This Agreement, including these terms and conditions (Terms), constitutes a legally binding agreement between you (The ‘Client’, ‘You’) and The (The ‘Company’, ‘We’) regarding access to and use of the itextglobal.com website or any other website operated by The Company (Website) and its translation and any other services provided by The Company (Services).
The following are the terms of this contract:
Client Material(s) means any Raw Materials, components of Product, or other materials of any nature provided by Customer.
Order means each order or formal request by the Client for the provision of Services.
Translation(s) means the Client Material(s) as translated by The Company into the language(s) specified by the Client.
After your request we provide a quote, estimate or fee rate to you. By accepting the quote, estimate or fee rate, the Client accepts these Terms and authorizes The Company to proceed with translation of the Client Material(s).
If the you do not pay us any sum when due pursuant to these Terms, the Order or otherwise, The Company reserves the right to cancel any discount previously agreed with or offered to the Client.
Times for expected receipt of the Translation(s) are displayed at the time of Order. The Company will use reasonable endeavours to meet these deadlines but does not accept liability for any delay in delivery.
PAYMENT AND DELIVERY
The charge for Translation(s) is based on word-count and language. The word-count shall be determined by us, and it is not negotiable.
It is your responsibility to select the appropriate Standard , Advanced or other service level for the translation of the Client Material(s). We will not accept any responsibility if you made a choice by mistake.
If you wish, you may inform us in writing what currency is suitable for your payment. It may be EUR, CAD, AUD, RUB, etc. Payment must be in the currency stated in the relevant invoice.
After The Translation(s) is finished we will send it to the email you had set your account with. The Translation(s) will be available for you as long as you keep the letter from us containing The Translation(s).
The Client has 45 working days from receipt of the final Translation(s) to inform The Company of any errors or omissions contained in the Translation(s). After that the Translation is considered to be final.
We engage a translator as soon as we confirm your order. If you need to cancel your order, you should notify us immediately. You will receive a 100% refund if we have not yet assigned your project. We cannot give you a refund when we have already engaged a translator. Please understand that in most cases, we assign the project as soon as we receive an order.
We accept edit requests on the spelling of names, word preferences or synonyms that were not given when you place the translation order, and if the scan shows unclear words. eTranslation Services will do the edits right away. You can request edits of the translations done by us as many times as needed. However, we do not do a cashback or refund for edit requests.
We see to it that our translations are consistently accurate. We have a quality control process to ensure that all our translations are of high quality, error-free and mistranslation-free. If you find a mistranslation or error in your translated document, notify us immediately so we can correct the mistake.
We would not issue a refund if you did not provide the word preferences and name spellings earlier.
You can reject the translation and request a refund if the mistranslation or error is due to our oversight and failure to meet our quality standards.
We would issue a refund if the mistake was due to our failure to proofread the translated document properly. The refund amount will depend on the extent of the compromised quality. We do not have any indemnity obligations or other liabilities other than correcting the errors or issuing a refund.
The Company warrants that Translation(s) will be made by an experienced bilingual translator
Limitations on liability
Notwithstanding anything else in this Agreement, the aggregate liability of either party to the other under or in connection with this Agreement, whether arising under contract or by way of indemnity, negligence or otherwise, shall be limited to an aggregate liability of 100% (one hundred percent) of the Charges paid or payable in the calendar year in which the event giving rise to such liability occurred.
The limitation of liability set out above does not apply to:
either party’s liability arising from death or injury to persons; or
either parties liability arising as a result of fraud; or
breach by either party of confidentiality.
We shall not, in any event, be liable for any loss, damage, costs or expenses suffered by the Customer as a result of any claim against the Customer made by a third party.
Except in respect of injury to or death of any person, We shall not in any event be liable for any claim arising out of the provision of the Services unless the Customer has notified Us of such claim within a reasonable time of delivery of the Translated Works or Services to which the claim relates.
We shall in no circumstances be liable for loss or damage caused by any default, act or omission on the part of Customer its agents, subcontractors, contractors or clients and Customer agrees to indemnify, defend and hold Us harmless in respect of any claims by third parties which are caused by or arise from any reasonable act by Us carried out pursuant to instructions issued by You .
The Client shall be responsible for all content contained within the literature and the Client Material(s) provided by the Client to Us for translation and you shall upon demand indemnify and keep indemnified Us in full against all losses, damages, costs, charges, claims and expenses of whatever nature incurred directly or indirectly as a result of any claim by a third party relating to the content of the literature and OriClient Materials provided by the Client .
The Client represents and warrants that it owns or is licensee of or is otherwise lawfully entitled to possess, use, reproduce and translate the Client Material(s) and all components thereof, and that translation of the Client Material(s) and publication, distribution, sales or other use of the Translation(s) shall not infringe upon any copyright, trademark, patent or other right of any third party.
The Client represents, warrants and undertakes that Client Material(s) provided to The Company is/are of good quality and free of errors or spelling mistakes.
The Client undertakes not to use any device, software or routine to interfere with the proper working of the Website or which may have a contaminating or detrimental effect on the Website.
In the event that the Client breaches these Terms, The Company shall have the right to terminate immediately, whereupon the Client shall pay the full purchase price provided hereunder for the Services completed and for all work in progress. In the event that The Company breaches these Terms, the Client shall have the right to terminate whereupon The Company shall return to the Client all Client Material(s) and data supplied by the Client together with all Translation(s) that exist as of the date of termination.
All right, title and interest in and to the Client Material(s) and, except as hereunder provided, the Translation(s), and any and all copyright, know-how, and trade secrets therein are and shall remain the sole and exclusive property of the Client provided that the Translation(s) and copyright, know-how and trade secrets therein shall remain the property (but not the risk) of The Company until The Company shall have been paid in full for such Translation(s).
The Client agrees and acknowledges that The Company is the sole and exclusive owner of all right, title, and interest in and to all:
methodology, information, software and databases used in relation to the Website and in providing the Services, including in translating the Client Material(s), and
inventions, methodology, innovations, know-how, and databases developed by The Company in the course of translating the Client Material(s), including any and all patent rights, copyrights, know-how, and trade secrets therein, unless and to the extent otherwise agreed in writing between The Company and the Client.
The nature of the work performed and any information transmitted to The Company by the Client shall be confidential. The Company shall not without the prior consent of the Client, divulge or otherwise disclose such information to any person other than authorized employees or sub-contractors of The Company and shall procure that persons are themselves bound by equivalent confidentiality obligations. The provisions of this clause shall not apply to the extent The Company is required by law, regulation or court order to divulge such information or to the extent such information is or becomes a matter of public knowledge other than by disclosure by The Company.
The Client shall indemnify, defend and hold harmless The Company, its owners, directors, officers, employees, representatives, agents, successors and assigns from and against any and all losses, damages, costs and expenses, including reasonable legal fees, resulting from, arising out of or incidental to any claim, action or demand by a third party based on (i) the performance of these Terms by either party, (ii) the Client’s breach of the covenants, representations and warranties made by it herein, (iii) the manufacture, advertisement, promotion, sale or distribution of any goods or services by the Client, (iv) any claim that any element of the Translation(s) infringes any copyright, trademark, patent or other proprietary right (except to the extent that the infringement was not attributable to the Client Material(s)).
The Company may terminate the rights of the Client under these Terms or under any other agreement between The Company and the Client without cause at any time and with immediate effect.
Neither of the parties to these Terms may assign any of their rights or obligations hereunder. No provision of these Terms or any Order is intended to be enforceable under the Contracts (Rights of Third Parties) Act 1999 by a third party, except that The Company shall be entitled to assign its rights under these Terms to any of its subsidiaries.
The Company shall have no liability to the Client or be deemed in breach of these Terms or any Order by reason of any delay due to any cause beyond The Company’s reasonable control.
All disclaimers, indemnities, exclusions, limitations and confidentiality obligations in these Terms shall survive termination for any reason.
If any part of these Terms is held to be unlawful, invalid or unenforceable, that part shall be deemed severed and the validity and enforceability of the remaining provisions of these Terms shall not be affected.
These Terms and any Order are to be governed by and construed in accordance with English law. The Client and The Company hereby submit to the non-exclusive jurisdiction of the English courts.