• 1 Definitions
  • 1.1 «You» means you as an individual, or if applicable, the company or other legal entity you represent.
  • 1.2 «Users» means visitors to this website or the Service who are not registered users.
  • 1.3 «Service Buyers» means visitors who are also registered users of the Service.
  • 1.4 «Online-Translate» means NewApex OÜ., Harju maakond, Tallinn, Kesklinna linnaosa, Roseni tn 13, 10111, +372 560 53 109, or the Subsidiary and/or fellow subsidiary that sells or licenses the Product and services and/or Third Party Product concerned to Customer.
  • 1.5 «We» means Online-Translate, as set forth in clause 1.4.
  • 1.6 «Service Providers» means third parties who engage with Online-Translate and Customer to provide content translation services as contractors of Online-Translate (not employees).
  • 1.7 «Service» means all the Online-Translate websites, services, apps, and related technology, and the translation services provided in connection with the foregoing.
  • 1.8 «Orders» means any order for Services created by a Customer, and accepted by Online-Translate via an acknowledge in the Platform or otherwise in writing.
  • 1.9 «Client Materials» means the source content for translation by the Service, and any guidelines, glossary and other materials provided by Customer.
  • 1.10 «Translated Works» means the content translated from the Client Materials.
  • 1.11 «Website» means Online-Translate’s online portal and platform where you can access your Online-Translate, initiate Orders and access the Service.
  • 1.12 «Agreement» means these Online-Translate Terms of Service and any policies, guidelines, or other documents referenced herein.
  • 1.13 «Material Breach» means, with respect to a given breach, that a reasonable person in the position of the nonbreaching party would wish to terminate this agreement because of that breach.
  • 1.14 «Translation Memory» means a database that stores «segments», which can be sentences, paragraphs or sentence-like units (headings, titles or elements in a list) that have previously been translated, in order to aid human translators.
• 2 Introduction
  • 2.1 Online-Translate is a Website service created in order to mediate between freelance translators («Service Providers») and translation buyers («Service Buyers») through the Internet. If you wish to be registered, engage in transactions with other Members and use the Services, available at the Website, read the following conditions and confirm your consent.
  • 2.1.1 Use of this Website and its Services signifies the acceptance of the following Terms and Conditions. If you do not agree with these Terms and Conditions, please do not provide Online-Translate with any information and do not use Online-Translate Services or this Website. Your continued use of Online-Translate Services or this Website in light of changes to this statement or to the relevant principles will signify your acceptance of the changes.
  • 2.2 This is a legal Agreement between you and Online-Translate, which will apply to you in respect of any and all Services offered by or acquired from the Online-Translate Website. This Agreement sets forth the Terms and Conditions governing the access and use of our Website.
  • 2.3 This Agreement may be changed at any time by the Owner. It is the sole responsibility of the User to check, from time to time, the current version of the Agreement. The User waives any claim regarding this issue.
• 3 License To Use Website
  • 3.1 Age Restrictions:
  • 3.1.1 Use of the Services is strictly prohibited to minors or any person under the legal age in his or her country and prohibited to any person under the age of 18. If you misrepresent your age, your registration as a Member will be cancelled. By using the Website, you confirm and guarantee that you meet age restrictions requireme
  • 3.2 Other Restrictions: In connection with using or accessing the Services you will not:
  • 3.2.1 use our Services if you are not able to form legally binding contracts (for example if you are under 18), or are temporarily or indefinitely suspended from using our sites, services, applications or tools;
  • 3.2.2 fail to pay for services purchased by you, unless you have a valid reason as set out in an Online-Translate policy;
  • 3.2.3 fail to deliver an obligation assigned to you, unless you have a valid reason as set out in an Online-Translate policy;
  • 3.2.4 manipulate the price, word/page count or field of expertise of any document or interfere with any other user's listings;
  • 3.2.5 take any action that may undermine the feedback or ratings systems;
  • 3.2.6 distribute or post spam, unsolicited or bulk electronic communications, chain letters, or pyramid schemes;
  • 3.2.7 use any robot, spider, scraper, or other automated means to access our Services for any purpose;
  • 3.2.8 bypass our robot exclusion headers, interfere with the working of our Services, or impose an unreasonable or disproportionately large load on our infrastructure;
  • 3.2.9 commercialize any Online-Translate application or any information or software associated with such application;
  • 3.2.10 harvest or otherwise collect information about users without their consent; or circumvent any technical measures we use to provide the Services.
• 4 Member/User Responsibilities And Warranties
  • 4.1 As A User:
  • 4.1.1 You will only use the Website and the Services in a manner that is accepted and legal according to all applicable laws and regulations.
  • 4.1.2 You will adhere to our acceptable use policies and all other Terms and Conditions relating to your usage of the Services in respect of the Website, and will not transmit junk messages, advertisements or any type of solicitation whatsoever of any products or Services to any other Members of the Website.
  • 4.1.3 You are strictly prohibited from negotiating or attempting to negotiate the fee for a project with another Member directly or indirectly, whether inside or outside of Online-Translate Website, prior, during and/or following the creation, progress and delivery of a service. This also applies to any project that was closed without translation results delivered by the Service Provider. We believe our commissions are very fair and justified for the Services we provide, therefore we will absolutely not tolerate any of this activity on Online-Translate.
  • 4.1.4 You will not in any way copy, modify, publish, transmit, display, sell, distribute or reproduce copyrighted material, trademarks or other protected proprietary information without the express written consent of the Owner of such materials.
  • 4.1.5 By posting information or content to any public area of the Services, you automatically grant, and you represent and warrant that you have the right to grant the Owner and other Members an irrevocable, perpetual, non-exclusive, fully-paid, worldwide license to use, copy, perform, display and distribute such information and content and to prepare derivative works of, or incorporate into other works, such information and content, and to grant and authorize sublicenses of the foregoing.
  • 4.1.6 Your use of the Services is strictly at your own risk and you are solely responsible for your contact, whether it be written, verbal or in person, with any other Member/User of the Website. The Owner and its officers, directors, employees, agents, affiliates and third parties assume no responsibility whatsoever for harm that may come to you as a result of your contact (of any form) with any other Member/User of the Website (including but not limited to emotional, verbal and physical abuse or assault).
  • 4.1.7 You will not communicate, publish or display to any other Member/User any form of defamatory, slanderous, offensive, inaccurate, abusive, profane, obscene, sexually offensive, threatening, harassing, racial, or illegal material, including but not limited to nude photos of yourself or others, pornographic photos or images and any other type of unlawful or unacceptable material, as decided by the Owner. The Owner reserves the right to remove any such material from the Website without notice.
  • 4.1.8 You will not engage in, and the Owner is not be responsible for, any form of harassment, offensive or abusive behavior of any kind whatsoever that may be harmful to any other Member/User of the Website (including but not limited to physical and emotional damage).
  • 4.1.9 You will not use the Website, Services or your profile for any purpose other than translation, transcription or proofreading Services, or any other services provided by Online-Translate.
  • 4.1.10 Illegal and/or unauthorized uses of the Website, including collecting Usernames and/or email addresses of Members by electronic or other means for the purpose of sending unsolicited email, forwarding commercial or other offers to other Members by this Website or by email or other means external to the Website, and unauthorized framing of or linking to the Website will be investigated, and appropriate legal action will be take
  • 4.1.11 In order to protect our Members/Users from improper advertising, solicitation and other inappropriate uses, and to maintain usage integrity on the Website, we reserve the right to restrict access by all Members to all or certain elements of the Services on a per-action basis, such levels to be determined in our sole discretion from time to time, whether determined in respect of a 24 hours period or otherwise.
  • 4.1.12 You agree that we reserve the right change any of the Terms, rights, obligations, privileges or institute new charges for access to or continued use of Services at any time, with or without providing such notice as the Website may determine appropriate. All changes will be posted online or may be emailed to you at the Owner's discretion, and you are responsible for reviewing the information and Terms of usage as may be posted regularly to obtain timely notice of such changes. Continued use of the Services or non-termination of your Membership after changes are posted or emailed constitutes your acceptance or deemed acceptance of the Terms as modified, regardless of whether the notice or email was successfully received, read, or lost during transmission.
  • 4.1.13 You will defend, indemnify, and hold harmless the Owner, its officers, directors, employees, agents, affiliates and third parties, for any losses, costs, liabilities and expenses (including reasonable attorney's fees on a solicitor and his own client basis) relating to or arising out of your use of the Website or Services, including any breach by you of the Terms of this Agreement or other Terms and Conditions posted on the Website from time to time.
  • 4.1.14 Please note you may be involuntarily exposed to offensive or obscene materials that may have been posted by Members/Users, hackers or unauthorized Users from time to time. Please note that it is possible for others to obtain your personal information and use it to engage in an action that may be harmful to you or injure you. The Owner is not responsible for the use of any personal information that you choose to display, publish or distribute to other Members/Users.
  • 4.1.15 The Owner reserves the right but has no obligation, whether on the basis of complaints or on its own initiative, to monitor any messaging or other activity and the materials posted in the public areas of the Website, and to review usage, activity or the content of any messages, materials or other interchanges which are otherwise posted, sent or transmitted via the Website.
  • 4.1.16 The Owner shall have the right in its sole discretion to remove any material or profiles, regardless of whether the Owner determines that such materials or profiles violate, or are alleged to violate, the law or this Agreement.
  • 4.1.17 Notwithstanding the foregoing, the Owner does not undertake to monitor, control or edit any communications between its Members, and such communications may be offensive to you. You assume full responsibility and you assume all risk for the use of the Services, and you are solely responsible for evaluating the accuracy, completeness, and usefulness of all Services, products, communications, and other information.
  • 4.1.18 All communications between Members are at the Members/Users 's sole control and risk.
  • 4.1.19 In no event the Owner or its affiliates will be liable for any incidental, consequential, or indirect damages (including, but not limited to, any deaths, threats, torts or injuries committed by any other Users, damages for loss of data, loss of programs, cost of service interruptions or procurement of substitute Services) directly or indirectly arising out of the use or inability to use the Services, even if the Owner, his agents or representatives know or have been advised of the possibility of such damages. notwithstanding anything to the contrary contained herein, the liability to you by the Owner, its affiliates, for any cause whatsoever, and regardless of the form of the action, will at all times be limited to the amount paid, if any, by you for the Services during the term of Membership.
  • 4.1.20 Under no circumstances will the Owner, or its affiliates be responsible for any loss or damage resulting from your use of the Website, your reliance on information or other content posted on the Website, or transmitted to Members.
  • 4.1.21 You will not use any automated collection mechanism or any manual process to monitor or copy the web pages comprising the Online-Translate Website or the content contained therein without the prior written permission of the Owner.
  • 4.1.22 You will not create multiple User accounts to avoid fees, suspension or bad ratings on Online-Translate.
  • 4.1.23 You will not contact Users or Members or freelance translators or translation companies through our Website or through information gained from our Website with the intent of subverting them from using our Services.
  • 4.2 As A Service Provider:
  • 4.2.1 Without prejudice to any of the aforesaid, and any responsibility as a User of Online-Translate Website, you are obligated to follow translators Guidlines and Online-Translate Quality Standard.
  • 4.2.2 You will not redistribute any of the content (information) on Online-Translate, including but not necessary limited to text submitted by Service Buyers, the translated results, private messages, documents.
• 5 Limitations Of Liability
  • 5.1 You expressly agree that you use the services at your sole risk. Neither Online-Translateor its affiliates, nor any of their respective employees, agents, third party content providers, or licensors warrant that the services will be uninterrupted or error free; not do they make any warranty as to the results that may be obtained from use of the services, or as to the accuracy, reliability or content of any information, service, or merchandise provided through the services. The services are provided on an «As is» basis: to the maximum extent permitted by law, Online-Translate disclaims all representations and warranties express or implied, with respect to any information, services, products, and materials, including but not limited to, warranties of merchantability or fitness for a particular purpose, title, non-infringement, freedom from computer virus, and implied warranties arising from course of dealing or course of performance. In addition, Online-Translate does not represent or warrant that the information accessible via the site is accurate, complete, or current. We are not responsible for typographical errors regardless of source. This disclaimer of liability applies to any damages or injury caused by any failure or performance, error, commission, interruption, unauthorized access to, alteration of, or use of record, whether for breach of contract, tortious behavior, negligence, or under conduct of other users or third-parties and that the risk of injury or harm from the foregoing rests entirely with you.
  • 5.2 Online-Translate shall not be liable for any direct, indirect, speculative damages, or damages of any kind arising from: (a) the use of the service; (b) or for the cost of procurement of substitute goods or services; (c) or resulting from any goods or services purchased or otherwise obtained or received or transactions entered into through or from the service; (d) or resulting from unauthorized access to or alteration of your transmission of data, including without limiting the foregoing, consequential, incidental, and special damages, regardless whether there was any advance notice of the possibility of any such damages.
  • 5.3 Online-Translate shall not be liable for any direct, indirect, speculative damages, or damages of any kind arising from interruption, suspension or termination of service, including, without limiting the foregoing, consequential, incidental, and special damages, whether such interruption, suspension or termination was justified or not, negligent or intentional, inadvertent or advertent, regardless whether there was advance notice of the possibility of any such damages.
• 6 Exceptions
  • 6.1 Notwithstanding any other provision of this Agreement, the limits of liability set forth in this section 6 and otherwise in this agreement shall not apply upon the a direct instruction, order or request from Online-Translate or Online-Translate’s official agent, on an individual, Case by case basis.
• 7 Reasonableness
  • 7.1 The parties hereto required to use all reasonable endeavours to ensure fulfillment of this Agreement.
  • 7.2 No party hereto, in using its reasonable endeavours whenever required by this Agreement, shall be thereby required to act contrary to any law or contractual provision then in effect which is binding upon it.
• 8 Indemnity
  • 8.1 The balance of your account shall be updated in accordance with the terms of this Agreement. You hereby agree that once the Translated Text is submitted to You, the respective portion of the Translation Package shall be considered exploited and shall become non-redeemable, regardless of the quality of the Translated Text forwarded to you.
  • 8.2 Online-Translate may, by its sole discretion, redeem funds to User’s account or directly refund the User upon a failure to deliver the service in an adequate manner, with accordance to the Online-Translate Quality Standard.
• 9 Breaches Of These Terms And Conditions
  • 9.1 If either party commits a Material Breach of its obligations under this agreement, the other party may terminate this agreement by giving the breaching party at least one day’s prior notice, except that any such notice will not result in termination if the breaching party cures that breach before the one-day period elapses.
  • 9.2 In the event of a Material Breach of the obligations under this agreement by Service Providers, Service Buyers and other Users, Online-Translate entitled, permitted and authorized, in advance and without prior notice, to suspend, impound and abolish funds transfers, conversions, withdrawal and transactions into, out of and within the Website, until full investigation of the matter and resolution by Online-Translate.
• 10 Variation
  • 10.1 This Agreement, which includes the Appendices hereto, is the only agreement between the parties relating to the subject matter hereof. It can only be amended by a written document which (i) specifically refers to the provision of this Agreement to be amended and (ii) is signed by both Parties.
• 11 Assignment
  • 11.1 User may not assign, directly or indirectly, all or part of its rights or obligations under this Agreement without the prior written consent of the Online-Translate.
  • 11.2 User may not sublicense, assign or transfer this license or the Licensed Program. Any attempt to sublicense, assign or transfer any of the rights, duties or obligations hereunder is void.
• 12 Severability
  • 12.1 If any term of this Agreement is to any extent illegal, otherwise invalid, or incapable of being enforced, such term shall be excluded to the extent of such invalidity or unenforceability; all other terms hereof shall remain in full force and effect; and, to the extent permitted and possible, the invalid or unenforceable term shall be deemed replaced by a term that is valid and enforceable and that comes closest to expressing the intention of such invalid or unenforceable term. If application of this Severability provision should materially and adversely affect the economic substance of the transactions contemplated hereby, the Party adversely impacted shall be entitled to compensation for such adverse impact, provided the reason for the invalidity or unenforceability of a term is not due to serious misconduct by the Party seeking such compensation.
• 13 Entire Agreement
  • 13.1 This Agreement constitutes the entire agreement of the parties relating to the subject matter addressed in this Agreement. This Agreement supersedes all prior communications, contracts, or agreements between the parties with respect to the subject matter addressed in this Agreement, whether oral or written.
  • 13.2 This Agreement may only be amended with the express consent of the Owner. Unless otherwise explicitly stated, the Terms will survive termination of your Membership to the Services. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect.
• 14 Non-Disclosure Agreement
  • 14.1 You agree to keep all information - including but not limited to customer data, source text, content, source files, prices, agreed terms and the translation itself - secret both during the translation project duration and following its termination. This applies also to the existence and contents of this Agreement.
  • 14.2 How you obtain the information is of no consequence. The obligation to observe secrecy applies to all information acquired in the course of the translation project duration, by happenstance, or in the course of some other activity within the scope of the working relationship.
  • 14.3 Care shall be taken in particular to ensure that the aforementioned data and information are not seen or disclosed by employees, freelancers, other third parties, or family members. You are liable for all damages arising from breach of the obligation to observe secrecy, as well as for his/her own negligence.
  • 14.4 If it is necessary that you enter into direct contact with a customer of Online-Translate, you agree to keep confidential all such terms and other internal business information as exist between Online-Translate and you. You shall act in behalf of Online-Translate whenever he/she is in contact with a customer of Online-Translate.
  • 14.5 Should there be any doubt as to the confidentiality of information, you agree to consult Online-Translate for clarification. If clarification cannot be obtained, it shall always be assumed that data or information are confidential.
  • 14.6 This Agreement does not apply to information that is already known, that is public, or that has been disclosed by third parties without a breach of confidentiality. It also does not apply to information that must be disclosed owing to legal provisions, final court decisions, or official directives. Insofar as legally permitted, however, you, if required to make disclosure, shall inform Online-Translate of the disclosure in advance or without undue delay, and shall make every effort to prevent the information from becoming generally known and to enter into an appropriate confidentiality agreement.
  • 14.7 You confirm that he/she has a professional liability for any financial losses arising from errors or omissions in translations, interpreting services, editing or proofreading work done in Online-Translate.
  • 14.8 All confidential information and its embodiments remain the property of Online-Translate and shall be returned, whether requested or not, at the end of the translation project duration or if preliminary business discussions with a customer do not result in an order. At the same time, retention, copying, and all forms of duplication of documents, data media, or other copies are forbidden.
• 15 These Website Terms And Conditions
  • 15.1 All components of this Terms and Conditions Agreement and the Privacy Policy, as well as said Online-Translate Quality Standard and Translators’ Guidelines, shall be read together and construed, to the fullest extent possible, to be in concert with each other. To the extent that they cannot be so construed, then in the event of any direct conflict between this Terms and Conditions Agreement and the other agreements, this Terms and Conditions Agreement will prevail. In the event of a direct conflict between this Terms and Conditions Agreement and the Privacy Policy, the Privacy Policy will prevail.
  • 15.2 This Agreement may only be amended with the express consent of the Owner. Unless otherwise explicitly stated, the Terms will survive termination of your Membership to the Services. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect.
  • 15.3 Your profile information, as well as your photo, may be displayed to other Users of the Website. If you post personally identifiable information in areas of the Website accessible to other Users, you should be aware that such information can be read, collected, or used by other Users, and could be used improperly (including for example to send you unsolicited messages). We are not responsible for the personally identifiable information you choose to submit in these Website areas or for any damage that can be done as a consequence.
• Last updated: 12 May 2018

Please check out Privacy Policy here.