Terms & Conditions

ONLINE TERMS & CONDITIONS

In submitting an application for a company and/or services to Exchequer Business Services (Northern) Limited, I (the Buyer) understand the supply of said company and/or services will be subject to the following terms and conditions:-

1. DEFINITIONS - "Buyer" means the person whose name appears in the Online Application Form.
"Online Application Form" means the relevant page howsoever completed online, on the Exchequer Website and submitted using the Submit Button, which for the purposes of these Terms and Conditions shall constitute The Application.
"Company" means the company incorporated by Exchequer at the request and on behalf of the buyer.
"Exchequer" means Exchequer Business Services (Northern) Limited to whom the Application is addressed, and all of its directors, officers, employees, agents and consultants and their respective successors in title and assigns.
"Services" means the provision by Exchequer of management and administration services requested by the Buyer in the online application form or subsequent instructions, however submitted, including where requested: (a) provision of the registered offices and/or Company Secretary of the Company; (b) provision of Directors, Officers and Nominee Shareholders; (c) maintenance of statutory and all other records relating to the Company; (d) preparation and maintenance of minutes of all meetings of Directors and Shareholders; (e) maintenance of books of account of the Company and provision of required annual returns; (f) acting as authorised signatories on bank accounts and administration of said bank accounts; (g) provision of trust deeds and trustee services; (h) execution of international commercial transactions; (I) attending to the Company's correspondence and day-to-day paperwork, as agreed; (j) providing mail accommodation services, including E-mail and voice mail; (k) providing telephone and facsimiles answering services; (l) other services as requested and agreed.

2. FEES -(a) Exchequer will supply the Buyer with the Company and/or Services requested for the first year of operation and from year to year thereafter provided Exchequer is paid all relevant fees, (including VAT, where applicable), in advance.
(b) Fees are to be stated in the currently applicable Price List, which is liable to change from time to time.
(c) Ownership of the Company shall not pass to the Buyer until Exchequer has received payment in full.
(d) No refunds are given after an order has been processed.
(e) The Buyer will give Exchequer 90 days' in advance notice of its decision not to continue with Services for a second or further year.
(f) Where the relevant fees for continued Services after the first year remain unpaid for more than 30 days after Exchequer's invoice has been submitted, and Exchequer has received no advice from the Buyer that the Service is no longer required, Exchequer will treat the outstanding amount as if it were a loan from the due payment date and charge a rate of interest of 2% per calendar month until the date that payment is received and/or obtain payment from any assets of the Company and/or the Buyer.
(g) In the case of a fraudulent misuse or representation of an Exchequer office premises as a Registered Office address by a Client, his company or agent within the meaning of the Companies Acts; Exchequer Business Services reserves the right to charge a one-off fee for the unauthorised use.

3. PAYMENT - Exchequer only accepts payment of fees by the Buyer using a recognised Credit/Debit card in accordance with the details supplied by the Buyer using the Online Application Form. A charge against the Buyer's account will only be made once an application is made to Companies House, where the supply is for a Company or other filing procedure, or when an ordered supply or service is made, and authorisation received from the card issuer. Exchequer accepts no liability whatsoever for the fraudulent misuse of any Credit/Debit card where proper processing procedures have been followed.

4. ACTIONS TO PROTECT COMPANY - Exchequer is entitled to take any steps that it may in its absolute discretion think fit to protect the interests and/or assets of the Company and to take such professional advice in the interests of and at the expense of the Company, as Exchequer may consider necessary.

5. IMPORTANT INSTRUCTIONS - From time to time it may be necessary for Exchequer to be given instructions from the Company and/or the Buyer regarding important matters affecting the Company and/ or the Buyer. Whenever Exchequer requires such instructions, it shall be entitled to send a written request for the same to the contact address submitted with the Online Application Form.

6. METHOD OF INSTRUCTIONS - Exchequer will accept lawful instructions from the Company and/or Buyer in accordance with paragraph 5 above and is entitled to refuse to accept instructions not in accordance with said paragraph.

7. FACSIMILE & EMAIL INSTRUCTIONS - Exchequer accepts no responsibility for loss or damage arising from the use of facsimile or email instructions, including failed or incomplete transmission, distortion or loss of privacy.

8. EXCHEQUER ENTITLED TO ACT IF NO INSTRUCTIONS - If instructions are requested by Exchequer in accordance with paragraph 5 above, and no lawful instructions in accordance with paragraph 6 have been received by Exchequer within 30 days or, where the urgency of the matter requires, within such lesser period as may be stated in the request, Exchequer may immediately proceed in any one or more of the following ways: (a) take no further action on a particular matter; (b) take no further action at all in relation to the Company or the Buyer; (c) utilise any assets of the Company in or towards the satisfaction of any demand for payment of any sum legally and rightfully due by the Company to any person; (d) have the Company dissolved; (e) effect a resignation of all or any of the Directors, Officers and /or Company Secretary of the Company; (f) transfer all or any of the shares, capital or interest of the Company into the name of the Buyer; (g) take such other action as seems appropriate or as it may be advised by its legal advisers to take and NO LIABILITY shall attach to Exchequer in respect of or arising out of any action or inaction which is in accordance with the above provision.

9. NAME INFRINGEMENT - Exchequer Business Services will process an application for a company or trademark as detailed in the online application order form on the strict understanding that the Company or the Buyer has made all relevant and reasonable enquiries to ensure that any chosen company name or trademark does not conflict with an existing registered company name or registered trademark such as to cause any civil action of "passing off" or infringement of any registered trademark or copyright. Relevant and reasonable enquiries will mean such enquiries as can be made through publicly accessible databases or registers.

10. INTERPRETATION - In offering and providing the Company and/or the Services, Exchequer does not, nor is it to be interpreted as though it does in any way sanction, advocate or condone directly or indirectly the commission of any unlawful action or omission by any person or company or the use of the Company or Services for any illegal or fraudulent purpose.

11. LEGAL ADVICE - Exchequer does not give legal advice and the Buyer agrees to obtain his own legal advice from a qualified professional (or to assume the risk if not doing so) in regard to his acquisition and/or use of the Company and the Services.

12. NO LIABILITY FOR LOSS - Exchequer expressly disclaims any liability to the Buyer, the Company and any third parties for any damage or loss to the Buyer, the Company or any other person arising out of the use of the Company and/or the Services by the Buyer or any other person.

13. POSTAL SENDINGS - Exchequer expressly disclaims any liability to the Buyer, the Company and any third parties for any damage or loss to the Buyer, the Company or any other person arising out of the non-delivery of documents or certificates properly despatched by inland mail or other authorised delivery services.

14. NO LIABILITY FOR PENALTIES ETC - Exchequer is not liable for any penalties, fines, fees other liabilities incurred by the Buyer and/or the Company in relation to the Company and/or the Services and the Buyer accepts full responsibility to pay these and indemnify Exchequer against liability in respect of them.

15. OBLIGATION OF CONFIDENTIALITY - Exchequer will not divulge to any third party any information concerning the Buyer or his identity or concerning the Company or its Directors or Shareholders, without the prior written consent of the Buyer provided the Buyer expressly indicates his/her wish for confidentiality by completing the appropriate checkbox at the foot of the Online Application Form. Exchequer reserves the right to treat this obligation of confidentiality as not applicable (a) when and to the extent that Exchequer is advised by its legal adviser that it is obliged by law to divulge information, or (b) when Exchequer has been unable to obtain the Buyer's instructions under paragraph 7 above, and it appears to Exchequer to be in the best interests of the Buyer and/or the Company to provide information.

16. BUSINESS NAME - The name of the business as defined in paragraph 1 is Exchequer Business Services (Northern) Limited trading as Exchequer Business Services registered in England & Wales under company number 3317722 and registered for V.A.T. under registration number 725 8976 82. The registered office address is Formations House, 42 Crosby Road North, Crosby, Merseyside, L22 4QQ.

17. MONEY LAUNDERING - Under the terms of the Money Laundering Regulations 2007 (MLRs 2007) Exchequer Business Services acting as a Money Service Business (MSB) as defined by the said regulations are required to perform certain checks on their client's authenticity. By agreeing to be bound by these Terms & Conditions it is understood that "the Buyer" consents to the required checks being made by Exchequer Business Services.

JANUARY 2008

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