Terms and Conditions
1. About these Terms
These Terms and Conditions govern:
your use of the Ashvern website; and
the supply of services by AVMDC Limited trading as Ashvern (“Ashvern”, “we”, “us” or “our”).
By accessing our website, contacting us, submitting an enquiry, requesting a consultation, or engaging us for services, you agree to be bound by these Terms and Conditions.
If you do not agree to these Terms and Conditions, you must not use our website or services.
2. Who we are
Ashvern is the trading name of AVMDC Limited, a company registered in England and Wales under company number 17113227.
Registered office:
Bartle House
9 Oxford Court
Manchester
England
M2 3WQ
For general enquiries and support, please contact:
support@ashvern.com
3. Business Customers Only
Ashvern’s services are intended for business users and organisations.
By using our services, you confirm that you are acting in the course of a business, profession, trade, office or employment, or that you are authorised to act on behalf of a business or organisation.
4. Our Services
Ashvern provides commercial support services including, where agreed:
payment terms decision support;
customer and counterparty review;
credit control and receivables support;
ongoing risk monitoring and review;
higher-value transaction verification;
commercial guidance connected to payment risk, customer exposure and receivables management;
related support that we agree in writing.
The precise scope of services will be set out in a proposal, quotation, engagement confirmation, statement of work, invoice, or other written confirmation issued by us.
5. Website Information
The content on our website is provided for general information only. It is not intended to amount to legal advice, financial advice, tax advice, accountancy advice, insurance broking, payment services, escrow services, regulated investment advice, or any other regulated or professional service unless expressly stated in writing.
Website content may be updated, changed, removed or withdrawn without notice.
Although we aim to keep website content accurate and up to date, we do not guarantee that the website or any content on it will always be available, complete, accurate or current.
6. No Professional or Regulated Advice
Unless expressly agreed in writing and lawfully authorised, Ashvern does not provide:
legal advice;
tax advice;
audit or accountancy services;
regulated investment advice;
consumer credit services;
insurance distribution or insurance broking;
payment services;
escrow or client money holding services.
Clients remain responsible for obtaining their own legal, tax, accounting, insurance, regulatory and other specialist advice where needed.
Where Ashvern refers, introduces or coordinates with third parties, those third parties remain responsible for their own services, advice, products, permissions, and contractual arrangements.
7. Engagement and Contract Formation
A contract for services is formed when:
we confirm in writing that we will provide services;
you accept a proposal, quotation, statement of work or engagement confirmation;
you instruct us to begin work after receiving pricing or service details; or
you pay for services after receiving our terms, quotation or invoice.
Where a proposal, statement of work, quotation, engagement letter or invoice contains specific terms for a service, those specific terms will apply in addition to these Terms and Conditions.
If there is any conflict between these Terms and Conditions and a signed engagement letter, statement of work, or other written service-specific document issued by us, the service-specific document will prevail to the extent of that conflict.
8. Client Responsibilities
You agree to:
provide accurate, complete and timely information;
provide documents, background and instructions reasonably required for us to perform the services;
ensure that you have the right to share any information or documents you provide to us;
tell us promptly about any material change relevant to the services;
review outputs, recommendations and communications from us in a timely manner;
make your own business decisions based on your own judgment and any specialist advice you decide to obtain.
Ashvern is not responsible for delay, error or reduced service quality caused by incomplete, inaccurate, misleading or late information supplied by a client or on a client’s behalf.
9. Nature of Our Work
Ashvern provides commercial support, review, guidance and operational assistance. Our work may include the use of public information, client-provided information, third-party business intelligence, verification tools, and our own commercial judgment.
Our services do not guarantee:
payment by any customer or counterparty;
solvency of any business;
recovery of any debt;
completion of any transaction;
the accuracy of information obtained from third-party sources;
that any risk will be identified, removed or prevented.
Any recommendation, view or output we provide is based on the information available at the time and should be treated as part of a wider business decision, not a guarantee of outcome.
10. Third-Party Information and Providers
In delivering services, we may rely on:
client-provided information;
public records;
public websites and registries;
third-party data sources;
verification and risk intelligence providers;
service partners or referral partners.
We are not responsible for the accuracy, completeness, timeliness or ongoing availability of third-party information or third-party services.
Where a client chooses to proceed with a third-party provider, product or referral, any relationship with that third party is separate unless we expressly agree otherwise in writing.
11. Service Changes
We may make reasonable changes to the way services are delivered where necessary to:
reflect changes in law, regulation or guidance;
respond to operational or security needs;
improve service quality;
reflect changes in third-party providers, systems or available data sources.
Where a material service change affects an ongoing engagement, we will take reasonable steps to inform the client.
12. Fees and Pricing
Fees may be:
fixed;
recurring;
staged;
project-based;
pricing on application; or
otherwise set out in our quotation, proposal, statement of work or invoice.
Any published pricing is indicative unless expressly stated otherwise.
Unless stated otherwise:
all prices are in pounds sterling;
all prices are exclusive of VAT and any other applicable taxes;
expenses, disbursements, specialist third-party costs, and optional extras may be charged in addition where relevant.
Ashvern may revise future pricing for new work, renewals, ongoing service periods or expanded scope by giving reasonable notice.
13. Invoicing and Payment
Unless otherwise agreed in writing:
invoices are due by the payment date stated on the invoice; and
where no payment date is stated, invoices are due within 7 calendar days of the invoice date.
Payment must be made in full, in cleared funds, without deduction, withholding, set-off or counterclaim except where required by law.
Where services are subscription-based, retained, staged or fixed-term, we may require payment in advance.
We may suspend work, withhold deliverables, pause access, or refuse to start new work where any sum due remains unpaid after the due date.
14. Late Payment
Where payment is overdue, we may charge:
interest on the overdue amount;
reasonable debt recovery and collection costs; and
administrative costs associated with recovering the overdue amount,
to the fullest extent permitted by applicable law and any agreed contract terms.
15. Refunds and Cancellations
Because Ashvern’s services are business-to-business and are often bespoke, analytical, time-based or capacity-based:
fees paid are generally non-refundable once work has started;
advance fees for fixed-term or retained services are generally non-refundable unless we agree otherwise in writing;
where work has been reserved, scheduled, commenced or substantially prepared, we may retain all or part of any amounts paid.
If you cancel after instructing us but before completion, you must pay for:
all work completed up to the date of cancellation;
time reasonably committed to the matter; and
any third-party costs, disbursements or non-recoverable expenses incurred by us.
Nothing in this clause limits any refund we expressly agree to in writing.
16. Term and Termination
These Terms and Conditions apply from the first use of our website or services and continue for as long as relevant.
Either party may terminate an ongoing service:
in accordance with any notice period set out in the relevant service agreement; or
if no notice period is specified, on 30 days’ written notice, unless the service is fixed-term or prepaid.
We may terminate or suspend services immediately if:
you fail to pay any amount due;
you breach these Terms and Conditions;
you provide misleading, unlawful or improper instructions or information;
continuing the work would expose us to legal, regulatory, reputational or operational risk;
a conflict of interest arises that cannot reasonably be managed.
Termination does not affect any accrued rights, outstanding fees, payment obligations, confidentiality obligations, intellectual property rights, or any provision intended to continue after termination.
17. Intellectual Property
All intellectual property rights in our website, brand, methods, templates, materials, reports, written outputs, graphics, systems, and content remain owned by Ashvern or our licensors unless expressly stated otherwise.
Subject to payment of all sums due, we grant the client a non-exclusive, non-transferable, revocable licence to use the final deliverables we provide for the client’s own internal business purposes.
You must not, without our prior written consent:
copy, adapt, resell, sublicense, republish or commercially exploit our materials;
remove our branding or copyright notices where included; or
provide our deliverables to third parties for onward commercial use, other than your professional advisers on a confidential basis.
18. Confidentiality
Each party must keep confidential all confidential information disclosed by the other party and must not use or disclose it except:
as necessary for the performance of the services;
to professional advisers under obligations of confidence;
where required by law, regulation or court order; or
where the information becomes public other than through breach of confidence.
This clause does not prevent us from using general know-how, experience and skills gained in the course of providing services, provided that we do not disclose confidential information belonging to a client.
19. Data Protection
Each party must comply with applicable data protection law.
Where Ashvern acts as a controller, our handling of personal data is governed by our Privacy Policy.
Where Ashvern processes personal data on behalf of a client as part of a service, the client remains responsible for ensuring that it has a lawful basis to provide that personal data to us and to instruct us to process it.
We may use third-party service providers and business systems in connection with service delivery, administration, communications, storage and security.
20. Acceptable Use of Website
You must not use our website:
in any unlawful, fraudulent or harmful way;
to upload or transmit malicious software, code or harmful material;
to attempt unauthorised access to our systems or data;
to copy, scrape, mine or exploit website content in a way not authorised by us; or
to submit false, misleading, offensive or infringing information through forms or communications.
We may suspend, block or restrict access where we reasonably believe there has been misuse.
21. Links to Third-Party Sites
Our website may contain links to third-party websites or resources. These links are provided for convenience only.
Ashvern has no control over the content of third-party sites and accepts no responsibility for them or for any loss or damage that may arise from your use of them.
22. Limitation of Liability
Nothing in these Terms and Conditions excludes or limits liability for:
death or personal injury caused by negligence;
fraud or fraudulent misrepresentation; or
any matter which cannot lawfully be excluded or limited.
Subject to the above:
Ashvern will not be liable for:
loss of profit;
loss of revenue;
loss of business;
loss of opportunity;
loss of contracts;
loss of goodwill;
loss of anticipated savings;
business interruption;
wasted management time; or
indirect, consequential or special loss.
Ashvern’s total aggregate liability arising out of or in connection with any services or these Terms and Conditions will not exceed:
the total fees actually paid to Ashvern by the client for the specific service giving rise to the claim in the 12 months before the event giving rise to liability; or
where the claim relates to a one-off project, the total fees actually paid for that project,
whichever is greater.
Ashvern is not liable for any loss arising from:
reliance on incomplete, inaccurate or outdated information supplied by the client or third parties;
a client’s own commercial decisions;
the conduct, insolvency, payment behaviour or non-performance of any third party;
delays outside our reasonable control; or
failure by the client to obtain legal, tax, accounting, regulatory or specialist advice where needed.
23. Indemnity
You agree to indemnify and keep indemnified Ashvern against all losses, costs, claims, liabilities and expenses reasonably incurred by us as a result of:
your breach of these Terms and Conditions;
unlawful or improper use of our website or services;
your failure to obtain any required authority, consent or legal basis for information or instructions supplied to us; or
claims arising from materials, information or instructions you provide.
24. Force Majeure
Ashvern will not be liable for failure or delay in performing its obligations where that failure or delay results from events outside our reasonable control, including:
internet or telecommunications failure;
power outage;
cyber incident;
pandemic or public emergency;
industrial dispute;
supplier failure;
transport disruption;
government action; or
natural event or disaster.
Where this occurs, we may suspend performance for the duration of the event and will take reasonable steps to resume services as soon as practicable.
25. Publicity
Unless a client asks us not to, Ashvern may identify the client by name and logo as a client or former client in general marketing materials, case lists or credentials, provided that we do not disclose confidential details of the work.
A client may opt out of this by emailing support@ashvern.com.
26. Complaints
If you are dissatisfied with any part of our service, please contact us at support@ashvern.com and we will try to resolve the issue promptly and fairly.
27. Assignment and Subcontracting
We may assign, subcontract or delegate any of our rights or obligations under these Terms and Conditions where reasonable, including to trusted contractors, professional advisers or service providers.
You may not assign, transfer or subcontract your rights or obligations without our prior written consent.
28. Entire Agreement
These Terms and Conditions, together with any proposal, statement of work, engagement letter, quotation, invoice, privacy policy and any document expressly incorporated by reference, form the entire agreement between the parties in relation to their subject matter.
They supersede all prior discussions, understandings and arrangements relating to that subject matter.
29. Severability
If any provision of these Terms and Conditions is held to be invalid, unlawful or unenforceable, that provision will be deemed modified to the minimum extent necessary or, if that is not possible, deleted. The remainder of the Terms and Conditions will continue in full force and effect.
30. No Waiver
A failure or delay by Ashvern to exercise any right or remedy does not waive that or any other right or remedy.
31. Third-Party Rights
A person who is not a party to these Terms and Conditions has no right to enforce any provision of them except where expressly stated otherwise.
32. Changes to These Terms
We may update these Terms and Conditions from time to time.
The latest version published on our website will apply to future website use and future services. Where a material change affects an ongoing service, we will take reasonable steps to notify the relevant client.
33. Governing Law and Jurisdiction
These Terms and Conditions and any dispute or claim arising out of or in connection with them, their subject matter or formation, are governed by the laws of England and Wales.
The courts of England and Wales will have exclusive jurisdiction over any dispute or claim arising out of or in connection with these Terms and Conditions or the services, except where we choose to bring proceedings in another jurisdiction to recover sums due.