Last updated: July 12, 2022

Acceptance of Terms and Conditions. Lexicon Center FZE LLC provides Services to you subject to the following Terms and Conditions. By sending or making available a purchase order or assignment to Lexicon Center FZE LLC you accept these terms and conditions and these terms and conditions constitute a legally binding agreement (“Agreement”). The Agreement is made by and between Lexicon Center FZE LLC (“Contractor”) and you (“Client”), individually referred to as “Party” and collectively referred to as “Parties”. Parties acknowledge that the promises made by Contractor and Client set forth below constitute full and adequate mutual consideration. Based on such mutual consideration, Parties agree as follows:

 

Services. Parties are engaged in the business of translation services (“Services”). The term “Translation” for the purposes of this Agreement means a translation or any other translation-related tasks such as transcreation, editing (revision and review), proofreading, desktop publishing, etc.

 

Compensation and Payment. Client agrees to pay Contractor the fee(s) set forth in each purchase order for Services. A purchase order may be issued in any form and sent or made available to Contractor by email or other means. Any fee(s) agreed in advance between Contractor and Client become(s) binding only after Contractor has received and reviewed the source material and Client’s instructions, and both Parties have agreed in writing on the project specifications. Client is not liable to Contractor for any expenses paid by Contractor, unless such expenses have been agreed in advance in writing. Any reference made in this Agreement to “in writing” includes e-mail and/or electronic communications.

Supplementary charges may also be agreed in advance, for example those arising from: (a) inconsistent text, poorly legible copy, or complicated layout or presentation; and/or (b) certification; and/or (c) priority work or work outside normal business hours.

If any changes/revisions are made to the source text or project specifications at any time while the task is in progress, Contractor’s fee, charges, and terms of delivery may be adjusted by mutual agreement in writing. In the event a purchase order is cancelled while the task is in progress, Contractor’s fee is payable for all work completed up to the notice of cancellation, provided such work is made available to Client. Payment must be made by Client to Contractor after performing Services and no later than thirty (30) days from the date of invoice to Contractor’s account set forth in Contractor’s invoice. Contractor is entitled to charge a late fee for any undisputed overdue payments. In no event should payment to Contractor be contingent upon payment to Client by the party who commissioned the work.

 

Delivery. Any delivery date(s) agreed to in advance between Contractor and Client become(s) binding only after Contractor has received and reviewed the source material and Client’s instructions, and both Parties have agreed in writing on the project specifications. Unless otherwise agreed, Client can reasonably expect to receive the assigned project no later than the normal close of business on the agreed-upon date of delivery.

 

Quality Assurance. Contractor understands and agrees that Client may, at Client’s discretion, edit and/or proofread Contractor’s work as part of Client’s quality-assurance efforts. However, if Contractor retains the copyright in a Translation, or if Contractor is asked to deliver a certificate of accuracy, no amendment or alteration may be made to a Translation without Contractor’s written acceptance of such amendment or alteration. If in Client’s substantiated opinion, Contractor has delivered substandard Services in relation to the project specifications, Client must inform Contractor in writing within thirty (30) days and give Contractor reasonable time to bring the work up to the required standard.

 

Indemnification. Each Party hereby agrees to indemnify and hold harmless the other and such indemnified Party’s subsidiaries, directors, officers, agents, and employees from and against all claims, liabilities, and expenses, including reasonable attorneys’ fees, which may result from acts, omissions, or breach of this Agreement by the indemnifying Party, its subcontractors, employees, or agents. This provision shall survive the termination of this Agreement. Notwithstanding anything to the contrary, except in case of willful misconduct or gross negligence, Contractor’s entire liability to Client for damages or other amounts arising out of or in connection with the Services provided by Contractor hereunder shall not exceed the price of the purchase order in question.

 

Confidentiality. Information is deemed Confidential Information if, given the nature of Client’s business, a reasonable person would consider such information confidential. Contractor agrees: (a) to exercise the same degree of care as it accords to its own confidential information, but in no case less than reasonable care, and (b) to use Confidential Information which Client provides to Contractor only for the performance of Services for Client and not for Contractor’s own benefit. Notwithstanding any other provision in this Agreement, Client has the right to immediately terminate this Agreement in the event of any breach of this provision.

 

Term. This Agreement remains in effect indefinitely unless terminated as set forth below. Contractor understands and agrees that Client will be utilizing Contractor’s Services only on an as-needed basis and at Client’s discretion. Contractor may, without penalty, decline to accept any offered assignment from Client.

 

Termination. Either Party may terminate this Agreement at any time upon thirty (30) days’ written notice sent to the other Party using the contact information provided in the Contractor Information section below. In the event of such termination, the Parties agree to act in good faith toward one another during the notice period.

In the event of termination of this Agreement, Contractor must provide Client, and Client must pay Contractor for, all Services performed through the date of termination; Client is not obligated to pay Contractor any other compensation.

 

Non-Inducement/Non-Solicitation. While providing its Services and for a period of five (5) years after the last received purchase order, Contractor must not: (a) induce, solicit, or recruit, or attempt to induce, solicit, or recruit, any of Client’s employees to leave their employment or otherwise terminate their relationship with Client, or (b) solicit work from parties known to Contractor to have commissioned work from Client. In the event of a breach of this provision while the Agreement is in force, Client has the right to immediately terminate this Agreement.

 

Contractor Information. Address: A-0059-597, Flamingo Villas, Ajman, UAE, phone: +971 600 575298, email: info@lexicon.biz, website: www.lexicon.biz. Lexicon Center FZE LLC was established under number 4939 pursuant to the Amiri Decree No. 8 of 2015 in Ajman Media City Free Zone (UAE) on March 29, 2022 with capital of AED 100,000. Lexicon Center FZE LLC is a successor company of Lexicon Center PE established on November 5, 2008.

 

Dispute Resolution. In the event a dispute arises between the Parties which they are unable to resolve among themselves, the Parties agree to participate in a mediation. The Parties agree to share the costs of such mediation.

 

Choice of Law. The applicable laws in the Emirate of Ajman will govern the validity of this Agreement and the interpretation of the rights and duties of the Parties.

 

Severability. If any provision of this Agreement is held to be invalid or illegal, such invalidity or illegality does not invalidate the remainder of the Agreement. Instead, this Agreement is then construed as if it did not contain the illegal or invalid part, and the rights and obligations of the Parties are construed and enforced accordingly.

 

Force Majeure. Notwithstanding anything to the contrary contained herein, neither Party shall be liable for any delays or failures in performance resulting from acts beyond its reasonable control including, without limitation, acts of God, acts of war or terrorism, services unavailability, breakdowns or malfunctions, labor difficulties, civil unrest or government bodies decisions, actions or failure to act or make decisions. Notwithstanding the foregoing, in the event of such an occurrence, each Party agrees to make a good faith effort to perform its obligations hereunder.

 

Modification. This Agreement may be modified by Lexicon Center FZE LLC from time to time and such modifications will become part of this Agreement and will be effective once posted on www.lexicon.biz. If a revision, in our sole discretion, is material we will notify you.

 

Other provisions. The Parties hereto agree that facsimile or electronic signatures in purchase orders, invoices, and other documents are as effective as originals. Purchase orders, invoices, and other documents transmitted via fax, email, or other electronic means of communication are as effective as originals.

 

Last updated: July 12, 2022

Please read these Terms of Website Use carefully before using the www.lexicon.biz website (the “Website”) operated by Lexicon Center FZE LLC (“us”, “we”, or “our”).

Your access to and use of the Website is conditioned on your acceptance of and compliance with these Terms of Website Use. These Terms of Website Use apply to all visitors, users and others who access or use the Website.

By accessing or using the Website you agree to be bound by these Terms of Website Use. If you disagree with any part of the Terms of Website Use then you may not access the Website.

Intellectual Property

The Website and its original content, features and functionality are and will remain the exclusive property of Lexicon Center FZE LLC and its licensors.

Links To Other Web Sites

Our Website may contain links to third-party web sites or services that are not owned or controlled by Lexicon Center FZE LLC.

Lexicon Center FZE LLC has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party web sites or services. You further acknowledge and agree that Lexicon Center FZE LLC shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such web sites or services.

We strongly advise you to read the terms and conditions and privacy policies of any third-party web sites or services that you visit.

Disclaimer

Your use of the Website is at your sole risk. The Website is provided on an “AS IS” and “AS AVAILABLE” basis. The Website is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance.

Governing Law

These Terms of Website Use shall be governed and construed in accordance with the laws of the Emirate of Ajman and the United Arab Emirates without regard to its conflict of law provisions.

Our failure to enforce any right or provision of these Terms of Website Use will not be considered a waiver of those rights. If any provision of these Terms of Website Use is held to be invalid or unenforceable by a court, the remaining provisions of these Terms of Website Use will remain in effect. These Terms of Website Use constitute the entire agreement between us regarding our Website, and supersede and replace any prior agreements we might have between us regarding the Website.

Changes

We reserve the right, at our sole discretion, to modify or replace these Terms of Website Use at any time. If a revision is material, we will try to provide at least 30 days’ notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

By continuing to access or use our Website after those revisions become effective, you agree to be bound by the revised Terms of Website Use. If you do not agree to the new Terms of Website Use, please stop using the Website.

Contact Us

If you have any questions about these Terms of Website Use, please contact us.