Terms and Conditions

1. Acceptance of Terms

By using ASEAN Companies' services (operated by Emerhub Limited) or accessing our website, you (the "Client") agree to these Terms and Conditions. These terms form a binding agreement governing your use of our company incorporation and corporate services across Singapore, Malaysia, Indonesia, Thailand, Vietnam, and the Philippines. By making payment for our services, you acknowledge that you have read, understood, and agreed to be bound by these Terms and Conditions.

2. Scope of Services

2.1 ASEAN Companies (operated by Emerhub Limited) provides company incorporation, corporate secretarial, office administration support, market entry consulting, and other related services across Southeast Asia. Unless explicitly stated otherwise, all services provided are governed by these Terms and Conditions.

2.2 The Client acknowledges that our services are strictly administrative in nature and do not constitute legal, tax, financial advice, or audit services.

3. Service Delivery and Timelines

The Client acknowledges and agrees that any timelines provided for the delivery of services, including company incorporation timelines for any ASEAN market, are for estimation purposes only. These timelines are not guaranteed and may be subject to changes due to unforeseen circumstances or factors beyond our control, including but not limited to government processing times and regulatory requirements in each jurisdiction.

4. Fees and Payment Terms

4.1 Service Fee

Fees for services will be outlined in invoices. Payment is due as specified in the invoice, and failure to pay may result in suspension or termination of services. Unless explicitly stated otherwise, service fees do not include any government or regulatory fees, charges, penalties, or official payments issued under the Client's name. The Client remains solely responsible for settling such fees directly with the relevant authorities (e.g., ACRA in Singapore, SSM in Malaysia, AHU in Indonesia, DBD in Thailand, DPI in Vietnam, or SEC in the Philippines).

4.2 Bank Intermediary Fees and Taxes

Fees for services are exclusive of any bank fees and applicable taxes, which the Client is responsible for paying unless explicitly stated otherwise.

4.3 Additional Costs

The Client shall bear all additional fees and expenses incurred in connection with these Terms and Conditions, provided such costs are agreed beforehand. This includes, but is not limited to, travel and accommodation expenses, representation and entertainment costs, professional fees, and any other related disbursements required for the execution, performance, or enforcement of services.

4.4 Refunds

ASEAN Companies (operated by Emerhub Limited) maintains a no-refund policy for all payments made by the Client unless we are unable to deliver the agreed services for reasons not attributable to the Client, in which case any prepaid service fees for the undelivered portion will be refunded.

5. Deposit

We may require the Client to provide a deposit as security for the provision of specific services and for the payment of government-related fees and charges. The Deposit may be applied, without prior notice, to settle any filing fees, penalties, levies, or other charges payable to any government authority that arise in the course of service delivery. Any unused portion of the Deposit shall be refunded to the Client upon completion or termination of services, subject to the full settlement of all outstanding obligations of the Client.

6. Responsibilities and Obligations of the Client

6.1 The Client shall be solely and fully responsible for verifying and ensuring compliance with all applicable laws, regulations, directives, guidelines, permits, licenses, approvals, and requirements issued by any government authority relevant to the business operation, activities, or transactions covered under these Terms and Conditions.

6.2 The Client shall timely and accurately complete, submit, and maintain all forms, applications, filings, registrations, certifications, renewals, and any other documentation as may be required by governmental authorities for the lawful conduct of its business. The Client shall also be solely responsible for reviewing and approving all data, figures, submissions, and filings that are accommodated through our administration service.

6.3 The Client shall provide complete, accurate, and timely information and documentation necessary for the performance of services, including information and documentation requested by government authorities. If the Client fails to do so or produces invalid, inaccurate, incomplete, or false information and documents, we cannot fully perform our obligations under these Terms and Conditions and the Client shall hold us free and harmless from any liability or claim and we shall bear no responsibility for any loss or damage suffered by the Client.

6.4 The Client agrees to promptly notify us of any changes in its business, structure, operations, or regulatory status that may affect the services.

6.5 The Client acknowledges that failure to fulfill any mandatory government requirement may result in regulatory sanctions, penalties, loss of rights or licenses, business interruption, reputational harm, and/or legal liability. The Client agrees that we shall bear no responsibility or liability for any such consequences arising from the Client's failure to comply with any applicable governmental obligations.

6.6 In case of the Client's non-compliance with any government requirement that may expose us to risk or liability, we may immediately suspend or terminate services without prejudice to any legal or contractual remedies.

7. Disclaimer of Liability

7.1 No Legal or Tax Advice

The Client agrees and acknowledges that ASEAN Companies and Emerhub Limited do not provide legal or tax advice. Any references or appointments of third-party partners to assist with such matters are provided solely as a facilitation of services. We hold no control over, nor assume responsibility for, the advice, actions, or inactions of such third-party partners. The Client is encouraged to seek independent legal or tax counsel as required.

7.2 Limitation of Liability

We shall not be held liable for any direct, indirect, incidental, consequential, or special damages arising from or in connection with the use of our services. Our liability under these Terms and Conditions, regardless of the form of action or claim, shall not exceed the amount of fees actually paid by the Client.

8. Confidentiality

We will maintain the confidentiality of all non-public information disclosed by the Client. However, we may disclose such information to third parties as necessary for the performance of services, provided such third parties are bound by confidentiality obligations.

9. Intellectual Property

All proprietary tools, software, processes, and materials developed, created, or owned by ASEAN Companies and Emerhub Limited shall remain our sole and exclusive property. All documents and data provided by the Client shall remain the property of the Client. Subject to full payment of all fees and expenses due, ownership of the final service deliverables shall transfer to the Client, provided, however, that any embedded intellectual property shall remain our property and the Client shall be granted a non-exclusive, non-transferable license to use such intellectual property solely in connection with the intended use or purpose of the service deliverables.

10. Termination

10.1 Either party may terminate the services by providing the other party with at least 14 days' prior written notice. If the termination is due to a breach by the Client that prevents us from delivering services, we are entitled to retain all fees and expenses already paid. If the Client terminates the services without cause, no refunds will be issued for any payments made. In all cases of termination, the Client remains responsible for paying all service fees and reimbursable expenses incurred up to the effective termination date.

10.2 Upon termination of the service agreement for any reason by either Party:

• The Client shall promptly pay all outstanding fees and expenses due, if any;
• Both Parties shall cooperate in good faith to ensure an orderly transition of the service provider role to another entity or person designated by the Client, subject to compliance with applicable laws and regulations.

11. Indemnification

The Client shall indemnify, defend, and hold harmless ASEAN Companies and Emerhub Limited, their directors, officers, employees, and agents from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or resulting from the acts or omissions of the Client, or those of any third party, in connection with the performance of services, or from any violation of these Terms and Conditions by the Client.

12. Governing Law and Jurisdiction

These Terms and Conditions shall be governed by and construed in accordance with the laws of the country where the service delivery takes place. Any disputes shall be resolved exclusively in the arbitration centers of the respective country.

13. Amendments

We reserve the right to amend these Terms and Conditions at any time. Any changes will be effective upon posting on our website. Continued use of services after such changes signifies your acceptance of the updated Terms and Conditions.

14. Miscellaneous

14.1 Entire Agreement

These Terms and Conditions constitute the entire agreement between the Client and ASEAN Companies (operated by Emerhub Limited) regarding the services provided and supersede all prior agreements and understandings, except where explicitly stated otherwise.

14.2 Force Majeure

We shall not be held responsible for any delay or failure in performance caused by circumstances beyond our reasonable control, including but not limited to natural disasters, pandemics, or government actions.

Contact Us

If you have any questions about these Terms and Conditions, please contact us:

• By visiting our contact page: aseancompanies.com/contact
• By visiting Emerhub's contact page: emerhub.com/contact