1.1 These Terms and Conditions ("Terms") apply to company formation services made available through companyformation.ampere.co.uk (the "Website") (the "Company Formation Services").
1.2 The Company Formation Services are provided by NOVO FINANCE LTD, a company incorporated in England and Wales under company number 15536990, with its registered office at Meridien House, 42 Upper Berkeley Street, London, England, W1H 5QL ("NOVO FINANCE", "we", "us" or "our").
1.3 NOVO FINANCE LTD is registered with Companies House as an Authorised Corporate Service Provider ("ACSP"), also known as a Companies House authorised agent.
1.4 Ampere is a trading name of NOVO WORLD LTD, company number 13894648. The Website and the Ampere brand may be used to make services provided by different Ampere group entities available to customers.
1.5 For the avoidance of doubt, NOVO FINANCE LTD is the provider of the Company Formation Services governed by these Terms. Financial services available under the Ampere brand are separate services and are not provided under these Terms.
1.6 By placing an order for Company Formation Services and accepting these Terms, you agree to be bound by them.
1.7 Where the company that you wish to incorporate does not yet exist, the contract for the Company Formation Services is entered into between NOVO FINANCE LTD and you as the applicant. The proposed company does not become a party to these Terms merely as a result of its subsequent incorporation.
2.1 Depending on the service or package selected by you, the Company Formation Services may include:
(a) collecting the information required for the proposed incorporation;
(b) conducting identity verification and compliance checks where required;
(c) preparing information and documentation required for the incorporation application;
(d) submitting information and an incorporation application to Companies House on your behalf; and
(e) providing incorporation documents made available following successful incorporation.
2.2 The exact scope of the Company Formation Services and the applicable price will be shown to you before you place your order.
2.3 Companies House is responsible for determining whether an incorporation application is accepted or rejected. We cannot guarantee acceptance of an application or incorporation within a particular period.
2.4 Any estimated incorporation time displayed on the Website is an estimate only and may be affected by Companies House processing times, additional verification requirements, queries relating to an application or circumstances outside our reasonable control.
2.5 We do not provide legal, tax, accounting, investment or financial advice as part of the Company Formation Services.
3.1 Company Formation Services provided by NOVO FINANCE LTD are separate from any Ampere Business Account, electronic money, payment, card or other financial service.
3.2 Purchasing Company Formation Services does not guarantee that an application for an Ampere Business Account or any other financial service will be accepted.
3.3 Any application for an Ampere Business Account is subject to separate eligibility, onboarding, identity verification, KYC, KYB, anti-money laundering and compliance checks and to the terms applicable to that service.
3.4 Ampere is not a bank. An Ampere Account is not a bank account.
3.5 Financial services available through the relevant Ampere service are provided by AMPR FINANCE LTD, company number 14076394, acting as an electronic money distributor of PayrNet Limited.
3.6 PayrNet Limited is an authorised Electronic Money Institution regulated by the Financial Conduct Authority under firm reference number 900594. E-money and payment services under the relevant arrangement are provided by PayrNet Limited.
3.7 Funds held as electronic money are subject to the applicable safeguarding arrangements. Electronic money is not a bank deposit and is not protected by the Financial Services Compensation Scheme ("FSCS").
3.8 Where a promotional price for Company Formation Services is connected with an application for an Ampere Business Account, the exact eligibility conditions applicable to that promotion will be disclosed to you before you place your order. Promotional pricing does not guarantee approval for an Ampere Business Account.
4.1 You must provide information and documentation that is accurate, complete, current and not misleading.
4.2 You must promptly provide any additional information or documentation reasonably required for:
(a) the incorporation application;
(b) identity verification;
(c) anti-money laundering or sanctions checks;
(d) fraud prevention;
(e) compliance with Companies House requirements; or
(f) compliance with applicable law.
4.3 You confirm that you have the authority to provide all information and personal data submitted in relation to yourself and any proposed director, shareholder, subscriber, person with significant control or other relevant person.
4.4 You are responsible for reviewing information supplied for an incorporation application and notifying us promptly of any error or change.
4.5 You confirm that the proposed company is being formed for a lawful purpose and that its intended activities will be lawful.
4.6 You must not use the Company Formation Services for any fraudulent, unlawful or misleading purpose.
4.7 Where Companies House identity verification requirements apply to a person connected with the proposed company, completion of the relevant verification requirements may be necessary before an incorporation application can be submitted or accepted.
4.8 We may refuse, delay or suspend the Company Formation Services where reasonably necessary to comply with applicable law, Companies House requirements, anti-money laundering obligations, sanctions requirements, fraud-prevention requirements or a request of a competent authority.
5.1 The price payable for the Company Formation Services will be displayed to you before you place your order.
5.2 The price confirmed when your order is placed will apply to that order. Changes to our general pricing will apply only to future orders and will not retrospectively alter an order already accepted.
5.3 Companies House charges a statutory filing fee for incorporation. As at the date of these Terms, the Companies House fee for a standard digital incorporation is £100.
5.4 Where the Companies House filing fee is expressly stated to be included in the package purchased by you, NOVO FINANCE LTD will pay the applicable filing fee to Companies House on your behalf.
5.5 Any government fee, tax, third-party charge or optional service that is not expressly stated to be included in your selected package is your responsibility.
5.6 Payment must be made in accordance with the payment terms presented to you before you place your order.
5.7 Where a promotional price is offered, the conditions applicable to that promotional price will be disclosed together with the offer before the order is placed.
6.1 We may commence work on your incorporation application after your order has been accepted.
6.2 Before an incorporation application has been submitted to Companies House, you may contact us to request cancellation.
6.3 Once an incorporation application has been submitted to Companies House, it may not be possible to withdraw or cancel the application.
6.4 If Companies House rejects your incorporation application, we will refund the amount paid by you for the Company Formation Service to the original payment method, consistently with the refund commitment displayed on the Website at the time your order was placed.
6.5 A refusal or rejection of an application for an Ampere Business Account does not, by itself, reverse or cancel Company Formation Services that have already been performed, except where the promotional terms expressly applicable to your order state otherwise.
6.6 Any refund relating to a separate financial service will be governed by the terms applicable to that service.
6.7 Nothing in these Terms excludes or restricts any right to a refund, cancellation or other remedy that cannot lawfully be excluded.
7.1 As an Authorised Corporate Service Provider, NOVO FINANCE LTD may be required to carry out identity verification and maintain records in accordance with applicable Companies House requirements and applicable law.
7.2 You agree to cooperate with any identity verification or compliance process reasonably required in connection with the Company Formation Services.
7.3 We may not be able to submit or continue an incorporation application where required identity verification or compliance checks have not been completed satisfactorily.
7.4 We may retain records relating to identity verification for the period required by applicable law and Companies House requirements.
7.5 Registration of NOVO FINANCE LTD as an ACSP does not mean that Companies House endorses or guarantees NOVO FINANCE LTD, Ampere or any commercial service provided through the Website.
8.1 We will process personal data in accordance with applicable data protection law and the Privacy Policy applicable to the Company Formation Services.
8.2 Information provided to us may be disclosed where reasonably necessary to provide the Company Formation Services, including to Companies House, identity verification providers, compliance providers and other service providers involved in the formation process.
8.3 We may also disclose information where required or permitted by law, regulation, court order or a competent governmental, regulatory or law-enforcement authority.
8.4 You acknowledge that information filed with Companies House may become publicly available in accordance with applicable law and Companies House rules.
9.1 Intellectual property rights in the Website, Ampere branding, software, proprietary systems, templates and other materials owned or licensed by us remain the property of their respective owners.
9.2 Nothing in these Terms transfers ownership of those intellectual property rights to you.
9.3 Nothing in this section restricts you or the incorporated company from possessing or using incorporation certificates, constitutional documents, filings or other company-specific documents supplied to you as part of the Company Formation Services for their intended purposes.
10.1 We will provide the Company Formation Services with reasonable care and skill.
10.2 Nothing in these Terms excludes or limits liability for:
(a) death or personal injury caused by negligence;
(b) fraud or fraudulent misrepresentation; or
(c) any other liability that cannot lawfully be excluded or limited.
10.3 Subject to clause 10.2, we are not responsible for delay or loss caused directly by:
(a) inaccurate, incomplete or misleading information supplied by you;
(b) your failure to provide required information or documentation;
(c) a decision or delay of Companies House or another competent public authority outside our reasonable control; or
(d) circumstances beyond our reasonable control.
10.4 We do not guarantee that an incorporation application, proposed company name or separate application for a financial service will be approved.
10.5 Subject to clause 10.2 and applicable law, our aggregate liability arising directly from the Company Formation Services will not exceed the total fees paid by you to NOVO FINANCE LTD for the Company Formation Services giving rise to the claim, to the extent that such limitation is reasonable and enforceable.
11.1 Before submission of an incorporation application, we may suspend or terminate the Company Formation Services where:
(a) required payment has not been made;
(b) required information or documentation has not been provided;
(c) information provided appears materially inaccurate, incomplete or misleading;
(d) we reasonably suspect fraud, unlawful activity, money laundering or sanctions concerns;
(e) continuing to provide the service would breach applicable law or our legal or compliance obligations; or
(f) a competent authority requires us to do so.
11.2 Termination does not affect rights and obligations arising before termination.
11.3 Where an incorporation application has already been submitted to Companies House, termination of our engagement does not necessarily withdraw or cancel that application.
12.1 We may amend these Terms from time to time to reflect changes to law, regulation, Companies House requirements or our services.
12.2 Unless required otherwise by applicable law, the version of the Terms accepted by you when your order is placed will continue to govern that order.
12.3 Updated Terms will apply to orders placed after the updated Terms take effect.
13.1 We are not responsible for failure or delay in performance caused by circumstances outside our reasonable control.
13.2 Such circumstances may include outages or failures affecting Companies House or other government systems, telecommunications or technical infrastructure, governmental action, industrial action, natural disasters or similar events.
13.3 We will use reasonable efforts to minimise the effect of such circumstances on the Company Formation Services.
14.1 These Terms and any contractual or non-contractual dispute arising out of or in connection with them are governed by the laws of England and Wales.
14.2 Subject to any mandatory rights that apply under applicable law, the courts of England and Wales will have exclusive jurisdiction over disputes arising out of or in connection with these Terms.
The Company Formation Services are provided by:
NOVO FINANCE LTD
Company number: 15536990
Registered office:
Meridien House
42 Upper Berkeley Street
London
England
W1H 5QL
Email: support@ampere.co.uk
Telephone: +44 2033 223340
Ampere is a trading name of NOVO WORLD LTD, company number 13894648.
Company Formation Services under these Terms are provided by NOVO FINANCE LTD.
Financial services available separately through Ampere are provided by AMPR FINANCE LTD, company number 14076394, acting as an electronic money distributor of PayrNet Limited. E-money and payment services under the relevant arrangement are provided by PayrNet Limited, an authorised Electronic Money Institution regulated by the Financial Conduct Authority under firm reference number 900594.
16.1 These Terms, together with the package description, pricing and any promotional conditions presented to you before you place your order, constitute the agreement between you and NOVO FINANCE LTD in relation to the Company Formation Services.
16.2 If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions will remain in effect.
16.3 A failure or delay by either party to exercise a right under these Terms does not constitute a waiver of that right.