Terms and Conditions of Business

All goods and services are provided subject to the following terms and conditions:       
1. In these terms and conditions the “Company” shall refer to Omnicis Communications Ltd or any firm or company owned or operated by Omnicis Communications Ltd, and the “Customer” to any party contracting for the supply of goods or services by the Company or its representatives.       
2. In the absence of an express written agreement to the contrary signed by a Director of the Company, the Company contracts only on the terms that all goods or services supplied to the Customer are subject to and incorporate these conditions. Irrespective of any contrary terms or conditions printed on or accompanying the Customer’s documents, all goods and services provided by the Company to the Customer shall conclusively be deemed to have been made subject to these conditions.       
3. Delivery times - Times stated for delivery by the Company whether in writing or orally are bona fide estimates which the Company will endeavour to achieve but the Company cannot guarantee the same and no liability shall attach to the Company in the event of delay to a delivery. Delay shall in no circumstances amount to or be deemed to be a breach of contract, neither shall the Customer be entitled to treat the contract as repudiated by reason of the delay.        
4. Whilst the Company will take reasonable care in the selection of its carriers the Company cannot be held liable for loss of any goods or services dispatched by the Company or consequential loss or damage thereby caused.       
5. Delivery is deemed to have taken place on posting, delivery to a carrier, or after transmitting the work by email or FTP, as the case may be, and the risk shall thereby pass to the Customer.       
6. Copyright - The title to the copyright embodied in any translation produced by the Company is the property of the Company and this will be passed to the Customer only after full payment has been received by the Company for all the work relating to that translation. The Company shall not be held liable for any consequential loss or damage whatsoever if the Customer is not the copyright holder of the goods or services and the Customer will indemnify the Company for any costs, claims, actions and demands arising from any breach of copyright by the Customer.    


7- The Company agrees to protect the Confidential Information disclosed by the Customer by using the same degree of care, but not less than a reasonable degree of care, as to protect its own confidential information.

The provisions of this article shall not apply to the information which: (1) is in the public domain; (2) has been acquired by the Company by normal means upon the disclosure of the information by the Customer; (3) is duly obtained by the Company directly or indirectly from a third party who has independently developed the information and is entitled to disclose the information to the Company, and such disclosure does not directly or indirectly violate the confidentiality obligations of such a third party.

The Customer shall authorise the Company to use the Customer’s name and logo for promotional and marketing purposes on the list of clients appearing on the Company’s official website and marketing material as well as grant the Company consent to share the Customer’s contact details with potential customers for reference.   

8. Errors / Defects in goods and services - Whilst every attempt is made to ensure any work supplied by the Company is accurate, no guarantee is given in that regard and the Company shall not be held liable for any consequential loss or damage caused by any inaccuracy or difference of interpretation. This applies to translations, typesetting, internet or printed publication and any other work which may be undertaken by the Company. Any errors or defects in goods or services supplied by the Company must be brought to the attention of the Company within twenty-one days of receipt by the Customer. Any error or defect in goods or services supplied to the Customer will either be put right by the Company or a credit supplied limited to the proportion of charges to which any error or defect relates. 
9. The Company shall be under no obligation to indicate or correct any errors of whatever nature in any material supplied to the Company by the Customer for the purpose of translation, interpreting, typesetting, internet publishing or printing and shall not be held liable for any consequent loss or damage thereby caused.       
10. Responsibility for supplying a source Material in working order: It is the Customer’s obligation to supply the Company with the material to be translated, typeset, electronically published or printed in a legible form. In the event that the material supplied by the Customer is not clearly legible, and the Customer not rectifying this state of affairs, the Company shall at its discretion decline to undertake or complete the work in which case the Company shall not be liable for non-completion of the work or for any consequent loss or damage thereby caused.       
11. The Company shall not be held liable for transliteration of names and other proper nouns from one script to another, for the translation of abbreviations or for discrepancies in conversion of one system of measurement to another, neither shall the Company be liable for errors resulting from illegibility of any material supplied by the Customer or for any consequent loss or damage thereby caused.       
12. If in the course of the supply of goods or services the Company makes available to the Customer any know-how or information including the identity of its suppliers or sub-contractors the Customer shall treat such know-how or information as confidential and shall not use such know-how or information or disclose the same to any third party.       
13. For the purpose of this Clause “Associate” means any partner or director of the Customer and any company in which the Customer or any firm in which he is a partner or director holds not less than one-third of the issued equity share capital (as defined in Section 154 of the Companies Act 1948) and any subsidiary of such a company (as so defined) or in the case of a Customer who is a company, any company which owns directly or indirectly not less than one-third of the issued share capital of the Customer.       
14. The contract price is exclusive of value added tax and any other taxes or duties which the Company may require to collect or pay in respect of the contract subject matter, unless the contrary is agreed expressly and in writing.       
15. Unless stated otherwise in writing, all written quotations and estimates are valid for 30 days from the date of quotation. If work relating to a quotation or estimate is ordered after the 30 days have passed the quotation or estimate may be subject to revision.       
16. Any quotation or estimate provided by the Company without having been granted full sight of the material is an estimated cost which may be subject to revision. Similarly, any quotation supplied by the Company is deemed an estimate and may be subject to revision if the goods or services on which the quotation was based differ in any way from the goods or services ordered.       
17. Unless otherwise agreed in writing, when work is performed at an hourly rate any part hour will be charged as a full hour.       
18. When the Company supplies personnel to the Customer for on-site translation work, an interpreting assignment, language instruction, or any supply of personnel to the Customer outside the Company’s offices, the supply is deemed to have started as soon as the person(s) starts their journey to the site of work and is deemed to have finished as soon as the person(s) has arrived back at the Company offices or their normal residence, whichever is the earlier time. The Customer will be charged accordingly at the rates agreed. Full expenses including all travel, sustenance and accommodation costs will be paid to the Company by the Customer for the period of supply. The Customer shall be responsible for the safety and well-being of the person(s) from the time that they arrive on-site, and will fully indemnify the person(s) for any damage or injury caused to the person(s) or their property suffered whilst on Customer’s premises.       
19. If work is commissioned and subsequently cancelled, the Customer shall pay the Company either a sum equal to 40% of the complete fee, or a sum equal to the proportion of the complete fee to which the work completed relates plus a further sum charged on a time basis for preliminary research, administration and enquiries, whichever is greater. When an interpreting assignment is cancelled within 14 days of the booking, 50% of the full fee will be payable. When an interpreting assignment is cancelled within 7 days of the booking, the full fee will be payable.         
20. Return postal charges within the United Kingdom will normally be borne by the Company, except when the cost involved is disproportionately high relative to the value of the goods supplied. The Customer shall be charged in full for any carrier costs involved in supplying the goods or services that are higher than Royal Mail first class post.       
21. Unless otherwise agreed in writing by a director of the Company, payment in full is due within either the timescale stated on any quotation or estimate or within 30 days of the date of invoice whichever is the earlier date. Interest will be charged monthly on all overdue amounts at 8% above the Bank of England’s reference rate in force on the date the invoice becomes overdue, or £8.00, whichever is the greater amount. Any discounted price offered is strictly conditional upon full payment being received within the timescale stated on any quotation or estimate or within 30 days of the date of invoice whichever is the earlier date. If full payment is not made within this time the difference between the non-discounted price and the discounted price will be additionally invoiced to the Customer by the Company, this invoice will have the same date of invoice as the original invoice, and interest will be charged on both invoices from the date of invoice until payment is made in full including any interest charged.    
22. If the Company waives any clause of these Terms and Conditions to the Customer for any reason whatsoever, all other clauses of these terms and conditions remain in place unless agreed in writing by a director of the Company.    
23. This contract is deemed to have been made in England and shall be construed and take effect in accordance with English law.