Xerox Easy Translator Terms of Service Agreement

Please read the full text here: https://xeroxtranslates.com/terms-of-service

ABBYY will provide You with the Service subject to the these Terms of Service (“Terms”). By using the Service, You agree to be bound by these Terms and to use the Service in compliance with the Terms.

These Terms constitute a contract (“Agreement”) between You and ABBYY. If you do not agree to these Terms, You do not have the right to access or use the Service. If You do register for or otherwise use the Service, You shall be deemed to have confirmed your acceptance of the Terms and to be bound by the Terms of this Agreement.

ABBYY is providing the Xerox branded translation services under a trademark license from Xerox Corporation. By accepting this agreement, You agree that the translation services are provided solely by ABBYY.

BEFORE ACCEPTING THIS AGREEMENT, CAREFULLY READ THE TERMS OF THIS AGREEMENT. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THESE TERMS, IN WHICH CASE THE TERMS 'YOU' OR 'YOUR' SHALL REFER TO SUCH ENTITY. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS, DO NOT CLICK THE CHECKBOX ON THE REGISTRATION FORM ACCEPTING THE TERMS AND DO NOT USE THE SERVICE.

1. DEFINITIONS

1.1 'ABBYY' or “us” or “we” means ABBYY USA Software House, Inc. with its principal place of business located at 880 North McCarthy Boulevard, Suite 220, Milpitas, California 95035, USA.
1.2 “Affiliate” means a person that directly, or indirectly through one or more intermediaries, controls or is controlled by, or is under common control with, the person specified.
1.3 'Authorized Users' means You and individuals who are authorized by You to use the Service, and who have been supplied user identifications and passwords by You (or by ABBYY at Your request). Authorized Users may include Your employees, consultants, contractors, agents, and third parties with whom You transact business.
1.4 “Human Translation” means translation of text from one supported language to another by the use of language professionals, translators, editors and proofreaders. The Human Translation offered by the Service may be either Express, Professional, or Expert. The details of those various levels of services offered may be found in the pricing section of the Portal.
1.5 “Machine Translation” means an automated process in which software is used to translate text from one supported language to another.
1.6 'Portal' means the website https://xeroxtranslates.com, owned and operated by ABBYY pursuant to a trademark license from Xerox Corporation, that allows You to receive Machine Translation and Human Translation, see order history, and manage Your account.
1.7 'Service' means the cloud based translation service that provides Machine Translation and Human Translation of text in supported formats that where not editable, will be processed by an integrated optical character recognition solution. The Service may be accessed via the Portal, or by applications for supported multi-function printers and from Android and iOS mobile platforms. Only Machine Translation is available from the multifunction printers and from the mobile platforms. Both Human Translation and Machine Translation are available through the Portal.
1.8 “Service Marketing Materials” means marketing materials posted on the Portal or sent to you via an e-mail in connection with Your use of the Service.
1.9 “Service Storage” means the cloud based storage where Your Data and your translations thereof will be stored for a period of two (2) years following completion of the translation.
1.10 “You” or “Your” refer to and include any person and/or any entity that has registered for the Service and has accepted this Agreement.
1.11 “Your Data” means any data, information, or material uploaded or submitted by You or Your Authorized Users for translation by use of the Service.

2. ACCEPTANCE OF THE TERMS; REGISTRATION; CONFIDENTIALITY

2.1 You accept these Terms as soon as you start using the Service by clicking the checkbox on the registration form accepting these Terms.
2.2 You must register to use the Service and provide certain information about Yourself to start using the Service. Registration for the Service is free of charge. You may log into the Service from the Portal, or by installing and running the apps for ConnectKey® or mobile applications (Android, iOS).
2.3 You represent and warrant with respect to Your Data You upload through the Service that You own (or have sufficient rights to) all right, title, and interest in and to Your Data, including without limitation, all copyright and rights of publicity contained therein.
2.4 Your Data that you provide to us for the purpose of performing the Service will be treated as Your 'Confidential Information,' except to the extent Your Data (a) was known to us prior to receipt from You from a source other than one having an obligation of confidentiality to You; (b) becomes known (independently of disclosure by You) to us directly or indirectly from a source other than one having an obligation of confidentiality to You; or (c) becomes publicly known or otherwise ceases to be secret or confidential, except through a breach of this Section by us. ABBYY will use Your Data solely for the purpose of providing the Service to You (the 'Permitted Purpose'). We will not, without Your prior consent, disclose Your Data to any third party, other than furnishing Your Data to our directors, officers, employees, agents, consultants, contractors, representatives or Affiliates who need to have access to Your Data in connection with the Permitted Purpose. ABBYY will use at least reasonable care to protect the confidentiality of Your Data. In the event that we are required by law to make any disclosure of any of Your Data, by subpoena, judicial or administrative order or otherwise, we will use commercially reasonable efforts to give You notice of such requirement (to the extent legally permissible) and will permit You to intervene in any relevant proceedings to protect Your interests in Your Data.

3. LICENSE GRANTS AND SERVICE SCOPE

3.1 License Grants.
3.1.1 Subject to the terms and conditions of this Agreement, ABBYY grants to You a limited, nonexclusive, non-transferable, license, without the right to sublicense, to use the Service in the countries listed in Appendix A. This license and all rights granted hereunder are revocable by ABBYY at any time. ABBYY may modify, update, interrupt, suspend or discontinue the Service at any time without notice or liability.
3.1.2 In order to enable ABBYY to operate the Service with respect to Your Data, You grant to ABBYY a royalty free, irrevocable right and license to process Your Data anyplace we choose, and You grant ABBYY a license to display, perform and distribute Your Data and to modify (for technical purposes only) and reproduce Your Data for the sole purpose of providing the Service. You represent and warrant to ABBYY that You have the unfettered legal right and authority to submit Your Data to ABBYY for processing by the Service, and to grant to ABBYY the rights granted under these Terms. You agree that ABBYY has the right, in its sole discretion, to elect not to accept, store, display, publish or transmit any of Your Data, or provide the Service to You.
3.2 Feature Modification. ABBYY may add additional features to the Service, remove features, or modify the design of existing features at its sole discretion. ABBYY is under no obligation to make any new Service features or feature modifications available as part of the Service.
3.3 Support Services. ABBYY will provide You free of charge with limited support for the Service. The support services will be provided solely via email. We do not guarantee that the email support will be provided in any language other than English. We will respond to Your requests for support within fortyeight (48) hours of receipt of the service request. Under no circumstances will ABBYY be liable for any failure to provide timely or satisfactory support.
3.4 Limits. ABBYY may impose limits on Your use of the Service, including but not limited to, maximum number of pages for translation, and connection timeouts. ABBYY will be the sole judge of the reasonableness of such limits. If You exceed any limits, ABBYY may, in its sole discretion, remedy the situation by blocking or removing over-limit usage.
3.5 Amendment. These Terms may be modified, amended, and updated by ABBYY from time to time without any notice to You (but will be identified by the last updated date) and will be posted to the Portal and on applications for supported multifunction printers and applications for Android and/or iOS mobile platforms, and may be reviewed there by You under Terms of Service. Your continued access to and use of the Service constitutes your acceptance of the then current Terms. If You do not agree with any of the then current Terms, Your sole remedy will be to terminate the Agreement as permitted in Section 6 on termination.
3.6 ABBYY will make reasonable efforts to timely process Your requests for Service. ABBYY does not, however, guarantee or commit to any particular turnaround time for the Human Translations or for the Machine Translations. Turnaround times will vary, depending on the complexity and volume of Your Data submitted for translation, as well as the number of translations for other users we have pending.

4. GENERAL OBLIGATIONS

4.1 General Restrictions. Except as otherwise explicitly provided in this Agreement or as may be expressly permitted by applicable law, You will not, and will not permit or authorize third parties to:
(a) provide on-line services, whether commercial or non-commercial, through the use of the Service and providing similar functionality as the Service to any third party;
(b) circumvent or disable any technical features or measures in the Service;
(c) try to make or make a denial-of-service attack (DoS) or distributed denial-of-service (DDoS) attack;
(d) use the Service in any way not listed in the Service help-file;
(e) share the Service or the Service account with other persons;
(f) upload documents that are not in one of the supported formats enumerated on the Portal, or contain software viruses or other harmful or deleterious code;
(g) reproduce, modify, distribute, enhance, decompile, disassemble, reverse engineer, or create derivative works of the Service or of any of its technology.
4.2 Service Marketing Materials Restrictions. Except as otherwise explicitly provided in this Agreement or as may be expressly permitted by applicable law, You will not, and will not permit or authorize third parties to:
(a) reproduce, modify, translate, enhance, decompile, disassemble, reverse engineer, or create derivative works based on Service Marketing Materials;
(b) use Service Marketing Materials for any purpose except the purpose related to the Service usage.
4.3 RESTRICTED RIGHTS LEGEND. Any technical data, software, and documentation provided with the Service and used for or on behalf of the United States of America, its agencies and/or instrumentalities ('U.S. Government'), is provided with Restricted Rights. Use, duplication, or disclosure by the U.S. Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software - Restricted Rights at 48 CFR 52.227-19, as applicable.
4.4 Export Restrictions. The Service shall not be used, and none of the underlying information, software, or technology may be transferred or otherwise exported or re-exported to countries as to which the United States or any other government maintains an embargo (collectively, 'Embargoed Countries'), or to or by a national or resident thereof, or any person or entity on the U.S. Department of Treasury's List of Specially Designated Nationals or the U.S. Department of Commerce's Denied Person’s List or Entity List, or the comparable such lists of other governments (collectively, 'Designated Nationals'). The lists of Embargoed Countries and Designated Nationals are subject to change without notice. By using the Service, You represent and warrant that You are not located in, under the control of, or a national or resident of an Embargoed Country or a Designated National. You agree to comply strictly with all applicable export laws and assume sole responsibility for obtaining licenses to export or re-export as may be required. The Service may use encryption technology that is subject to licensing requirements under the U.S. Export Administration Regulations, 15 C.F.R.
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4.5 Authorized Users. ABBYY will establish, during the registration process, one set of Authorized User account information, which may include, but not be limited to, a user name and password, email address, Your company name, if You are not an individual, country of residence or country of incorporation, and supported currency in which payment will be made by You. Any actions taken by an Authorized User are deemed to be actions taken by You, including but not limited to: adding or removing subscriptions to the Service, making payments, placing orders for Service, and requesting Service functionality. You are solely responsible for all activity by Authorized User accounts and will abide by all applicable local, state, national, and foreign laws, treaties, and regulations in connection with Your use of the Service. In no event will ABBYY be responsible or liable for any damages, fines, taxes, or other consequences of misuse or abuse of Authorized User accounts or end users. You are solely responsible for the security of Authorized User account information and end users information, including the storage of user names, passwords, and other secret information if applicable, and the choice of strong passwords. ABBYY may from time to time impose, but is not obligated to impose, password and other secret information management policies that You agree to comply with, including but not limited to minimum password strength and maximum password lifetime.
4.6 You may have more than one account for using the Service, but each such account must be created with a unique email address. You may not use one email address to create more than one account.
4.7 Unauthorized Use. You will: (a) immediately notify ABBYY of any unauthorized use of any password or other secret account information or any other known or suspected breach of security; (b) report to ABBYY immediately and use best efforts to immediately stop any unauthorized copying or distribution of any part of the Service; and (c) not impersonate another user or provide false identity information to gain access to or use the Service.
4.8 Data. You are solely responsible for the accuracy, quality, integrity, legality, reliability, appropriateness, intellectual property ownership, and right to use for all of Your Data and any data sent by You in requests for Service. You will abide by and will be solely responsible for any breach of applicable local, state, national, and foreign law, treaty, or regulation in connection with Your Data, including those related to copyright, data privacy, international communications, and the transmission or technical or personal data.
4.9 ABBYY has implemented reasonable security standards to protect Your Data submitted through the Portal from unauthorized access or use. We will review the content of Your Data, but our review will be strictly limited to that necessary to perform the Service. Except in the instance where ABBYY has ceased the operation of the Service, ABBYY will store Your Data and the translations thereof in the cloud for a period of two (2) years from the date the translations of Your Data have been returned to you. At the end of such two year period, Your Data and the translations thereof will be automatically purged, except in the case where You have ordered Human Translation. In the case of Human Translation, extracts of both original and translated text are preserved in a knowledge database (“translation memory”). We are unable to automatically remove translation memory, but can do so manually upon Your request. We will at any time, upon Your written request, remove Your Data and the translations thereof from the Service.
4.10 ABBYY may send You marketing e-mail messages about ABBYY’s products and company news, special offers, products usage advices and other information related to ABBYY’s activities. You may unsubscribe from such marketing emails as provided for in the terms of The Xerox Easy Translator Privacy Notice, which may be found at https://xeroxtranslates.com/docs/XeroxEasyTranslator_PrivacyNotice_en.pdf.
4.11 As described in the referenced Privacy Notice, you will not be able to opt out of receiving administrative messages.
4.12 You agree that You are solely responsible for any breach of laws, treaties, or regulations in connection with any of Your Data, including personal or confidential data, and shall defend, indemnify and hold ABBYY harmless from and against any and all claims, actions, proceedings, expenses, liabilities, damages, costs, and expenses, including attorneys’ fees, associated with and/or arising from Your Data.

YOU UNDERSTAND THAT YOU SHOULD NOT INCLUDE PERSONAL AND/OR CONFIDENTIAL INFORMATION WITHIN YOUR DATA.

If the processing of Your Data causes Service failure or leads to the abnormal consumption of computing resources, or leads to other exceptional cases connected with functionality of the Service, You consent to ABBYY’s unrestricted use at any time of Your Data for the sole purpose of improving the quality of the Service.

4.13 Location of Servers for the Site and Services. Your Data submitted for Machine Translation will be stored and processed by ABBYY or one of its third party contractors or Affiliates on a server located in the United States, except that in the event of catastrophic failure of the datacenter in which the server is located and of all other applicable datacenter backup capacity in the United States, Your Data will be routed to a datacenter outside of the United States for processing. Your Data submitted for Human Translation may be stored and processed by ABBYY or one of its Affiliates, or one of its independent contractors anywhere in the world. In this regard, ABBYY reserves the right to transfer Your Data outside of your country for the purpose of performing the Service. By using the Service, You consent to any such transfer of Your Data outside of your country, for the purpose of enabling You to use the Human Translation Service. ABBYY may, in its sole discretion, from time to time change the location of the servers utilized for the Machine Translation.

5. PRICING AND PAYMENTS

5.1 The Service is a fee based, paid-for service. Information regarding the prices for the Service’s Human Translation and Machine Translation and accepted methods of payment is an integral part of this Agreement and can be found at http://xeroxtranslates.com/prices.
5.2 ABBYY may change the Service prices and accepted methods of payment at any time, by giving notice thereof to You by posting the new pricing terms at https://xeroxtranslates.com/prices. Such revised prices and payment terms will be binding on You following the completion and delivery of Your existing order or the expiration of Your subscription for the Service, if, subsequent to the completion and delivery of Your existing order or the expiration of Your subscription for the Service, You continue to use the Service after the notice of the price increase has been posted.