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The following Terms and Conditions
constitute a legally binding agreement ("The Agreement")
between you ("Client") and Replica Translations Limited
("Replica") regarding access to and use of the www.replicatranslations.com
website ("website") and its associated translation services
("Services") rendered or to be rendered by Replica.
By accessing or using the website or Services, you
agree to be bound by these Terms and Conditions of Service. If you
do not wish to be bound by these Terms and Conditions of Service,
you should leave the website now.
For the purposes of this Agreement:
- "Source Material(s)" shall mean any electronic
or other files that the Client transmits to REPLICA using the website
that are intended to be the subject of services hereunder.
- The final translated version of the Source Material(s)
shall be referred to as "Deliverable" or "Deliverables".
- Each order or formal request for the provision of
Services shall be referred to as an "Order".
Terms and Conditions
- ReplicaTranslations.com is an online translation
ordering site, offering translation services:
The charge for the translation is based on word-count, language(s)
and level of service requested. The word-count, as determined
by REPLICA, is final and non-negotiable. The word-count is clearly
visible throughout the ordering process. Any changes to this word
count will be communicated to the Client for approval.
- All prices and rates quoted are subject to change
without notice prior to formal acceptance of any Order. REPLICA
reserves the right: to charge for additional Services requested
after an Order has been accepted; alter without notice the currency
in which the transaction is processed and/or billed.
- It is the responsibility of the Client to select the appropriate
service for the translation of the Source Material(s). REPLICA
will not accept any responsibility if the service selected does
not meet the specific requirements of the Client.
- The Client can request a translation by uploading and submitting
Source Material(s) to the website.
- REPLICA will not be liable to correct any errors or omissions
that were inherent in the original Source Material(s) and which
may or may not affect the quality of the Deliverable.
- Source Material(s) will be virus checked upon receipt by REPLICA.
- REPLICA reserves the right to refuse to translate any Source
Material(s) that is/are of an offensive nature, defamatory, obscene,
in breach of any statutory or regulatory obligation, or is otherwise
considered inappropriate by REPLICA, whose decision in all matters
shall be binding and conclusive.
- The Services can be utilized by Personal and Business customers.
Personal customer invoices must be settled by credit, debit or
charge cards, with 50% of the invoice payable in advance, the
remaining 50% within 10 days of delivery of the Deliverable, subject
to clause 10 of this Agreement.
Business Accounts are for use by companies or other legally incorporated
bodies only. Payment for the Services can be via multiple credit
or other payment cards or by purchase order or other payment mechanism
on terms to be agreed in advance with REPLICA. A deposit is generally
payable for new Clients.
- Payment can be in Pounds sterling, US Dollars or Euros.
- The Client has 10 days from receipt of the final Deliverable
to inform REPLICA or any errors or omissions contained in the
translated work. REPLICA will make the necessary corrections free
of charge and within a reasonable timeframe.
- REPLICA provides an estimate service - this is quoted on a
without prejudice basis based on the information provided and
shall be subject to such Terms and Conditions and fees as REPLICA
may direct.
- REPLICA warrants that the translation Services will meet reasonable
commercial standards for professional human translation (i.e.
human translation by a bilingual translator with reasonable skill
in translating the concepts and terminology of industry-specific
text with a proofread by a second translator).
- Times for expected receipt of the Deliverable are displayed
at the time of order (Projected Delivery Date). REPLICA will use
its best efforts to meet these deadlines but does not accept liability
for any delay in delivery. REPLICA reserves the right to amend
the delivery date and will make all reasonable efforts to contact
the Client if there is any change in the Projected Delivery Date.
- Client Warranties
The Client represents and warrants that it owns or is licensee
of the Source Material(s) and all components thereof, and
that translation of the Source Material(s) and publication,
distribution, sales or other use of the deliverable shall
not infringe upon any copyright, trademark or patent, or other
right of any third party.
- The Client represents and warrants that Source Material(s)
submitted to the website is/are of good quality and free of
errors or spelling mistakes.
- The Client warrants 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.
- REPLICA makes no representations or warranties of any kind,
except as set forth above. WITHOUT LIMITING THE FOREGOING, THE
SERVICES ARE PROVIDED ON AN 'AS IS' AND 'AS AVAILABLE' BASIS AND
WITHOUT ANY OTHER WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED,
INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR
A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF PROPRIETARY RIGHTS.
- REPLICA shall not be liable for any incidental, special or consequential
damages or loss of any nature whatsoever, nor for any claim against
the Client by any other person or entity, arising from or relating
to services rendered by REPLICA, regardless of the nature of the
claim or the form of the cause of action, whether in contract
or in tort, or otherwise, and even if REPLICA has been advised
of the possibility of such damages by anything contained in related
proposals and other documentation. REPLICA shall not be responsible
for any loss or damage to, nor the return of, any Source Material(s).
The maximum liability to the Client by REPLICA shall in all cases
be limited to the value of the Order.
- In the event that the Client breaches this Agreement, REPLICA
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 REPLICA
breaches this Agreement, the Client shall have the right to terminate
whereupon REPLICA shall return to the Client all Source Material(s)
and data supplied by the Client together with all Deliverables
that exist as of the date of termination.
- All right, title and interest in and to the Source Material(s)
and, except as hereunder provided, the Deliverables, and any and
all patent rights, copyright, know-how, and trade secrets therein
are and remain the sole and exclusive property of the Client.
Notwithstanding the above, the Client acknowledges that REPLICA
is the sole and exclusive owner of all right, title, and interest
in and to all methodology, information, software, and databases
used in translating the Source Material(s), and inventions, methodology,
innovations, know-how, and databases developed by REPLICA in the
course of translating the Source Material(s), including any and
all patent rights, copyrights, know-how, and trade secrets therein.
Provided that the Deliverables and copyright, know-how and trade
secrets therein shall remain the property (but not the risk) of
REPLICA until REPLICA shall have been paid in full for such Deliverables.
- The nature of the work performed and any information transmitted
to REPLICA by the Client shall be confidential. REPLICA shall
not without the prior consent of the Client, divulge or otherwise
disclose such information to any person other than authorized
employees or authorized subcontractors of REPLICA whose job performance
requires such acts. The provisions of this paragraph shall not
apply to the extent REPLICA is required by law to divulge such
information or to the extent such information is or becomes a
matter of public knowledge other than by disclosure by REPLICA.
- The Client shall indemnify, defend, and hold harmless REPLICA,
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 suit, claim or demand
based on (i) the performance of this Agreement 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 items by the Client, (iv)
any taxes and duties, levies, tariffs, or like fees that may be
imposed by any government or collective authority upon manufacture,
advertisement, promotion, use, import, licensing or distribution
of items by the Client, or (v) any claim that any element of the
Deliverable infringes any copyright, trademark, patent, or other
proprietary right.
- REPLICA may terminate the rights of the Client without cause
at any time and with immediate effect.
- All disclaimers, indemnities and exclusions in the Agreement
shall survive termination for any reason.
- If any part of these Terms and Conditions is held to be unlawful,
invalid or unenforceable, that part shall be deemed severed and
the validity and enforceability of the remaining Terms and Conditions
shall not be affected.
- REPLICA may modify these Terms and Conditions at any time.
- This Agreement is to be governed by and construed in accordance
with English Law. Any disputes shall be subject to the exclusive
jurisdiction of the English courts.’
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