Term & Conditions

Use of Materials on the Baystate Interpreters, Inc. Website

All material contained on the website is owned by Baystate Interpreters, Inc. and/or its suppliers and protected by copyright and trademark laws. Any material may also be the subject of other intellectual property rights of Baystate Interpreters, Inc. and/or its suppliers all of which rights are reserved by Baystate Interpreters, Inc. and its suppliers.

Nothing on the website shall be construed as conferring any license under Baystate Interpreters, Inc. intellectual property rights, whether by implication, estoppel or otherwise.

Material from the BAYSTATE INTERPRETERS, INC. website may be printed or downloaded for your own informational, or educational purposes only, provided that you include all copyright and proprietary notices originally included. You may not attempt to "pass-off" any of the material as your own. You may not post on any other website, display, or distribute the material without the express prior written consent of BAYSTATE INTERPRETERS, INC

Computer Software

Any software available for download from the Baystate Interpreters, Inc. website is licensed exclusively under the terms of its associated license agreement, unless stated otherwise. Except as expressly warranted in the license agreement, Baystate Interpreters, Inc. disclaims all warranties and conditions related to the software, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

Third-Party Content on the Baystate Interpreters, Inc. Website

The website may include materials, such as software in executable or source code form, provided by third parties ("Third-Party Materials"). Baystate Interpreters, Inc. does not independently test or evaluate these Third-Party Materials and offers them solely as a convenience to users. All Third-Party Materials on the Baystate Interpreters, Inc. website are provided "as is," without any warranty, either express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement. To the fullest extent permitted by law, Baystate Interpreters, Inc. disclaims all liability for any claims, demands, suits, or actions arising from the use or attempted use of such Third-Party Materials.

Links to External Sites

The sites linked from the Baystate Interpreters, Inc. website are not under our control. Baystate Interpreters, Inc. assumes no responsibility or liability for any communications or materials available on these linked sites. Links on the Baystate Interpreters, Inc. website are provided for convenience only and do not imply endorsement or referral to the linked entities.

Liability Limitation

Under no circumstances shall Baystate Interpreters, Inc. be liable for any losses or damages, whether in contract, tort, or otherwise, arising from the use of or reliance on the materials on this website. Baystate Interpreters, Inc. will not be liable for any direct, indirect, special, incidental, or consequential damages, even if advised of the possibility of such damages.

This limitation of liability applies to Baystate Interpreters, Inc., including its divisions, subsidiaries, successors, parent companies, employees, partners, principals, agents, representatives, and any third-party providers or sources of material.

Governing Law

These terms and conditions are governed by English law and will be interpreted in accordance with it. Any disputes will be subject to the exclusive jurisdiction of the English courts.

Terms And Conditions for Language Services

These Language Services Terms and Conditions (the "Terms") constitute a legally binding agreement between you (whether an individual, corporation, or other entity) ("Client") and Baystate Interpreters, Inc. ("Baystate Interpreters, Inc."). For the purposes of these Terms, "Baystate Interpreters, Inc." refers to the company commissioned by you to provide services, which is incorporated under the laws of Massachusetts with offices at 32 Pleasant St, Gardner, MA 01440, or any affiliated entity under common ownership.

Services refers to any professional language services provided by Baystate Interpreters, Inc., unless explicitly stated otherwise by separate contractual terms agreed upon by the Client and Baystate Interpreters, Inc. This includes, but is not limited to, localization, translation, desktop publishing, project management, software file engineering, text and computer medium processing, and reading from prepared scripts as commissioned by the Client

Order (i) the Client’s signature or other form of acceptance of Baystate Interpreters, Inc.'s quotation for Services; or (ii) a purchase order or other instruction from the Client that reasonably indicates the initiation of Services. This definition excludes any terms and conditions proposed by the Client that are not expressly accepted by Baystate Interpreters, Inc.

Attention

By placing an order, the client agrees to be bound by these terms and conditions.

Service Performance

Subject to the terms of these Terms and Conditions, Baystate Interpreters, Inc. will provide the services to the Client, who agrees to make payment accordingly. Baystate Interpreters, Inc. will transfer all proprietary rights in the deliverables and related materials (including any translation memory) to the Client, provided that full payment for the services has been received.

Client Obligations

The client is responsible for ensuring that the Services meet their needs. The client must provide all components, information, and materials necessary for Baystate Interpreters, Inc. to deliver the Services. The client confirms that they own or have the legal right to use these components, information, and materials and grants Baystate Interpreters, Inc. a license to use them for the purpose of providing the Services. If the client fails to supply the required materials in a timely manner, Baystate Interpreters, Inc. will be relieved of any obligation to adhere to previously agreed schedules.

The client agrees to indemnify and hold Baystate Interpreters, Inc. harmless from any liability, losses, damages, costs, or expenses arising from the use or possession of any components or materials supplied by the client. Within ten (10) business days of receiving any finished deliverable, the client must notify Baystate Interpreters, Inc. in writing of any suspected defects or errors. If no such notification is provided, the deliverable will be deemed accepted. The client shall not withhold acceptance for any discrepancies that do not significantly affect the accuracy of the deliverable.

Service Charges

The Client agrees to pay Baystate Interpreters, Inc. for the Services as outlined in the applicable Order, in the specified currency. Payments are due within thirty (30) days from the invoice date. Unpaid amounts will incur interest at a rate of 1.5% per month or the maximum rate allowed by law, whichever is lower. All payments to Baystate Interpreters, Inc. are net of any taxes (including withholding taxes), assessments, charges, or levies imposed by governmental authorities, which are the Client’s responsibility, except for taxes on Baystate Interpreters, Inc.'s income.

Service Warranty

Baystate Interpreters, Inc. represents and warrants to the Client that: (i) it has the authority to provide the Services as outlined in these Terms and Conditions; and (ii) it will deliver the Services in accordance with industry standards. However, as the Services are subject to human effort, Baystate Interpreters, Inc. does not guarantee that they will be error-free. Baystate Interpreters, Inc. disclaims all other warranties, whether express or implied, including but not limited to implied warranties of merchantability and fitness for a particular purpose.

Terms and Termination

These Terms and Conditions will terminate once all obligations under all Orders are fulfilled. Either party may terminate these Terms and Conditions: (i) immediately if the other party fails to meet any material obligations, provided such failure continues for 14 days after written notice; or (ii) with 30 days' written notice. Upon termination or expiration, all fees, including those for work in progress, will become due, and each party must return any property belonging to the other. Termination will not affect any accrued rights or liabilities of either party.

Limitations on Liability

Under no circumstances shall either party be liable for consequential or indirect damages, including but not limited to lost revenues or profits. Baystate Interpreters, Inc. will not be liable for any claims that deliverables infringe on third-party intellectual property rights if the infringement results from materials supplied by the Client. Except for claims related to physical injury or death caused by negligence, the parties agree that each party’s total liability under these Terms and Conditions shall not exceed the lesser of the fees paid to Baystate Interpreters, Inc. in the preceding twelve (12) months or fifty thousand US dollars ($50,000).

Confidentiality Obligations

Each party agrees to: (i) maintain the confidentiality of all information disclosed by the other party that pertains to the disclosing party’s business ("Confidential Information"); and (ii) use such information solely for the purposes outlined in these Terms and Conditions. This obligation does not apply to information that: (i) becomes publicly available through no fault of the receiving party; (ii) is independently developed by the receiving party without using the disclosing party’s Confidential Information; (iii) is obtained from a source other than the disclosing party, provided that the source is not bound by any contractual, legal, or fiduciary obligation that prohibits disclosure; or (iv) is disclosed by Baystate Interpreters, Inc. to its subcontractors under a confidentiality obligation that is as stringent as that imposed by this agreement. The confidentiality obligations will remain in effect for three (3) years from the date of disclosure. Upon request, each party shall return or delete all documents and electronic media containing the other party’s Confidential Information, including all copies.

Entire Agreement and Amendments

These Terms and Conditions (Ts&Cs), along with the relevant Order, constitute the complete and exclusive agreement between the parties regarding the subject matter, superseding all prior agreements and understandings, whether written or oral, related to this subject matter. In the event of any conflict between the Order and these Ts&Cs, the Ts&Cs shall take precedence. Any amendments to these Ts&Cs must be confirmed in writing by authorized representatives of both parties. If any provision of these Ts&Cs is found to be invalid or illegal, the remaining provisions shall remain in full force and effect as if the invalid or illegal provision were not included. The failure or delay of either party to exercise any right or remedy under these Ts&Cs shall not be deemed a waiver of that right or remedy, and a single or partial exercise of any right or remedy shall not preclude any future exercise of that or any other right or remedy.

Equitable Relief

Each party acknowledges that monetary damages would be inadequate and insufficient to remedy any breach of these Terms and Conditions and that such a breach would result in irreparable harm. Therefore, each party agrees that, in addition to any other legal or equitable remedies available, the non-breaching party is entitled to seek equitable relief, including injunctions and specific performance, without the need to post any security.

Force Majeure

Neither party shall be liable for any breach of its obligations due to force majeure, which is defined as any cause beyond the reasonable control of the affected party. This provision does not apply to the Client's obligation to make payments. Each party must notify the other upon becoming aware of a force majeure event, including details of the circumstances causing the event. If a force majeure event persists for more than six weeks, the non-affected party may terminate the Order impacted by the event.

Governing Law and Dispute Resolution

These Terms and Conditions shall be governed by and construed in accordance with the laws of Massachusetts. The parties consent to the exclusive jurisdiction of the U.S. courts. Any disputes arising from these Terms and Conditions shall first be attempted to be resolved through negotiation between the parties.

FLanguage Control

In the event these Terms and Conditions are translated into a language other than English, the English version will prevail.

For a full and accurate copy of our Terms and Conditions, please email us at: compliance@baystateinterpreters.com