TERMS AND CONDITIONS
Please read carefully.
It is hereby agreed that the Customer is aware of and bound by Hilda Loe Associates Pte Ltd’s (the COMPANY) terms and conditions as stated below:
So far as they are not expressly varied in writing by Hilda Loe Associates Pte. Ltd. ("the COMPANY"), these conditions shall be deemed to be incorporated into all contracts made by the COMPANY* and all services supplied by the COMPANY shall be deemed to be carried out pursuant to a contract incorporating these conditions.
Each provision of these conditions is to be construed as a separate provision applying and surviving even if for any reason one or other of the said provisions is held inapplicable or unreasonable in any circumstances.
The person, firm or COMPANY from whom the COMPANY receives instructions (`the customer') shall be liable to the COMPANY as a principal for all costs, charges and expenses that shall be due to the COMPANY in respect of work carried out or services supplied by the COMPANY subject to these conditions whether or not such customer purports to contract as an agent. A customer may not assign the benefit or burden of any contract with the COMPANY.
Work will be undertaken or services supplied by the COMPANY as expeditiously as may be possible but the COMPANY shall not be liable in respect of any failure to meet any specified delivery or completion date save that where the COMPANY files, registers or submits documents or conducts agency services, such services will be carried out by any due date having regard to the nature and time of the receipt of the customer's instructions and any other delays outside the COMPANY's control.
- Where advice is given or documents prepared the COMPANY will use its best endeavors to ensure accuracy of such advice or documents having regard to the nature of the customer's instructions.
- Where documents are printed by the COMPANY, such documents shall be reasonably adequate for the purposes intended and disclosed to the COMPANY.
- Information supplied by the COMPANY shall be reasonably accurate having regard to the accuracy of the source material and the nature of the customer's instructions.
The customer warrants:
- . that any instructions given by him will not cause the COMPANY to infringe the law of any country
- the accuracy of all information given to the COMPANY by him
- that where shares or COMPANY appointments are held by employees of the COMPANY in connection with the formation of a COMPANY for the customer then immediately following the receipt of the necessary documents by the customer all necessary steps will be taken to:
- complete the transfer of such shares to the beneficial owners of the COMPANY:
- implement the resignations of the employees or nominees of the COMPANY from the appointments in question and substitute the appointees of the beneficial owner of the new COMPANY.
- thereafter complete the necessary statutory formalities in connection with the appointment of officers. registered office and the issue of shares.
- So far as may be necessary for the execution of the customer's instructions, the customer authorizes the COMPANY to sign the customer's name upon Court and other official forms and applications and will indemnify the COMPANY against all costs, claims, demands and expenses that may result from the COMPANY's use of the customer's name in connection with the making of applications to or the conduct of business in any Government Department, Court, Registry or other official body so far as such application or business may be necessary for the execution of the customer's instructions.
- The copyright in all written material including documents, reports and record books prepared by the COMPANY shall vest in the COMPANY.
- The customer shall have the right to use such material for the purpose intended by the customer's instructions and for no other purpose. This condition shall not however apply where the COMPANY has merely printed documents prepared by the customer without the assistance of the COMPANY.
- Payment for Services Rendered
- Payment for the incorporation of the IBC (offshore companies), Singapore or Hong Kong Companies, Bank Account Opening, Nominee Services or Registration of a Vessel shall be prior to incorporation, account establishment or registration and thereafter payment of all invoices rendered by the COMPANY shall be made within 30 days from the date of the invoice.
- In all cases customers shall on demand make such payments to the COMPANY as the COMPANY shall reasonably require to meet disbursements which have to be made by the COMPANY in carrying out the customer's instructions. The COMPANY shall have the right to suspend work on the customer's instructions if such requested payments on account shall not be made.
- The COMPANY shall refer any unpaid invoice to debt collection agents for collection the customer shall pay in addition to the amount due on such invoice such further sum as shall be equal to the collection agent's reasonable fees and costs.
- If payment shall not have been made by any customer in accordance with condition 7 above the COMPANY shall have the right to cancel any outstanding contracts with such customer summarily by notice in writing without compensation to the customer but with the right to be paid in respect of all work done or services supplied to the customer and to be reimbursed the amount of all moneys paid out on account of the customer up to the date of such cancellation.
- Work done and services supplied by the COMPANY shall be charged for at the rates currently applied by the COMPANY and in force at the time the work was done or the services supplied, and all the expenses incurred and the customer shall reimburse disbursements made on the customer’s account.
- The COMPANY will perform the services required for the customer with all reasonable diligence and skill. If however any liability to the Customer shall arise on the part of the COMPANY, its servants or agents (whether under the express or implied terms of the contract or in negligence or in any other way) for any damage or loss sustained or incurred by the customer, such liability shall in all cases whatsoever be limited to the payment by the COMPANY on its own behalf and on behalf of its servants or agents by way of damages of an amount not exceeding US$10,000 in respect of any one claim or series of connected claims.
- Notwithstanding anything else contained in these conditions, the COMPANY shall not be liable to the customer for loss of profits, loss of contracts or other loss or damage arising indirectly or consequentially from negligence or breach of contract by the COMPANY in the performance of its services.
- When instructions or advice are received or given orally by the COMPANY, the COMPANY shall have no liability to the customer for any misunderstanding or misinterpretation, which may arise in relation thereto whether on the part of the COMPANY or, the customer.
- The customer shall be responsible for and shall indemnify the COMPANY against:
- all liabilities relating to any loss or damage suffered by any third party arising as a result of work undertaken or services supplied by the COMPANY to or at the request of the customer and
- all liabilities relating to any loss or damage in respect of which paragraphs 10.1, 10.2 and 10.3 above state that the COMPANY has no liability.
- The COMPANY shall have no liability for any claim made by the customer arising out of the provision of any services by the COMPANY unless written particulars thereof (giving full details of the specific matter in respect of which such claim is made) is received by the COMPANY within the period of 6 months after the date of the COMPANY's invoice for such services.
*The COMPANY means Hilda Loe Associates Pte. Ltd.