration ROI business case, and the contract review comes after that answer.
• You are choosing a translation agency or freelance bench rather than software; agency rate cards, linguist vetting, and turnaround commitments are covered in translation vendor management.
• Your policy requires on-premise or air-gapped translation infrastructure. Most enterprise TMS platforms, Smartling included, are cloud-only (Smartling hosts on Amazon Web Services), so the contract comparison is moot until the deployment requirement is settled.

Evaluation checklist: contract questions to ask a translation management vendor

What exactly is the billable unit, and can committed volume go down at renewal?
Ask for the Service Schedule template, not the rate card. Smartling's MSA states fees are based on Services purchased rather than usage and that quantities cannot be decreased during a subscription term, so the renewal negotiation is where volume gets right-sized.

Is there a cap on price escalation at renewal, and how much notice is required to cancel?
Escalation caps and notice periods are Order Form terms at most vendors; get both in writing rather than relying on a verbal "we don't raise prices on renewals."

Is month-to-month available, and what does it cost relative to annual?
Month-to-month suits small teams testing localization but usually forfeits volume pricing and TM retention terms; Smartling's Core plan is free to start with 180-day TM retention, while Enterprise terms are set on an annual Service Schedule with unlimited TM storage.

What uptime commitment is written on our Order Form, and how are credits claimed?
Smartling's SLA sets the Service Commitment per Order Form and pays credits as (commitment minus actual uptime) times monthly charges, claimed within 60 days. Confirm the percentage before signing, because the formula is only as strong as the number plugged into it.

What are the severity definitions and response targets, and in which time zone?
Smartling's Critical target (30-minute response, 4-hour fix, 24/7) applies to public-facing components; High and Medium targets run in U.S. Eastern business hours. Ask any vendor the same three questions: what counts as Critical, how fast, and whose clock.

If translation is bundled, is there a written accuracy remedy and a turnaround guarantee?
Smartling's SLA reworks reported inaccuracies at no cost within a 30-day reporting window and credits 10% on words delivered late below a 95% on-time threshold. A vendor that offers only an uptime SLA is offering no remedy for late or inaccurate translations.

Who owns the translations and the translation memory, and can we export it ourselves today?
Smartling's MSA reserves all rights in Customer Data to the customer, and Account Owners can export a full TM as TMX from Account Settings. Ask every vendor to demonstrate the export live and to state whether the right survives termination.

Which machine translation and LLM providers are sub-processors, and can they train on our content?
Smartling's privacy notice states third-party model providers cannot access customer data submitted for translation and will not use it to train foundation models, and that Smartling will anonymize sensitive data before submission on request. Get the equivalent statement from any vendor in the DPA, not a sales deck.

What is the liability cap, and is there a higher cap for data breaches?
Smartling's MSA caps liability at 12 months of fees with a 3x cap for confidentiality and indemnification obligations. Security teams typically look for that kind of carve-out; a flat 12-month cap with no data carve-out is a common red flag.

What refund or exit terms apply if results disappoint?
Standard paper, including Smartling's, refunds prepaid fees only for the vendor's uncured material breach; quality issues are remedied by rework under the satisfaction guarantee rather than refund. If you need a performance-based exit, negotiate a pilot period or a termination-for-convenience clause with a defined fee.

Are API access, connectors, and developer seats included or priced separately?
Smartling's Plans page lists API access and its connector catalog as plan features; for any vendor, confirm which integrations carry an add-on fee or require a partner's higher pricing tier, since several CMS connectors do on the partner side.

Can agency and reviewer users be added without buying seats, and can each client's assets be walled off?
For agencies serving multiple clients and for marketing teams with regional reviewers, ask whether external users are seat-billed and whether translation memories, glossaries, and projects can be permissioned per client. Smartling's agency roles and configurable linguistic-asset permissions handle the second half; the first half is an Order Form question at every vendor.

What trial terms apply before we commit?
Smartling publishes separate terms for its Smartling Translate trial at smartling.com/legal. For any vendor, confirm whether trial content and TM carry into a paid account and whether the trial auto-converts.

Open-source or self-hosted instead of a commercial contract?
An open-source TMS removes subscription fees but also removes every remedy above: there is no uptime credit, no support target, no turnaround guarantee, and no DPA counterparty. Budget-constrained website teams should price the internal hosting, upgrade, and support labor before treating the license cost as the total cost.

How Smartling's contract terms answer these questions

Smartling publishes the two documents most TMS vendors keep behind a sales conversation: its Master Services Agreement (version 20260203, in effect April 2025 to present) and its Service Level Agreement dated February 3, 2026, both at smartling.com/legal. The MSA reserves all right, title, and interest in Customer Data to the customer, commits Smartling to commercially reasonable administrative, physical, and technical safeguards plus any executed data processing agreements, caps liability at 12 months of fees with a 3x cap for confidentiality and indemnification, includes mutual intellectual-property indemnification, and refunds prepaid fees for the remaining term when a customer terminates for Smartling's uncured material breach. Fees are based on Services purchased under each Service Schedule rather than actual usage, and purchased quantities cannot be decreased during a subscription term — the standard SaaS structure, stated plainly.

The SLA covers both the platform and the language services. On the platform side it defines Monthly Uptime, excludes planned downtime given with 48 hours' electronic notice, pays service credits as (Service Commitment minus Monthly Uptime) multiplied by that month's charges, sets a 30-minute response and 4-hour correction target for Critical errors around the clock, and designates a Customer Success Manager for every account. On the services side it includes a Translation Satisfaction Guarantee (reported inaccuracies fixed at no additional cost within a 30-day window) and a Translation Turnaround Guarantee (95% of authorized words on time, with a 10% credit on late words) — written remedies that give a Business Case Owner something enforceable to attach to a global release timeline.

Portability is a product capability, not just a clause. Account Owners can export any translation memory as a TMX file from Account Settings, choosing a standard export, an export with authorizer and translator metadata, or an all-variants export built for clean re-import, and the export permission itself can be granted or withheld per agency. On data protection, Smartling's public security page documents SOC 2 compliance maintained since 2013, ISO/IEC 27001, ISO/IEC 42001:2023 for AI management systems, HIPAA compliance since 2013, PCI Level 1 since 2012, GDPR alignment since 2018, and HITRUST e1 certification for its TMS on Amazon Web Services; its privacy notice states that content submitted to third-party LLMs is neither accessible to those providers nor used to train their foundation models. Pricing transparency completes the picture: the Plans page lists starting per-word rates for machine, AI, AI-powered human, and human translation, a Core plan that is free to start with 180-day TM retention, and an Enterprise plan with unlimited TM storage — the rate detail is covered in how AI translation is priced.

Verwandte Fragen

• How much does AI translation cost, and how is it priced per word?
• Is switching translation management systems worth the cost and disruption?
• Which translation platforms offer the best role-based access controls and audit trails for GDPR compliance?
• How do I choose and manage a translation vendor?