General Terms and Conditions

Please read the following General Terms and conditions very carefully as they affect your use of the Website and your rights.

 

1.1 Your use of the Website

A. Your use of the Website is subject to these General terms and Conditions together with any more specific terms we may draw your attention to before you purchase any products from the Website.

1.2 Definitions

1.3 The following definitions apply

A. "Consumer" shall have the meaning ascribed in section 12 of the Unfair contract Terms Act 1977.

B. "General Terms and Conditions" means these terms and conditions

C. "Specific Terms and Conditions" means the Specific terms and conditions tailored to cover any product or service that you may purchase through the Website, and which take priority over these General Terms and Conditions to the extent of any conflict between them.

D. "Web site" "Website" or "Site" means the website you are browsing when you clicked on a link to these General Terms and Conditions, including all subsidiary pages.

E. "we" or "us" or "ourselves" refers to the organisation whose name is identified to you on the Website. Please note that because these General Terms and Conditions apply to more than one Web Site, references to "We" or "Us" in there General Terms and Conditions means the company, partnership, or other organisation that is identified on the home page of the Web Site you were browsing when you were referred to these General Terms and Conditions.

F. "Within 24 hours" or a "24 hour service" means the service will be delivered no more than 1 working day after purchase and submission of all required information. If purchased on a Friday or the day before a UK public holiday, the service will be delivered on the next available working day.

1.4 Information Contained on the Web site

A. While we take all reasonable care to ensure that the information contained on the Website is accurate and up to date, we make no representations, warranties or undertakings about any of the information content or materials provided on the Website (including, without limitation, any as to quality, accuracy, completeness or reliability).

B. All material on the Website is provided for information purposes only and does not constitute legal, accounting or other professional advice, and it must therefore not be relied upon as such. You should arrange your own advice from a qualified party before acting in reliance on any of the information, or purchasing any of the products or services, available on or from the Web Site.

1.5 Updates and Changes

A. The Website is being updated and improved on an ongoing basis. We reserve the right to change or remove (temporarily or permanently) the Website or any part of it without notice and you confirm that we shall not be liable to you for any such change or removal; and

B. Changes to these General Terms and Conditions or to the Specific Terms and Conditions may be made at any time and your use of the Website, or the purchase of products or services, are subject to any such changes. You agree to check to see if any changes have been made to the General or the relevant Specific terms each time you visit the Website or purchase products or services from it.

C. You, the consumer, are responsible for providing and ensuring the postal address on your account is correct. We accept no liability where an incorrect postal address has been provided or not updated.

1.6 Exclusion of liability to you from the use of the Web Site

A. The Website is provided on an "AS IS" and "AS AVAILABLE" basis without any representation or endorsement made and without warranty of any kind whether express or implied, including but not limited to the implied warranties of satisfactory quality, fitness for a particular purpose, non-infringement, compatibility, security and accuracy.

B. Any and all liability to you that may arise from your access to and use of the Web Site, whether due to negligence, breach of duty or otherwise, is excluded to the maximum extent permitted by law.

C. No warranty is given that the functionality of the Website will be uninterrupted or error free, that defects will be corrected or that the Web Site or the server that makes it available are free of viruses or anything else which may be harmful or destructive.

D. We are not responsible for the content of other Websites that link to the Website, nor are we responsible for the content of any Website to which links are provided from the Website. Links to other sites are provided purely for your convenience and do not imply that we approve of those sites.

E. Nothing in these General Terms and Conditions shall be construed so as to exclude or limit the liability of ourselves for death or personal injury as a result of our negligence or that of its employees or agents.

1.7 Copyright and trade marks (Intellectual Property)

A. The copyright in all materials on the Website, including their design, layout, text, graphics, photographs and the source code and software belong to their respective owners. Trade marks (whether registered or not) company names and the like are the property of their respective owners.

B. You are licensed to view and temporarily store Website pages and their content in your browser’s temporary cache, and also to print out for reference a single copy for non-commercial purposes and off-line review. You may not sell or re-sell anything available from the Website, save to the extent expressly permitted pursuant to any product or service purchased by you from the Web Site where such permission is either expressly given or is a necessary attribute of the product or service concerned.

1.8 Force Majeure –supply of goods or services ordered through the Website

A. In connection with the supply of any goods or services ordered by you through the Website, we shall not be liable for any delay or failure to perform any of our obligations if the delay or failure results from events or circumstances outside our reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire or failure of any communications, telecommunications or computer system, and we shall be entitled to a reasonable extension of our obligations to you (to the extent we owe any such obligations) should a force Majeure event occur.

B. If a Force Majeure event to which this clause applies shall occur, we agree to notify you as soon as practicable. If the Force Majeure event continues for more than 14 days, either party shall have the right to cancel the agreement and where services have been paid for in advance but have not been rendered, you will be entitled to a refund from the date of cancellation for all such services.

1.9 Username and password

A. The website may provide the facility to register in order to gain enhanced access privileges or in order to purchase products or services. If you register, it is your responsibility to maintain the confidentiality of your password. On no account should you disclose your password to anyone else. You agree to indemnify and hold us harmless for any loss or damage we may incur resulting from breach of this clause.

1.10 Data Protection

A. We take our obligations of confidentiality and the protection of your personal data very seriously. We will not, therefore, sell or make your data available to any third party without your prior consent, except for the following limited purposes:

Records of personal data obtained for the purposes of the prevention of money laundering and terrorist financing are processed and kept in accordance with the principles of the Data Protection Act 1998 and shall not be further processed in a way that is incompatible with those purposes. The Money Laundering Regulation (MLR) also gives various governmental or regulatory authorities (such as the HMRC, FCA and the NCA) rights to request access to such information and other relevant records for inspection. By accepting these terms and conditions you give consent to the disclosure of this information.

B. You may amend any information provided to us as part of registration on the Website at any time.

1.11 Cookies

A. Cookies are small data files that are stored locally on your computer and which enable us to tailor your experience in using the Website. Accounts and password information may be stored in cookies. The Website uses cookies, and you are deemed to consent to the use of cookies by using the Website. You can turn off the use of cookies in your Web browser. Please consult the help files for your browser for more information.

1.12 Terminating the use of the Website

A. We may withdraw or suspend your right to access or use the Website at any time, without prior notice and without providing any reason.

1.13 Waiver

A. No waiver by us (whether express or implied) in enforcing any of our rights shall prejudice our right to enforce such rights in the future

1.14 General

A. If any provision of these General terms and Conditions is held to be unlawful, invalid or unenforceable, that provision shall be deemed severed and the validity and enforceability of the remaining provisions shall not be affected

B. In the event of there being any conflict between these General Terms and Conditions and the Specific Terms and Conditions that apply specifically to the purchase of certain goods or services through the Website, the Specific terms and Conditions shall prevail.

C. No person who is not a direct a party to any agreement covered by these General Terms and conditions shall have any right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Agreement.

D. Where you are a consumer, you have the right to cancel and contract for the provision of goods or services, by notice in writing, at any time before seven working days have passed from the day after the contract was made. If, however, we have started to perform our side of the contract before you exercise your right to cancel, then the right to cancel is lost.

E. Companies Made Simple / Company Formation MadeSimple is eligible for referral fees from certain partners where lead information generates new business for those partners.

1.15 Notices

A. This clause applies where these General Terms and Conditions or the Specific Terms and Conditions provide expressly or by implication for the service of notices.

B. any notice required to be given under our Agreement with you or in connection with the matters contemplated by it shall, except where otherwise specifically provided, be in writing in the English language.

C. Any such notice shall be addressed to the usual business address of the other party and may be:

D. personally delivered, in which case it shall be deemed to have been given upon delivery at the relevant address if it is delivered not later than 17.00 hours on a Business Day, or, if it is delivered later than 17.00 hours on a Business Day or at any time on a day which is not a Business Day, at 08.00 hours on the next Business Day; or

E. if within the United Kingdom, sent by first class pre-paid post, in which case it shall be deemed to have been given two Business Days after the date of posting; or

F. if from or to any place outside the United Kingdom, sent by pre-paid airmail, or by air courier in which case it shall be deemed to have been given seven Business Days after the date of posting in the case of airmail or two Business Days after delivery to the courier, in the case of air courier;

G. sent by facsimile, in which case it shall be deemed to have been given when despatched, subject to confirmation of uninterrupted transmission by a transmission report provided that any notice despatched by facsimile after 17.00 hours on any Business Day or at any time on a day which is not a Business Day shall be deemed to have been given at 08.00 on the next Business Day; or

H. sent by electronic mail, in which case, it shall be deemed to be given when received but subject to the same provisions regarding receipt after 17.00 hours as apply to notices sent by Facsimile.

1.16 Governing law and Jurisdiction

A. Your use of the Website and the purchase of any products or services from it are governed in accordance with the laws of England and Wales.

B. The English courts shall have exclusive jurisdiction over any dispute or difference whatsoever arising out of or in connection with your use of the web site or the purchase of any products or services from it.

Specific Terms and Conditions – Companiesmadesimple.com

2.1 These Specific Terms and Conditions are applicable to transactions made through the Companiesmadesimple.com website at https://www.companiesmadesimple.com and subsidiary pages

2.2 Definitions

A. "Companies Made Simple", "we", "us" or "ourselves" means Companies Made Simple / Company Formation MadeSimple a division of The Made Simple Group Ltd whose registered office is at 20-22 Wenlock Road, London, N1 7GU.

B. "FAQ’s" means Frequently Asked Questions for Companiesmadesimple.com accessed here: https://madesimplegroup.zendesk.com/hc/en-us

C. "Account credit" can be purchased by the customer or added to the customer's account by Made Simple. If added by MadeSimple it could be part of a special offer/incentive or selected as an alternative to a refund or cashback.

2.3 Ordering

A. All orders that you place through this Website are deemed to be an offer by you to purchase the products or services that we supply subject to these Terms and are subject to acceptance of the order by ourselves. We may chose not to accept any order without providing a reason.

B. You are presented with a range of choices during the ordering process. It is your responsibility to ensure that you read and understand these choices before you proceed with any purchase. Please contact us during usual UK office hours if you are unsure about anything before you proceed with a purchase (please note that while we endeavour to respond to enquiries promptly, we cannot guarantee to do so. It remains your responsibility to take advice about the product you intend to order before the order is placed)

2.4 What you receive

A. Companies Made Simple / Company Formation MadeSimple are specialist online companies formation agents and we make use of electronic filing facilities available from the Registrar of Companies.

B. Provided you have complied with the formalities necessary to purchase a company from us (as explained in more detail in the FAQ’s) the Registrar of Companies will generally complete the incorporation within approximately 3 working hours during normal operating times. However, we have no control over this process, which may take longer.

C. You will also receive the documentation that we describe on the "In each package, you get:" section (for your relevant package) on this page: https://www.companiesmadesimple.com/company-formation-name-search.html

D. In addition to the formation of the company and company documents described above, you may optionally order additional products depending upon the package you chose – Basic, Printed, Privacy, Comprehensive and Ultimate, together with any associated products.

E. By signing up for our registered office and/or service address you are automatically opting-in to our digital mailroom system. This means government mail (with the exception of court letters) received at our address will be securely opened, scanned and then emailed to you as well as being made available on your online Company Formation MadeSimple account. Original copies will be securely held for 7 days during which time you can request them to be forwarded. After this time, all unclaimed originals will then be securely destroyed. Please note that court letters are classified as highly confidential and containing sensitive information, and must therefore be automatically posted onto the intended recipient to open. Court letters will not be opened and scanned via digital mailroom system.

2.5 Services not included in product purchased by you from us online

A. Our products do not include any of the following in respect of any of the packages we offer for sale online: Accountancy advisory services, tax advice, auditing of your books or other services not expressly mentioned. Please note that packages that include maintenance of the statutory books of the company do not include any of these services. You will need to arrange these separately. Any advice on the suitability or adequacy of any company you may purchase from us for your intended purposes.

B. You are strongly advised to seek independent advice before you purchase a company from us. We assume that you have done so. If you have not yet taken such advice, please do not proceed with any purchase until you have done so.

C. The purchase of any address service, including but not limited to our Registered Office Address, Service Address and/or Mail Forwarding Address does not entitle the customer to list the address as a physical location on Google Maps, Google My Business or any other similar tool used for advertising a physical location.

D. The purchase of any address service, including but not limited to our Registered Office Address, Service Address and/or Mail Forwarding Address does not entitle the customer to register any motor vehicle at our address with the DVLA. We will not be held liable for any penalty charge notices issued to a vehicle registered at our address.

2.6 Price of goods and Services

A. The price for any goods or services that you purchase from us is as set out under the option you select and unless otherwise stated, all prices exclude VAT at the prevailing rate.

B. The total purchase price, including VAT, if any, will be displayed in your shopping cart prior to confirming the order.

C. We reserve the right periodically to update the prices on the Website and to add to, amend, or withdraw the products and services that we offer, without prior notice. Every effort is made to ensure that the prices are correct, but in the event of serious error, any transaction shall be voidable by us and you would then be entitled to a full refund.

D. We shall not be liable to anyone for withdrawing or amending any of the products we sell, or for refusing or failing to process an order.

2.7 Renewals of Registered Office and Service Address

Address Services (Registered Office and Service Address) automatically renew every year on the anniversary of the purchase date. Payment is due unless the service is cancelled at least 24 hours before the renewal date.

Address services can be cancelled in the My Services section of your account on companiesmadesimple.com. The Registered Office and/or Service Address will need to be updated at Companies House before the service can be cancelled.

Non payment for renewal and failure to cancel the service within 28 days of the renewal date will incur a £30 admin fee.

Failure to renew your service will mean all registered office post will either be held by the system (if scanned) and only released once payment has been made for the renewal or will be returned to sender.

Failure to renew the service and not change the registered office address will also mean that we reserve the right to submit an RP07 form to Companies House to request they remove our address.

2.8 Incorporation of General Terms and Conditions

A. These Specific Terms and Conditions must be read together with the General Terms and Conditions above. The General Terms and conditions apply to any agreement between us and to your use of the Website generally, including for the avoidance of doubt, Clause 1.16, the jurisdiction and governing law clause.

2.9 Refund Policy

A. "Card processing fees" refers to both the merchant fees (for the purchase and refund transactions) and the administration costs in cancelling your product and/or service. The card processing fee for all refunds will be 5% of the transaction value or £5, whichever is the greater.

B. Company formations: if you purchase your company and change your mind within 14 days and before submission to Companies House, we will refund all monies paid to us, minus card processing fees where applicable. Refunds cannot be given once the company has been submitted.

C. Other products and services will be refunded minus card processing fees where applicable and minus the value of the service that is provided up to the point you cancel provided we are notified within 14 days of the purchase taking place.

D. No refunds are available in respect of parts of a package.

E. Any account credit over £20 purchased by the customer (ie. not part of a special offer or incentive) is eligible for a refund if requested within 30 days of purchase. Account credit expires after an account is inactive for 12 months.

F. All refunds must be requested via the following link: Refund Request Form.

2.10 Proof of Identity

A. Customers who purchase our Address Services (Registered Office, Service Address and Mail Forwarding) must provide valid proof of address and valid ID in accordance with Money Laundering Regulations and The London Local Authorities Act. Provision of Address Services are subject to receipt of this information. Failure to provide satisfactory proof of address and valid ID will result in termination of the service and we will apply to remove our address as your registered office address through Companies House (using the RP07 form). We reserve the right to levy an admin fee for our time in chasing ID and terminating the service.

B. Customers who purchase a company formation package must provide valid proof of address and valid ID for the account holder in accordance with the 2017 Anti-Money Laundering (AML) Regulations. Provision of the company formation is subject to receipt of this information.

2.11 Ready Made Companies

A. Once a ready made company has been transferred away from us the customer is responsible for all filing obligations with immediate effect.

2.12 Cash Back

A. Terms and Conditions relating to cash backs can be found at www.companiesmadesimple.com/fast-track-business-banking.html

2.13 Virtual Office Mail Forwarding

A. The mail forwarding service (provided as part of our Ultimate package and available on its own: here) is provided by our sister site London Presence, part of The Made Simple Group. The mail forwarding services offered on this website are equivalent to the Mail Box Basic package offered on London Presence.

B. Full terms and conditions relating to the mail forwarding service can be found here.

2.14 Secure Payment Tokens

A. When purchasing a company formation package from us a Sagepay Token may be created to simplify the purchase process for future payments.

B. We do not store your card details; only our secure payment provider, Sagepay, would hold this information. We store a unique token which we would use to communicate with Sagepay during the simplified purchase process.

C. You can delete this token from your account at any time by clicking here. This will delete it from our servers and remove any details that Sagepay holds.

2.15 Provision of Business Prospects to Barclays

A. The Wholesaler or Introducer shall ensure that any potential Business Prospects will not be able to indicate an interest in any other business bank accounts without having first seen and not indicated an interest in a Barclays business bank account.

B. The Wholesaler or Introducer shall obtain the express written consent (which shall include consent by email and click-through where a screenshot of the click-through is retained as evidence of consent) of each Business Prospect to its company incorporation details being shared with Barclays and Barclays Bank UK for the purposes of account application and contact to set up an account opening appointment;

C. The Wholesaler or Introducer shall maintain and provide on demand sufficient evidence to satisfy Barclays Bank UK that it has obtained such consent.

D. The Wholesaler or Introducer shall maintain up to date records to evidence its compliance with the requirements of these Mandatory Terms.

2.16 Data Protection and Data Parameters

A. The Introducer shall, at all times, comply with its obligations under all applicable Data Protection Legislation (including the data protection principles listed in Schedule 1 of the UK Data Protection Act 1998) and not do anything to place Barclays Bank UK or its Affiliates in breach of all applicable Data Protection Legislation.

B. Business Prospect Data will only be accepted by Barclays Bank UK if it is valid and well formed in relation to the data schema provided in relation to each communication process and all required data fields, as notified to the Introducer, are complete and accurate.

C. In the event that any Business Prospect Data is not acceptable in accordance with these Mandatory Terms, Barclays Bank UK will have no responsibility to provide error handling or repair activities.

D. The required data fields and data validation rules in respect of a non-incorporated entity are as described in the documentation located at: https://www.lead2value.com/gateway/doc/.

2.17 Controls Framework and Monitoring

A. Where requested by Barclays Bank UK , the Introducer will provide (i) sufficient evidence of a Business Prospect’s consent to contact by Barclays Bank UK and its Affiliates, and (ii) its compliance with all relevant Data Protection Legislation.

B. The Introducer shall have the capability and right to block Third Parties from submitting Business Prospects to Barclays Bank UK within 5 Business Days of a request by Barclays Bank UK to perform such action.

C. The Introducer shall be able to record and identify all Third Parties using the Introducer websites wishing to submit Business Prospect Data to Barclays Bank UK.

D. The Introducer shall be able to identify all Third Parties using the Introducer websites on a frequent basis (as defined and agreed between the Master Introducer and Barclays Bank UK ) to submit Business Prospect Data to Barclays Bank UK , and request that such Third Parties agree to the terms equivalent to these Mandatory Terms.

2.18 Conditions of Promotion of Barclays

A. The Introducer shall ensure that on its website(s) potential Business Prospects will not be able to sign up to any other bank account offerings without having first seen and refused the Barclays offering;

B. The Introducer shall make no statements, no promises and no representation of its relationship with Barclays aside from those explicitly approved;

C. The Introducer shall make no statements, no promises and no representation of the Barclays customer proposition offered to new business start-up customers and/or existing business clients aside from those explicitly approved;

D. The Introducer shall make no claims of ‘guaranteed bank accounts’, or bank accounts definitively ‘included’ in propositions/ packages or any other unsubstantiated claims regarding the Service

E. The Introducer shall make no claims that the details submitted on behalf of a customer will constitute a full and complete bank account application;

F. The Introducer shall make no explicit nor implicit statements and/or suggestions of exclusivity or unique access with regard to the Service;

G. The Introducer shall provide a clear and transparent statement to ensure that its customers provide express or implied consent to their company incorporation details including director & signatory contact details being shared with Barclays for the purposes of account application and contact to set up an account opening appointment;

H. The Introducer shall ensure any use of Barclays Marks is strictly in accordance with the stated guidelines;

I. The Introducer shall upon the provision of a minimum of 30 days notice from Barclays Bank UK or Companies Made Simple / Company Formation MadeSimple comply with any amended conditions, brand guidelines or proposition content within the notice period;

J. The Introducer shall assign all goodwill as a result of promoting the Service that may accrue to Barclays Bank UK without delay and confirm this to Barclays Bank UK on demand;

K. The Introducer shall provide samples on demand to Barclays Bank UK or Companies Made Simple / Company Formation MadeSimple of any materials that incorporate the Barclays Marks and/or of any materials that promote the Service to ensure compliance with the agreed conditions; and

L. The Introducer shall upon breach of any of these conditions immediately cease non compliant use and immediately change or recall from circulation all non compliant materials.

M. The Introducer agrees that access to the Barclays Marks and approved content may be terminated by Barclays Bank UK with immediate effect on written notice.

2.19 Due Diligence Requirements

A. a full and detailed privacy policy regarding use of customer data must be easily accessible and visible on any and all websites which promote the Services.

B. full and detailed terms and conditions between the customers and the Introducer pursuant to all product or services (not just the Services) that can be purchased by the customer must be easily accessible and visible on any and all websites which promote the Services.

C. full company details including registered number, registered address, trading address and full contact details must be easily accessible and visible on any and all websites which promote the Services.

D. The Introducer must maintain accurate and completed registrations with HMRC in respect of Anti Money Laundering (AML) Obligations contained within the 2007 Money Laundering Regulations under the provisions for Trust and Company Service Providers.

E. The Introducer must maintain accurate and completed registrations with HMRC in respect of VAT and PAYE as required.

F. The Introducer must maintain accurate and completed registrations with the Data/ Information Commissioner regards the company as a data controller and a clear statement of what kind of processing is done with customer data.

G. The Introducer must maintain accurate and completed registrations with Companies House approved list of formation agents who have completed testing and can submit electronic applications.

H. The Introducer must be able to produce a customer complaints handling process that shall be to equivalent standards as those within which Barclays Bank UK operates.

I. The Introducer must be able to produce an equivalent to the Barclays Bank UK standard data security requirements in order to ensure the safeguarding of all customer data, robustness of technical services and compliance with both in line with industry best practice.

J. The Introducer must be able to produce a detailed set of AML procedures including as a minimum evidence that all relevant persons have passed the Fit and Proper test as determined by the 2007 AML regulations.

K. The Introducer must ensure that any software used for the filing and/or submission of data to Companies House is on the Companies House approved list of incorporations software and otherwise complies with the most recently published specifications on Companies House.

2.20 Intellectual Property

A. The Introducer shall acknowledge that Barclays Bank UK (or relevant member of the Barclays Group) owns and shall own all Intellectual Property Rights in the Barclays Bank UK Data. If, at any time, the Introducer is deemed to be the first owner of any Intellectual Property Rights in any Barclays Bank UK Data, the Introducer shall immediately assign all Intellectual Property Rights in that Barclays Bank UK Data to Barclays Bank UK or its nominee.

B. On termination of this Agreement and/or the agreement between the Introducer and the Master Introducer, for whatever reason, the Introducer shall immediately cease any and all use of the Barclays Marks.