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These Terms
and Conditions ("Terms") regulate the provision
of corporate services by the Agent to the
Client, as acknowledged and detailed further
herein. Matters to their express approval by the
Agent and by the Client, these Terms, in
combination with any order forms, orders,
requests and instructions, as issued by the
Client to the Agent, shall represent a binding
legal accord between the Client and the Agent.
DEFINITIONS
"Agent":
FID Trust International Limited, an English
Company registered under the Companies Act, on
the 8th of November 2006, as well as
any subsidiary or nominee company directly
related to FID Trust International Limited (see
– FTI Group Market Sectors), which may be
implicated in the provision of the Services to
the Client or to the Company.
"Services":
any of the following - company formation /
incorporation, acting as the registered agent,
provision of the registered office, provision of
the nominee company secretary, nominee company
director, nominee officer, nominee shareholder
or account signatory, provision of mail, fax and
message forwarding and re-mailing, preservation
of corporate records, opening and operating of
bank accounts, administrative and managerial
work of similar nature that the Agent provides
at request of the Client.
"Company":
any business (Company, Partnership, Charity
etc.) in the United Kingdom (England, Wales,
Scotland and N. Ireland) beneficially owned by
the Client, to which Services are provided by
the Agent.
"Client":
the beneficial owner (s) of the Company and/or
the individual (s) who has ordered Services, as
well as any such individual (s) whom the Client
may ultimately represent and any such individual
(s) whom the Client may have authorized to
represent himself; in case of more than one
person all such persons jointly and severally.
"Order
Form": the company formation electronic
Order Form as available on the website
www.companieshouseonline.com or in written
format, as submitted by the Client to the Agent
before commencement of Services.
"Communication":
any communication between the Agent and Client
by any methods: (1) e-mail, message or form
posted through the Internet, including messages
by any Instant Messenger; (2) fax; (3) courier
or mail delivery, addressed to the last known
address of the receiver.
PROVISIONS
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As may be requested by the Client, the Agent shall
carry out company formation, corporate,
managerial and administrative functions on
behalf of the Client. In performing such
functions the Agent shall always act only
following instructions from the Client and
in no way in his own discretion, except for
special situation as described further in
these Terms.
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The
Agent has no direct or beneficial interest
in the business of the Client whatsoever.
The sole interest of the Agent is to provide
Services to the Client or to his Company,
earn of the professional fees, as specified
in the
Price Lists for United Kingdom of the
Agent.
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All
fees charged by the Agent to the Client
shall be in amounts posted on Agents'
website (www.companieshouseonline.com)
or as an offer to the Client by the Agent,
pro-forma-invoice or special pricelist. The
fees are subject to change. Increases can
not be made in the period of the existing
order (s). Any increase of fees taking
effect only upon 90 days advance notice,
except for increases in government fees and
charges which take effect immediately,
as Agent has no control over these fees.
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Price quotations are not grounds for payment.
Request for payment (s) will only be issued
by the Agent after sufficient information
obtained. Invoices shall be sent to the
Client then order completed.
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The Agent is not obligated to provide any
Services before fees are paid in full by the
Client.
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The Client agree that late payment of certain
professional fees, in particular recurring
fees for the subscription Services, can be
increased without 90 days notification. The
Client also understand that the failure to
pay such fees (particularly to the
government departments) on time may result
in the Company being dissolved, wound-up or
struck off from the Registry or the
resignation of the Agent or penalties.
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If the Client fails to settle invoice within the
period stated in the invoice, the Agent may
stop any other Services, ordered before by
the Client, at the Agent own discretion.
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When Registered Address is provided to the
Company by the Agent, the Client are not
allowed to make any reference to the
Registered Address representing the
Registered Address as the business address
of the Company, unless mail redirection
ordered and agreed by the Agent. Any
reference to the Registered Address of the
Company, in any way, must clearly indicate
that this address is the Registered Address
of the Company.
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When nominee services or company services
provided by the Agent, the Client will use
all necessary means to ensure that these
services are not misused.
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The Agent accept instructions regarding the
Company only from the Client, except as
otherwise stipulated in this Article. Only,
in case of death or incapacity of the Client
to act the Agent shall accept instructions
from third party (ies), if such has been
appointed in writing by the Client and the
identity and the conditions of the
appointment of such third party have been
indicated by the Client beyond reasonable
doubt.
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Where there are several private individuals act
jointly as Client , if there are no special
instructions given to the Agent, the Agent
shall only act on instructions which are
given jointly by all of the
Client-individuals.
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The Client guarantees that any asset introduced
to the Company is not derived from or
connected to any illegal activity.
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The Client guarantees that the Company will not
be used for any unlawful purpose.
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The Client guarantees that no instructions given
to the Agent will require or involve any
unlawful act or contain any dishonesty.
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Due Diligence Requirements ("Know Your
Customer"). As and when requested by the
Agent, the Client shall provide to the Agent
proofs of identity and sufficient
identifying documentation, including proof
of residential address.
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In case of reasonable doubt as regards the
authenticity of any instruction, notice,
document or communication, the Agent may,
but is not obliged to, require additional
authentication from the Client.
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The Agent may refrain from
acting on any instruction issued by the
Client, if in the Agents' reasonable opinion
such instruction would breach any applicable
law or regulation.
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If the Agent becomes
suspicious of any illigal, unlawful or money
laundering activity during the course of his
work, the Agent will report
directly to the Serious Organised Crime
Agency (SOCA) without prior reference to the
Client or the Client’s representatives.
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If any claim, request or action is taken by a third
party against the Company or any other
circumstances arise in which in the opinion
of the Agent it is necessary to take urgent
action in the best interests of the Client,
the Company or the Agent, then the Agent
shall be allowed to take such action as he
deems most appropriate for the situation.
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These Terms may be amended by the Agent and the
Client inform about it.
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The Client may at his sole discretion request
the Agent to cease any Services, by giving
one months' written notice to the Agent.
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These Terms and Conditions shall be governed by
the laws of the United Kingdom.
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At placing of an order (s) by the Client for
any Services provided by the Agent, this
Terms and Conditions of Business will be in
force with immediate affect and no other
forms of confirmation required.
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