Terms and Conditions
1. Definitions and Interpretation
1.1 ‘our’, ‘we’ and ‘us’ means Apex Company Services Ltd and where applicable, its officers, employees and authorised agents.
1.2 ‘our site’ means our website eformations.co.uk.
1.3 ‘you’ and ‘your’ include any business with which you are associated and on behalf of which you use our site.
1.4 ‘company’ means any one or more companies that you have asked us to provide for, incorporate or transfer.
1.5 ‘goods’ means the Company including (without limitation) documents and publications of all descriptions.
1.6 ‘services’ means any company formation, management services, company restoration, documentary or administration services provided to you, or on your behalf.
2.1 When requesting services from our site you agree to comply with the on-line ordering procedure as prompted on our site.
2.2 When requesting services for the first time we will give you and individual user account number on the basis that you must use this account when requesting services from us.
2.3 These terms and conditions shall apply to all contracts you make with us. Each time you use our services whether offline or online you are offering to contract with us on the basis of these terms and conditions. All access to our site is subject to these terms and conditions. No other terms and conditions will apply to our supply of goods or services.
2.4 When you make as sale online or offline, we enter into a sale agreement with you on the basis that you have supplied us full and proper instructions and have given us the authority to complete online forms for appointment of officers of the Company being incorporated or purchased.
2.5 Whilst we will endeavour to advise clients with regards to the use of a name or similarity to any other name we will not be held responsible for any actions arising against you in respect of such similarity, passing off or infringements of any trademarks.
2.6 When making a sale offline all instructions or requests for action shall be transmitted to us in writing, however we may, at our discretion, agree to action any such instruction or request given other than in writing only on the express understanding that we shall not be liable in respect of any misunderstanding or error occasioned in processing such action or request acted upon in good faith.
3. Barclays Business Bank Account Referral Service
3.1 Where you request a bank account through The Business Bank Account Referral Service you confirm that you agree to your details being submitted on your behalf to Barclays Bank plc and to being contacted directly by Barclays Bank plc for the purposes of fulfilling the bank account request.
3.2 Where you request a bank account through The Business Bank Account Referral Service on behalf of a third party for whom you are making a company formation application, you confirm that the third party has agreed to their details being submitted on their behalf to Barclays Bank plc and to being contacted directly by Barclays Bank plc for the purposes of fulfilling the bank account request.
3.3 The Business Bank Accounts are opened by and provided by Barclays Bank plc and subject to the terms and conditions as set forth by Barclays at the time of account opening.
4. Price and Payment
4.1 The prices payable for services that you order are set out on our site. We reserve the right to vary these prices from time to time and post such changes on our site. Fees charged by Companies House are those in force from time to time as charged by Companies House.
4.2 Prices for forming a company offline are different from those offered for internet orders and you should check these by contacting us.
4.3 Payment will be made by credit card using the procedure set out on our site at the time of ordering, unless you are an account holding customer, as given by us in writing. The price of services you order will be confirmed at the time of the request.
4.4 You agree to pay the prices set out on our website for services selected by clicking the accept button.
5. Performance and Timescale
5.1 We will endeavour to meet the time scales set out in the website and other publications but these time scales are estimates only and we can accept no responsibility for delay caused by third parties of for reasons beyond our control.
5.2 We are not obliged to accept any request or to continue to perform any service. We reserve the right to reject any request or to discontinue the performance of any service without liability.
5.3 We shall not be liable for any failure to comply wholly or in part with any instructions and shall not be liable for non-receipt of instruction. You shall have no claim whatsoever against us on anything done or omitted to be done or in respect of any exercise or discretion.
6. Compliance with Money Laundering Regulations
6.1 In order to comply with the laws and money laundering regulations we reserve the right to ask you to provide photo identification and a proof of residential address. Any client wishing to use an annual renewable service will be required to provide us with a copy of a valid passport plus a copy of a recent utility bill or bank statement to confirm the usual residential address. We will be unable to provide the goods or services requested if the client is unable to provide evidence of identity or other due diligence items requested by us.
7. Warrant and Liability
7.2 On accepting a request for services from you we will acknowledge our acceptance and confirm the details you have supplied us with by way of e-mail. Our acceptance of instructions is deemed to have occurred at the time of our sending the e-mail and not at the time of your receipt.
7.3 Until we receive further instruction from you we will keep, to your credit, any application or filing fee that is returned to us on the rejection of any application or filing.
7.4 In the event of Companies House rejecting an application or submission you will have three days to re-submit the application with appropriate corrections at no extra charge.
7.5 If you request we open a bank account for your new company, as service from time to time offered on our site, we will forward your details to the Bank and cannot guarantee the opening of a bank account.
7.6 That any company supplied by us pursuant to an order placed by you is clean and free of charges, duly incorporated and has not traded. Save as hereinbefore provided and save as implied by statue we make no warranty as to our Goods. We accept no liability for failure to deliver Goods ad will only supply duplicate company documents or Goods where possible and only when you notify us in writing within 14 days of the expected date of arrival of Goods or company documents.
7.8 That we will provide a password protected user account to the website clients.
7.9 That we will send an email to the client once an order is received on the site giving details supplied to us by you. However, you may not interpret this email acknowledgement as a confirmation that the Company has been incorporated until such time as the Company documents are delivered to your address.
7.10 That in the event your application is rejected by Companies House we will keep to your credit the fee paid to us until further instruction is received from you.
7.11 You will be responsible for the security of your user account on the website. You will be responsible to pay for all the services ordered on that account unless we are notified otherwise.
7.12 You will ensure that the new company shall not trade or purport to trade until such time as we have full transferred/appointed you given officers and shareholders and have confirmed it to you in writing.
7.13 You accept that the use of a company name in any manner whatsoever by you prior to complete transfer or incorporation and receipt of company documentation is regarded as unauthorised any may be construed as illegal.
7.14 You accept that by entering into a contract with us you are irrevocably authorising us to create electronic signatures on documents required to be signed by you or other individuals or bodies and lodged on behalf of you and such individuals and bodies all necessary documents with third parties including, without limitation, documents at Companies House and you warrant the you have sufficient authority from the individuals or bodies mentioned in this sub-cause to instruct us on their behalf.
7.15 You accept that owing to the nature of company formation service we will not give a refund of any money paid towards company formation and you will remain responsible for running the limited company in accordance with Company Law.
8. Registered Office, Nominee Secretary and Administration Services
8.1 You shall indemnify us , our directors, employees, agents, associates or representatives at all times against any cause of action arising from the provision of the Company, administration, management services or any other related services and in particular you agree to indemnify us against any cause or action arising whatsoever which relate to the provision of any services and which relate to the instructions carried out upon the specific instructions of you or otherwise any matters or acts which have been performed or omitted to be performed by you or your agents on behalf of the Company.
8.2 Where we are providing a registered office, this cannot be used as a general correspondence or business address of the Company and cannot be used in any brochures, publications, or documentation to claim, imply or give indication that this is a general correspondence or business address of the Company, If such service is required we must be notified and the accommodation address service must be taken up.
8.3 You hereby agree to keep us informed of any changes in your correspondence address, officers of the Company and contact details.
8.4 All communications for administration, management or provision of any services for the Company including forwarding of annual returns, notices, correspondences etc shall be deemed to have been properly communicated to you if sent to the last known address provided by you. It shall not be necessary for us to provide proof of postage.
8.5 We reserve the right terminate administration, management or any other services being provided if we are not satisfied that you or the Company are conducting their affairs within the law and current legislation, under such termination, which shall be made in writing to you, no refund of fees paid will be made.
8.6 Where we are acting as nominee secretary on behalf of the Company and we sign any official forms these shall be signed for and on behalf of the Company and its officials and the Company and its directors shall personally indemnify us and our officers against all actions, demands, costs, claims, charges, penalties and expenses that may result from signing such documents.
9. Exclusion and Limitations
9.1 We make no representations or warranties about the accuracy, completeness or suitability for any purpose of the information and related graphics published in our site. The information contained in our site may contain technical inaccuracies or typographical errors and is intended to be a general indication of our services only, Any implied terms including those as to quality, fitness for purpose, compliance with description or sample are excluded unless you deals as a consumer, If you do deal as a consumer these terms do not affect you statutory rights.
9.2 Except in claims relating to death or personal injury resulting from negligence or as otherwise prescribed by law our liability for any loss or damage (compensatory, direct, indirect or consequential damages, loss of data, income or profit, loss of or damage to property and claims of third parties) arising out of any single claim will be limited to the value of re-supplying our site or relevant services to you.
9.3 You agree that this limitation is reasonable having regard to the nature of our site and in particular given that when you purchase information or services through our site you will enter into a separate contract with us in each case.
9.4 Each of the provisions of this clause 8 shall be construed as a separate, and severable, provision of these terms and conditions.
10.1 We reserve the right at any time without notice to revise the content of our site (including the services offered by us) and the terms and conditions. Any changes to the terms and conditions will be posted on our site and by continuing to use our site following any such change will signify that you agree to be bound by the revised terms and conditions.
11. Consequential Loss
11.1 If we shall be unable to fulfil an order for any reason whatsoever we shall incur no liability for any loss or damage resulting there from.
11.2 Any time quoted for delivery is an estimate only and we will not be liable for any losses or damages arising as a result of late or non-delivery.
11.3 Without prejudice to the generality of the foregoing, we are dependent upon the smooth operation of Companies House and other bodies and Civil Servants and accept no responsibility for interruption to normal services arising there from or from any form of industrial action, whether primary or secondary, or any circumstances normally comprehended within the expression “force majeure”.
11.4 Without prejudice to the generality of the foregoing, in no circumstances whatsoever are we liable for consequential loss.
12. Termination of Access
12.1 We reserve the right in our sole discretion to deny users access to our site or any part of our site without notice and to decline to provide the service to any user that is in breach of the terms and conditions.
13. Links to other sites
13.1 Certain links, including hypertext links, in our site may take you outside our site. Links are provided for your convenience and inclusion of any link does not imply endorsement or approval by us of the linked site, its operator or its content. We are not responsible for the content of any website outside our site.
14. Ownership Rights
This website and its content is copyright of “Apex Company Services Ltd” 2011. All rights reserved.
Any redistribution or reproduction of part or all of the contents in any form is prohibited other than the following:
- you may print or download to a local hard disk extracts for your personal and non-commercial use only
- you may copy the content to individual third parties for their personal use, but only if you acknowledge the website as the source of the material
You may not, except with our express written permission, distribute or commercially exploit the content. Nor may you transmit it or store it in any other website or other form of electronic retrieval system.
15.1 To ensure that your credit, debit or charge card is not being used without your consent, we will validate name, address and other personal information supplied by you during the order process against appropriate third party databases. By accepting these terms and conditions you consent to such checks being made. In performing these checks personal information provided by you may be disclosed to a registered Credit Reference Agency which may keep a record of that information. You can rest assured that this is done only to confirm your identity, that a credit check is not performed and that your credit rating will be unaffected. All information provided by you will be treated securely and strictly in accordance with the Data Protection Act 1998.
16. Force Majeure
16.1 We shall not be liable to you for any breach of the terms and conditions or any failure to provide or delay in providing our services through our site resulting from any event or circumstance beyond our reasonable control including, without limitation, breakdown of systems or network access, fire, explosion or accident.
17. Third Party Rights
17.1 These terms and conditions are not intended to be enforceable by any third party as provided by the Contracts (Rights of Third Parties) Act 1999.
18.1 These terms and conditions shall be governed by English Law and will be subject to the exclusive jurisdiction of English courts.