WORLDLINK

Commerce ltd.

Terms and Conditions

Terms and Conditions

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Intellectual property rights and copyright on all kinds of designs, brands, logos and sounds, images, text, all kinds of commercial and technical information, formulas, features and all other information and documents (hereinafter referred to as ‘Content’) rights belong Worldlink Commerce Ltd. or its affiliates or used under a license agreement. The entire content or any part of the content on our site may be used only by the owners or with the written permission of the owners. It is forbidden to make changes, copy, rent, lend, transmit and publish the content without permission. Content received from this site cannot be used for any commercial purpose.

Links from this site to third party sites may forward you to websites other than Worldlink Commerce Ltd. or its affiliated companies. Regarding the content, accuracy, or use of these sites, Worldlink Commerce Ltd. or its affiliated companies do not assume any responsibility. Worldlink Commerce Ltd. or its affiliates are not responsible for any changes that may occur in the linked sites later. Worldlink Commerce Ltd. or its affiliated companies and any third party involved in the creation, production or transmission of this site cannot be held responsible for any direct, indirect, incidental, consequential damage, loss or damage or any criminal liability that may arise from accessing or using this site.

Worldlink Commerce Ltd. or its affiliates do not guarantee the suitability of the content on this site for a specific purpose. In addition, Worldlink Commerce Ltd. or affiliated companies are not responsible for any damage to your computer or other devices you use, or malicious software that may infect your computer systems, due to your access to, use of, or downloading any audio, video, text, information, and documents from .

Except for job applications, all kinds of comments, suggestions, ideas, graphics and other information you send us via the Internet, may be used by Worldlink Commerce Ltd. or its affiliated companies for commercial or non-commercial purposes without making any payment to you or any other person. Worldlink Commerce Ltd. or its affiliated companies are not obliged to keep such information confidential, except for job applications. The user of our site is deemed to have accepted this from the very beginning.

Worldlink Commerce Ltd. or its affiliated companies do not assume any responsibility for the shared information on the websites of Worldlink Commerce Ltd. or its affiliated companies, by people under the age of 18. and Worldlink Commerce Ltd. or its affiliated companies, by people under the age of 18.

Application and entire agreement

  1. The following Terms and Conditions are applicable to the Services mentioned in our quotation, provided by Worldlink Commerce Ltd. Our company is registered in England and Wales under number 15049467, and our office is located at Flat 77, Kindred House, 25 Scarbrook Road, Croydon CR0 1GL, London, United Kingdom. We, the providers of these services, offer them to you, the buyer.
  2. The definitions stated in our quotation will also be applicable to these Terms and Conditions. If there are any contradictions between the terms in the quotation and these Terms and Conditions, the terms in the quotation will take precedence.
  3. By accepting our quotation or upon the performance of the Services (whichever occurs earlier), you agree to these Terms and Conditions, which constitute the Contract between us. This agreement represents the entirety of our agreement.
  4. You understand that you have not based your decision on any statements, promises, or representations made by us or on our behalf. These conditions are the exclusive terms that apply to the contract, and no other terms that you attempt to impose or include or which are implied by trade, custom, practice, or course of dealing, will be considered.

Interpretation

  1. A “business day” refers to any day that is not a Saturday, Sunday, or bank holiday.
  2. The titles used in these Terms and Conditions are solely for convenience and do not impact their understanding.
  3. The use of words in the singular form will also refer to the plural form and vice versa.

Services

  1. We guarantee that we will perform the Services with reasonable care and skill, in compliance with the quotation and any relevant specifications. If necessary, we may make changes to the Services to meet legal or safety requirements, and we will inform you if this occurs.
  2. We will make every effort to complete the Services within the agreed timeframe stated in the quotation, but the exact timing is not critical to fulfilling our obligations.
  3. These Terms and Conditions are applicable to both goods and services unless stated otherwise by us.

Your obligations

  1. In order for us to provide the Services, you are responsible for obtaining any necessary permissions, consents, licenses, or other requirements we may need. Additionally, you must grant us access to all relevant information, materials, properties, and any other necessary matters.
  2. Failure to adhere to clause 10 may result in the termination of our Services.
  3. To safeguard our confidential information, you are required to sign and submit the mutual Confidentiality and Non-Disclosure Agreement in the format provided by us.
  4. Please note that we cannot be held responsible for any delay or failure to provide the Services if it is caused by your failure to fulfill your obligations as outlined in this section.
  5. A Purchase Order (PO) should be issued to Worldlink Commerce Ltd. once their quote is accepted or if there is a contractual agreement in place.

Fees and Deposit

  1. The charges for the Services, which are referred to as Fees, are detailed in the quotation.
    17. Apart from the Fees, we have the right to recover from you the expenses for a) services provided by third parties that are required by us to perform the Services and b) the cost of any materials needed for the provision of the Services.
  2. If you receive additional services from us that were not included in your original quotation, you will be responsible for paying the current applicable rate at the time of the service or any other rate that we agree upon.
  3. The fees listed may include any applicable VAT, as well as other taxes or levies that are imposed or charged by a competent authority.
  4. Please note that payment is required according to the pre-agreed terms from the date of invoice unless you have a pre-paid account, in which case payment is due prior to delivery.
  5. Any duties and taxes are subject to individual terms. You can make payments via funds transfer or as otherwise nominated. Please be aware that as the customer, you are responsible for all applicable taxes, duties, licenses, excises and tariffs related to the sale, purchase or delivery of the product(s). Please note that we reserve the right to request prepayment for all or part of the price of the services before accepting any order.

Cancellation and amendment

  1. If you haven’t accepted a quotation or if the Services haven’t begun, we reserve the right to withdraw, cancel, or modify a quotation from the date it was issued unless the quotation has already been withdrawn.
  2. An order can be canceled by either party before the quotation is accepted or rejected for any reason.
  3. Please notify us in writing as soon as possible if you need to modify any details of the Services. We will do our best to make the necessary changes, and any extra costs will be included in the Fees and billed to you.
  4. In the event of circumstances beyond our control, which are explained in the clause below (Circumstances beyond a party’s control), we may need to make changes to the Services or how they are provided. If this happens, we will notify you right away and will do our best to keep any changes to a minimum.
  5. Once services have begun and are being charged for, it is not possible to cancel the associated Purchase Order (PO).

Payment

  1. We will send you an invoice for payment of the fees in either of the following ways:
    1. when we have completed the Services; or
    2. on the invoice dates and terms set out and agreed upon in the quotation.
  2. Please ensure that you pay the fees within the specified payment terms mentioned in our invoice or as agreed upon under credit terms. It is important to note that timely payment is crucial to fulfilling our contract.
  3. In addition to any other options available to us for collecting statutory interest, please note that failure to pay within the specified timeframe will result in interest charges at a rate of 1.5% per year above the current base lending rate of the Bank of England. These charges will continue until the full payment amount is received.
  4. Both parties must make payments in full under these Terms and Conditions. No deductions or withholdings are allowed except as required by law. Neither party can use credit, set-off or a counterclaim to justify withholding payment. This applies to any amount owed in whole or in part.
  5. If payment is not made within the specified time frame, we may pause any additional Services and terminate any upcoming services that were requested or arranged by you.
  6. We will issue receipts for payment only upon your request.
  7. Unless otherwise agreed upon in writing, all payments must be made in either British Pounds or US Dollars.
  8. When making a purchase, you may have the option to prepay import taxes and customs duties that may be charged by the destination country. This includes any additional fees imposed by the shipper, broker, or customs authority of the destination country (collectively referred to as “Import Fees”). We will not be responsible for Import Fees unless they are specifically included in our quotation, and you have paid us the full amount. Although we will make every effort to estimate the Import Fees, the actual amount due may be more or less than the estimated amount. We have no control over Import Fees and cannot guarantee the final amount payable.
  9. If you decide not to pay the Import Fees and subsequently refuse or are unable to accept the delivery of the product(s) or attempt to return the product(s) to avoid paying Import Fees, there are a few things to keep in mind:
    1. We will not reimburse the costs for shipping and/or handling;
    2. You will be responsible for all charges resulting from the refusal or failure to pay the Import Fees;
    3. You cannot request reimbursement for any Import Fees paid;
    4. Depending on local laws and regulations, you may be able to seek reimbursement for some or all of the actual Import Fees from a governmental or other authority;
    5. Any outstanding balance owed to us will be invoiced to you via the initial method of payment.
  10. Before we offer our Services, it is essential that you settle any Import Fees on or before the agreed due date, as stated in our quote. Failure to pay the Import Fees on time may result in the termination of the Contract under clause 37.

Sub-Contracting and assignment

  1. At any given time, we reserve the right to assign, transfer, charge, subcontract, or otherwise deal with any or all of our rights as stated in these Terms and Conditions. Additionally, we have the ability to delegate any or all of our obligations to a third party in any manner we see fit.

Termination

  1. If you engage in any of the following actions, we may terminate the provision of the Services immediately:
    1. If you fail to fulfill your responsibilities outlined in these Terms and Conditions, it will be considered a significant violation; or
    2. If you don’t pay the amount due under the Contract on the payment due date, it will be considered a failure to pay; or
    3. If you are, or if we reasonably believe you are about to become, the subject of a bankruptcy order or if you are utilizing any other statutory provision for relief as an insolvent debtor, please notify us; or
    4. If a company decides to enter into a voluntary arrangement under Part 1 of the Insolvency Act 1986 or any other scheme or arrangement with its creditors, it is doing so willingly; or
    5. If you call a meeting with your creditors, go into liquidation (voluntarily or involuntarily), have a receiver, manager, administrator, or administrative receiver appointed for any part of your assets or undertakings, have documents filed with the court for the appointment of an administrator for you, or receive notice of intention to appoint an administrator from you or any of your directors, or a qualifying floating charge holder (as defined in para. 14 of Schedule B1 of the Insolvency Act 1986), or if a resolution is passed or petition presented to any court for your winding up or for the granting of an administration order for you, or any proceedings are commenced relating to your insolvency or possible insolvency, then this will have an impact on your financial status.
  2. After the Contract has been terminated, regardless of the reason, you must promptly settle any outstanding invoices and interest owed to us. If we have provided Services for which we have not yet invoiced you, we will send you an invoice that must be paid immediately upon receipt. Any unpaid sums will accrue interest as stated in clause 28.
  3. The end or expiration of the Contract will not impact any accrued rights, remedies, obligations, or liabilities of the parties. This includes the right to seek compensation for any Contract breaches that occurred before the termination or expiry date.

Liability and Indemnity

  1. Our responsibility for any wrongdoing related to these Terms and Conditions, including breach of legal duty, tort, misrepresentation, or other issues, will be restricted as explained in this clause.
  2. Our liability is limited to the total amount of fees you are required to pay under the contract.
  3. We cannot be held responsible for any issues that arise during the provision of our Services or the fulfillment of our obligations outlined in these Terms and Conditions or the quotation, regardless of whether they were caused by our employees, agents, or other factors:
    1. Any losses, damages, costs, or expenses that are indirect, special, or consequential or;
    2. This includes any potential loss of profits, business, data, reputation, or goodwill, as well as business interruptions and any claims made by third parties; or
    3. We may not be held responsible for any inability to fulfill our duties if it is caused by circumstances beyond our reasonable control; or
    4. You will be held responsible for any losses that occur as a result of your failure or breach in fulfilling your obligations, whether it is direct or indirect; or
    5. We cannot be held responsible for any losses that may result from your decision to use our Services, including whether they meet your needs or any products provided with them.
  4. Please note that we cannot be held responsible if we are unable to provide our Services due to a bank or other institution refusing to transfer funds for the payment of goods. If the consignee for the goods is not listed as the importer on the ‘letter of entry,’ the bank may refuse to accept or delay the transfer. In such cases, any losses or costs incurred will be your responsibility. We will not be obligated to collect payment or settlement from the consignee for the goods. However, we reserve the right to invoice you for the Services provided up until this point.
  5. You are responsible for compensating us for any expenses, damages, claims, or costs incurred due to any loss or damage to equipment, including those belonging to third parties, caused by you, your agents, or employees.
  6. Our liability cannot be limited or excluded in cases of death or personal injury caused by our negligence, fraudulent misrepresentation, or any other matters that are unlawful to limit or exclude liability for.

Circumstances beyond a party's control

  1. If either party is unable to fulfill their duties due to circumstances beyond their reasonable control, they will not be held liable. Such circumstances may include power outages, internet connection issues, strikes, protests, natural disasters, acts of terrorism or war, government intervention, or any other event outside of the party’s control. If the delay lasts for 90 days, either party may choose to terminate the services outlined in these Terms and Conditions.

Law and jurisdiction

  1. These Terms and Conditions adhere to English law and are interpreted accordingly. Any disputes arising from these Terms and Conditions fall under the sole jurisdiction of the English courts.