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QUOTATION TERMS & CONDITIONS
APPLICABILITY: These Quotation Terms & Conditions (“Terms”) between Language Ventures, Inc. (“Language Ventures”) and Client identified in the Quote (“Client”) (Language Ventures and Client collectively referred to as the “Parties”) shall govern the responsibilities of the Parties in the execution of the services listed in the attached Quote (“Services”) and any Service deliverables (“Deliverables”) if any. Client’s acceptance of the attached Quote shall constitute acceptance of these Terms.
SERVICES: Language Ventures shall perform the Services and deliver any Deliverables to the Client according to these Terms and the attached Quote. If Client requests any changes to the Services or Deliverables, Language Ventures reserves the right amend the Quote pricing accordingly. Language Ventures also reserves the right to reject any proposed changes in its sole discretion. Client acknowledges that any “Estimated Delivery Dates” specified in the quote are solely estimates based on the professional judgement of Language Ventures and that Deliverables may be delivered after the Estimated Delivery Date (“Late Delivery”). No Late Delivery shall relieve the Client of any Client’s obligations and Client shall waive all claims against Language Ventures for any Late Delivery.
CANCELLATION/RESCHEDULING: If Clients requests to cancel the translation services before they are completed, Client shall be responsible for paying for any amount of the Services completed before the cancellation request was received plus a cancellation fee of 25% of the full quoted amount. If Client cancels or reschedules any Interpretation services within 48 hours (excluding weekends or holidays) of a scheduled interpreting session, Client shall pay a 100% cancellation fee of the full quoted amount (“Cancellation Fee”). Client acknowledges that any interpreter performing Services on behalf of Language Ventures may have turned down other opportunities in order to serve Client and therefore, should be made whole and compensated for their time reserved for Client.
NO SHOW: If Client, or Client’s client, does not appear at a scheduled interpreting session, Language Ventures reserves the right to charge Client the full quoted amount for that interpreting session. Client acknowledges that any interpreter performing Services on behalf of Language Ventures may have turned down other opportunities in order to serve Client and therefore, should be made whole and compensated for their time reserved for Client.
PAYMENT: Client shall issue payment, or arrange for payment to be issued, for the Services as specified in the applicable Quote. Unless otherwise specified in the quote, payment is due upon completion of the Services or delivery of any Deliverables. Client acknowledges certain forms of payment come with a 3% processing fee. If payment is not received within 48 hours of the payment due date, Language Ventures reserves the right to charge an additional late payment charge of 1% per month, payable from the date of the invoice to the date payment is received. If Client does not fulfill its payment obligations, then Language Ventures reserves the right to utilize its legal rights in collecting payment and Client shall be liable for any costs associated with such collection, including, but not limited to, legal costs, attorneys’ fees, courts costs, and collection agency fees.
SOURCE INFORMATION: Client acknowledges that Language Ventures is not in a position to verify the accuracy of any information provided by Client, whether written or oral, to be utilized in the Services and any such Deliverables (“Source Information”). Client acknowledges that any errors, inaccuracies, or false information contained in any such Source Information will be reflected in the execution of the Services and Deliverables. Client assumes full and complete responsibility for the accuracy of any Source Information provided to Language Ventures and waives any claims against Language Ventures for utilizing the Source Information for executing the requested Services and Deliverables. Client also warrants that it has all the legal rights necessary to share any Source Information to be utilized in the Services and Deliverables with Language Ventures.
SUBCONTRACTORS: Language Ventures reserves the right to utilize the services of subcontractors in fulfilling its Service obligations, in its sole discretion.
WARRANTIES: Language Ventures that it will perform the services in a professional, workmanlike manner, consistent with industry standards. In the event services are provided that do not conform to this warranty, we will re-perform such services at no additional cost to Client. This is Client’s sole remedy for any breach of this warranty.
ALL SERVICES PERFORMED AND DELIVERABLE ARE PROVIDED “AS-IS”. EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH ABOVE, LANGUAGE VENTURES MAKE NO REPRESENTATIONS AND GRANT NO WARRANTIES, EXPRESS OR IMPLIED, EITHER IN FACT OR BY OPERATION OF LAW, BY STATUTE OR OTHERWISE, AND LANGUAGE VENTURES SPECIFICALLY DISCLAIM ANY OTHER WARRANTIES, WHETHER WRITTEN OR ORAL, OR EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF QUALITY, BEING ERROR FREE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE OR PURPOSE OR ANY WARRANTY.
LIABILITY: Client shall indemnify, defend, and hold harmless Language Ventures, its employees and officers, and any of its subcontractors from and against any and all claims made or threatened by any third party and all related damages, costs, expenses (including attorneys fees) to the extent they arise out of or relate to the following: (a) the Source Information; (b) infringement of a third party’s intellectual property rights; or (c) any Client breach of these Terms. The total liability of Language Ventures to client shall be limited to the amount actually paid by Client to Language Ventures. Client agrees to waive all liability against Language Ventures for any translation errors if the Source Information was in handwritten form.
CONFIDENTIALITY: In the course of fulfilling its responsibilities under these Terms, the Parties may exchange information which by its nature is sensitive and confidential and not meant to be shared with third parties. (“Confidential Information”). Except as necessary to perform its obligations under these Terms, the Parties agree to not share any Confidential Information to a third party without the prior written consent of the other Party.
RELATIONSHIP OF THE PARTIES: It is expressly agreed that the Parties shall be independent contractors and that the relationship between the Parties shall not constitute a partnership, joint venture or employment. Neither Party shall have the authority to make any statements, representations or commitments of any kind, or to take any action, which shall be binding on the other Party, without the prior consent of such other Party.
GOVERNING LAW: These Terms shall be governed under the laws of the State of Florida and any disputes resolved in a court of competent jurisdiction in Miami-Dade county. The prevailing party shall be entitled to reasonable attorneys fees.