YOUR ATTENTION IS DRAWN SPECIFICALLY TO CLAUSE 7 – LIMITATIONS OF LIABILITY.
You should print a copy of these Terms or save them to your computer for future reference.
We are entitled at our absolute discretion to amend these Terms from time to time as set out below. Every time you wish to order Services, please check these Terms to ensure you understand the terms which will apply at that time.
These Terms were most recently updated on 11 October 2017.
The Contract between us is only in the English language.
- INFORMATION ABOUT US
1.1 We operate this Website. We are Company Address Services LTD, trading as Company Address, a company registered in England and Wales under company number 11383114 and with our registered office and main trading address at 35/37 Ludgate Hill, 3rd Floor, London, EC4M 7JN. In these Terms, references to we or us are to Company Address. To contact us, please see our Contact Us page
- THE CONTRACT
2.1 You confirm that you have authority to act and do any business on whose behalf you use our site to purchase Services.
2.4 Our order process allows you to check and amend any errors before submitting your order to us. Please take the time to read and check your order at each page of the order process to ensure the information you supply is correct. Your order is an irrevocable offer to buy our services on these Terms.
2.5 The Contract between us will only be formed when we send you the e-mail acceptance or provide the Services. Any request for further services from us will be subject to a separate Contract.
2.6 If we consider that you have provided inaccurate or incomplete information, or that you are in breach of any of your obligations, and you have already paid for the Services, we are entitled to suspend or terminate the Services without obligation to refund you.
2.7 We are entitled at our discretion to revise these Terms and Conditions from time to time in the following circumstances:
(a) changes in how we accept payment from you;
(b) changes of any relevant laws and new regulatory requirements; and
(c) changes in our business operations and processes.
2.8 Every time you order Services from us, the Terms and Conditions in force at that time will apply to the Contract between you and us.
- OUR SERVICES
3.1 We will use our reasonable endeavours to provide the Services as described on our Website, , within a reasonable time.
3.2 We will use our reasonable skill and care in providing the Services.
3.3 Delivery of any materials or documents that we supply to you in providing the Services will be to the address you gave us.
3.4 Where we provide Virtual Office services we will send copies of any correspondence to you by email to an email address indicated by you. We will retain copies of any such emails together with scanned copies of the correspondence for a period of one year from the date of sending following which we will destroy the copy emails and scanned copies in question.
3.5 Except as expressly stated in these Terms, we do not give any representation, warranties or undertakings in relation to the Services.
- YOUR OBLIGATIONS
4.1 You must provide us with all required by us information and documents that we may reasonably require from time to time to enable us to provide the Services.
4.2 You may not use the Website in connection with or to conduct any business activities which are or could be considered to be illegal or immoral in any applicable jurisdiction and shall not to use the Services in connection with any such purpose.
4.3 You covenant us that you at all times hereinafter will fully indemnify us and held us harmless against all actions, suits, proceedings, claims, demands, costs and expenses whatsoever which may be incurred or become payable by us in respect of or arising out of:
(a) any breach of these Terms and Conditions;
(b) any visit or investigation by any person or agency connected to any actual or suspected illegal or immoral act.
4.4 In order to comply with money laundering and other regulations, we are required to obtain certain forms of identification from you. Without limitation this will include two forms of identification from each director of a company which purchases Services from us. If all required identification has not been received within one month of you submitting an application for the provision of Services, we may terminate your application without refund of any payment already made in relation to that application. If new directors are appointed it is your responsibility to advise us accordingly and to ensure that we are provided with appropriate identification within one month of their appointment and failure to do so will entitle us to terminate any Contract we have with you without refund of any already paid sums. Full details of our requirements will be made available when you apply to receive Services from us. Any such information is used solely for identification purposes and will not be shared or disclosed to any third parties unless (a) we are legally obliged to do so or (b) we have reason to suspect that your use of our Services may involve any form of impropriety in which case we reserve the right to report such impropriety to the appropriate authorities. We cannot release any post which has been received by us or make any Services available to you unless we receive from you all requested and acceptable by us documents and identification. . We will advise you at reasonable time when we are satisfied with all the information that we need and that you can therefore commence using our Services. Should we identify at any time that additional identification is required we will advise you as soon as possible and you must provide this within seven days of our contacting you. Failure to comply with any such request shall entitle us to terminate any Contract between us immediately and without refund of any charges already paid.
4.5 If you use any trading or other form of name in connection with any business which you register to receive Services from us, you must advise us of such name as soon as you commence using the same. Failure to do so will entitle us to terminate the Contract between us without refund of any charges already paid.
4.6 You will at all times provide us with an address to which we shall be entitled to forward post and deliveries to that address until you notify us of any substitute address. We are entitled to destroy post and deliveries returned from such address to us or where you fail to supply us with a forwarding address. This address must be a trading or personal address and must not be a further forwarding address. If we have reason to suspect that this is not the case, we may immediately terminate any Contract between us.
4.7 You shall not, without our prior written consent, at any time while the Contract is in force to the expiry of six months thereafter, solicit or entice away from us or employ or attempt to employ any person who is, or has been, engaged as our employee, consultant or subcontractor in the provision of the Services.
- CHARGES AND PAYMENT
5.1 The prices of the Services will be as indicated on our Website.
5.2 Prices for our Services may change from time to time, but changes will not affect any order which we have accepted under clause 2.5.
5.3 The quoted prices do not include third party costs and disbursements including (without limitation) for such items as postage or courier charges or Companies House fees.
5.4 The prices are quoted exclusive of value added tax and other sales taxes, which shall be payable in addition.
5.5 You shall pay all amounts payable by it under the Contract free and clear of all deductions or withholdings unless the law requires a deduction or withholding. If a deduction or withholding is required by law, you shall pay such additional amount as will ensure that the net amount that we receive (after account is taken of any such deduction or withholding in respect of the additional amount) equals the full amount which we would have received had the deduction or withholding not been required.
5.6 You can only pay for Services using the payment methods listed on our Website.
5.7 Payment for the Services shall be in advance, save that we may ask for payment of our expenses and disbursements monthly in arrears.
5.8 If you fail to pay any amount due under the Contract by the due date, then, without prejudice to our other rights and remedies, we may suspend the Services and/or charge you interest on the overdue amount at the rate of 4% per annum above National Westminster Bank’s rate . Such interest shall accrue on a daily basis from the due date until actual payment of the overdue amount, whether before or after judgment. You shall pay the interest together with the overdue amount.
5.9 All amounts due under the Contract shall be paid in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
- TERM AND TERMINATION
6.1 Termination by You – If you are not satisfied with your purchase you can terminate your Service by sending a notice in writing to email@example.com.
You are entitled to a full refund within 30 days from the date of your subscription started (order date) and if the address has not yet been registered with any institutions. In this case you can cancel your subscriptions and arrange a refund by emailing us at firstname.lastname@example.org.
You are entitled to a full refund within 14 days from the date of your subscription was automatically renewed (renewal date), if by the date of such renewal you removed from the official records at The Companies House and/or Companies Registration Office (Republic of Ireland) provided by us registered address. If this condition was executed, you are entitled for the full refund by emailing us at email@example.com.”.
6.2 We shall supply the Services with effect from our acceptance of your order (start date) for an initial period of one year and thereafter for successive one year periods until and unless terminated under this clause 6 or terminated by either party giving at least one month’s written notice to the other to expire on any anniversary of the start date of the Services.
6.3 We are entitled to terminated our Services at the end of initial Term or any successive Term with two month written notice in advance.
6.4 Without affecting any other right or remedy available to it, either party may terminate the Contract with immediate effect by giving written notice to the other party if the other party commits a breach of any term of the Contract.
6.5 Without affecting any of our other rights or remedies, we may terminate the Contract immediately if:
(a) you fail to pay any amount due under the Contract on the due date for payment;
(b) you suspend, or threaten to suspend, payment of your debts or are unable to pay your debts as they fall due or admit inability to pay your debts;
(c) you commence negotiations with all or any class of creditors with a view to rescheduling any of your debts, or make a proposal for or enter into any compromise or arrangement with your creditors;
(d) a petition is filed, a notice is given, a resolution is passed, or an order is an application is made to court, or an order is made, for the appointment of an administrator, or if a notice of intention to appoint an administrator is given or if an administrator is appointed, over you, for or in connection with your winding up;
(e) an application is made to court, or an order is made, for the appointment of an administrator, or if a notice of intention to appoint an administrator is given or if an administrator is appointed, over the other party (being a company);
(f) the holder of a qualifying floating charge over the assets of that other party (being a company) has become entitled to appoint or has appointed an administrative receiver;
(g) a receiver is appointed over your assets;
(h) any event occurs, or proceeding is taken, with respect to you in any jurisdiction to which it is subject that has an effect equivalent or similar to any of the events mentioned above;
(i) you suspend or cease, or threaten to suspend or cease, carrying on all or a substantial part of your business;
(j) we have reason to suspect that you / any company you engage us to provide services to or anyone associated with such company is involved in any form of illegal or improper activity;
(k) you commit any breach of the terms of any Contract between us;
(l) we have reserved the right to terminate elsewhere in these Terms and Conditions.
6.6 On termination of the Contract all charges shall immediately fall due for payment.
6.7 Termination or expiry of the Contract shall not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination or expiry.
- LIMITATIONS ON OUR LIABILITY
7.1 Nothing in these Terms and Conditions limit or exclude our liability for:
(a) death or personal injury caused by our negligence;
(b)fraud or fraudulent misrepresentation; or
(c)any matter which cannot be limited and/or excluded under applicable law.
7.2 Subject to clause 6.2, we will under no circumstances whatever be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Contract for:
(a) any loss of profits, sales, business, or revenue;
(b) loss or corruption of data, information or software;
(c) loss of business opportunity;
(d) loss of anticipated savings;
(e) loss of goodwill; or
(f) any indirect or consequential loss.
7.3 Subject to clause 6.2 and clause 6.3, our total liability to you in respect of all other losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the amount you have paid to us for Services in the calendar year in which the claim arose.
7.4 You will indemnify us for any liability (including any costs, expenses or burden) we may suffer or incur as a result of taking delivery of any parcel and/ or letter addressed to you.
- EVENTS OUTSIDE OUR CONTROL
8.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a Contract that is caused by any act or event outside our reasonable control, including (without limitation) strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, or failure of public or private telecommunications networks or impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport, or failure of postal services, couriers or other suppliers, or act or omission of landlords or termination or determination of leases or licences.
8.2 If such an act or event affects the performance of our obligations under a Contract, our obligations under a Contract will be suspended and the time for performance of our obligations will be extended for the duration of such act or event.
- COMMUNICATIONS BETWEEN US
9.1 When we refer, in these Terms and Conditions, to “in writing”, this will include e-mail save as mentioned below.
9.2 If we have to contact you or give you notice in writing, we will do so by e-mail or by pre-paid post to the address you provide to us in your order.
9.3 Any notice or other communication given by you to us, or by us to you, under or in connection with the Contract shall be in writing and shall be delivered personally, sent by pre-paid first class post or other next working day delivery service, e-mail, or posted on our website.
9.4 A notice or other communication shall be deemed to have been received:
- if sent by pre-paid first class post or other next working day delivery service, at 9.00 am on the second business day after posting;
- if sent by e-mail, one business day after transmission; or
- if posted by us on our website, immediately.
9.5 In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.
9.6 The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.
- OTHER TERMS
10.1 We may transfer our rights and obligations under a Contract to another organisation following by a written notice from us, but this will not affect your rights or our obligations under these Terms and Conditions.
10.2 You may only transfer your rights or your obligations under these Terms and Conditions to another person with our prior written consent .
10.3 The Contract is between you and us. No other person shall have any rights to enforce any of its terms under the Contracts (Rights of Third Parties Act) 1999.
10.4 Each of the paragraphs of these Terms and Conditions operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
10.5 If we fail to insist that you perform any of your obligations under these Terms and Conditions, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.
10.6 We shall use all reasonable endeavours to treat your personal information and documents as confidential.
10.7 Nothing in these Terms shall be deemed to establish any partnership or agency relationship between the parties.
10.8 The headings of these Terms shall not affect interpretation.
10.9 The Contract and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.
10.10 The courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with a Contract or its subject matter or formation (including non-contractual disputes or claims).