Applicability Of Terms

Terms And Conditions Of Business

Definitions And Interpretation

In these Terms and Conditions:

  • Agreement” means the contract between Wedo ("we," "us," or "our") and the Client of which these Terms and Conditions shall form an integral part.

  • Client” means the applicant whose description and address are set out in this form (and where there is more than one applicant, each shall be a Client on a joint and severable liability basis).

  • "Company” means any one or more companies in respect of which Wedo provides Services at the Client’s request.

  • Services means any company formation, management, administration, business consulting, strategic facilitation, education and training programs, custom software development, customer service outsourcing including inbound and outbound sales support, IT and technical support, research, survey, data collection and analysis, corporate governance services, and any other services the Company provides, whether described on the Wedo website or otherwise agreed with the Client.

  • “Wedo” ("we," "us," or "our") means the Wedo company identified on the front of this form and where the context admits shall include any member of or any associated company within the Wedo Group whether as a subsidiary holding company, joint venture company, franchisee of the Wedo Group or any of its subsidiaries or in any other capacity whatsoever and any employee, servant, agent, director or representative of same which provides Services pursuant to this Agreement.

Words importing one gender include all other genders and words importing the singular include the plural and vice versa.

Fees And Services

  • The Client agrees to pay the fees charged by Wedo for the provision of Services and any third-party disbursements incurred by Wedo for the provision of the Services. This includes fees for annually recurring Services billed at the rates applied by Wedo from time to time and fixed fees. Wedo will not begin to offer Services unless the requested payment has been received by Wedo. Although effort is made to maintain the same fee level for as long as possible, *Wedo* reserves the right to increase the level of annual fees payable, but shall give the Client not less than 30 days' notice of any increase before commencing provision of relevant Services. Additional work undertaken on behalf of the Client shall be paid for on a time-spent basis at the hourly rate then applicable.

  • Fees shall be payable immediately upon issue of invoices to the Client. If invoices are not settled within 30 days of the invoice date, Wedo shall be entitled to charge interest on all outstanding fees at the rate of 4% per annum over the best lending rate offered from time to time by a recognised bank for the currency in which the invoice is denominated.

  • In the event of the Client failing to settle any invoice by the due date, the Client and/or the Company authorises Wedo to deduct fees from any account, monies, or property under the control of Wedo in which the Client or the Company has a legal or beneficial interest, and whilst any such fees remain outstanding Wedo shall have a lien on any papers, books or records and/or all assets of the Company or the Client which are in the possession or under the control of Wedo.

  • If invoices remain outstanding, Wedo may use a debt collection service, and the Client acknowledges that they will be responsible for fees incurred in connection with the debt collection.

  • The Client acknowledges that late or non-payment of fees may result in the Company being in default of its statutory obligations and ultimately struck off the register of companies in the jurisdiction of incorporation. The Client further acknowledges that unless and until the Company is struck off or otherwise liquidated, the Client shall remain liable to pay for the provision of continuing Services and all government fees, penalties, and other disbursements payable to third parties.

  • If the Client no longer requires Wedo to provide Services to a Company, not later than 30 days after the date of an invoice for annual Services the Client shall give written notice to Wedo accordingly; failing which the Client shall be deemed to have accepted liability to pay for such Services and shall be liable for the payment of the said invoice in full.

  • Services are provided on an annual basis, and Wedo shall not, without prior written agreement, be required to provide such Services for shorter periods or for part only of the relevant annual period.

  • Without prior agreement, Wedo will not pay interest on any monies held by or on behalf of a Client.

  • A termination fee of not less than £500/US$800 shall be payable by the Client to Wedo upon the Services no longer being required, whether as a result of the winding up or disposal of the Company, the transfer of management, or otherwise. Wedo shall be entitled to charge additional fees for documentary work, time spent in effecting such termination, and disbursements payable to third parties.

  • Wedo reserves the right to refuse to accept instructions from a Client or to discontinue the provision of Services without giving any reasons therefor.

Officers

Where Wedo provides directors, company secretaries and/or registered agents (“Officers”) to or for a Company:

  • The Officers may consult with and consider requests and suggestions from the Client in respect of the management of the Company, but they shall be under no obligation to act in any manner that is or, in their absolute discretion, appears to them to be dishonest, illegal, improper, incorrect, or otherwise wrong.

  • Wedo shall procure the resignation and replacement of the Officers upon receipt of a written request from the beneficial owners of a majority of the voting shares of the Company except that in the case of a hybrid company or a company limited by guarantee the request may be properly given by the holders of a majority interest in the profits of the Company.

  • The Client acknowledges and understands that Wedo provides Officers for many companies, some of which may compete or have conflicting interests with the Company. While Wedo operates a policy of confidentiality, the provision of Officers and related Services to other clients shall not be regarded as a breach of any duty in this respect, and the Client gives informed consent to this arrangement.

  • The Client shall at all times indemnify and keep indemnified the Officers in respect of all actions, claims and demands, losses, penalty payments and costs made against or suffered or incurred by the Officers in the exercise or purported exercise of their duties unless the Officers shall be guilty of personal dishonesty.

  • The Client acknowledges and understands that Officers may incur personal liabilities if certain statutory obligations relating to the Company are not complied with and that compliance with such statutory obligations is dependent on the Client promptly paying fees and responding to requests for information. If the Client fails to pay fees when due or respond promptly to requests for information, the Officers shall be entitled to resign their services, and the Client hereby irrevocably and unconditionally appoints Wedo his attorney and agent for the purpose of appointing the Client as Officer in their place.

  • The Client acknowledges and understands that no contract shall be concluded by the Client or any third party on behalf of the Company by email or any other means unless authorised by the directors of the Company in writing.

Confidentiality

  • If any information is confidential, Wedo will keep it confidential. However, unless the Client tells us otherwise, Wedo is authorised to make information about the Client available to other advisers and organisations (such as financial institutions) if Wedo considers it is appropriate to do so. Wedo will also make information available to courts, police, or regulatory authorities, if it has a legal duty to do so.

  • Wedo is authorized to release privileged and confidential information to its regulator or insurers if it believes there are circumstances connected to the company or Services which could give rise to a claim against Wedo. The purpose of releasing the information is to make sure *Wedo* protects the Client’s interests and that the Client is covered in all circumstances. The Client authorises Wedo to provide any information or data relating to the Client and any of the Services provided to the Client to associated companies within the Wedo Group and their regulatory authorities or to banks or other third parties if required for the Services.

Other Provisions

  • For the US Foreign Account Tax Compliance Act or its foreign equivalent (FATCA), if the Company is a sponsored investment entity or controlled foreign corporation... Wedo is hereby appointed as Sponsoring Entity, and if the Company so requests Wedo hereby agrees to perform the due diligence, withholding, and reporting obligations of the Company pursuant to relevant FATCA regulations.

  • To enable Wedo at all times to contact the Client, the Client shall provide full details of and promptly inform Wedo of any changes to his usual residential address, telephone number, fax number, and any email addres,s in addition to any business or other contact address provided by the Client.

  • To enable Wedo to provide the Services, the Client shall, within 14 days, inform Wedo of any changes to their tax residency.

  • All instructions or requests for action shall be transmitted to Wedo by the Client in writing. Wedo may, at its discretion, agree to act on any request or instruction given otherwise than in writing, but in such event Wedo shall not be liable in respect of any misunderstanding or error occasioned in processing such action or request acted upon in good faith.

  • All communications in relation to the administration of the Company, including annual invoices, shall be deemed to have been properly communicated to the Client if sent to the email address notified to Wedo by the Client in accordance with this Agreement and all such communications shall be deemed to have been properly received by the Client upon sending the email to the Client. If the Client requests communications by post, all such communications shall be deemed to have been properly received by the Client seven (7) days after posting such communication to the Client. It shall not be necessary for Wedo to provide proof of postage. Communications may be sent by post, facsimile, email, or by such other method as the Client shall authorise.

Wedo and its Officers shall provide the Services with reasonable care, skill, and due diligence. Wedo’s liability is subject to the Client’s obligations under this Agreement. *Wedo* will not be responsible for losses or expenses which:

  • Were not foreseeable to the Client or Wedo when the Agreement was formed, i.e., loss not within the reasonable contemplation of any parties at the time the parties entered into the Agreement as a probable result of the breach;

  • Happen as a side effect (such as loss of profits, opportunity, or goodwill, etc.) of any direct loss the Client suffers as a result of Wedo breaching (or failing to perform) the engagement (including by Wedo’s gross negligence, wilful misconduct, or fraud);

  • Are the acts or omissions of any other person;

  • Are due to the provision of incomplete, misleading, or false information by the Client or their agents;

  • Exceed any limitation on the extent of Wedo’s obligations or liability to the Client;

  • Arise from non-receipt of instructions by the Client.

The Client shall have no claim whatsoever against Wedo or its Officers in respect of anything done or omitted to be done or in respect of any exercise of any discretion unless the same shall involve fraud, wilful misconduct, or gross negligence.

  • Wedo’s liability is limited to the amount invoiced for annually recurring Services, save in the event of fraud, wilful misconduct, or gross negligence.

  • Wedo shall be entitled to retain commissions or retrocessions received from any third party or intermediary with whom Wedo arrange deals on behalf of the Client or Company or to whom Wedo introduce the Client or Company. The Client accepts that any commission or retrocession received by Wedo shall not be used to settle any outstanding sums or set off any future sums due from the Client to Wedo.

  • The Client shall at all times hereafter indemnify and keep indemnified Wedo against all actions, suits, proceedings, claims, demands, costs, charges, expenses and consequences whatsoever which may be taken or instituted against Wedo or which may be incurred or become payable by Wedo by reason of or on account of

    (i) Wedo having acted or declined to act on any instructions or otherwise pursuant to this Agreement,

    (ii) Wedo providing any Officer, registered office or other Service in respect of the Company or

    (iii) Wedo providing a representative or nominee shareholder of the Company pursuant to this Agreement.

  • In its brochure and other materials, Wedo provides information, inter alia, on corporate, trust, financial, and commercial matters. Such information does not purport to be legal or other professional advice and shall not be taken to constitute such advice or used or relied upon by the Client as such. The Client shall take his own independent advice on any matter relating to the Company and any Services provided by Wedo that may affect or concern the Client and his personal affairs and shall not rely upon any representations (whether oral, written, expressed, implied or otherwise) made by Wedo, its employees, agents or representatives.

  • To satisfy Wedo’s due diligence requirements, upon request the Client shall provide *Wedo* with whatever information Wedo may reasonably require about the background of the Client, source of funds, and/or the dealings and the business of the Company. The Client shall notify Wedo of any changes to such information.

  • Where Wedo receives mail on behalf of a Client or a Company Wedo retains the right to open that mail in accordance with the requirements of local legislation or regulation or as good practice dictates.

  • Wedo has an internal complaints procedure. Details will be supplied on request.

  • Any Wedo name and any opinions, recommendations, or similar comments made by Wedo may not be used in connection with any offering document, financial statement, or other public documents without Wedo’s written consent.

  • Wedo shall be entitled to amend these Terms and Conditions from time to time, provided that Wedo shall give reasonable advance notice to the Client before such amendment shall take effect.

  • The Client acknowledges that he has not relied on any representations, oral or otherwise, that have not been agreed in writing and incorporated herein.

  • This Agreement shall be governed by the laws of, and be deemed to have been made in, the place of incorporation of the Wedo company identified on the front of this form or invoice. Any proceedings arising out of or in connection with this Agreement may be brought in any court of competent jurisdiction, and Wedo shall retain the right to commence proceedings in any other jurisdiction it may consider appropriate.

Wedo - Because Success Needs More Than a License. It Needs Strategy.

© 2025 Wedo. All rights reserved.