Please read this Agreement carefully before accessing or using LanguageDesk. By accessing or using any part of LanguageDesk, you agree to become bound by the terms and conditions of this agreement. If you do not agree to all the terms and conditions of this agreement, then you may not access LanguageDesk or use any services. If these terms and conditions are considered an offer by Milengo, acceptance is expressly limited to these terms.
Your LanguageDesk account
Acceptance of Terms.
LanguageDesk is available only to corporate entities and individuals who are at least 18 years old. You represent and warrant that, if you are an individual, you are of legal age to form a binding contract, and that all registration information you submit is accurate and truthful. Milengo may, in its sole discretion, refuse to offer LanguageDesk to any person or entity and change its eligibility criteria at any time. This provision is void where prohibited by law and the right to access LanguageDesk is revoked in such jurisdictions.
Rules and Conduct.
By way of example, and not as a limitation, you shall not (and shall not permit any third party to) either (a) take any action or (b) upload, download, post, submit or otherwise distribute or facilitate distribution of any content on or through LanguageDesk, including without limitation any User Submission, that: infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any other person or entity or violates any law or contractual duty; you know is false, misleading, untruthful or inaccurate; is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive, or profane; constitutes unauthorized or unsolicited advertising, junk or bulk e-mail (“spamming”); involves commercial activities and/or sales (other than Projects) without Milengo’s prior written consent such as contests, sweepstakes, barter, advertising, or pyramid schemes; contains software viruses or any other computer codes, files, or programs that are designed or intended to disrupt, damage, limit or interfere with the proper function of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any system, data, password or other information of Milengo or any third party; or impersonates any person or entity, including any employee or representative of Milengo. Additionally, you shall not: (i) take any action that imposes or may impose (as determined by Milengo in its sole discretion) an unreasonable or disproportionately large load on Milengo’s (or its third party providers’) infrastructure; (ii) interfere or attempt to interfere with the proper working of LanguageDesk or any activities conducted on LanguageDesk; (iii) bypass any measures Milengo may use to prevent or restrict access to LanguageDesk (or other accounts, computer systems or networks connected to LanguageDesk); (iv) run Maillist, Listserv, any form of auto-responder or “spam” on LanguageDesk; or (v) use manual or automated software, devices, or other processes to “crawl” or “spider” any page of the Site.
You shall not (directly or indirectly): (i) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of LanguageDesk, except to the limited extent applicable laws specifically prohibit such restriction, (ii) modify, translate, or otherwise create derivative works of any part of LanguageDesk, or (iii) copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder. You shall abide by all applicable local, state, national and international laws and regulations.
By registering for LanguageDesk, you agree that Milengo may identify you as a customer on the Website and use your name in marketing and other promotional materials. Milengo agrees not to use your trademark or logo without your prior written consent.
Fees and Payment – Customers.
Milengo requires payment of fees for certain features of LanguageDesk, including without limitation, a subscription fee for access to LanguageDesk. Should you elect to subscribe to such features (“Subscriptions”), you shall pay all applicable fees, as described on the Sites in connection with such features. Milengo reserves the right to change its price list and to institute new charges at any time, upon ten (10) days prior notice to you, which may be sent by email or posted on the Site. Use of LanguageDesk by you following such notification constitutes your acceptance of any new or increased charges.
You shall pay for such Subscriptions with a payment method accepted by Milengo (“Billing Details”) that you provide upon receipt of an invoice. If there is a change in the required information you supply for your Billing Details (e.g. billing address, expiration date), you may edit your Profile information by clicking by updating your LanguageDesk Settings. If your Billing Details expire or change and you do not edit your Profile information or cancel your account, you authorize us to continue billing, and you will remain responsible for any uncollected amounts.
You acknowledge that the amount billed on each invoice may vary due to promotional offers, changes in your Subscription plan, and changes in applicable taxes, and you authorize us to charge your Billing Details for the corresponding amounts. If Milengo changes the subscription fee or other charges for Services from time to time, we will give you advance notice of these changes by email. However, we will not be able to notify you of changes in any applicable taxes.
All fees and charges are nonrefundable except in connection with your early cancellation of the account as further described below. Very rarely, if there are special circumstances where Milengo determines it is appropriate (e.g., the Subscription is unavailable for days due to technical difficulties), we may provide credits to affected subscribers. The amount and form of such credits, and the decision to provide them, are at Milengo’s sole and absolute discretion, and the provision of credits in one instance does not entitle anyone to credits in the future under similar or different circumstances.
Milengo is the sole provider of all translation and related services conducted through the Site related to Projects submitted by Customers (each a “Transaction”), unless otherwise indicated under Vendor Selection when creating a project.
Milengo shall e-mail invoices for each completed Project to you, which you agree to pay to Milengo no later 30 days from the date Milengo sends you the invoice via e-mail. You shall pay all fees associated with Projects you submit on the Site, including the LanguageDesk platform fee. You warrant that any Payment Method selected by you when entering into a Transaction shall enable you to make full and immediate payment for the requested products or services.
Milengo retains the right, but does not have the obligation, to immediately halt the offering or sale of any goods or services, prevent or restrict access to LanguageDesk or take any other action in case of technical problems, objectionable material, inaccurate listings, or actions otherwise prohibited by the procedures and guidelines contained on LanguageDesk, or for any other reason in the sole and absolute discretion of Milengo.
In addition to the fees set forth above, Milengo reserves the right to require payment of fees for certain additional features of LanguageDesk. Should you elect to subscribe to such features, you shall pay all applicable fees, as described on the Site in connection with such features. Milengo reserves the right to change its price list and to institute new charges at any time, upon ten (10) days prior notice to you, which may be sent by email or posted on the Site. Use of LanguageDesk by you following such notification constitutes your acceptance of any new or increased charges.
Content and License.
You agree that LanguageDesk contains Content specifically provided by Milengo or its partners (“Milengo Content”), and that such Milengo Content is protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws. You shall abide by and maintain all copyright notices, information, and restrictions contained in any Milengo Content accessed through LanguageDesk.
For Milengo Content, Milengo grants each user of the Site and/or Service a worldwide, non-exclusive, non-sublicensable and non-transferable license to use, modify and reproduce the Milengo Content, solely for personal, non-commercial use. Use, reproduction, modification, distribution or storage of any Milengo Content for other than personal, non-commercial use is expressly prohibited without prior written permission from Milengo, or from the copyright holder identified in such Milengo Content’s copyright notice. You shall not sell, license, rent, or otherwise use or exploit any Milengo Content for commercial use or in any way that violates any third party right.
Intellectual Property Rights
LanguageDesk provides you with the ability to create Projects on the Site. Milengo will not have any ownership rights of your Projects, however, Milengo needs the following license to perform translation and related tasks. You hereby grant to Milengo the worldwide, non-exclusive, royalty-free, right to (and to allow others acting on its behalf to) (i) use, host, display, and otherwise perform translation and translation and related tasks on your behalf (e.g., use, host, transmit, copy, display, feature, distribute and otherwise (“Host”) the Project, along with all associated copyrightable works or metadata, including without limitation any artwork, photographs, graphics, and descriptive text in connection with your Project. Subject to LanguageDesk’s compliance with the terms of this Agreement and for the sole purpose of completing the Project on your behalf, you hereby grant Milengo for the purposes of completing the Project and its internal business purposes, the limited, revocable, non-exclusive right to download, copy, create derivative works of, display, feature, and distribute (solely to Milengo and to you) the Projects.
Milengo has no special relationship with or fiduciary duty to you. You acknowledge that Milengo has no control over, and no duty to take any action regarding: which users gains access to the Site; what Content you access via the Site; what effects the Content may have on you; how you may interpret or use the Content or information relating to any Project or completed Project; or what actions you may take as a result of having been exposed to the Content. You release Milengo from all liability for you having acquired or not acquired Content through the Site. The Site may contain, or direct you to websites containing, information that some people may find offensive or inappropriate. Milengo makes no representations concerning any Content contained in or accessed through the Site, and Milengo will not be responsible or liable for the accuracy, copyright compliance, legality or decency of material contained in or accessed through the Site or LanguageDesk.
LanguageDesk is provided “as is” and “as available” and is without warranty of any kind, express or implied, including, but not limited to, the implied warranties of title, non-infringement, merchantability and fitness for a particular purpose, and any warranties implied by any course of performance or usage of trade, all of which are expressly disclaimed. Milengo, and its directors, employees, agents, suppliers, partners and content providers do not warrant that: (a) LanguageDesk will be secure or available at any particular time or location; (b) any defects or errors will be corrected; (c) any content or software available at or through LanguageDesk is free of viruses or other harmful components; or (d) the results of using LanguageDesk will meet your requirements. your use of LanguageDesk is solely at your own risk.
Some states do not allow limitations on how long an implied warranty lasts, so the above limitations may not apply to you.
Electronic communications privacy act notice (18usc 2701-2711): Milengo makes no guaranty of confidentiality or privacy of any communication or information transmitted on the site or any website linked to the site. Milengo will not be liable for the privacy of email addresses, registration and identification information, disk space, communications, confidential or trade-secret information, or any other Content stored on Milengo’s equipment, transmitted over networks accessed by the Site, or otherwise connected with your use of LanguageDesk.
Limitation of Liability.
In no event shall Milengo, nor its directors, employees, agents, partners, suppliers or content providers, be liable under contract, tort, strict liability, negligence or any other legal or equitable theory with respect to LanguageDesk (i) for any lost profits, data loss, cost of procurement of substitute goods or services, or special, indirect, incidental, punitive, or consequential damages of any kind whatsoever, substitute goods or services (however arising), (ii) for any bugs, viruses, trojan horses, or the like (regardless of the source of origination), or (iii) for any direct damages in excess of (in the aggregate) one-hundred u.s. dollars ($100.00). some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations and exclusions may not apply to you, because milengo is not the buyer or seller in any transaction, if a dispute arises between one or more participants in a transaction, you release milengo (and its affiliates, agents and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. if you are a california resident, you waive california civil code §1542, which says: “a general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” you, being aware of said code section, hereby expressly waive any rights you may have thereunder, as well as under any other statues or common law principles of similar effect. you acknowledge and agree that this waiver is an essential and material term of this agreement, and that without such waiver, this agreement would not have been entered into by milengo. Because Milengo is not the buyer or seller in any actual Transaction between Customers and Service Providers and is not the agent of either for any purpose, Milengo does not have the duty to resolve and will not be involved in resolving any disputes between participants related to or arising out of any such Transaction. International/Non-California Use.
Milengo makes no representation that the Content is appropriate or available for use in locations outside of California, and accessing LanguageDesk is prohibited from territories where such Content is illegal. If you access LanguageDesk from other locations, you do so at your own initiative and are responsible for compliance with local laws.
Integration and Severability.
You may contact LanguageDesk at the following address: Milengo GmbH, Wilhelmine Gemberg Weg 5-7, Berlin, 10179
Effective Date: January 1, 2021