eFAZe.com User Agreement - eFAZe - The Electronic Phase of Company Formations

eFAZe.com User Agreement

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	This user agreement is a legal contract between you and Efaze Ltd. ("Supplier") governing your use of this web site. The Supplier is unwilling to license your use of this web site except on the terms contained in this user agreement. Your use of this web site shall constitute your acceptance of the terms of this user agreement. If you do not wish to agree to the terms of the user agreement, discontinue all use of this web site. The user agreement is the complete and exclusive statement of the Supplier's obligations and responsibilities to you, and supersedes any other agreement, proposal, representation, or other communication by or on behalf of the Supplier its partners or subsidiary companies or parent or holding company, relating to the subject.
1. License
	The Supplier grants you a non-exclusive, non-transferable, limited right to access, use and display this web site (the "Site") and the materials provided hereon, provided that you comply fully with the terms and conditions of this User Agreement. The contents of the Site are only for your internal use.
2. User Conduct on the Site
	When using this Site, you agree: Not to interrupt, or attempt to interrupt, the operation of this Site in any way; Not to restrict, in any way, any other user from using this Site; Not to post or transmit to the Site any software viruses or any other malicious code designed to interrupt, destroy or limit the functionality of any computer software, hardware or telecommunications equipment; Not to post any obscene, indecent, pornographic, hateful, profane, sexually explicit, abusive, false or misleading, fraudulent, slanderous, libelous, defamatory, unlawful or otherwise objectionable material, at any time, this list is not exhaustive. To assume sole responsibility for the content of any materials you post on the Site; Except as necessary to use the Site as provided in Section 1, not to copy, reproduce, post or distribute, in any way, any portion of this Site or derivative works thereof; To comply with any reasonable rules or regulations relating to use of the Site posted on this Site.
3. Charges
	Services on this Site are available only through the purchase of Online Company Formation Services ("Formation Services"). You agree to pay, using a valid credit card that the Supplier accepts, or by monthly standing order, direct debit, payment by cash, cheque or bank transfer on receipt of a periodic invoice, the fees set forth on the Site, applicable taxes, and other charges incurred on your account in order to access Formation Services. Our charges for the use of the site will be as notified by us from time to time. We may set credit limits regarding the value of Formation Services charges which may be outstanding at any time. The Supplier reserves the right to change fees, or to institute new fees at any time, upon reasonable notice posted in advance on this Site. Where extended credit terms are made available to you by the Supplier, at the Suppliers discretion, on a monthly basis, the Supplier will automatically charge your account for the Formation Services which you have purchased. In the event the Supplier cannot charge your account, the Supplier reserves the right to terminate your access to the Formation Services. No refunds or credit will be granted for cancellation or termination for any reason. In addition to the charges set forth above, you are responsible for all expenses and charges associated with accessing of the World Wide Web and connecting to the Site, any service fees associated with such access and connection, and for providing all equipment necessary for you to make such connection, including, without limitation, computer and modem. For purposes of identification and billing, you agree to provide the Supplier with accurate, current and complete information required by the site registration for the Formation Services, including, without limitation your legal name, address, telephone number(s), email address, and applicable payment data (e.g. credit card number and expiration date, bank account number, sort code, account name, and bank name, branch and address) and to maintain and update this information to keep it accurate, current and complete. Failure to provide and maintain accurate, current and complete information may, at the Supplier's option, result in immediate suspension or termination of your right to use the Formation Services. In the event of any known or suspected unauthorized use of your Formation Services, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of your password or credit card information, immediately notify the Supplier's Customer Services. In the event of a breach of security, you will remain liable for any unauthorized use of your Formation Services until you notify the Supplier Customer Services of such breach of security.
4. Proprietary Protection of Site
	The Supplier is the owner or licensee of all rights, titles and interests in and to all materials on this Site, including, without limitation, text, images, software and Formation Services, and all modifications and enhancements thereof (collectively "Site Content"), including ownership of all trade secrets, copyrights and patents pertaining thereto. This agreement does not provide you with title or ownership of this Site or the Site Contents, but only a right of limited use in accordance with this User Agreement. You may not download, display, reproduce, create derivative works of, transmit, sell or distribute, the Site, the Site content or any portion thereof, except as otherwise provided in this User Agreement; provided you may print a copy of your information on this Site for your personal use or records, as directed by the Supplier. You acknowledge and agree that this Site and the Site Contents consists of proprietary products of the Supplier, protected under United Kingdom copyright law and trade secret laws generally. You will devote your best efforts to ensure that all your personnel and all other persons afforded access to this Site shall protect it against improper use, and will be bound by the same clauses contained herein. You acknowledge that the Supplier does not grant any license or other right to use any of its trademarks, service marks, copyrightable material, or other intellectual property, by placing them on this Site. You acknowledge that, in the event of your breach of any of the provisions of this clause, the Supplier will not have an adequate remedy at law. The Supplier shall therefore be entitled to obtain an injunction against such breach from any court of competent jurisdiction immediately upon request. The Supplier's right to obtain injunctive relief shall not limit its right to seek further remedies.
5. Password
	As part of the registration process for Formation Services, you will select a password. You are solely responsible for maintaining the confidentiality of any password you use to access the Formation Services, and agree that the Supplier will have no obligations with regard to the use by third parties of such password.
6. Privacy and Security
	The Supplier has taken reasonable actions, including encryption and firewalls, to ensure that your personal information is disclosed only to those designated by you. However, you acknowledge that the Internet is an open system and the Supplier can not and does not warrant or guarantee that personal information will not be intercepted by third parties. For more information, see the Privacy Statement posted on this Site.
7. Links to Other Sites
	The Site may contain links and pointers to other sites on the Internet, which may be maintained by third parties. Such links do not constitute an endorsement by the Supplier of any third-party site or any materials contained therein. You acknowledge that the Supplier does not control, and is not responsible for, the availability, accuracy, or currency of such third-party sites or any information, content, products or services accessible from such third- party sites. If you make purchases through third-party sites, you may be asked by the merchant or service provider from whom you are making the purchase to supply certain information, including credit card or other payment mechanism information. You agree not to hold the Supplier liable for any loss or damage of any sort incurred as a result of any such dealings with any merchant or service provider through any third-party site. You agree that all information you provide any merchant or service provider through the third-party site for purposes of making purchases will be accurate, complete and current. The merchants and service providers offering merchandise, information and services through third-party sites set their own prices and may change prices or institute new prices at any time. You agree to pay all charges incurred by users of your account and credit card or other payment mechanism at the prices in effect when such charges are incurred. You also will be responsible for paying any applicable taxes relating to purchases through third-party sites.
8. Information Provided
	You acknowledge that any reliance upon any advice, opinion, statement, or other information displayed or distributed through the Site is at your sole risk. The Supplier reserves the right, in its sole discretion and without notice, to correct any errors or omissions in any portion of the Site, to modify the Site, to add or delete features on the Site, or to deny access to the Site to anyone at any time. You acknowledge and agree that the Supplier is not responsible for any materials posted by third-party users of the Site. Prior to purchasing any third party products or services described on the Site, you are advised to verify pricing and other information. The Supplier shall have no liability arising from your purchases of third party goods or services based upon the information provided on the Site.
9. Indemnification
	You hereby agree to indemnify, defend and hold harmless the Supplier, their authors, employees, agents or publishers, from and against any and all claims, proceedings, damages, liability and costs (including reasonable legal fees) incurred by the Supplier in connection with any claim arising out of (i) any breach or alleged breach of any of your obligations set forth herein, (ii) any acts by you or materials or information posted or transmitted by you in connection with the Site regardless of the type or nature of the claim. You shall cooperate as fully as reasonably required in the defence of any claim. The Supplier reserves the right, at its own expense, to assume the exclusive defence and control of any matter otherwise subject to indemnification by you and you shall not in any event settle any matter without the written consent of the Supplier.
10. Disclaimer of Warranty
	The Site (Including all content, software, functions, Formation Services, materials and information made available thereon or accessed by means thereof) is provided "as is" and is designed for general information use only and is not intended to give specific advice relating to you or any visitor or user's circumstances. Whilst all reasonable efforts are made to keep the Site up to date, there may be times when this is not the case due to the release of new or updated products or material. The Supplier does not accept any liability to you or any visitor or user, whether in contract, tort or otherwise for any loss, damage or expense which may be incurred as a result of any reliance or non-reliance on any of the information contained in this Site. The Supplier makes no other warranty of any kind whatsoever express or implied. Any and all warranties are expressly disclaimed, including without limitation, title, security, accuracy, non-infringement, availability, and accuracy or uninterrupted access. This disclaimer of liability applies to any expenses, damages or injury caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction or unauthorized access to, alteration of, or use of record, whether for breach of contract, strict liability, tortuous behavior, negligence, or for any other cause of action.
11. Limitation on Liability
	In no event shall the Supplier or any provider of content or services be liable to you, or any other person or entity for any direct, indirect, special, consequential, incidental or punitive damages (including damages for business profits, business interruption, loss of business information or similar losses) even if the Supplier has been advised of the possibility of such damages. If you intend to act on any information related to the Site you should first seek independent taxation and/or financial advice. Whilst all reasonable care is taken to ensure that the information and data contained in the Site is accurate, the Supplier does not warrant this and all liability is expressly excluded to the maximum extent permitted by law. The Site is designed for use by UK residents only and the information contained within it relates to residents of the UK only. In no event shall the Supplier or any provider of content or services be liable to you for any claims related to the Site, (including all content, software, functions, Formation Services, materials and information made available thereon or accessed by means thereof) and this User Agreement, including any cause of action sounding in contract, strict liability, tort, negligence or other cause of action. All limitations on liability, damages and claims are intended to apply without regard to whether other provisions of this Agreement have been breached or have proven ineffective. No consultant or any third party is authorized by the Supplier to make any representation or warranty to you regarding the Site.
12. Statute of Limitations
	You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Site or this User Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.
13. Termination of User Agreement
	In addition to any other rights of the parties set forth herein, either you or the Supplier may cancel or terminate this User Agreement immediately upon written notice via electronic mail or conventional mail, but you remain liable for all fees accrued up to the time of termination including full monthly fees for the month for which you terminated Formation Services; part months are treated as whole months for the purposes of this User Agreement. The Supplier also reserves the right to restrict, suspend or terminate your access to the Formation Services in whole or in part, without notice and without liability, with respect to any breach or threatened breach of any portion of this User Agreement. If the Supplier terminates this User Agreement based on a breach of any portion of this User Agreement, the Supplier reserves the right to refuse to provide Formation Services to you in the future.
14. Modifications to User Agreement and/or the Site
	The Supplier reserves the right to modify this User Agreement and any policies affecting the Site. Any modification is effective immediately upon posting to the Site or distribution via electronic mail or conventional mail. Your continued use of the Site following notice of any modification to this Agreement shall be conclusively deemed an acceptance of all such modification(s). The Supplier reserves the right to modify, suspend or discontinue the Site or any portion thereof at any time, including the availability of any area of the Site, including without limitation the Formation Services. The Supplier may also impose limits on certain features and services or restrict your access to parts or the entire Site without notice or liability.
15. Miscellaneous
	This User Agreement and the relationship between you and the Supplier shall be governed by and construed in accordance with English law, without regard to its conflict of law provisions. Each party hereby submits to the exclusive jurisdiction of the English Courts. Any dispute, difference or question which may arise at any time between the parties hereto, touching the true construction of this agreement or the rights and liabilities of the parties hereto, shall be referred for the decision of a single arbitrator. The appointment of the arbitrator shall be upon the written consent of both parties to the agreement, or to be agreed between the parties to the agreement, or in default of agreement for fourteen days an arbitrator to be appointed at the request of either party to the agreement by the president of The Law Society in accordance with and subject to the provisions of the Arbitration Act or any statutory modification or re-enactment thereof for the time being in force. The costs of the arbitration shall be in the sole discretion of the arbitrator. The arbitrator's decision shall be final and binding on all parties to this agreement. The headings of sections of this User Agreement are for convenience of reference only and shall not affect the meaning or interpretation of this User Agreement. You agree not to assign, transfer or sublicense your rights as a subscriber to the Formation Services account. This User Agreement constitutes the entire agreement between you and the Supplier with respect to the Site and, if applicable, the Formation Services of the Site and supersedes all prior agreements between you and the Supplier. Failure by the Supplier to enforce any provision of this User Agreement shall not be construed as a waiver of any provision or right. In the event that any portion of this User Agreement is held unenforceable, the unenforceable portion shall be construed in accordance with applicable law as nearly as possible to reflect the original intentions of the parties, and the remainder of the provisions shall remain in full force and effect.
16. Data Protection
	Other than at the Suppliers specific request, you shall not disclose or allow access to any personal data (as defined in Section 1(3) of the Data Protection Act (1984) and any subsequent amending enactments, whether provided by the Supplier or acquired by you during the course of your use of this web site, other than to a person placed by you under a like obligation who is variously employed or engaged by you or any employee, agent or other person within the control of the you concerned with the use of this web site. You shall store or process only personal data as is necessary to carry out your obligations under this User Agreement. Each party agrees that it and its sub-contractors, employees and agents or any other person in its control shall store or process the personal data as referred to above in accordance with the data protection principles as set out in the Data Protection Act (1984) and any subsequent amending enactments.
17. Trading Name
	efaze is a trading name of Efaze Limited
18. Limited Company Name Selection
	The Supplier cannot scrutinise any application form prior to submission to Companies House and the Internet authorities. Every endeavor will be made to ensure that the information supplied in your application is free from obvious error, and that the selected names for your business are available on the relevant registers. The Supplier cannot accept any responsibility if the selected name is subsequently rejected by either Companies House or the Internet authorities. This Formation Service only covers incorporation in England and Wales.
19. Timing
	The Supplier will make all reasonable endeavors to deal with your application forms on a timely basis. In practical terms this will occur within 24 hours of receipt of your application, or on the next working day if outside our office working hours. Our offices are open 9 am to 5:00 pm Monday to Friday, excluding public holidays. The Supplier cannot be held responsible for any delays caused by seasonal fluctuations in demand at Companies House, The Inland Revenue, HM Customs and Excise or any third party, nor for any other delays outside of our control.
20. Currency
	All Prices quoted on the site are stated in UK Pounds Sterling and always state any Value Added Tax charge at the applicable rate, and include our standard delivery service (if applicable). Prices are subject to change without notice.
21. Shipping
	Unfortunately we are only able to ship your order within the British Isles if you require shipping in any format other than electronically. We use Royal Mail Recorded and Special Delivery services, and the company package will require a signature at the delivery address. If you require shipment anywhere else in the World please email sales@efaze.com for a quotation.
22. Refunds and Cancellation
	Due to the nature of the services offered by this site, we are unable to refund any monies once the company has been incorporated, or the incorporation process initiated at Companies House. If your order has yet to be processed, for example it was placed outside office hours, you can cancel it by emailing refunds@ efaze.com with the proposed company name clearly stating 'CANCEL ORDER' in the subject line. Your order will then be deleted, together with any information we collected from you in the order process, and no monies will be charged to your card. We will inform you by email once this has been done. If you decide you do not need the company within 28 days of incorporation, we will be happy to assist you in completing the necessary paperwork to have the company struck off the company register free of charge, but you will have to pay the statutory fee to Companies House to file the necessary paperwork, which is currently GBP £10/-.
23. Agency
	We accept orders and instructions only on the basis that those instructing us do so as principals and are liable directly to us for payment of our account.
24. Use of Third Party contractors
	We may, as your agent, directly or through an intermediary ask another contractor ("Third Party Contractor") to carry out some or all of any work which you instruct us to carry out for you. We shall pay the charges of Third Party Contractors on your behalf and recharge them to you with our own fees. We will take all reasonable care in selecting and instructing a Third Party Contractor. However, we have no control over the activities of a Third Party Contractor and therefore accept no responsibility for the services provided to you by that Third Party Contractor or for any errors or omissions in its work or products.
25. Adequacy of Instructions
	We provide Formation Services only on the basis that those instructing us give us all proper, necessary and timely instructions, authority and information (including the execution of all documents required) to enable us to undertake lawfully and effectively the business instructed, and that those instructing us indemnify us accordingly.
26. Printing and Publication
	We accept material for printing and/or publication on the basis that those submitting the material are responsible for ensuring it is free from defamatory matter and does not infringe copyright or any other third party rights, and that those instructing us indemnify us accordingly.
27. Delivery of Products and Services
	Products are delivered using email, unless otherwise stated. Where you request an alternative method of delivery, you must meet those costs. The description and price of goods and services and delivery details will be provided in the confirmation of order and/or invoice despatched with the product or service. Products and services will be provided in accordance with the timescales set out in the Consumer Protection (Distance Selling) Regulations 2000 unless otherwise agreed with you.
28. Payment
	We may require cash payment in advance before providing any goods or services. Where we have agreed credit terms for you our invoices are due for payment 30 days from their date. We reserve the right to charge for costs and expenses incurred in recovering late payments, and to charge interest at the rate then in force pursuant to the Late Payment of Commercial Debts (Interest) Act 1998 as at the due date.
29. Search and Other Reports
	We accept no responsibility for the accuracy of any part of any search or other reports, or for any inaccuracy, omission or other error in any public or non public register upon which our search or report is based.
30. Non completion of services
	Where you instruct us to undertake any service, you will be responsible for our costs in providing that service whether or not it proceeds to its conclusion.
31. Right to Cancel
	Under the terms of the Consumer Protection (Distance Selling) Regulations 2000 you may have the right to cancel the contract between us within 7 working days of the day after the date on which you receive any product from us or the date on which the contract for the provision of services is concluded, and have your payment returned. This right to cancel does not apply to products which have been personalised or made or supplied to your specifications or to services once performance of those services has started with your approval. Where we provide a product to you, if you cancel you must return the product to us, at your own cost, in its original condition. We require notice of cancellation and request for a refund to be in writing to us and to be sent to us at the address given in our about us page.
32. Due Diligence
	In certain circumstances we are required by law to collect evidence of identity from you. If you fail to supply any due diligence which we request we will be unable to provide Formation Services to you.
33. Compliance with Laws and Money Laundering Regulations
	You are responsible for ensuring your compliance with all laws and regulations applicable in connection with your use of the site. This includes (without limitation) compliance with the Data Protection Act 1998. You also confirm to us that you are bound by the Money Laundering Regulations 1993 and will abide by those Regulations, obtaining and recording where appropriate evidence of identity of third parties for whom you use online formations.
34. Third Party Rights
	The User Agreement terms are not intended to be enforceable by any third party as provided by the Contracts (Rights of Third Parties) Act 1999.
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