Terms and Conditions

1. INTRODUCTION AND ACCEPTANCE OF THESE TERMS

1.1 These Terms and Conditions (the "Terms") govern your access to and use of the website located at www.trancelance.com (the "Website") and the translation, localization and related language services supplied by Trancelance Services ("Trancelance", "we", "us" or "our"), a business established and operating under the laws of India with its principal place of business at G-23, South City Road, Gurgaon, Haryana, India.

1.2 By accessing, browsing or using the Website, by submitting an enquiry through any contact form made available on the Website, by requesting a quotation, or by instructing us to carry out any work, you confirm that you have read, understood and agree to be bound by these Terms and by our Privacy Policy and Cookie Policy, each of which is incorporated into these Terms by reference.

1.3 If you do not agree to these Terms, you must not use the Website and must not instruct us to perform any services.

1.4 These Terms apply to the exclusion of any other terms that you seek to impose or incorporate, or which are implied by trade, custom, practice or course of dealing. Any purchase order, acknowledgement, confirmation, vendor portal terms, supplier onboarding conditions or similar document issued by you shall be of no legal effect in relation to the Services unless we have expressly accepted its terms in writing signed by an authorised representative of Trancelance.

1.5 Where you instruct us on behalf of a company, firm, partnership, government body, institution or any other legal entity, you warrant that you have full authority to bind that entity, and references in these Terms to "you" or the "Client" shall mean both you and that entity, jointly and severally.

1.6 We may amend these Terms from time to time. The version of the Terms in force at the date on which a Project is accepted by us shall govern that Project. Continued use of the Website following publication of amended Terms constitutes acceptance of the amended Terms in respect of your use of the Website.

2. DEFINITIONS AND INTERPRETATION

2.1 In these Terms, unless the context requires otherwise:

• "Client" means the person, company or entity that requests, orders or receives the Services.
• "Confidential Information" means all information disclosed by one party to the other, whether orally, in writing, electronically or otherwise, that is designated as confidential or that would reasonably be understood to be confidential, including Source Material, Deliverables, commercial terms, business plans, client lists, pricing, technical data and personal data.
• "Deliverable" means the translated, localized, transcreated, edited, proofread, formatted or otherwise processed material supplied by us to the Client under a Project.
• "Project" means a discrete assignment of Services accepted by us in accordance with clause 6.
• "Quotation" means a written price and scope proposal issued by us to the Client.
• "Services" means the translation, localization, transcreation, editing, proofreading, review, terminology, desktop publishing, subtitling, transcription and related language services described in clause 4 and in the applicable Quotation.
• "Source Material" means any document, file, text, string, media, software resource, database export or other content supplied by the Client to us for the purposes of a Project, together with any reference material, glossary, style guide or instruction supplied with it.
• "Source Language" means the language in which the Source Material is written; "Target Language" means the language into which it is to be rendered.
• "Turnaround Time" or "TAT" means the delivery timeframe agreed between the parties for a Project in accordance with clause 8.

2.2 Clause headings are for convenience only and do not affect interpretation. Words importing the singular include the plural and vice versa. "Including", "in particular" and similar expressions are illustrative and do not limit the generality of the preceding words. A reference to writing includes email.

2.3 In the event of any conflict, the following order of precedence applies: (a) a written agreement signed by both parties; (b) the accepted Quotation; (c) these Terms; (d) any other document.

3. ELIGIBILITY, CAPACITY AND AUTHORITY

3.1 The Website and the Services are intended for business users and for adults. By using the Website or instructing us, you represent and warrant that you are at least 18 years of age and have full legal capacity to enter into a binding contract.

3.2 The Services are not directed at children. We do not knowingly accept instructions from, or provide Services to, any individual under the age of 18. If we become aware that we have contracted with a minor, we may terminate the engagement immediately.

3.3 We provide Services to clients worldwide. You are solely responsible for ensuring that your use of the Website, your instructions to us and your use of the Deliverables comply with all laws applicable to you in your jurisdiction, including export control, sanctions, data protection, professional regulation and content laws. We make no representation that the Website or the Services are appropriate or available for use in any particular jurisdiction.

3.4 We reserve the right to decline any enquiry, Quotation request or Project at our sole discretion and without giving reasons, including where acceptance would in our reasonable opinion create a legal, regulatory, reputational, sanctions or conflict-of-interest risk.

4. SCOPE OF SERVICES

4.1 Trancelance is a professional language services provider. Our Services include, without limitation:

• legal translation, including contracts, court documents, pleadings, corporate and constitutional documents, intellectual property filings, immigration and civil status documents, and regulatory materials;
• website and mobile application localization, including user interface strings, resource files, help centres, metadata, multilingual SEO content and locale adaptation;
• marketing translation and transcreation, including advertising copy, campaign materials, brand messaging, product descriptions and social media content;
• financial translation, including annual reports, audited financial statements, prospectuses, investor communications, banking and insurance documentation and compliance materials;
• ancillary services such as editing, proofreading, bilingual review, terminology and glossary development, desktop publishing, formatting, transcription and subtitling, where expressly agreed.

4.2 The precise scope of any Project, including the Source Language, Target Language or Languages, subject matter, volume, file formats, deliverable format, level of review and any additional services, is that set out in the accepted Quotation. Anything not expressly stated in the Quotation is outside scope.

4.3 Unless expressly stated in the Quotation, the Services do not include: certification, notarisation, apostille or legalisation; sworn or court-appointed translation; layout or desktop publishing work; back-translation; in-country review; on-site interpreting; software engineering, testing or build work; or ongoing maintenance of localized content.

4.4 We may perform the Services ourselves or through qualified employees, subcontractors, freelance linguists, reviewers or partner agencies. We remain responsible to the Client for the performance of the Services in accordance with these Terms.

5. PROFESSIONAL DISCLAIMER AND NATURE OF TRANSLATION SERVICES

5.1 No legal, financial, tax, medical, regulatory or other professional advice.

Trancelance is a language services provider and not a law firm, chartered accountancy practice, audit firm, tax adviser, investment adviser, financial institution or regulated professional services firm. Nothing contained in any Deliverable, Quotation, correspondence, proposal or page of the Website constitutes legal, financial, tax, accounting, investment, regulatory, immigration, medical or other professional advice, and nothing may be relied upon as such.

5.2 A translation is a rendering of the meaning of the Source Material from one language into another. It is not a verification, validation, audit, legal opinion or endorsement of the Source Material. We express no view whatsoever on the accuracy, legality, validity, enforceability, completeness, regulatory adequacy or commercial merit of any Source Material or of any Deliverable.

5.3 No attorney-client, advocate-client, fiduciary or other professional relationship arises between Trancelance and the Client, or between any linguist engaged by us and the Client, by reason of the provision of the Services. The Client must obtain independent professional advice from an appropriately qualified and licensed adviser in the relevant jurisdiction before acting or omitting to act on the basis of any Deliverable.

5.4 Where a Deliverable is intended for filing with, or submission to, a court, tribunal, registry, regulator, government department, immigration authority, stock exchange or other official body, the Client is solely responsible for confirming the formal, procedural and certification requirements of that body, and for verifying that the Deliverable satisfies them, before submission. Requirements differ substantially between jurisdictions and change without notice.

5.5 Language is interpretive. Terminology, register, tone and style are matters on which competent professional linguists may reasonably differ. A difference of preference, style or terminology choice does not of itself constitute a defect, error or breach of these Terms.

5.6 Certain legal, financial and technical concepts have no exact equivalent in the Target Language or legal system. Where this occurs, we will render the concept using the closest available equivalent, a descriptive rendering or a retained source term, applying professional judgment. This is a recognised feature of translation practice and is not an error.

5.7 The content of the Website is provided for general information and marketing purposes only. It is not an offer capable of acceptance and does not create any obligation on our part to provide Services on the terms described.

6. ENQUIRIES, QUOTATIONS AND FORMATION OF CONTRACT

6.1 The Website does not process payments and does not permit online ordering. Enquiries are submitted through the contact form on the Website or by email or other agreed channel. Submission of an enquiry is a request for information only and does not create a contract.

6.2 On receipt of an enquiry and of representative or complete Source Material, we will issue a Quotation setting out the scope, the applicable per-word or other rate, the estimated or fixed total price, the proposed Turnaround Time, the payment terms and any assumptions or exclusions.

6.3 A Quotation is an invitation to treat and is not binding on us until confirmed under clause 6.4. Unless it states otherwise, a Quotation is valid for fourteen (14) days from its date and is given on the basis of the information and materials supplied to us at that time.

6.4 A binding contract for a Project comes into existence only when the Client accepts the Quotation in writing (including by email or by written instruction to proceed) and we confirm acceptance of the Project in writing. We are not obliged to accept any order and are not bound by any instruction to which we have not confirmed acceptance.

6.5 Where the Source Material supplied for quotation purposes proves to be incomplete, materially different in volume, format, quality, complexity or subject matter from that on which the Quotation was based, or where the Client changes the requirements, we may revise the Quotation and the Turnaround Time. Work will not commence, or will be suspended, until the revision is accepted in writing.

6.6 Estimates given verbally, indicative ranges published on the Website and preliminary indications given before sight of the Source Material are not Quotations and are not binding.

7. FEES, PER-WORD PRICING AND PAYMENT

7.1 Per-word basis.

Our charges are calculated on a per-word basis unless the Quotation expressly states another basis (such as a per-page, per-hour, per-minute of audio or fixed-project rate). The applicable per-word rate depends on the language pair, subject matter, complexity, file format, level of review and required Turnaround Time.

7.2 Unless the Quotation states otherwise, the word count is taken from the Source Material and is calculated using industry-standard word counting software applied by us. Where the Source Material is supplied in a non-editable, scanned, handwritten or image-based format, the word count will be established after conversion or estimation by us and confirmed to the Client, and our determination shall apply in the absence of manifest error.

7.3 Minimum charges may apply to small assignments. Surcharges may apply to expedited or out-of-hours work, complex or non-standard file formats, poor-quality or illegible source documents, highly specialised subject matter and additional target languages. Any such charge will be disclosed in the Quotation.

7.4 All fees are exclusive of applicable taxes, including goods and services tax, value added tax, withholding tax and any equivalent levy, which shall be payable by the Client in addition at the prevailing rate. Where the Client is required by law to withhold or deduct tax, the Client shall gross up the payment so that we receive the full amount that would have been received had no deduction been made, save where a lower rate applies under an applicable double taxation treaty and valid documentation is provided.

7.5 Payment terms are those stated in the Quotation or invoice. In the absence of a stated term, invoices are payable within fourteen (14) days of the invoice date. We may require full or partial prepayment, a deposit, or staged payments, in particular for new clients, high-value Projects and long-running assignments.

7.6 The Client shall pay all sums in the invoiced currency and in cleared funds, without set-off, counterclaim, deduction or withholding. All bank charges, remittance charges, intermediary bank fees, currency conversion costs and payment gateway charges are for the Client account.

7.7 We do not accept payment through the Website. Payment is made by bank transfer or by such other method as we notify in writing. We are not responsible for any loss arising from payment instructions received from any source other than an invoice issued by us; the Client should verify bank details directly with us before making any payment.

7.8 Without prejudice to any other right, if any sum is not paid when due we may: (a) charge interest at eighteen per cent (18%) per annum, or the maximum rate permitted by applicable law if lower, accruing daily from the due date until payment in full; (b) suspend performance of all Projects for the Client; (c) withhold delivery of completed but unpaid Deliverables; and (d) recover all reasonable costs of collection, including legal and agency fees.

7.9 Title in a Deliverable, including any intellectual property rights transferred under clause 16, passes to the Client only upon receipt by us of payment in full and cleared funds of all sums due in respect of that Project. Until then, the Client has no right to use, publish, file, distribute or exploit the Deliverable.

8. TURNAROUND TIMES AND DELIVERY

8.1 Turnaround Time depends on the volume, complexity, subject matter, language pair and format of the Source Material. The Turnaround Time for each Project is discussed with the Client and agreed before we accept the Project. No delivery timescale is binding unless expressly agreed in writing.

8.2 The Turnaround Time runs from the later of: (a) written confirmation of acceptance of the Project by us; (b) receipt by us of the complete and final Source Material in a usable format together with all reference materials, instructions and clarifications required; and (c) receipt of any prepayment or deposit required under the Quotation.

8.3 Time is not of the essence in relation to delivery unless expressly agreed in writing and identified as such. Where time is agreed to be of the essence, our liability for late delivery remains subject to clause 22.

8.4 The Turnaround Time shall be extended, without liability on our part, by a period equal to any delay caused by: the Client failing to supply materials, approvals, answers to queries or feedback promptly; changes to the scope or Source Material; late payment; incorrect, corrupt or unreadable files; or any event described in clause 23.

8.5 Delivery is made electronically by email, secure file transfer, shared drive or such other method as agreed. Delivery is deemed to occur when the Deliverable is transmitted to the email address or platform notified by the Client. We are not responsible for non-receipt caused by the Client mail server, spam filtering, storage limits, firewall configuration or incorrect contact details supplied by the Client.

8.6 Where physical delivery, courier, postal despatch or hard-copy production is agreed, risk passes on despatch and all associated costs, customs duties and delays are for the Client account.

8.7 We retain no obligation to store Deliverables or Source Material indefinitely. The Client is responsible for downloading and retaining its own copies. Our retention practice is described in our Privacy Policy.

9. CLIENT RESPONSIBILITIES AND SOURCE MATERIALS

9.1 The Client shall supply the Source Material in a complete, final, legible and usable form, together with any context, reference documents, previous translations, glossaries, style guides, brand guidelines, terminology databases and details of the intended audience, purpose, register and jurisdiction of use.

9.2 The Client shall respond promptly to queries raised by us or by our linguists. Where the Client does not respond within a reasonable time, we may proceed on the basis of our professional judgment and the Client shall not be entitled to reject the Deliverable on grounds that could have been resolved by a timely response.

9.3 The Client warrants and represents that: (a) it owns, or has all necessary licences, consents and permissions in respect of, the Source Material; (b) the translation, localization, adaptation, reproduction, storage and delivery of the Source Material by us and our subcontractors will not infringe the intellectual property, privacy, confidentiality, publicity or other rights of any third party; (c) the Source Material is not unlawful, defamatory, obscene, fraudulent, sanctioned or otherwise prohibited under any applicable law; and (d) where the Source Material contains personal data, the Client has a valid legal basis and has given all notices and obtained all consents required for its transfer to and processing by us and our subcontractors.

9.4 The Client shall not send us material containing personal data beyond that which is necessary for the Project, and shall redact, anonymise or pseudonymise sensitive personal data wherever the purpose of the Project permits.

9.5 The quality of a Deliverable depends materially on the quality of the Source Material. We accept no liability for defects in a Deliverable that are attributable to ambiguity, error, omission, poor drafting, illegibility, inconsistency or technical defect in the Source Material, or to incorrect or incomplete instructions.

9.6 The Client is solely responsible for reviewing the Deliverable before publication, filing, execution, distribution or other operational use, and for any final proofing of typeset, published or compiled material. We strongly recommend that a proof of the final laid-out or implemented version is submitted to us for checking, which we may carry out for an additional fee.

10. CHANGES TO SCOPE, ADDITIONAL WORK AND RUSH REQUESTS

10.1 Any change to the scope, volume, Source Material, Target Language, format, instructions or Turnaround Time of a Project must be requested in writing and takes effect only when we confirm it in writing, together with any consequent change to the price and Turnaround Time.

10.2 Where the Client amends the Source Material after work has commenced, we shall be entitled to charge for the work already performed on the superseded material and for any additional work required, and to extend the Turnaround Time accordingly.

10.3 Requests to accelerate an agreed Turnaround Time may be accommodated at our discretion and may attract a rush surcharge. Expedited work necessarily compresses the review process, and the Client accepts that the standard of review applied to rush work reflects the time available.

10.4 Work performed outside the agreed scope at the Client request, including additional research, reformatting, repeated revisions of preference and re-translation of client-amended text, is chargeable at our then-current rates.

11. CANCELLATION, SUSPENSION AND TERMINATION

11.1 Cancellation by the Client after assignment.

If the Client cancels, terminates, suspends or reduces the scope of a Project after it has been assigned to us, the Client shall pay us for all work already performed up to the date on which written notice of cancellation is received by us, calculated on a pro rata basis by reference to the proportion of the Source Material completed at that time and the agreed rate, together with any non-recoverable costs, subcontractor charges and third-party commitments already incurred by us in reliance on the Project.

11.2 Our determination of the proportion of work completed, made in good faith by reference to our production records, translation memory logs and subcontractor reports, shall be conclusive in the absence of manifest error. On request, we will provide the Client with the portion of the work completed and paid for.

11.3 Where a Project is cancelled after acceptance but before any work has commenced, we may charge a reasonable administrative fee to cover scheduling, resourcing and project setup costs, not exceeding ten per cent (10%) of the Project value.

11.4 Any deposit or prepayment is applied first against sums due under this clause 11. Deposits are non-refundable to the extent of work performed and costs incurred.

11.5 We may suspend or terminate a Project or these Terms immediately on written notice if: (a) the Client fails to pay any sum when due; (b) the Client is in material breach of these Terms and, where the breach is remediable, fails to remedy it within seven (7) days of notice; (c) the Client fails to provide materials, instructions or approvals such that we cannot reasonably continue; (d) the Client becomes insolvent, enters administration, liquidation, receivership, bankruptcy or any analogous process, or ceases or threatens to cease trading; or (e) continuing the Project would in our reasonable opinion expose us to legal, regulatory, sanctions or reputational risk.

11.6 On termination for any reason: all sums due to us become immediately payable; the Client shall pay for all work performed to the date of termination; each party shall return or destroy the Confidential Information of the other, subject to retention required by law and to routine backup archiving; and clauses 5, 7, 9, 11, 14, 15, 16, 17, 21, 22, 23, 24 and 25 shall survive.

12. QUALITY ASSURANCE, REVIEW PERIOD AND COMPLAINTS

12.1 We operate a documented quality management approach based on qualified linguist selection, subject-matter matching, terminology control and independent review appropriate to the service level purchased.

12.2 We warrant that the Services will be performed with reasonable care and skill by suitably qualified linguists, and that the Deliverable will be a faithful and accurate rendering of the meaning of the Source Material into the Target Language, fit for the purpose notified to us in writing before acceptance of the Project.

12.3 The Client shall inspect each Deliverable promptly and shall notify us in writing of any alleged defect, error or omission within fourteen (14) days of delivery, or within such shorter period as may be stated in the Quotation. The notice must identify each alleged defect specifically, with the relevant passage, an explanation of the objection and, where possible, the preferred alternative.

12.4 If no such notice is given within that period, the Deliverable shall be deemed accepted in full and no claim may thereafter be made in respect of it.

12.5 Where a notified defect is substantiated, our sole obligation, and the Client sole and exclusive remedy, is that we shall at our option correct the Deliverable free of charge within a reasonable time, or issue an appropriate credit or refund in respect of the affected portion. This remedy is subject to clause 22.

12.6 We shall have no liability where the alleged defect arises from: matters of stylistic or terminological preference; the Client failure to supply reference material, glossaries or context; defects, ambiguity or error in the Source Material; changes made to the Deliverable by the Client or any third party after delivery; use of the Deliverable for a purpose not notified to us in writing; or a request for corrections made after the period in clause 12.3.

12.7 Complaints should be directed to contact@trancelance.com. We aim to acknowledge complaints within two (2) business days and to provide a substantive response within ten (10) business days.

13. CERTIFIED, SWORN AND NOTARISED TRANSLATIONS

13.1 Where expressly agreed in the Quotation, we may supply a certificate of translation accuracy confirming that the Deliverable is, to the best of our knowledge and belief, a true and accurate rendering of the Source Material.

13.2 A certificate of accuracy issued by us is a statement of professional opinion. It is not a legal opinion, does not authenticate the Source Material, does not verify the identity of any signatory and does not constitute a sworn, official or court-appointed translation unless expressly so described.

13.3 Requirements for certified, sworn, official, notarised, apostilled or legalised translations vary by country, court, registry and receiving authority and change without notice. The Client is solely responsible for ascertaining the requirements of the receiving authority and for notifying us of them in writing before we accept the Project. We accept no liability for rejection of a Deliverable by any authority where those requirements were not notified to us in advance.

13.4 Notarisation, apostille and consular legalisation are third-party services. Where we arrange them at the Client request, we act as agent only, all third-party fees are payable by the Client, and we accept no liability for the acts, omissions, delay or refusal of any notary, court, registry, consulate or competent authority.

14. CONFIDENTIALITY AND NON-DISCLOSURE

14.1 Each party shall keep confidential all Confidential Information of the other party, shall use it only for the purposes of the Project, and shall not disclose it to any third party except as permitted by this clause 14.

14.2 We may disclose Confidential Information to our employees, linguists, reviewers, subcontractors and professional advisers who need it for the performance of the Services, provided that each is bound by confidentiality obligations no less protective than those in this clause. We remain responsible for their compliance.

14.3 The obligations in this clause do not apply to information which: (a) is or becomes public other than through breach of this clause; (b) was lawfully in the receiving party possession without obligation of confidence before disclosure; (c) is lawfully obtained from a third party free of any obligation of confidence; (d) is independently developed without use of the Confidential Information; or (e) is required to be disclosed by law, regulation, court order or competent authority, provided that, where lawful, the disclosing party is given prompt notice.

14.4 We treat all Source Material and Deliverables as confidential. We are prepared to enter into a separate non-disclosure agreement on reasonable terms at the Client request; where the Client requires us to sign its own form of non-disclosure agreement, we reserve the right to negotiate terms and to charge for the legal review of unusually onerous documents.

14.5 The obligations in this clause survive termination for a period of five (5) years, and indefinitely in respect of trade secrets and personal data.

14.6 Unless the Client notifies us otherwise in writing, we may identify the Client by name and industry in our client list and marketing materials at a general level. We will not disclose the content of any Project without prior written consent.

15. DATA PROTECTION

15.1 Each party shall comply with all applicable data protection and privacy laws, which may include the Digital Personal Data Protection Act, 2023 and the Information Technology Act, 2000 and rules made under it in India, the EU General Data Protection Regulation (Regulation (EU) 2016/679) and the UK General Data Protection Regulation, and applicable United States state privacy laws.

15.2 In respect of personal data contained within Source Material, the Client is the controller (or equivalent) and Trancelance acts as a processor (or equivalent) acting on the documented instructions of the Client. Our processing of personal data collected through the Website, including enquiry data, is described in our Privacy Policy, where we act as controller.

15.3 As processor we shall: process personal data only on the Client documented instructions; ensure that persons authorised to process the data are bound by confidentiality; implement appropriate technical and organisational security measures; engage sub-processors subject to equivalent obligations; assist the Client, so far as reasonably practicable and at the Client cost, with data subject requests, security incidents and impact assessments; notify the Client without undue delay on becoming aware of a personal data breach affecting the Client data; and, on termination, delete or return the personal data subject to legal retention requirements.

15.4 The Client acknowledges that the provision of the Services necessarily involves the transfer of Source Material to linguists and subcontractors who may be located in countries other than the Client own, including India and other jurisdictions. The Client authorises such transfers and shall ensure that a valid transfer mechanism is in place where required by law. We will enter into standard contractual clauses or an equivalent data processing agreement on request.

15.5 Where the Client requires a specific data processing agreement, that agreement shall, once executed by both parties, take precedence over this clause 15 to the extent of any inconsistency.

16. INTELLECTUAL PROPERTY RIGHTS

16.1 All intellectual property rights in the Source Material remain vested in the Client or its licensors. Nothing in these Terms transfers any right in the Source Material to us, save the licence in clause 16.2.

16.2 The Client grants us and our subcontractors a non-exclusive, royalty-free licence to copy, store, transmit, adapt, process and translate the Source Material to the extent necessary to perform the Services.

16.3 Subject to payment in full of all sums due in respect of the relevant Project, we assign to the Client all copyright and other intellectual property rights in the Deliverable, to the fullest extent permitted by applicable law and with effect from the date of receipt of payment. Where full assignment is not permitted by applicable law, we grant the Client a perpetual, worldwide, irrevocable, transferable, royalty-free licence to use, reproduce, adapt, publish and exploit the Deliverable for any purpose.

16.4 We retain ownership of all methodologies, processes, know-how, software, tools, templates, quality frameworks and general linguistic knowledge used or developed by us in performing the Services, none of which is Client-specific material.

16.5 We may retain and use translation memories, terminology databases and glossaries generated in the course of performing the Services for the purpose of improving consistency and efficiency for the Client. We will not use Client-specific translation memory or terminology containing Confidential Information for the benefit of any other client. On written request following completion of a Project and payment in full, we will supply the Client with a copy of the Client-specific translation memory in a standard exchange format, and will delete our copy where the Client so requires, subject to clause 14 and applicable law.

16.6 All content of the Website, including text, graphics, logos, page layout, design, images and software, is owned by or licensed to Trancelance and is protected by copyright, trade mark and other laws. The name "Trancelance" and our logos are our trade marks. You may not copy, reproduce, republish, frame, scrape, mine, download, transmit or exploit any part of the Website except for your own personal, non-commercial reference use, and you may not use our trade marks without our prior written consent.

17. TRANSLATION TECHNOLOGY, MACHINE TRANSLATION AND ARTIFICIAL INTELLIGENCE

17.1 We use computer-assisted translation tools, translation memory systems, terminology management systems and quality assurance software in the ordinary course of our work. These are professional productivity tools operated under human control and their use does not alter our obligations under clause 12.

17.2 We do not apply raw machine translation output, or machine translation with light post-editing, to any Project unless this has been expressly agreed with the Client in writing and reflected in the Quotation and the price. Where a machine translation post-editing service is agreed, the Client acknowledges that the resulting quality standard differs from full human translation and accepts the Deliverable on that basis.

17.3 The Client shall notify us in writing before the Project is accepted if the Client requires that no machine translation, artificial intelligence tool or cloud-based translation service is used in connection with the Project, or if the Client requires processing to be confined to particular systems or territories. We will confirm whether we are able to accommodate such a requirement and any effect on price and Turnaround Time.

17.4 The Client shall not, without our prior written consent, use any Deliverable or Source Material supplied by or to us to train, fine-tune, evaluate or develop any machine learning model or artificial intelligence system, other than a translation memory or terminology database used for the Client own internal language operations.

17.5 Where the Client supplies machine-generated or AI-generated Source Material, or asks us to review, edit or post-edit such material, the Client remains solely responsible for the accuracy, legality and provenance of that material, and clause 9.5 applies.

18. SUBCONTRACTING, LINGUISTS AND NON-SOLICITATION

18.1 We may subcontract any part of the Services to qualified linguists, reviewers, agencies and technical service providers, whether located in India or elsewhere. We remain responsible for the performance of the Services.

18.2 Our linguists and subcontractors are engaged by us and not by the Client. No contractual relationship arises between the Client and any linguist or subcontractor.

18.3 The Client shall not, during the term of any Project and for twelve (12) months after its completion, directly or indirectly solicit, employ or engage any linguist, reviewer, project manager or other personnel introduced to it by us in connection with the Services, whether as employee, contractor or otherwise, without our prior written consent. The Client acknowledges that we invest substantially in the recruitment, vetting, training and quality management of our linguist network and that this restriction is reasonable to protect that investment.

18.4 The Client shall not attempt to circumvent Trancelance by contracting directly with a linguist introduced by us for services of a kind that we supply.

19. ACCEPTABLE USE OF THE WEBSITE AND PROHIBITED CONDUCT

19.1 The Website is provided for lawful use in connection with obtaining information about, and enquiring in relation to, our Services.

19.2 You must not: (a) use the Website in any way that breaches applicable law or regulation; (b) submit through any contact form or other channel any material that is unlawful, defamatory, obscene, harassing, discriminatory, fraudulent, infringing or misleading; (c) transmit any virus, worm, trojan, logic bomb or other malicious code; (d) attempt to gain unauthorised access to the Website, its servers, databases or any connected system; (e) conduct any denial-of-service, penetration, load or vulnerability test without our prior written consent; (f) use any robot, spider, scraper, crawler or automated means to access, extract, index or copy any part of the Website; (g) use the Website or any content on it to train or develop any machine learning or artificial intelligence system; (h) impersonate any person or misrepresent your affiliation; or (i) use the Website to send unsolicited commercial communications.

19.3 You are responsible for the accuracy of all information you submit through the contact form. You must not submit sensitive personal data, confidential documents or third-party personal data through the contact form; such material should be exchanged only through channels agreed with us after initial contact.

19.4 We may investigate any suspected breach of this clause, restrict or terminate your access to the Website without notice, and report breaches to law enforcement or other competent authorities, disclosing your identity where required.

19.5 We do not guarantee that the Website will be secure or free from bugs, viruses or interruption. You are responsible for configuring your own information technology and antivirus protection.

20. THIRD-PARTY LINKS AND SERVICES

20.1 The Website may contain links to third-party websites, resources, plug-ins or services. Such links are provided for information only and do not constitute endorsement or approval by us of the linked site or its content.

20.2 We have no control over, and accept no responsibility or liability for, the content, availability, accuracy, security, privacy practices or legality of any third-party site or service, or for any loss or damage arising from your use of them. Your dealings with any third party are solely between you and that third party.

20.3 Our Services may involve third-party platforms, file transfer services, hosting providers and communication tools. Their terms and privacy policies apply to your use of them and we are not liable for their acts or omissions beyond our obligations under clause 15.

21. DISCLAIMERS AND EXCLUSION OF WARRANTIES

21.1 The Website and its content are provided on an "as is" and "as available" basis. To the fullest extent permitted by law, we exclude all representations, warranties, conditions and terms, whether express or implied by statute, common law or otherwise, in relation to the Website, including as to accuracy, completeness, currency, availability, uninterrupted or error-free operation, merchantability, satisfactory quality, fitness for a particular purpose and non-infringement.

21.2 Except as expressly set out in clause 12.2, and to the fullest extent permitted by law, all warranties, conditions and other terms implied by statute or common law are excluded from the contract for the Services.

21.3 We do not warrant that any Deliverable will be accepted by any court, registry, regulator, immigration authority, university, employer, bank, exchange or other body, or that it will achieve any particular commercial, marketing, ranking, conversion, legal or regulatory outcome.

21.4 We do not warrant that any localized website, application, string set or content will function correctly once implemented in the Client environment, or that it will render correctly across all locales, devices, browsers, character sets or platforms. Implementation, testing and technical integration are the responsibility of the Client unless expressly included in the Quotation.

21.5 Nothing in these Terms excludes or limits any liability that cannot lawfully be excluded or limited, including liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability that applicable law does not permit to be excluded.

22. LIMITATION OF LIABILITY

22.1 Subject to clause 21.5, and to the fullest extent permitted by applicable law, we shall not be liable to the Client, whether in contract, tort (including negligence), breach of statutory duty, restitution or otherwise, for any: loss of profit; loss of revenue; loss of business, contracts or opportunity; loss of anticipated savings; loss of goodwill or reputation; loss of or corruption of data; wasted management or staff time; cost of procuring substitute services beyond the amounts referred to in clause 22.2; regulatory fines or penalties; or any indirect, special, incidental, punitive or consequential loss, in each case however arising and even if foreseeable or if we had been advised of the possibility of such loss.

22.2 Subject to clause 21.5, our total aggregate liability arising out of or in connection with a Project, whether in contract, tort (including negligence), breach of statutory duty or otherwise, shall not exceed the total fees actually paid by the Client to us in respect of that Project.

22.3 Without prejudice to clause 22.2, our total aggregate liability in respect of all claims arising in any period of twelve (12) months shall not exceed the total fees actually paid by the Client to us in that period.

22.4 Subject to clause 21.5, we shall have no liability whatsoever in respect of: any use of a Deliverable for a purpose other than that notified to us in writing before acceptance of the Project; any modification of a Deliverable by the Client or a third party; any decision taken, or omitted to be taken, in reliance on a Deliverable without independent professional advice; the rejection of a Deliverable by any authority for reasons of form, certification, legalisation or local procedural requirement not notified to us in advance; or any loss arising from the Client failure to review a Deliverable before publication, filing or operational use.

22.5 No claim may be brought against us unless written notice of the claim, with reasonable particulars, is given to us within six (6) months of the date of delivery of the Deliverable to which the claim relates, and proceedings are commenced within twelve (12) months of that date, save where a longer period is mandatorily required by applicable law.

22.6 The Client acknowledges that the fees charged reflect the allocation of risk in this clause and that we would not enter into the contract on these prices without these limitations. The Client is responsible for maintaining its own insurance in respect of its use of the Deliverables.

22.7 Nothing in this clause affects any mandatory statutory rights of a Client who deals as a consumer under the law of that consumer country of habitual residence.

23. INDEMNITY AND FORCE MAJEURE

23.1 The Client shall indemnify, defend and hold harmless Trancelance, its owners, partners, officers, employees, linguists and subcontractors from and against all claims, demands, proceedings, losses, damages, fines, liabilities, costs and expenses (including reasonable legal fees) arising out of or in connection with: (a) any breach by the Client of clause 9.3 or clause 19; (b) any allegation that the Source Material or its translation infringes the intellectual property, privacy, confidentiality or other rights of a third party; (c) the Client use, publication, filing or distribution of any Deliverable; (d) any personal data supplied by the Client without a valid legal basis or required consent; and (e) any breach by the Client of applicable law.

23.2 We shall not be liable for any failure or delay in performing our obligations to the extent caused by an event beyond our reasonable control, including acts of God, flood, drought, earthquake, epidemic or pandemic, war, terrorism, civil unrest, riot, government action, sanctions, import or export restriction, strike or labour dispute (other than involving our own workforce), failure of utilities, internet, telecommunications or transport networks, cyber-attack, or the failure of any third-party platform or provider.

23.3 On the occurrence of such an event we shall notify the Client and the affected obligation shall be suspended for the duration of the event, with the Turnaround Time extended accordingly. If the event continues for more than thirty (30) days, either party may terminate the affected Project on written notice, and clause 11.1 shall apply to work already performed.

24. GOVERNING LAW, JURISDICTION AND DISPUTE RESOLUTION

24.1 These Terms, each Project and any dispute or claim arising out of or in connection with them or their subject matter or formation, including non-contractual disputes or claims, are governed by and construed in accordance with the laws of India, without regard to conflict of law principles.

24.2 The parties shall first attempt in good faith to resolve any dispute by negotiation between senior representatives within thirty (30) days of written notice of the dispute.

24.3 If the dispute is not resolved under clause 24.2, it shall be referred to and finally resolved by arbitration under the Arbitration and Conciliation Act, 1996 by a sole arbitrator appointed by agreement between the parties, failing which by the competent court under that Act. The seat and venue of arbitration shall be [jurisdiction city to be confirmed], India, and the language of the arbitration shall be English. The award shall be final and binding.

24.4 Subject to clause 24.3, the courts at [jurisdiction city to be confirmed], India shall have exclusive jurisdiction to settle any dispute arising out of or in connection with these Terms.

24.5 Nothing in this clause prevents either party from applying to any court of competent jurisdiction for interim or injunctive relief, including to protect Confidential Information or intellectual property rights, or from enforcing an award or judgment in any jurisdiction.

24.6 Where the Client is a consumer resident in the European Union, the United Kingdom or another jurisdiction whose law confers non-excludable rights, this clause does not deprive that Client of the protection of mandatory provisions of the law of the country of habitual residence, including any mandatory right to bring proceedings in the local courts.

24.7 The parties agree that the United Nations Convention on Contracts for the International Sale of Goods does not apply.

25. GENERAL PROVISIONS AND CONTACT INFORMATION

25.1 Entire agreement. These Terms, together with the accepted Quotation, the Privacy Policy and the Cookie Policy, constitute the entire agreement between the parties and supersede all prior discussions, representations, proposals and understandings. Each party acknowledges that it has not relied on any statement or representation not expressly set out in these Terms, save that nothing limits liability for fraudulent misrepresentation.

25.2 Variation. No variation of these Terms is effective unless in writing and agreed by both parties, save that we may update these Terms prospectively in accordance with clause 1.6.

25.3 Severability. If any provision is held invalid, illegal or unenforceable, it shall be modified to the minimum extent necessary to make it enforceable, or, if modification is not possible, deemed severed, and the remaining provisions shall continue in full force.

25.4 Waiver. No failure or delay in exercising a right constitutes a waiver of it, and no single or partial exercise prevents further exercise of that or any other right.

25.5 Assignment. The Client may not assign, transfer, charge or subcontract any of its rights or obligations without our prior written consent. We may assign or transfer our rights and obligations to any successor in business or to an affiliate.

25.6 No partnership or agency. Nothing in these Terms creates a partnership, joint venture, agency or employment relationship between the parties.

25.7 Third-party rights. A person who is not a party to these Terms has no right to enforce any of its terms, save that our owners, employees, linguists and subcontractors may enforce clauses 22 and 23.1.

25.8 Notices. Notices must be in writing and sent to the email address most recently notified by the receiving party, or to its principal place of business. Notices sent by email are deemed received on the next business day after transmission, provided no delivery failure notification is received.

25.9 Language. These Terms are drafted in English. Any translation is provided for convenience only and the English version prevails.

25.10 Contact. Questions about these Terms should be addressed to:

Trancelance Services

Email: contact@trancelance.com

Address: G-23, South City Road, Gurgaon, Haryana, India

Website: www.trancelance.com