Terms and Conditions of Business

1 Definitions

The following expressions shall have the following meanings:

1.1 “Exchange Lingo” means Exchange Lingo Ltd registered at 18 St. Cross Street, London, United Kingdom, EC1N 8UN. Company registration number 11547400.

1.2 “Client” means any person who purchases services from Exchange Lingo who are Companies, sole trader or any other form of commercial business or an individual.

1.3 “Services” means the translation services and any other services Exchange Lingo may provide to (Yourself) the client.

1.4 “Terms and Conditions” means the terms and conditions of supply of Services as set out in this document and any subsequent terms and conditions agreed in writing by Exchange Lingo.

1.5 “Agreement” means the contract between Exchange Lingo and the Client for the provision of the Services incorporating these Terms and Conditions.

2 Changes to terms and conditions

2.1Exchange Lingo has prepared these terms and conditions for our existing and potential clients and may revise these terms and conditions at any time. The client must check this post from time to time for updates on the latest terms and conditions.

2.2 These Terms and Conditions shall apply to the Agreement for the supply of Services by Exchange Lingo to the Client and shall supersede any other documentation or communication between parties.

2.3 Any variation to these Terms and Conditions must be agreed in writing by Exchange Lingo.

3 Services

3.1 Exchange Lingo agrees to provide the Services to the Client in accordance with these terms.

3.2 Any variation to the Services must be agreed by Exchange Lingo in writing.

OR

3.3 The Services shall commence on the date specified on the Agreement and continue until terminated by either party in writing or unless terminated according to the terms in this Agreement.

3.4 Exchange Lingo holds the right to charge Clients for all Services completed up to cancellation date.

3.5 Dates given for the commencement of the Services are estimates only and not guaranteed. Time for commencement shall not be of the essence of the Agreement and Exchange Lingo shall not be held liable for any loss, costs, damages, charges or expenses caused directly or indirectly by any delay in the Services.

4 Price and payment

4.1 The price for Services is as specified in the Agreement or otherwise agreed with Exchange Lingo by any other correspondence in writing including email.

4.2 The initial quote sent to the Client is subject to change upon evaluation of any final information and/source material provided by the Client. Invoicing will be based on final price agreed in Writing between Exchange Lingo and the Client prior to commencement of the Service.

4.3 The terms for payment are as specified in the correspondence from Exchange Lingo to the Client.

4.4 Fees relating to the cancellation of any Services are as specified in the Agreement.

4.5 The Client must settle all payments for Services within 30 days from the invoice date.

4.6 Exchange Lingo may request payment for Services in advance at its sole discretion.

4.7 Exchange Lingo will require up to 50% payment in advance for Services for new Clients.

4.8 Exchange Lingo may charge the Customer or Client any extra fees incurred in bank transfers or currency conversion costs in addition to the cost of Services.

4.9 The Client will pay interest on all late payments at a rate of six (6%) per annum above the base rate of Bank of England.

4.9.1 Exchange Lingo is also entitled to recover all reasonable expenses incurred in obtaining payment from the Client where any payment due to Exchange Lingo is late.

4.9.2 The Client is not entitled to withhold any monies due to Exchange Lingo.

4.9.3 Exchange Lingo is entitled to vary the price to take account of:

4.9.4 Any additional Services requested by the Client which were not included in the original Agreement;

4.9.5 any reasonable increase in fee rates, if applicable; and any variation must be intimated to the Client in writing by Exchange Lingo.

4.9.6 Exchange Lingo hold the right to cancel any discounts agreed in the Agreement if charges are not paid by due date with clause 5.8 still applicable.

5 Client obligations

5.1 The Client agrees to cooperate with Exchange Lingo as may be required.

6 Company obligations

6.1 Exchange Lingo shall supply the Services as specified in the Agreement.

6.2 Exchange Lingo shall perform the Services with reasonable skill and care and to a reasonable standard and in accordance with recognised codes of practice and statutory obligations.

7 Termination

7.1 The Agreement shall continue until the Services have been provided in terms of the Agreement between Exchange Lingo and Client in writing to commence work or any subsequent date as mutually agreed in writing by both parties or until terminated by either party in accordance with these Terms and Conditions.

7.2 Either party may terminate the Agreement by notice in writing to the other if:

7.2.1 the other party commits a material breach of these Terms and Conditions and, in the case of a breach capable of being remedied, fails to remedy it within a reasonable time of being given written notice from the other party to do so; or

7.2.2 the other party commits a material breach of these Terms and Conditions which cannot be remedied under any circumstances.

7.3 If the Client suspends or postpones Agreement between Exchange Lingo and the Client, Exchange Lingo will charge the Client for all work completed up to the date of suspension or postponement as well as any other costs that may have occurred as a result of these actions.

8 Limitation of liability

8.1 Nothing in these Terms and Conditions shall exclude or limit the liability of Exchange Lingo for death or personal injury; however Exchange Lingo shall not be liable for any direct or indirect loss or damage suffered by the Client or any third party howsoever caused, as a result of any negligence, or breach of contract.

8.2 The Client’s use of Services provided by Exchange Lingo is at the Client’s own sole risk. Exchange Lingo, its agents, licensors, contractors and employees do not guarantee that the services will be free from error.

9 Force Majeure

9.1 Neither party shall be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the party shall be entitled to a reasonable extension of its obligations.

10 Third party rights

10.1 Nothing in these Terms and Conditions intend to or confer any rights on a third party.

11 Severance

11.1 If any term or provision of these Terms and Conditions is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these Terms and Conditions had been agreed with the invalid, illegal or unenforceable provision eliminated.

12 Waiver

12.1 The failure by either party to enforce at any time or for any period any one or more of the Terms and Conditions herein shall not be a waiver of them or of the right at any time subsequently to enforce all Terms and Conditions.

13 Notices

13.1 Any notice to be given by either party to the other may be served by email, fax, personal service or by post to the address of the other party communicated in writing, and if sent by email shall unless the contrary is proved be deemed to be received on the day it was sent, if sent by fax shall be deemed to be served on receipt of an error free transmission report, if given by letter shall be deemed to have been served at the time at which the letter was delivered personally or if sent by post shall be deemed to have been delivered in the ordinary course of post.

14 Entire agreement

14.1 These Terms and Conditions supersede any previous agreements, arrangements, documents or other undertakings either written or oral.

15 Governing Law

15.1 These Terms and Conditions shall be governed by and construed in accordance with the law of England and the parties hereby submit to the exclusive jurisdiction of the English courts.