Terms of Service
This Terms of Service AGREEMENT is entered between You (“Client”) and MD to MD, LLC (“MD to MD”).
WHEREAS, MD to MD is a provider of transcription and translation services;
WHEREAS, Client requires MD to MD’s transcription and/or translation services for audio files that Client has uploaded to this website;
NOW, THEREFORE, in consideration of the mutual agreements, representations and warranties contained herein, MD to MD and Client agree as follows:
Uploading of Audio Files: Client represents that it has uploaded audio files to this website (“Source Material”), and that such Source Material consists of digital audio files.
Transcription: MD to MD shall deliver a transcript and/or translation in Microsoft Word format of the Source Material (“Work”) in a reasonable amount of time following receipt of the Source Material to the email address provided in the online registration form. MD to MD shall not be liable for delays in delivering the Work that are caused by factors beyond its control.
Terms of Payment and Fee Structure: Client agrees to pay MD to MD for all transcription or translation work performed relating to the Source Material within 30 days of receipt of the invoice.
Based on its review of MD to MD’s Pricing, Client understands how MD to MD calculates the price for transcribing and/or translating the Source Material, and agrees to pay MD to MD the quoted price that will be communicated by email to Client prior to the commencement of transcribing and/or translating the Source Material.
Client acknowledges that MD to MD bills per minute of recorded audio or per translated word.
Client understands that pricing may increase in instances like these listed below:
1. The number of speakers in the audio source;
2. Compromised audio quality;
3. Faster turnaround on long audio files.
Accuracy: MD to MD strives for a minimum 99% accuracy rate for good digital audio.
“Good digital audio” means that the Source Material is clearly recorded in a controlled environment, with one person either talking or interviewing another with minimal background noise interference and no audio defects. Client understands that poor quality audio may compromise the accuracy of the transcript and/or translation of the Source Material. MD to MD does its best to produce the most accurate transcript possible, but Client should be aware that any degraded Source Material may impact the quality of the transcript or translation and cause it to drop below the 99% accuracy rate.
Client realizes that no transcript is ever perfect, in that transcriptionist exercises judgment regarding punctuation, spellings, grammar, etc. MD to MD does not correct grammar or proofread material. MD to MD only transcribes or translates what is on the Source Material.
If Client believes the transcript or translation does not accurately reflect the Source Material, and believes the Client provided good digital audio, the Client has two weeks from the time the transcript or translation was returned to Client to report any discrepancies to MD to MD, at which time MD to MD will correct the transcript or translation to the extent possible.
MD to MD’s Right to Reject:
MD to MD reserves the right to reject any Source Material for any reason(s) including but not limited to:
• Poor audio quality
• Work exceeding MD to MD’s scope;
• If the Source Material is not as described by Client;
• If the Source Material appears to have a large number of inaudibles, MD to MD will contact Client with a 3-minute sample transcript. All work will stop at that point pending Client’s instruction. If Client would prefer not to proceed, there will be no charge for the 3-minute sample transcript. Any audio that is completed beyond this will be charged in its entirety.
If MD to MD chooses to discontinue providing transcription or translation services to Client, MD to MD may charge Client a fee based on the services performed as of the date of discontinuance.
General Practices Regarding Use and Storage: MD to MD may establish general practices and limits concerning the maximum period of time that documents, data or other content will be retained by MD to MD and the maximum storage space that will be allotted on MD to MD’s servers on your behalf. You agree that MD to MD shall not be liable for the deletion or failure to store any documents, data or other content relating to or consisting of the Source Material or the Work.
Client shall not copy, upload, publish, transmit, reproduce or distribute information or other material which is protected by copyright or other proprietary right without obtaining permission of the copyright owner or the right holder. The Work shall be used solely for lawful purposes. Client agrees that it will not use the Work in any way that is, or is reasonably likely to be, harmful either to MD to MD’s operations or reputation.
Limitation of Liability:
MD to MD’s sole liability for any claim or loss, damage or expense from any cause whatsoever arising out of or related to this agreement, the Work or the Source Material, shall in no event exceed sums actually paid to MD to MD by Client.
Client agrees to defend, indemnify, and hold harmless MD to MD, its transcribers, editors, managers and agents from any claims or damages that may arise from the publication, quotation, distribution, public use or any other use of a quotation from the Work. Client will not take any action against or include or implicate MD to MD, its transcribers, editors, managers and agents as defendants in any litigation arising out of or related to Client’s use of the Work.
Choice of Law and Choice of Forum:
Any disputes arising out of or relating to this Agreement shall be governed by the laws of the State of California, without regard to choice of law provisions. MD to MD and Client agree that jurisdiction and venue for any such disputes shall only be in the county of Santa Clara, California, and Client hereby consents to personal jurisdiction in California with respect to any such disputes regardless of where Client resides.
This Agreement constitutes the entire agreement between MD to MD and Client. This Agreement supersedes all prior communications, contracts, or agreements between MD to MD and Client, whether oral or written.
MD to MD acknowledges that by reason of its receipt of the Source Material from Client, MD to MD may have access to certain information and materials contained in the Source Material in relation to the Client’s business, services or strategies that are confidential and of substantial value to the Client (“Confidential Information”). MD to MD undertakes not to use Confidential Information in any way for its own account or for the account of any third party. MD to MD further undertakes not to disclose Confidential Information to any third party unless expressly authorized by Client, or required as a matter of law or by court order or other legal process to do so.
Severability of Provisions
If any provision of this Agreement is unlawful, void or unenforceable, that provision shall be deemed severable from the remaining provisions and shall not affect their validity and enforceability.