Terms and Condicions

By using the Pangeanic site, you accept and agree to be bound by these Terms and Conditions. If you do not agree to these Terms and Conditions, you cannot use our services or the services provided by our website.

Pangeanic may amend the Terms and Conditions at any time by posting such changes on our website. It is your responsibility as a client to familiarize yourself with our Terms and Conditions regularly to ensure that you are aware of any changes. Your continued use of our services and our website following the posting of any such changes shall constitute your acceptance of the revised Terms and Conditions

The numbering, classification and clause headings below are for numbering purposes and classification only – they do not affect the construction or interpretation of our Terms and Conditions.

“Client, you / your” means the company, firm, body or person to whom Pangeanic is providing or supplying the Services and / or the Work Products.

“Contract” means the contract between you as a client and Pangeanic. It consists of

• the Purchase order from the customer and
• these Terms and Conditions.

“Products / Services” means all the products and/or services supplied by Pangeanic.

“Parties” means both we (Pangeanic) and you (the client).

“Services” means translation services and any other related services necessary performed by Pangeanic for the client.

All references to “documents”, “records”, “books” and “data” shall include information contained in emails, word processing documents or any other kind of computer programs, disks, any records kept either on paper, on digital formats or otherwise, servers and computers or any other machine readable form or records kept other than in a legible form, but which may be (re)produced in a legible form.

In this Terms and Conditions, the word “including” shall be understood to mean “including without limitation” and the word “includes” shall be understood to mean “includes without limitation”.

In the event of any conflict between any parts of a contract between the parties, the documents constituting the agreement between the parties shall have priority in the following order:

• Service level agreement (if any) entered into between the parties.
• These Terms and Conditions.

“Confidentiality” or “Confidential Information” mean information (in any form or format) which is confidential either to the client or to Pangeanic and which either you disclose to us or we disclose to you in connection with the services.

“Intellectual Property Rights” means any rights in or to any patent, copyright, database right, registered design, design right, utility model, trade mark, brand name, service mark, trade name, business name, chip topography right, know-how or Confidential Information, Translation Memory in any format and any other rights in respect of any other industrial or intellectual property, whether capable of being registered or not and including all rights to apply for any such rights.

“Purchase Order” (PO) means an order for the services you order Pangeanic to provide to you.

“Originals” means all documents, files, materials and / or works provided by the client for the purposes of carrying out the services.

“Translations” mean the documents, files, materials and works translated and produced from the originals in accordance with your instructions and provided to the client by Pangeanic.

Any words of a technical nature shall be construed in accordance with general trade usage in the computer industry in the United States.

Should the client cancel or terminate partially or the whole of the translation order as confirmed in the quotation / cost-estimate or Purchase Order before Pangeanic has completed and delivered it, the client will pay a percentage part of the fees and costs as agreed commensurate to the demonstrable percentage of work completed in consideration of the planning and allocation of resources executed by Pangeanic.

Pangeanic shall be entitled to terminate the contract immediately by written notice to the client when:

• The latter breaches these Terms and Conditions and, in the case of such a breach which is capable of remedy, the client fails to remedy the conditions which gave rise to it within 7 days of receipt of a written notice specifying the breach and requiring it to be remedied;
• The client makes any voluntary arrangement with its creditors or (being an individual or firm) becomes bankrupt or (being a company) becomes subject to an administrative order or goes into liquidation, or an encumbrance takes possession or a receiver is appointed over any of the client’s property or assets, or the client ceases or threatens to cease business, or an equivalent or analogous event occurs in any other jurisdiction.

Any termination of the Contract shall not prejudice any rights or remedies which may have accrued to either party.

Pangeanic will take all steps necessary in the translation and independent proof-reading processes to produce a fully usable language version for the client, solving any conceptual and/or style queries or formatting queries in the original text in strict compliance with Pangeanic’s internal quality assurance standards. In the unlikely event of the client finding any anomalies upon receiving translation, the client will have a maximum term of 30 days to notify Pangeanic and the latter will correct, free of cost to the client, any error or discrepancy with the contents in relation with the contracted service as a result of defects in the undertaking of the translation service.

After such time, our liability will be no more than to rectify any such alleged inaccuracies, that we feel to be justified, to our satisfaction. At no time will such allegations delay payment.

Changes made by third parties

Pangeanic, as a translation service company, shall not be liable in any way as a result of changes made in the translation by third parties without its previous written consent.

The translation is the property of the client. Once the client has paid the agreed service fees or those resulting from ulterior modifications and additions, the translation of the described items will be the property of the client.

Pangeanic shall have no right over the Intellectual Property or Copyright, trade marks, or other client’s rights in connection to the translation, unless specifically stipulated in the present Contract. Notwithstanding the above, the translation service provider will have the right to maintain copies of the original items and the resulting translation for its own archives, subject to Confidentiality agreed in section 5.

Clients warrant and must ensure that the work to be undertaken and that is submitted to Pangeanic shall not contain any obscene, blasphemous or libelous materials and shall not infringe the Intellectual Property Rights of any other third parties either directly or indirectly.

Unless otherwise agreed between the parties, the client (which for the purposes of this clause includes any of the client’s associated companies) shall not, for a period of two years after termination of the contract, either directly or indirectly, on the client’s account or through another person, firm or company or any other third party, solicit, employ, endeavor to entice away from Pangeanic or use the services of an employee of Pangeanic, of a translator, subcontractor, any type of vendor like interpreter, programmer or operator, etc., who has been entrusted with the client’s work by Pangeanic as an employee or contracted as a vendor or subcontractor to provide services and / or translations to you as the client. In the event of the client breaching this clause, the client agrees to pay Pangeanic either an amount equal to the aggregate remuneration paid by Pangeanic to that person, whether staff employee or external vendor, for the year immediately prior to the date on which you employed or used the person’s services, or the mean annual average of a salary of a Pangeanic employee in a similar position plus a breach fine of 25%, whichever is highest.

The client agrees, upon demand, to indemnify Pangeanic (which for the purposes of this clause includes our employees, agents and subcontractors), and keep us indemnified, from all losses, damages, injury, costs and expenses of whatever nature are suffered by Pangeanic to the extent that the same are caused by or related to:

• The use or possession by our company of any originals or materials provided by you as a client related to the provision of the services, including the breach of any Intellectual Property Rights of any third party in or to any such originals or materials.
• The processing by Pangeanic of any data in the provision of the Services as anticipated by clause dealing with the Spanish Data Protection Law 15/1999 dated 13^th December.
• Any breach of the law within the territory of the European Union or the country or countries where our services are used, in any form or format, whether in print, in digital form or website
• Any breach of warranty given by you in this clause.
• Any other breach by you of these Terms and Conditions.

Should the client require Pangeanic to provide services at the client’s premises, or any other premises, the client shall:

• Assign members of staff with suitable skill and experience to be responsible for our activities;
• Provide appropriate insurance cover to all Pangeanic personnel or personnel working for Pangeanic or representing our company;
• Provide access to premises, interpretation systems and other facilities which may be reasonably required by us.
• Provide such information as may be required by Pangeanic to carry out the services and ensure all such information is correct and accurate.
• Ensure that all necessary safety and security precautions are in place at your premise
• Pangeanic shall be entitled to charge you for any additional costs and expenses which we may incur as a result of any hazardous conditions or material encountered at your premises.
• We shall not be obliged to continue to perform the services where we consider, at our sole discretion, that it would constitute a breach of warranty given by you, force us to incur in a breach by us or when it may constitute an illegal act or a safety hazard.

Unless otherwise agreed by Pangeanic, the client (which for the purposes of this clause includes any of the client’s associates and affiliates) shall not, for a period of two years after termination of the contract, either directly or indirectly, on the client’s account or through another person, firm or company or any other third party, solicit, employ, endeavor to entice away from Pangeanic or use the services of an employee of Pangeanic, of a translator, subcontractor, any type of vendor like interpreter, programmer or operator, etc., who has been entrusted with the client’s work by Pangeanic as an employee or contracted as a vendor or subcontractor to provide services and / or translations to you as the client. In the event of the client breaching this clause, the client agrees to pay Pangeanic either an amount equal to the aggregate remuneration paid by Pangeanic to that person, whether staff employee or external vendor, for the year immediately prior to the date on which you employed or used the person’s services, or the mean annual average of a salary of a Pangeanic employee in a similar position plus a breach fine of 25%, whichever is highest.

This clause shall not apply where the customer has an existing relationship before contract start-date.

Any modification to these Terms and Conditions will be published and dated accordingly on this website and it will come into force immediately.

Date of Last Update: 1st August, 2014
Date of First Publication: October, 2010