Terms and Conditions

Updated: February 1st, 2023

The legal agreements set forth below are between you and Vive Logistics. Please read the following Terms and Conditions as they affect your use of the website, any information contained on the website and/or shared on our social media pages, and any products and services available on or through www.vivelogistics.com  (the “Website”). These terms and conditions govern any use of the Website as a guest or registered customer.

Information about us

www.vivelogistics.com  is a website operated by Vive Logistics. Registered in Ituzaingo 1393, Escritorio 501, Montevideo, Uruguay. Phone number: (+598) 2914 8304 / 9955 1772

Definitions

“Consumer” shall have the meaning ascribed to you as a purchaser of goods and services.

“General Terms and Conditions” shall mean these Terms and Conditions.

“Specific Terms and Conditions” means the Specific Terms and Conditions designed to cover any products or services you may purchase from Vive Logistics through the Website, and which take precedence over these General Terms and Conditions to the extent of any conflict between them.

“Website” “Website” or “Site” means the website you were browsing when you clicked on a link to these General and Special Terms and Conditions, including all subsidiary pages.

“We,” “us,” “our,” “our,” and “ourselves” refer to Vive Logistics.

Use of the Web Site

By accessing www.vivelogistics.com  and all subsidiary web pages within the site, you agree to these General Terms and Conditions in their entirety, together with any additional or specific terms and conditions that we may bring to your attention prior to purchasing any products or services from or through this website.

All material on the website and our social media pages is provided for informational purposes only and does not constitute legal, accounting or other professional advice; therefore, it cannot and should not be relied upon as such. If you require any professional advice or services, we recommend that you consult a qualified party before acting upon the information or purchasing any of the products or services available on this website.

You agree that any comments you post on our website and/or social media pages may be viewed by the public, and that we have no control over or responsibility for how this information is used by any third party viewing your comments.

Links to third party websites and services

The website and articles may contain links, buttons and banners that redirect you to third party resources and websites that may be of interest to you.

The inclusion of any link does not signify that we endorse the site or that we have any association with its operators, nor should the inclusion of any link be viewed as an encouragement to purchase or use any third party products or services; we provide these links to you for informational and convenience purposes only.

The linked websites are not under our control and we are not responsible for the contents of any linked website, including without limitation any link contained in a linked website or any changes or updates to a linked website. We accept no responsibility or liability for the privacy of your personal information on any linked website, and we are not responsible for webcasting or any other form of transmission received from any linked website.

These General Terms and Conditions do not cover your interaction with Linked Websites; therefore, you should carefully review the Terms and Conditions and privacy policies of any third party sites you visit. Your use of any Linked Websites is at your own risk.

Certain services made available through the Website are provided by third parties. By using any product, service or functionality originating from the website domain, you acknowledge and agree that we may share such information and data with any third party with whom we have a contractual relationship to provide the requested product, service or functionality to website users and customers.

Updates and Changes to the Website

We aim to update the website regularly, but we cannot guarantee that the information is accurate, complete and up to date at all times. We may update this information as necessary, and all information on the website is subject to such modification from time to time without notice; however, we make no representations, warranties or undertakings of any nature whatsoever about the information, content or materials provided on the website. This includes, without limitation, the quality, accuracy, completeness and reliability of the information.

We will use reasonable efforts to keep the website available to you, but it is subject to continual updates and upgrades, and we reserve the right to change or remove (temporarily or permanently) the website, or any part of it, including all products. We reserve the right to change or remove (temporarily or permanently) the website, or any part of it, including all products, services or prices, without notice. By agreeing to these Terms and Conditions, you confirm that we will not be liable to you for any such changes or deletions that may occur.

Changes to these General Terms and Conditions and the Specific Terms and Conditions may be made at any time. Your use of the website and purchase of products or services are also subject to such changes. You accept personal responsibility for checking whether changes have been made to the General Terms and Conditions or the relevant Specific Terms and Conditions each time you visit the Website or purchase products or services from us.

Exclusion of liability to you for use of the website

The website is provided “AS IS” and “AS AVAILABLE” without any representation or endorsement, and without warranty of any kind, either 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.

Any liability to you arising out of your access to and use of the website, whether for negligence, breach of duty or otherwise, is excluded to the fullest extent permitted by law.

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

We are not responsible for the content of other websites that link to or from this website. Links to other sites are provided merely for your information and do not imply that we endorse those sites or their content.

Nothing in these General Terms and Conditions shall be construed to exclude or limit our liability for death or personal injury resulting from our negligence or that of its employees or agents. For the avoidance of doubt, this clause shall also apply to the specific Terms and Conditions below.

Intellectual Property: Copyrights and Trademarks

All text, templates, images, information and designs, except those provided by third parties, are the property of Vive Logistics.

You are permitted to view, copy and print extracts from this website for your personal use; however, all rights, intellectual or otherwise, remain with Vive Logistics and are not transferred to you. If you wish to use the content of the site for any other purpose, please contact us.

The copyrights in all other materials not owned by Vive Logistics that may appear on this website, including its design, layout, text, graphics, photographs, and source code and software, belong to their respective owners.

Registered and unregistered trademarks, logo designs, registered company names and other similar forms of intellectual property are also the property of their respective owners.

You are not permitted to sell or resell anything available on the Website, except to the extent expressly permitted pursuant to any product or service purchased by you on the Website, where such permission is expressly granted or in a circumstance where it is a necessary attribute of the product or service in question.

Force Majeure

In connection with the supply of any goods or services ordered by you through the website, we will not be liable for any delay or failure to perform our obligations if the delay or failure results from events or circumstances beyond our reasonable control. Such circumstances include, but are not limited to, acts of God; strikes; lockouts; accidents; war; acts of terrorism; fire; or failure of any communications, telecommunications or computer system.

If a force majeure event to which this clause applies occurs, we agree to notify you as soon as possible. If the force majeure event continues for more than 14 days, either party shall have the right to cancel the agreement. Where services have been paid for in advance but not provided, you will be entitled to a full refund from the date of cancellation of all such services.

Creating an account with us

The Website provides a facility that allows you to create and register an account with us to obtain enhanced access privileges and purchase products or services. If you choose to register with us, you are solely responsible for maintaining the confidentiality and security of your account and for all activities that occur on or through your account; under no circumstances should you disclose your account information to anyone else. You agree to immediately notify Vive Logistics of any breach of security of your account.

Vive Logistics will not be liable for any loss arising from unauthorized use of your account, and you agree to indemnify us for any loss or damage we may incur as a result of your failure to comply with this clause.

Your privacy and data protection

We respect your confidentiality and take the protection of your personal data very seriously. Therefore, we will not sell or make your data available to third parties without your prior consent.

You may change or update any personal information provided to us as part of registration on the website at any time.

For the purposes of applicable data protection legislation, Vive Logistics will process any personal data you have provided to us in accordance with our Privacy Notice available on the Vive Logistics website or at Vive Logistics’ request. If you have any questions about how Vive Logistics will process personal data or your rights in relation to such processing, please contact us.

You agree that, if you have provided Vive Logistics with personal data relating to a third party (1) you have all necessary consents and notices to permit the lawful transfer of such personal data to Vive Logistics and (2) that you have brought to the attention of such third party the Privacy Notice available on Vive Logistics’ website or a copy thereof was provided to the third party. You agree to indemnify Vive Logistics in connection with all liabilities, penalties, fines, awards or costs arising from your failure to comply with these requirements.

Please review our Privacy Policy in its entirety, which explains how we treat your personal information and protect your privacy.

Termination of Website Use

We reserve the right to withdraw or suspend your right to access or use the Website at any time without notice and without disclosing our reason for doing so.

Disclaimer

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

Miscellaneous

If any provision of these General Terms and Conditions shall be deemed unlawful, invalid or unenforceable, such provision shall be deemed severed and the validity and enforceability of the remaining provisions shall not be affected.

In the event of 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 this Web Site, the Specific Terms and Conditions shall prevail.

As a consumer, you have the right to cancel a contract for the provision of goods or services at any time before 14 calendar days have elapsed from the day after the contract is concluded. Any such cancellation must be provided to us in writing.

Notices

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

Any notice required to be given under our Agreement with you or in connection with the matters contemplated by it must, unless specifically stated otherwise, be written in English.

Any such notice shall be sent to the other party’s usual business address and may be:

Delivered personally

Sent by facsimile

Sent by e-mail

In all cases, notices shall be deemed delivered upon receipt.

Governing Law and Jurisdiction

Your use of the Website and the purchase of any products or services from the Website is governed by the laws of Uruguay.

The Mexican courts shall have exclusive jurisdiction over any dispute or difference arising out of or in connection with your use of the website or purchase of any product or service from the website.

Specific Terms and Conditions – Vive Logistics

These Specific Terms and Conditions apply to transactions conducted through Vive Logistics’ website at www.vivelogistics.com  and any subsidiary pages. They should be read and accepted in their entirety, together with the General Terms and Conditions above, which apply to any agreement between us and your use of the website generally.

Definitions

“Vive Logistics”, “www.vivelogistics.com “, “we”, “us”, “our” or “ourselves” means Vive Logistics, registered in Uruguay. Our registered office is at Ituzaingo 1393, Escritorio 501, Montevideo, Uruguay. Phone number: (+598) 2914 8304 / 9955 1772

Requirements for the use of our incorporation services

No person under 18 years of age is authorized to register companies. Any person who is an undischarged bankrupt is prohibited from registering a company and being appointed as a director or company secretary.

We are not responsible for any refusal of incorporation or problems arising due to the appointment of any person who does not meet the legal requirements for company formation. It is your responsibility to ensure that all persons named in the company formation application are eligible to fill their respective positions.

Applying for our products and services

You are presented with a variety of options during the ordering process. It is your responsibility to ensure that you read and fully understand these options before making any purchase. If you have any questions regarding our products and/or services, or any aspect of your order, we encourage you to contact us during our normal business hours before proceeding with any purchase. While we strive to provide a prompt response to your inquiry, we cannot guarantee that we will do so in all cases.

All orders you place through this website are considered an offer by you to purchase the products and/or services we offer, subject to these Terms and Conditions and our acceptance of the order. We may choose to decline any order without disclosing our reason for doing so.

We only provide services on the basis that you have given us full and proper instructions and the authority to lawfully carry out those instructions. You agree to ensure the accuracy and completeness of the information you provide to us, and accept full responsibility for the rejection of any service or document due to inaccuracies or incompleteness.

We accept no liability of any nature whatsoever for errors or omissions in documents you upload, or fail to upload, to our website, or for any documents that are subsequently rejected.

Where orders are placed for our Pre-Submission Review, this review will not extend to the review or inspection of documents uploaded to our website; it is your responsibility to ensure the completeness, compliance and accuracy of all such documents prior to submission.

By agreeing to these terms and conditions, you are granting us authorization as the authorized person to and on behalf of the company, the legal forms required to implement the services you agree to take under this agreement for the term of the contract. If such services are cancelled, terminated or expire as a result of your failure to make the required payment, you are granting us authorization to file the required legal forms to terminate these services…

In the event that we are unable to verify your identity and address successfully through our verification process, we will request that you provide proof of your identity and address in the form of certified copies of original documents to comply with our anti-money laundering procedures.

Failure to comply with any request for such documents may result in cancellation of services. As a company service provider, we have a responsibility to conduct due diligence checks from time to time on our clients (companies, officers and shareholders) to whom we provide ongoing services. Should any of our checks result in the discovery of illegal or unethical activities, we reserve the right to terminate services without notice and without refund.

We are also required to comply with ‘Know Your Customer’ (KYC) requirements and you will be asked to complete a brief questionnaire about your company’s business activity (ies) and the reason for your business relationship with Vive Logistics.

Onboarding Process

Vive Logistics is a specialist online company formation agent. By choosing to register a company through us, or by authorizing us to submit information on your behalf, you agree to have all information submitted.

Provided you have completed the necessary paperwork to register a company through us, Vive Logistics will generally complete the paperwork for your company in approximately 72 business hours, however, in some cases, it could take up to 96 hours, depending on workload. We have no control over this process; therefore, it may take longer than the usual processing time of 72 business hours.

We offer no guarantee that your company’s application will be approved the same business day you place your order. If it is important that your company is incorporated the same day you place your order, we recommend that you purchase Same Day Guaranteed Service, which is available as an additional service on our checkout page.

What you will receive upon incorporation

Company Registration Service

Upon notification from Vive Logistics of successful incorporation, your new company will be ready to trade immediately.

You will receive a Certificate of Incorporation and other company documentation and training services as described in the incorporation package you purchased on our website.

Optional additional products and services

In addition to the company training and company documents described above, you may optionally order additional products and/or services through Vive Logistics, depending on the onboarding package you choose. These include, but are not limited to, the following:

Registered Office Service

Service Address

Business address with mail forwarding

Statement preparation and filing service

Business bank account

VAT registration

Business telephony services

Apostilled document service

Full company secretarial service

These products and services can be added to your company formation package prior to incorporation, or can be purchased after incorporation for an existing company.

For statement services, we will send you an email requesting information about your company details to allow us to file your statement. When you do not provide the requested information, a statement will not be filed. We are not responsible for failure to file a statement for this reason.

Services we do not provide with any product

Our services do not include any of the following with respect to any of the packages and products we offer for sale on our website:

Accounting advisory services

Tax advisory services

Auditing of your books

Filing of annual accounts, excluding dormant company accounts

Legal advice

Advice on the suitability of any company purchased from us for the purposes intended.

Any other services not expressly mentioned.

We strongly recommend that you seek independent advice before registering a company through us. If you have not already taken this advice, we recommend that you do not proceed with any purchase until you have done so.

Terms and conditions of our company management services

When you purchase a registered office and/or service address from us, you agree to use our digital mailroom service, whereby all official government mail from the government agencies listed below will be received at our address, securely opened and scanned by our automated mailroom equipment handling and emailed to you. An additional electronic copy of your government mailing will be available for you to view, download or print, in your Vive Logistics online customer account area. All original copies of your mail will be securely stored for a period of 7 days. After the 7 days have elapsed, unclaimed mail will be securely destroyed.

When you purchase a Registered Office service from us, this service provides you with a mail forwarding service for official government mail. This service also allows you to comply with your company’s legal obligations.

When you purchase a Service Address service from us, this service provides you with a mail forwarding service for official government mail.

When you purchase a Business Address service from us, this service provides you with a mail forwarding service for all mailers other than official government agencies that are only covered by our Service Address and Registered Office services. This service does not provide you with a business address and should not be used as the address of the principal place of business for VAT registration purposes.

If you purchase a registered office or service address from us without registering an account with us, we are not responsible for updating this information on your behalf; you are responsible for ensuring that this registered information is up to date.

We will only update your registered office and/or address details if you add one or both of these address services to one of our company formation packages, or create an account with us and import your company to our website before purchasing one or both of these address services.

When you purchase a Vive Logistics addressing service, you authorize us to receive, sort and forward mail on your behalf. We will not be liable for any loss incurred due to any act, omission, neglect or delay by us, or by our employees or agents, in the process of receiving, sorting and forwarding mail on your behalf.

We are not responsible for any mail that is not delivered to our offices, nor are we responsible for mail after it has been delivered to our designated courier for delivery to your preferred forwarding address.

We will not accept any general business mail (non-legal mail) for you or your business through our Service Address or Registered Office service; general business mail will only be accepted at our offices and forwarded to you if you purchase our Business Address Service.

If payment for renewal of a Service Address service has not been made on or before the anniversary of the previous payment date, or you have not provided the required identification, you will be deemed to have irrevocably authorized us to change, with In effect, your Service Address to your residential address or any other address you have previously provided to us for this purpose. This new address information will be recorded and displayed in the public record.

If payment for renewal of a Registered Office Address service has not been made on or before the anniversary of the date of the previous payment, or you have not provided the required identification, you will be deemed to have irrevocably authorized us to change, Effective immediately, the Address from the registered office address to your residential address or any other address you have previously provided to us for this purpose.

Vive Logistics reserves the right to cancel an address service with immediate effect if we believe it has caused a palpable risk to our reputation and/or business. Our address will be removed from the records and changed to your residential address or any other address you have previously provided to us for this purpose.

Multiple businesses cannot use a single address service. If you require an address service for multiple businesses, you must purchase a separate service for each business.

When you purchase our Business Address Service, you will be provided with the option of scanning and emailing (i.e., our ‘Digital Business Address Service’), or postal mail forwarding, via an email we send you after purchase. If you do not respond to this email, your method of delivery will be mail forwarding by default.

With respect to our Business Address Services, each company may have at most one other business name, which may not be another company or a business name associated with another company. Mail will not be forwarded for trade names unless the customer has requested and received prior agreement, and mail for trade names for which we have not signed an agreement will be returned to the sender on the same day it is received.

If we receive mail returned to ourselves that has previously been forwarded by ourselves to the forwarding address we have on record for the customer, we will contact the customer to clarify the forwarding address we have on record.

Any returned mail subsequently forwarded by post to the customer will be charged at the agreed rates + 15%, unless we are satisfied that we have made an error.

In respect of our Digital Business Address service, any mail containing a check, bank card or other item deemed to be of value, as well as any mail items larger than A4 size, will be sent to you by post. Mail forwarding is charged at the agreed postal rates plus a 15% handling fee.

With respect to our Digital Business Address service, all original copies of your mail will be stored securely for a period of 7 days, during which time you may request that they be forwarded to you by post. After the 7 days have elapsed, unclaimed mail will be securely destroyed.

If we send the mail to you by courier, we will ask you to make payment in advance. An invoice will be issued and sent to you immediately after payment is made. Acceptance of these Terms and Conditions means that you are granting us authority to receive payments using your payment card details stored in our system. In the event that the cost of resending an item by courier is substantial, we may contact you to request your approval prior to processing the item. Please note: our 15% handling fee also applies to courier deliveries.

In the event that we are unable to deliver an item by courier or where payment is required in advance and we are unable to accept payment in advance, we will contact you by email, phone or mail and request your assistance. If we do not receive a response within 30 days, we reserve the right to return the item to sender or dispose of it, as appropriate.

When a customer has a negative account balance, we reserve the right to withhold mail from any of our address services from being sent to the customer until the amount of the balance due on the account is paid. The customer will be notified by email if a mail item is withheld because it has a negative account balance. Mail held for this reason will be held for 30 days. If the customer has not paid the negative account balance within 30 days, the mail will be returned to sender or destroyed if we incur a charge for returning the mail to sender.

Full Corporate Secretarial Service

Services provided annually will consist of the following:

Appointment of a representative as your company secretary.

Maintenance of your company’s statutory records (Register of Members, Register of Directors,).

Completion of company secretarial documentation for up to three transactions per calendar year.

The transactions this includes are:

Change of registered office

Change of accounting reference date

Change of company name

Appointment or resignation of director

Appointment or resignation of secretary

Transfer of shares (1 – 2 shareholders)

Issuance of shares (1 – 2 shareholders)

We will continue to provide the services for a period of 12 months and will automatically renew (unless you choose not to renew the service). A renewal notification email will be sent to you prior to the renewal date. When services are not renewed (or otherwise terminated), we will issue a disengagement letter, a final copy of your legal records, and relinquish representation of your company.

This service does not negate the legal obligations of your company’s directors. It remains the responsibility of the directors of your company to ensure that all legal records are a true and accurate representation of your company’s position.

It is your responsibility to ensure that we are informed of all transactions or changes occurring in your company, and that all necessary information relating to such transactions or changes occurring in your company that require amendment of the legal records.

If we do not receive the required information, or are not informed of changes that have occurred in your company, we will not be liable for any delay caused as a result. If additional work is required to correct or make up for an error made as a result of incomplete or incorrect action or information on your part, we may charge you a reasonable additional amount for that work.

If we need any information or action from you in order to provide our services, we will inform you as soon as reasonably possible.

Business Telephone Services

The business telephone number we provide for business telephone number or business telephone services + answering machine is not our property. Requests to use or transfer the telephone number provided after one of our services has expired must be made directly to the telecommunications provider that owns the telephone number.

Changes in Goods and Services

The price of any goods or services you may purchase from us is set by the option you select on our website. Unless otherwise stated, all prices exclude VAT at the rate in effect on the date of purchase.

The total purchase price, including VAT (if applicable), will be displayed in your shopping cart before you confirm your order.

We reserve the right to update prices on the website for any product or service without notice or explanation. Every effort is made to ensure that all prices are correct; however, in the event of a serious error, we will void any transaction, entitling you to a full refund.

We reserve the right to update, modify or withdraw the products and services we offer on our website without notice or explanation.

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

Fraud Prevention

Your acceptance of these Terms and Conditions means that you are giving us permission to carry out a search to verify your identity and address. They may also use your details in the future for verification purposes to assist other companies. A record of all searches will be kept.

Bank Account Referral Service

When you apply for a bank account through our referral service, you confirm that you agree to have your details sent on your behalf to the bank and to be contacted directly by the bank to fulfill the bank account application.

When you apply for a bank account through our 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 have their details sent on your behalf to the bank account provider and contacted directly by the bank for the purposes of fulfilling the bank account application.

Business bank accounts are opened and provided by the banks and are subject to the terms and conditions set by the banks at the time of account opening.

All business bank accounts are subject to the status of the applicants; therefore, Vive Logistics cannot guarantee that an account will be provided.

Updated: February 1st, 2023

The legal agreements set forth below are between you and Vive Logistics. Please read the following Terms and Conditions as they affect your use of the website, any information contained on the website and/or shared on our social media pages, and any products and services available on or through www.vivelogistics.com  (the “Website”). These terms and conditions govern any use of the Website as a guest or registered customer.

Information about us

www.vivelogistics.com  is a website operated by Vive Logistics. Registered in Ituzaingo 1393, Escritorio 501, Montevideo, Uruguay. Phone number: (+598) 2914 8304 / 9955 1772

Definitions

“Consumer” shall have the meaning ascribed to you as a purchaser of goods and services.

“General Terms and Conditions” shall mean these Terms and Conditions.

“Specific Terms and Conditions” means the Specific Terms and Conditions designed to cover any products or services you may purchase from Vive Logistics through the Website, and which take precedence over these General Terms and Conditions to the extent of any conflict between them.

“Website” “Website” or “Site” means the website you were browsing when you clicked on a link to these General and Special Terms and Conditions, including all subsidiary pages.

“We,” “us,” “our,” “our,” and “ourselves” refer to Vive Logistics.

Use of the Web Site

By accessing www.vivelogistics.com  and all subsidiary web pages within the site, you agree to these General Terms and Conditions in their entirety, together with any additional or specific terms and conditions that we may bring to your attention prior to purchasing any products or services from or through this website.

All material on the website and our social media pages is provided for informational purposes only and does not constitute legal, accounting or other professional advice; therefore, it cannot and should not be relied upon as such. If you require any professional advice or services, we recommend that you consult a qualified party before acting upon the information or purchasing any of the products or services available on this website.

You agree that any comments you post on our website and/or social media pages may be viewed by the public, and that we have no control over or responsibility for how this information is used by any third party viewing your comments.

Links to third party websites and services

The website and articles may contain links, buttons and banners that redirect you to third party resources and websites that may be of interest to you.

The inclusion of any link does not signify that we endorse the site or that we have any association with its operators, nor should the inclusion of any link be viewed as an encouragement to purchase or use any third party products or services; we provide these links to you for informational and convenience purposes only.

The linked websites are not under our control and we are not responsible for the contents of any linked website, including without limitation any link contained in a linked website or any changes or updates to a linked website. We accept no responsibility or liability for the privacy of your personal information on any linked website, and we are not responsible for webcasting or any other form of transmission received from any linked website.

These General Terms and Conditions do not cover your interaction with Linked Websites; therefore, you should carefully review the Terms and Conditions and privacy policies of any third party sites you visit. Your use of any Linked Websites is at your own risk.

Certain services made available through the Website are provided by third parties. By using any product, service or functionality originating from the website domain, you acknowledge and agree that we may share such information and data with any third party with whom we have a contractual relationship to provide the requested product, service or functionality to website users and customers.

Updates and Changes to the Website

We aim to update the website regularly, but we cannot guarantee that the information is accurate, complete and up to date at all times. We may update this information as necessary, and all information on the website is subject to such modification from time to time without notice; however, we make no representations, warranties or undertakings of any nature whatsoever about the information, content or materials provided on the website. This includes, without limitation, the quality, accuracy, completeness and reliability of the information.

We will use reasonable efforts to keep the website available to you, but it is subject to continual updates and upgrades, and we reserve the right to change or remove (temporarily or permanently) the website, or any part of it, including all products. We reserve the right to change or remove (temporarily or permanently) the website, or any part of it, including all products, services or prices, without notice. By agreeing to these Terms and Conditions, you confirm that we will not be liable to you for any such changes or deletions that may occur.

Changes to these General Terms and Conditions and the Specific Terms and Conditions may be made at any time. Your use of the website and purchase of products or services are also subject to such changes. You accept personal responsibility for checking whether changes have been made to the General Terms and Conditions or the relevant Specific Terms and Conditions each time you visit the Website or purchase products or services from us.

Exclusion of liability to you for use of the website

The website is provided “AS IS” and “AS AVAILABLE” without any representation or endorsement, and without warranty of any kind, either 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.

Any liability to you arising out of your access to and use of the website, whether for negligence, breach of duty or otherwise, is excluded to the fullest extent permitted by law.

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

We are not responsible for the content of other websites that link to or from this website. Links to other sites are provided merely for your information and do not imply that we endorse those sites or their content.

Nothing in these General Terms and Conditions shall be construed to exclude or limit our liability for death or personal injury resulting from our negligence or that of its employees or agents. For the avoidance of doubt, this clause shall also apply to the specific Terms and Conditions below.

Intellectual Property: Copyrights and Trademarks

All text, templates, images, information and designs, except those provided by third parties, are the property of Vive Logistics.

You are permitted to view, copy and print extracts from this website for your personal use; however, all rights, intellectual or otherwise, remain with Vive Logistics and are not transferred to you. If you wish to use the content of the site for any other purpose, please contact us.

The copyrights in all other materials not owned by Vive Logistics that may appear on this website, including its design, layout, text, graphics, photographs, and source code and software, belong to their respective owners.

Registered and unregistered trademarks, logo designs, registered company names and other similar forms of intellectual property are also the property of their respective owners.

You are not permitted to sell or resell anything available on the Website, except to the extent expressly permitted pursuant to any product or service purchased by you on the Website, where such permission is expressly granted or in a circumstance where it is a necessary attribute of the product or service in question.

Force Majeure

In connection with the supply of any goods or services ordered by you through the website, we will not be liable for any delay or failure to perform our obligations if the delay or failure results from events or circumstances beyond our reasonable control. Such circumstances include, but are not limited to, acts of God; strikes; lockouts; accidents; war; acts of terrorism; fire; or failure of any communications, telecommunications or computer system.

If a force majeure event to which this clause applies occurs, we agree to notify you as soon as possible. If the force majeure event continues for more than 14 days, either party shall have the right to cancel the agreement. Where services have been paid for in advance but not provided, you will be entitled to a full refund from the date of cancellation of all such services.

Creating an account with us

The Website provides a facility that allows you to create and register an account with us to obtain enhanced access privileges and purchase products or services. If you choose to register with us, you are solely responsible for maintaining the confidentiality and security of your account and for all activities that occur on or through your account; under no circumstances should you disclose your account information to anyone else. You agree to immediately notify Vive Logistics of any breach of security of your account.

Vive Logistics will not be liable for any loss arising from unauthorized use of your account, and you agree to indemnify us for any loss or damage we may incur as a result of your failure to comply with this clause.

Your privacy and data protection

We respect your confidentiality and take the protection of your personal data very seriously. Therefore, we will not sell or make your data available to third parties without your prior consent.

You may change or update any personal information provided to us as part of registration on the website at any time.

For the purposes of applicable data protection legislation, Vive Logistics will process any personal data you have provided to us in accordance with our Privacy Notice available on the Vive Logistics website or at Vive Logistics’ request. If you have any questions about how Vive Logistics will process personal data or your rights in relation to such processing, please contact us.

You agree that, if you have provided Vive Logistics with personal data relating to a third party (1) you have all necessary consents and notices to permit the lawful transfer of such personal data to Vive Logistics and (2) that you have brought to the attention of such third party the Privacy Notice available on Vive Logistics’ website or a copy thereof was provided to the third party. You agree to indemnify Vive Logistics in connection with all liabilities, penalties, fines, awards or costs arising from your failure to comply with these requirements.

Please review our Privacy Policy in its entirety, which explains how we treat your personal information and protect your privacy.

Termination of Website Use

We reserve the right to withdraw or suspend your right to access or use the Website at any time without notice and without disclosing our reason for doing so.

Disclaimer

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

Miscellaneous

If any provision of these General Terms and Conditions shall be deemed unlawful, invalid or unenforceable, such provision shall be deemed severed and the validity and enforceability of the remaining provisions shall not be affected.

In the event of 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 this Web Site, the Specific Terms and Conditions shall prevail.

As a consumer, you have the right to cancel a contract for the provision of goods or services at any time before 14 calendar days have elapsed from the day after the contract is concluded. Any such cancellation must be provided to us in writing.

Notices

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

Any notice required to be given under our Agreement with you or in connection with the matters contemplated by it must, unless specifically stated otherwise, be written in English.

Any such notice shall be sent to the other party’s usual business address and may be:

Delivered personally

Sent by facsimile

Sent by e-mail

In all cases, notices shall be deemed delivered upon receipt.

Governing Law and Jurisdiction

Your use of the Website and the purchase of any products or services from the Website is governed by the laws of Uruguay.

The Mexican courts shall have exclusive jurisdiction over any dispute or difference arising out of or in connection with your use of the website or purchase of any product or service from the website.

Specific Terms and Conditions – Vive Logistics

These Specific Terms and Conditions apply to transactions conducted through Vive Logistics’ website at www.vivelogistics.com  and any subsidiary pages. They should be read and accepted in their entirety, together with the General Terms and Conditions above, which apply to any agreement between us and your use of the website generally.

Definitions

“Vive Logistics”, “www.vivelogistics.com “, “we”, “us”, “our” or “ourselves” means Vive Logistics, registered in Uruguay. Our registered office is at Ituzaingo 1393, Escritorio 501, Montevideo, Uruguay. Phone number: (+598) 2914 8304 / 9955 1772

Requirements for the use of our incorporation services

No person under 18 years of age is authorized to register companies. Any person who is an undischarged bankrupt is prohibited from registering a company and being appointed as a director or company secretary.

We are not responsible for any refusal of incorporation or problems arising due to the appointment of any person who does not meet the legal requirements for company formation. It is your responsibility to ensure that all persons named in the company formation application are eligible to fill their respective positions.

Applying for our products and services

You are presented with a variety of options during the ordering process. It is your responsibility to ensure that you read and fully understand these options before making any purchase. If you have any questions regarding our products and/or services, or any aspect of your order, we encourage you to contact us during our normal business hours before proceeding with any purchase. While we strive to provide a prompt response to your inquiry, we cannot guarantee that we will do so in all cases.

All orders you place through this website are considered an offer by you to purchase the products and/or services we offer, subject to these Terms and Conditions and our acceptance of the order. We may choose to decline any order without disclosing our reason for doing so.

We only provide services on the basis that you have given us full and proper instructions and the authority to lawfully carry out those instructions. You agree to ensure the accuracy and completeness of the information you provide to us, and accept full responsibility for the rejection of any service or document due to inaccuracies or incompleteness.

We accept no liability of any nature whatsoever for errors or omissions in documents you upload, or fail to upload, to our website, or for any documents that are subsequently rejected.

Where orders are placed for our Pre-Submission Review, this review will not extend to the review or inspection of documents uploaded to our website; it is your responsibility to ensure the completeness, compliance and accuracy of all such documents prior to submission.

By agreeing to these terms and conditions, you are granting us authorization as the authorized person to and on behalf of the company, the legal forms required to implement the services you agree to take under this agreement for the term of the contract. If such services are cancelled, terminated or expire as a result of your failure to make the required payment, you are granting us authorization to file the required legal forms to terminate these services…

In the event that we are unable to verify your identity and address successfully through our verification process, we will request that you provide proof of your identity and address in the form of certified copies of original documents to comply with our anti-money laundering procedures.

Failure to comply with any request for such documents may result in cancellation of services. As a company service provider, we have a responsibility to conduct due diligence checks from time to time on our clients (companies, officers and shareholders) to whom we provide ongoing services. Should any of our checks result in the discovery of illegal or unethical activities, we reserve the right to terminate services without notice and without refund.

We are also required to comply with ‘Know Your Customer’ (KYC) requirements and you will be asked to complete a brief questionnaire about your company’s business activity (ies) and the reason for your business relationship with Vive Logistics.

Onboarding Process

Vive Logistics is a specialist online company formation agent. By choosing to register a company through us, or by authorizing us to submit information on your behalf, you agree to have all information submitted.

Provided you have completed the necessary paperwork to register a company through us, Vive Logistics will generally complete the paperwork for your company in approximately 72 business hours, however, in some cases, it could take up to 96 hours, depending on workload. We have no control over this process; therefore, it may take longer than the usual processing time of 72 business hours.

We offer no guarantee that your company’s application will be approved the same business day you place your order. If it is important that your company is incorporated the same day you place your order, we recommend that you purchase Same Day Guaranteed Service, which is available as an additional service on our checkout page.

What you will receive upon incorporation

Company Registration Service

Upon notification from Vive Logistics of successful incorporation, your new company will be ready to trade immediately.

You will receive a Certificate of Incorporation and other company documentation and training services as described in the incorporation package you purchased on our website.

Optional additional products and services

In addition to the company training and company documents described above, you may optionally order additional products and/or services through Vive Logistics, depending on the onboarding package you choose. These include, but are not limited to, the following:

Registered Office Service

Service Address

Business address with mail forwarding

Statement preparation and filing service

Business bank account

VAT registration

Business telephony services

Apostilled document service

Full company secretarial service

These products and services can be added to your company formation package prior to incorporation, or can be purchased after incorporation for an existing company.

For statement services, we will send you an email requesting information about your company details to allow us to file your statement. When you do not provide the requested information, a statement will not be filed. We are not responsible for failure to file a statement for this reason.

Services we do not provide with any product

Our services do not include any of the following with respect to any of the packages and products we offer for sale on our website:

Accounting advisory services

Tax advisory services

Auditing of your books

Filing of annual accounts, excluding dormant company accounts

Legal advice

Advice on the suitability of any company purchased from us for the purposes intended.

Any other services not expressly mentioned.

We strongly recommend that you seek independent advice before registering a company through us. If you have not already taken this advice, we recommend that you do not proceed with any purchase until you have done so.

Terms and conditions of our company management services

When you purchase a registered office and/or service address from us, you agree to use our digital mailroom service, whereby all official government mail from the government agencies listed below will be received at our address, securely opened and scanned by our automated mailroom equipment handling and emailed to you. An additional electronic copy of your government mailing will be available for you to view, download or print, in your Vive Logistics online customer account area. All original copies of your mail will be securely stored for a period of 7 days. After the 7 days have elapsed, unclaimed mail will be securely destroyed.

When you purchase a Registered Office service from us, this service provides you with a mail forwarding service for official government mail. This service also allows you to comply with your company’s legal obligations.

When you purchase a Service Address service from us, this service provides you with a mail forwarding service for official government mail.

When you purchase a Business Address service from us, this service provides you with a mail forwarding service for all mailers other than official government agencies that are only covered by our Service Address and Registered Office services. This service does not provide you with a business address and should not be used as the address of the principal place of business for VAT registration purposes.

If you purchase a registered office or service address from us without registering an account with us, we are not responsible for updating this information on your behalf; you are responsible for ensuring that this registered information is up to date.

We will only update your registered office and/or address details if you add one or both of these address services to one of our company formation packages, or create an account with us and import your company to our website before purchasing one or both of these address services.

When you purchase a Vive Logistics addressing service, you authorize us to receive, sort and forward mail on your behalf. We will not be liable for any loss incurred due to any act, omission, neglect or delay by us, or by our employees or agents, in the process of receiving, sorting and forwarding mail on your behalf.

We are not responsible for any mail that is not delivered to our offices, nor are we responsible for mail after it has been delivered to our designated courier for delivery to your preferred forwarding address.

We will not accept any general business mail (non-legal mail) for you or your business through our Service Address or Registered Office service; general business mail will only be accepted at our offices and forwarded to you if you purchase our Business Address Service.

If payment for renewal of a Service Address service has not been made on or before the anniversary of the previous payment date, or you have not provided the required identification, you will be deemed to have irrevocably authorized us to change, with In effect, your Service Address to your residential address or any other address you have previously provided to us for this purpose. This new address information will be recorded and displayed in the public record.

If payment for renewal of a Registered Office Address service has not been made on or before the anniversary of the date of the previous payment, or you have not provided the required identification, you will be deemed to have irrevocably authorized us to change, Effective immediately, the Address from the registered office address to your residential address or any other address you have previously provided to us for this purpose.

Vive Logistics reserves the right to cancel an address service with immediate effect if we believe it has caused a palpable risk to our reputation and/or business. Our address will be removed from the records and changed to your residential address or any other address you have previously provided to us for this purpose.

Multiple businesses cannot use a single address service. If you require an address service for multiple businesses, you must purchase a separate service for each business.

When you purchase our Business Address Service, you will be provided with the option of scanning and emailing (i.e., our ‘Digital Business Address Service’), or postal mail forwarding, via an email we send you after purchase. If you do not respond to this email, your method of delivery will be mail forwarding by default.

With respect to our Business Address Services, each company may have at most one other business name, which may not be another company or a business name associated with another company. Mail will not be forwarded for trade names unless the customer has requested and received prior agreement, and mail for trade names for which we have not signed an agreement will be returned to the sender on the same day it is received.

If we receive mail returned to ourselves that has previously been forwarded by ourselves to the forwarding address we have on record for the customer, we will contact the customer to clarify the forwarding address we have on record.

Any returned mail subsequently forwarded by post to the customer will be charged at the agreed rates + 15%, unless we are satisfied that we have made an error.

In respect of our Digital Business Address service, any mail containing a check, bank card or other item deemed to be of value, as well as any mail items larger than A4 size, will be sent to you by post. Mail forwarding is charged at the agreed postal rates plus a 15% handling fee.

With respect to our Digital Business Address service, all original copies of your mail will be stored securely for a period of 7 days, during which time you may request that they be forwarded to you by post. After the 7 days have elapsed, unclaimed mail will be securely destroyed.

If we send the mail to you by courier, we will ask you to make payment in advance. An invoice will be issued and sent to you immediately after payment is made. Acceptance of these Terms and Conditions means that you are granting us authority to receive payments using your payment card details stored in our system. In the event that the cost of resending an item by courier is substantial, we may contact you to request your approval prior to processing the item. Please note: our 15% handling fee also applies to courier deliveries.

In the event that we are unable to deliver an item by courier or where payment is required in advance and we are unable to accept payment in advance, we will contact you by email, phone or mail and request your assistance. If we do not receive a response within 30 days, we reserve the right to return the item to sender or dispose of it, as appropriate.

When a customer has a negative account balance, we reserve the right to withhold mail from any of our address services from being sent to the customer until the amount of the balance due on the account is paid. The customer will be notified by email if a mail item is withheld because it has a negative account balance. Mail held for this reason will be held for 30 days. If the customer has not paid the negative account balance within 30 days, the mail will be returned to sender or destroyed if we incur a charge for returning the mail to sender.

Full Corporate Secretarial Service

Services provided annually will consist of the following:

Appointment of a representative as your company secretary.

Maintenance of your company’s statutory records (Register of Members, Register of Directors,).

Completion of company secretarial documentation for up to three transactions per calendar year.

The transactions this includes are:

Change of registered office

Change of accounting reference date

Change of company name

Appointment or resignation of director

Appointment or resignation of secretary

Transfer of shares (1 – 2 shareholders)

Issuance of shares (1 – 2 shareholders)

We will continue to provide the services for a period of 12 months and will automatically renew (unless you choose not to renew the service). A renewal notification email will be sent to you prior to the renewal date. When services are not renewed (or otherwise terminated), we will issue a disengagement letter, a final copy of your legal records, and relinquish representation of your company.

This service does not negate the legal obligations of your company’s directors. It remains the responsibility of the directors of your company to ensure that all legal records are a true and accurate representation of your company’s position.

It is your responsibility to ensure that we are informed of all transactions or changes occurring in your company, and that all necessary information relating to such transactions or changes occurring in your company that require amendment of the legal records.

If we do not receive the required information, or are not informed of changes that have occurred in your company, we will not be liable for any delay caused as a result. If additional work is required to correct or make up for an error made as a result of incomplete or incorrect action or information on your part, we may charge you a reasonable additional amount for that work.

If we need any information or action from you in order to provide our services, we will inform you as soon as reasonably possible.

Business Telephone Services

The business telephone number we provide for business telephone number or business telephone services + answering machine is not our property. Requests to use or transfer the telephone number provided after one of our services has expired must be made directly to the telecommunications provider that owns the telephone number.

Changes in Goods and Services

The price of any goods or services you may purchase from us is set by the option you select on our website. Unless otherwise stated, all prices exclude VAT at the rate in effect on the date of purchase.

The total purchase price, including VAT (if applicable), will be displayed in your shopping cart before you confirm your order.

We reserve the right to update prices on the website for any product or service without notice or explanation. Every effort is made to ensure that all prices are correct; however, in the event of a serious error, we will void any transaction, entitling you to a full refund.

We reserve the right to update, modify or withdraw the products and services we offer on our website without notice or explanation.

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

Fraud Prevention

Your acceptance of these Terms and Conditions means that you are giving us permission to carry out a search to verify your identity and address. They may also use your details in the future for verification purposes to assist other companies. A record of all searches will be kept.

Bank Account Referral Service

When you apply for a bank account through our referral service, you confirm that you agree to have your details sent on your behalf to the bank and to be contacted directly by the bank to fulfill the bank account application.

When you apply for a bank account through our 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 have their details sent on your behalf to the bank account provider and contacted directly by the bank for the purposes of fulfilling the bank account application.

Business bank accounts are opened and provided by the banks and are subject to the terms and conditions set by the banks at the time of account opening.

All business bank accounts are subject to the status of the applicants; therefore, Vive Logistics cannot guarantee that an account will be provided.