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Terms and Conditions of Use

Welcome to the website of Ulula Translations. By accessing our site, you agree to these Terms and Conditions of Use and are bound by all applicable laws and regulations.

Please read these terms and conditions carefully before using Our Service.

 

Interpretation and Definitions

 

Interpretation

 

The words of which the initial letter is capitalised have the meaning defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.

 

1. Definitions

 

1.1. ‘The term “Client” refers to visitors who are also registered users of the Service, or users who submit a quote to this website, who seek to use and/or use the Services. The 'Client' is a natural person or, where applicable, the company or other legal entity that the visitor represents. The term 'Client' includes the shareholders, branches, employees, directors, members, agents, and sub–Service Providers, partners, principals and associated or affiliated companies of the Client.

 

1.2. The term " Service Provider" refers to Ulula Translations, a company registered under the VAT number EL159290101, with registered office at Gounari 227, Glyfada, Athens, Greece. The term " Service Provider" includes the shareholders, branches, employees, directors, members, agents, and sub–Service Providers, partners, principals and associated or affiliated companies of the Service Provider.

 

1.3. The term ‘Users’ refers to visitors to this website or the Service who are not registered users.

 

1.4. The term “Translators” refers to third parties who engage with the Service Provider and Client to provide translation services as service providers of the Service Provider (not as employees).

 

1.5. The term “Agreement” refers to this standard agreement as set out below.

 

1.6. The clause headings are for reference only and shall not affect the construction or interpretation of this Agreement.

 

1.7. The word “including” shall be understood to mean ‘including without limitation’ and the word ‘includes’ shall be understood to mean “includes without limitation”.

 

1.8. References to "documents", "records", "books" and "data" include information contained in computer programs, disks, records or any other machine-readable form or records stored in a form other than readable form but producible in readable form

 

1.9. Words of a technical nature should be interpreted in accordance with general commercial usage in the IT sector in Greece.

 

1.10. In the event of a dispute between the different parties to an Agreement, the documents constituting the Agreement between the parties shall take precedence in the following order:

 

  • Any separate written Service Level Agreement (SLA) (if any) between the parties and/or signed by the parties.

 

  • The present standard SLA.

 

1.11. "Confidential information" refers to information (in any form) which is confidential to either the Client or the Service Provider and which the Client discloses to the Service Provider or which the Service Provider discloses to the Client in connection with the Services.

 

1.12. The term " Intellectual Property Rights " refers to all rights relating to a patent, copyright, database right, registered design, utility model, trademark, service mark, trade name, company name, know-how or confidential information, translation memory and all other rights relating to any other industrial or intellectual property, whether or not they are registrable, including all rights to apply for such rights.

 

1.13. The terms "Order" and "Purchase Order" refer to an order for the Services provided to the Client.

 

1.14. The term "Original Documents" refers to the documents, files, materials and works provided by the Client for the purpose of the performance of the Services by the Service Provider.

 

1.15. The term "Services" refers to translation, proofreading, transcription and other linguistic, multimedia, consultancy and business services performed or offered by the Service Provider to the Client, as well as this website and all related technologies and applications provided to Clients and Translators.

 

1.16. The term "Translation Projects" refers to the documents, files, materials, and projects translated and produced from the Original Documents in accordance with the Client's instructions and supplied to the Client by the Service Provider.

 

1.18. The term " Contract " refers to the contract between the Client and the Service Provider and consists of the Client's order or purchase order or written order confirmation, the Service Provider's quote signed by the Client and the present Standard Service Level Agreement.

 

2. General

 

2.1. Quotes shall not be binding on the Service Provider and a contract shall only be concluded when the Client receives written order confirmation.

 

2.2. The Contract shall be subject to this Agreement. Any amendment to the Contract shall be confirmed in writing by one of the Managing Directors of the Service Provider.

 

2.3. The Service Provider's written quotes shall be provided with the understanding that the proposed conditions will remain open for the placing of orders within 30 days from the date of the quote.

 

2.4. Quotes issued in response to the Client's description of the Original Documents, the purpose of the translation and any other instructions may be amended at any time where, in the Service Provider's opinion, the description of the source materials is materially inadequate or inaccurate.

 

2.5. Information provided in presentations, pricelists, websites, or other materials published by the Service Provider shall only be deemed to be a general description and shall not form part of the Agreement.

 

2.6. The present Agreement shall apply to all Services provided to the Client, unless otherwise agreed in writing between the parties.

 

2.7. Users and Clients agree to be responsible for activity related to their Ulula account, to keep their password confidential, to comply with all policies made available by the  Service Provider, to not abuse or conduct illegal activities using our Service, to not contact or attempt to contact Translators outside of the Platform, to not defame or harass the  Service Provider, or its employees,  Service Providers, Clients or Translators, and to not create multiple Ulula accounts for any reason.

 

2.8. The Service Provider may suspend or terminate your access to the Service or an Order if you fail to comply with these Terms and Conditions, or if we suspect misconduct, fraudulent activity or payment, or a breach of these Terms and Conditions, with or without notice.

 

2.9. The Service Provider may modify or suspend the Platform or the Service at any time and for any reason.

 

2.10. The Client may cancel any Order if the project has not yet been undertaken by a Translator. To attempt to cancel an Order, the Client shall contact Customer Support directly at support@ulula-translations.com to enquire whether the Order can be cancelled. Where the Order has already been processed by a Translator, the Order cannot be cancelled and there will be no refund.

 

2.11. The Service Provider may rely on and retain the services of third-party Service Providers (such as translators) to provide the Service to the Client. As such, you agree that the Service Provider may sub-license its rights under these Terms and Conditions to third parties to act on behalf of the Service Provider, provided that such third parties are contractually bound by terms and conditions no less protective of the Client than these Terms and Conditions. The Service Provider shall be solely responsible for the payment and resolution of any disputes with third party Service Providers and translators.

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3. Price and Payment

 

3.1 Unless otherwise indicated, prices are expressed in euros and are exclusive of value added tax and any other taxes or duties. The Service Provider shall invoice the Client for all appropriate taxes and expenses that the Service Provider is required to collect. The Client shall be liable to pay any penalties or interest on such taxes that are due from the Service Provider as a result of the Client's delay in paying such taxes.

 

3.3. Prices include delivery to the e-mail address specified in the Service Provider's quote or order confirmation. Courier and data transmission costs shall be invoiced at cost.

 

3.4. Quotes in currencies other than the Euro shall be based on the exchange rate prevailing at the time the quote is issued, in accordance with the terms of clause 3.11. Unless otherwise stated, the price may be revised upwards or downwards if a different exchange rate is in force at the date of the invoice.

 

3.5. Revisions to work in progress and amendments and updates to the client's revisions shall be agreed in advance and shall be charged at the agreed rates.

 

3.6. Upon notification by the Translator of delivery of the Translation Project, the Client shall have strictly 96 hours (4 Days) to review the Translation Project. If the Client takes no action by e-mail within the 96-hour period, the Translation Project shall be deemed "Approved" and the Translator shall be paid for the Translation Project. Once "Approved", no changes, revisions or refunds of the Translation Project will be made.

 

3.6.1. Due to the nature of language translation, translation errors will inevitably occur. The Client may reject the Translation Project within the 96-hour review period if they reasonably conclude that it does not meet the Quality Assurance Level that has been quoted. We shall carry out a quality audit and will usually respond within two working days of the rejection. If the Service Provider determines that the Translation Project that has been rejected did not meet the Quality Assurance Level specified in the Order, then the Service Provider will honour the rejection and provide a new Translation or authorise the cancellation of the Order.

 

3.7. Project-related travel and per diem expenses shall be invoiced at cost price, as needed for the project, in accordance with Greek legislation.

 

3.8. Payment shall be made in advance or within 5 days of the invoice date.

 

3.9. The Service Provider does not accept cheques. All invoices must be paid by wire transfer or credit/debit card.

 

3.11. If payment has not been received, an administration fee of €50 shall be applied after 30 days and a further €50 for each additional 30-day delay thereafter. For foreign currencies, the exchange rate shall be determined by Piraeus Bank on the relevant day.

 

3.12. Non-payment of an invoice in accordance with the above conditions, or other conditions specified in the Agreement, shall entitle the Service Provider to suspend all further work, both on the same order and on any other order of the Client, without prejudice to any other rights the Client may have.

 

3.13. The Service Provider reserves the right to charge interest on overdue accounts, in accordance with Greek Law. The costs of collection efforts, including but not limited to collection agency fees and/or attorney's fees incurred during the collection process, shall be borne by the Client.

 

3.14. The Service Provider shall apply the mark-up calculation to the payment. This means that payment to the Service Provider must be made in cleared funds, without any deduction or set-off and free from any deduction for or on account of all taxes, levies, imports, duties, charges, fees, and withholdings of any kind, now or hereafter imposed by any governmental, fiscal, or other authority, except as required by law. If the Client is required to make such a deduction, the Client shall pay to the Service Provider any additional amount necessary to ensure that the Service Provider receives the full amount that it would have received without such deduction.

 

4. Delivery

 

4.1. Deadlines for delivery of the Translation Projects, or dates for performance of the Services, shall be regarded as approximate only and time shall not be of the essence for delivery or performance, nor shall any delay entitle the Client to reject any delivery or performance or to repudiate the Contract, unless the Service Provider expressly states otherwise.

 

4.2. The  Service Provider shall in no event be liable for the consequences of any delay in delivery or performance or failure to deliver or perform, including where the delay or failure is due to late delivery or performance or non-delivery or non-performance by third party providers or sub Service Providers, labour shortages, pandemics, force majeure, fire, adverse or exceptional weather conditions, strikes, hostilities, governmental order or intervention (whether or not having the force of law) or any other cause beyond the control of the  Service Provider or of an unexpected or exceptional nature.

 

4.3. Dispatch or delivery by a carrier (including post, fax, e-mail) for the purpose of transmission to the Client shall, for the purposes of the Contract, constitute delivery to the Client. Any risk associated with the Translation Project shall be transferred to the Client upon delivery to such a carrier.

 

4.4. Non-performance of a contract shall not be considered a breach of another contract, nor shall it become a ground for repudiation of a contract in general.

 

5. Liability and obligation of the Service Provider

 

5.1. The Services shall be performed with reasonable skill and care in accordance with industry standards.

 

5.1.1. The Service Provider shall endeavour to provide a clear and accurate translation but cannot guarantee conformity with the Client's subjective preference.

 

5.1.2 The Service Provider shall use all available measures to ensure the accuracy of the translation but shall not be held liable for any damage caused by error or negligence in the translation, transcription, or formatting. The final liability shall rest with the Client.

 

5.2.  The Service Provider shall exercise all reasonable skill and care in selecting the translators, interpreters and other professionals engaged to produce the Translation Project and perform the Services.

 

5.3. No terms, conditions, or warranties, whether express or implied, as to the quality or fitness for purpose of the Services or the Translation Project shall be incorporated except as expressly provided in the Agreement.

 

5.4.  The Service Provider shall incur no liability to the Client for innocent or negligent misrepresentation by virtue of any statement made by or on behalf of the Service Provider prior to the Contract, whether orally or in writing, and the Client shall not be entitled to terminate the Contract by reason of such misrepresentation.

 

5.5.  The Service Provider does not warrant or make any representations regarding the use of the Translation Project in terms of accuracy, correctness, reliability or otherwise.  The Service Provider does not warrant that the Translation Project will meet the Client's specific requirements and, unless otherwise agreed, the Service Provider does not warrant that the operation of the Translation Project sent to the Client will be uninterrupted or error-free.

 

5.6. The Client acknowledges that all Original Documents and Translation Projects submitted by and to the Client over the Internet cannot be guaranteed to be free from the risk of interception, even if transmitted in encrypted form, and that the Service Provider has no responsibility for the loss, corruption or interception of any Original Documents or Translation Projects.

 

5.7. Urgent or express translations or services may require a rush fee. As the deadline may not allow sufficient time for thorough Standard Quality Assurance, the Service Provider shall not be responsible for the quality of any work submitted on an urgent basis.

 

5.8.  The Service Provider's liability to the Client in respect of the provision of the Services and/or the Translation Project is limited as follows:

 

  • The Service Provider's total liability to the Client under any Contract, including, but not limited to, in respect of the Services and the Translation Project, shall not exceed the price payable to the Service Provider by the Client under the Contract to which any claim relates.

 

5.9. The Client shall notify the Service Provider within 96 hours of delivery of the Translation Project of any claim arising from the provision of the Services and/or the Translation Project, together with full details of such claim. In any event, the Service Provider shall not be liable to the Client if the Client fails to notify the Service Provider of any complaint within a reasonable time of delivery of the Translation Project.

 

5.10. All claims by the Client in respect of the Translation Project shall be provided with full details and in writing, and the Service Provider's liability shall be limited to rectifying any alleged inaccuracies which the Service Provider considers to be justified. In any event, the Service Provider shall not be liable to the Client if the Client fails to notify the Service Provider of any claim within 96 hours of delivery of the Translation Project. At no time shall such claims delay payment.

 

6. Client's responsibility and liability

 

6.1. The Client agrees, upon request, to indemnify the Service Provider (which for the purposes of this clause includes the Service Provider's employees, agents, and sub-service providers), and to continue to indemnify the Service Provider, against all loss, damage, injury, costs, and expenses of whatever nature suffered by the Service Provider to the extent caused by or in connection with:

 

  • The use or possession by the Service Provider of any of the original projects or materials supplied by the Client in connection with the provision of the Services, including the infringement of any third party's intellectual property rights in or to such original projects or materials.

 

  • The processing by the Service Provider of any data in connection with the provision of the Services as set out in clause 9 below.

 

  • Any breach of the warranty by the Client under Clause 6.

 

  • Any other breach by the Client of these Terms and Conditions.

 

6.2. In the event that the Client requests the Service Provider's to provide the Services at the Client's premises, or at any other premises designated by the Client, the Client shall:

 

  • Assign experts with the appropriate skills and experience to be responsible for the Service Provider's activities.

 

  • Provide access to such premises and facilities as may be reasonably required by the service provider.

 

  • Provide such information as may be required by the Service Provider to perform the services and ensure that all such information is correct and accurate.

 

  • S'assurer que toutes les mesures de sécurité nécessaires sont en place dans les locaux du Client.

  • The Service Provider shall be entitled to invoice the Client for any additional costs and expenses that the Service Provider may incur as a result of any unsafe conditions or materials encountered on the Client's premises.

 

  • The Service Provider shall not be bound to continue to perform the Services if the Service Provider considers, in its sole discretion, that to do so would constitute a breach of the warranty by the Client set out in Clause 6, an illegal act or a safety hazard.

 

  • The Service Provider's liability shall be limited to correcting errors or providing a refund. In no event shall the liability of the Service Provider or the Service Provider's affiliates exceed the amount paid by the Client to the Service Provider in the 12-month period preceding the event giving rise to the liability.

 

7. Intellectual Property

 

7.1. All Intellectual Property Rights (including but not limited to copyright) in the Original Documents and the Translated Projects shall remain vested in the Client (or the Client's licensors) but, for the avoidance of doubt, the Client hereby grants the Service Provider (and the Service Provider's sub-suppliers) a licence to store and use the Original Documents and the Translated Projects for the purpose of providing the Services to the Client and improving the Service Provider's service.

 

7.2. The Service may include APIs or software to facilitate the Client's use of the Service and shall be considered part of the Service. The Client may not copy, modify, distribute, sell, or rent any part of our Service, website or software, or reverse engineer or attempt to extract the source code of the Service or software.  The Service Provider does not guarantee the availability or performance of the Service. The Client's access or use may be limited or suspended at any time.

 

8. Confidentiality

 

8.1. Subject to Clause 8.2, and except as necessary for the Service Provider to provide the Services, neither party may use the Confidential Information of the other party.

 

8.2. Permitted Disclosure of Confidential Information. Notwithstanding anything in this Agreement to the contrary, either Party may disclose the Confidential Information of the other Party to its personnel, sub-contractors, agents and advisors (including legal and financial advisors) who have a need to know such information in connection with the performance of the Services hereunder and who are obligated by written agreement or ethical obligation to keep such information confidential. Either Party may disclose the Confidential Information if such disclosure is required by law, court order or regulation; provided, however, that such Party will notify the other Party in writing in advance of such disclosure to the extent legally permissible, and will provide the other Party with copies of any related information so that the Party may take appropriate action to protect its Confidential Information. In addition, each Party may disclose the terms and conditions of this Agreement: (i) as required under applicable securities regulations and (ii) on a confidential basis to current or prospective investors or acquirers of such Party.

 

8.3. The duty of confidentiality contained in Clause 8 shall survive the termination of the Contract, however caused.

 

8.4. The Service Provider shall disclose the Original Documents and any Client information necessary for the performance of the Service to potential Translators and sub-Service Providers to provide the Service to you (for example, previewing the content to determine whether to accept the Order).

 

8.5. The Client is solely responsible for the amendment or deletion of any confidential or personally identifiable information in the Client's documents, if the Client does not wish to disclose such information.

 

8.6. If the Client chooses to allow the Service Provider to use the Client's Translation Projects for "public use", the Client grants the Service Provider a worldwide, perpetual, royalty-free, irrevocable license to publish and display the Client's Materials and associated Translation Projects in connection with the operation, promotion, and improvement of the Service Provider's Services. This licence shall continue notwithstanding that the Client ceases to use the Service Provider's Services.

 

9. Data Protection

 

9.1. Each Party shall ensure that, in carrying out its obligations under this Agreement, it will always comply with the relevant provisions of the Data Protection Act.

 

9.2.  The Service Provider acknowledges that if the Service Provider needs to process data while providing the Services, the Service Provider will only do so on the instruction of the Client.

 

10. Non-Solicitation Clause

 

Unless otherwise agreed by the Service Provider, the Client (which for the purposes of this Clause shall include any Affiliate of the Client) shall not, for a period of one year following the termination of the Contract, directly or indirectly, on its own behalf or on behalf of any other person, firm or company, solicit, employ, attempt to divert from the Service Provider or use the services of the Service Provider's Staff, any of its freelancers or companies to which the Service Provider has subcontracted services commissioned by the Client. In the event of a breach of this Clause, the Client shall pay the Service Provider an amount equal to the total remuneration paid by the Service Provider to that member of Staff for the year immediately preceding the date on which the Client employed or used the services of that member of Staff. In the case of a self-employed person, the amount shall be equal to the equivalent of one full year's full-time salary. In the case of a company, the amount shall be equal to the equivalent of a full year's salary payable to an employee or freelancer of the Service Provider.

 

11. Intended use

 

11.1. If the Client does not indicate the intended use of the translated Work, the Service Provider shall perform the translation as if it were for guidance only.

 

11.2. If the Client wishes to use a translation for a purpose other than that for which it was originally provided, the Client shall obtain confirmation from the Service Provider that it is suitable for the new purpose.

 

12. Warranties and Disclaimers

 

12.1 The Client represents and warrants that it has all necessary right, title, and interest in the Original Documents, and that the Original Documents do not infringe or violate the rights of any third party, do not violate the law and do not contain offensive or unacceptable content.

 

12.2 The Service and the Translated Projects are provided "AS IS". Other than as expressly provided in these Terms and Conditions or in any Additional Terms and Conditions, neither the Service Provider nor its translators, subcontractors or suppliers make any specific promises regarding the Services.  The Service Provider makes no representations about the content of the Services, the specific features of the Services, their reliability, availability, or their ability to meet your needs. 

 

12.3 Some jurisdictions provide for certain warranties, such as the implied warranty of merchantability, fitness for a particular purpose and non-infringement. To the extent permitted by law, the Service Providers disclaim all such warranties.

 

13. Termination

 

13.1.  The Service Provider shall be entitled to terminate the contract immediately by written notice to the Client if:

 

  • The Client commits a material breach of the Agreement and, in the case of such a breach which is capable of being remedied, the Client fails to remedy it within 7 days of receipt of written notice specifying the breach and requiring it to be remedied.

 

  • The Client enters into a voluntary arrangement with its creditors or (if an individual or company) becomes bankrupt or (if a company) is the subject of an administrative order or goes into liquidation, or an encumbrance takes possession of or a receiver is appointed over any of the Client's property or assets, or the Client ceases or threatens to cease to carry on business, or an equivalent or analogous event occurs in any other jurisdiction.

 

Any termination of the Agreement shall be without prejudice to any rights or remedies which may have accrued to either party.

 

14. Dispute Resolution

 

15.1. Neither party shall be liable to the other for any delay or failure to perform its obligations under the Agreement resulting from any cause beyond its control, including force majeure, pandemics, governmental act, war, fire, flood, explosion, or civil commotion.

 

15.2.  The Service Provider may engage any person, firm or company as a sub-service provider to perform all or part of the Service Provider's obligations, and the Service Provider may assign all or part of the Service Provider's rights and obligations under the Agreement.

 

15.3. No waiver by the Service Provider of any breach of contract by the Client shall be deemed a waiver of any subsequent breach of the same or any other provision.

 

15.4. If any provision of this Agreement is or becomes invalid or unenforceable, it shall be severed from the remainder of the Agreement so as to be ineffective to the extent of its invalidity or unenforceability and no other provision of the Agreement shall be rendered invalid, unenforceable or have any other effect.

 

15.5. The Contract (and any procedure by which one party may be legally entitled to join the other as a third party) shall be governed by and construed in all respects in accordance with Greek law and the parties hereby submit to the non-exclusive jurisdiction of the Greek courts.

 

15.6.  The Service Provider may amend these terms and conditions at any time. The Client shall consult the conditions regularly. If the Client does not accept the amended conditions for a Service, the Client shall cease to use that Service effective immediately.

 

Have questions? Get in touch.

 

Ulula Translations

 

Gounari 227, Glyfada

Athens, Greece

166 74

 

help@ulula-translations.com

 

www.ulula-translations.com

 

Ulula Translations (Sole Proprietorship A.C.A.L.W) is registered under VAT No EL15290101.

 

These Terms and Conditions were last updated on February 9, 2023.

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