AGREED TERMS

  1. 1. These terms

    1.1
    What these terms cover. These are the terms and conditions on which we supply the search reports (the “Product”) to you.

    1.2
    Why you should read them. Please read these terms carefully before you submit your order to us. These terms tell you who we are, how we will provide products to you, how you and we may change or end the contract, what to do if there is a problem and other important information.

    1.3
    Are you a business customer or a consumer?In some areas you will have different rights under these terms depending on whether you are a business or consumer. You are a consumer if:
    • You are an individual.
    • You are buying the Product from us wholly or mainly for your personal use (not for use in connection with your trade, business, craft or profession).

Provisions specific to consumers and those specific to businesses are clearly marked as such in these terms.

1.4 If you are a business customer this is our entire agreement with you. If you are a business customer these terms constitute the entire agreement between us in relation to your purchase. You acknowledge that you have not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of us which is not set out in these terms and that you shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this Agreement.


2. Information about us and how to contact us

2.1 Who we are. We are PropScore trading as Big Property Data Limited registered in England and Wales with company number 09440710 and its subsidiaries.

2.2 How to contact us. You can contact us by email at hello@propscore.co.uk

2.3 How we may contact you. If we have to contact you we will do so by telephone or by writing to you at the email address or postal address you provided to us in your order.

2.4 "Writing" includes emails. When we use the words "writing" or "written" in these terms, this includes emails and other forms of electronic communication including via our website portal.


3. Our contract with you

3.1 How we will accept your order. Our acceptance of your order will take place when we inform you that we have accepted it, which may be email or via our website portal, at which point a contract will come into existence between you and us. Our contract with you will end on the later of receipt of any fees or charges due to us from you, and our completion of our obligations to you under the contract

3.2 If we cannot accept your order. If we are unable to accept your order, we will inform you of this and will not charge you for the Product.

3.3 Quotations. Any quotation provided by us shall not constitute an offer and is only valid for a period of 20 Business Days from the date it is issue.

3.4 Your order number. We will assign an order number to your order and tell you what it is when we accept your order. It will help us if you can tell us the order number should you have to contact us about your order.


4. The Products

4.1 Specification. We will supply the Product to you in accordance with any requirements contained within the order subject to our acceptance of those requirements.

4.2 Performance date. Whilst we will use all reasonable endeavours to meet any performance dates, any such dates shall be estimates only and time shall not be of the essence for performance of the order.

43 Accuracy of information. We give no warranty as to the accuracy or completeness of any data obtained from third parties or that the third parties that we have obtained the information from are the only sources that could be consulted to prepare the Product.


5. Your rights to make changes

If you wish to make a change to your order please contact us as soon as possible. We will let you know if the change is possible. If it is possible we will let you know about any changes to the price, the timing of supply or anything else which would be necessary as a result of your requested change and ask you to confirm whether you wish to go ahead with the change.


6. Our rights to make changes

We may make changes to the Productwhich are necessary to comply with any applicable law or safety requirement, or which do not materially affect the nature or quality of the Product, and we will notify you if this is the case.


7. Your obligations

You shall ensure that:

7.1.1 the details of your order are complete and accurate;

7.1.2 co-operate with us in all matters relating to the provision and supply of the Product.

7.2 If you are a business customer only. You shall ensure that if you are purchasing the Product for the benefit of a customer or client of yours in the ordinary course of your business, you will use your reasonable endeavours to make them aware of these terms and the terms of any our third party providers.

7.3 If you are a business customer who is a legal firm or solicitor authorised to conduct legal business by the Solicitors Regulation Authority (or such other legal person or entity similarly regulated). You confirm that you are authorised by virtue of The Financial Services and Markets Act 2000 (FSMA) to carry out certain financial activities, in that you are:

7.3.1 authorised and regulated by the FCA (known as an Authorised Professional Firms); or
7.3.2 an appointed representative of another FCA firm; and/ or
7.3.3 authorised and regulated by a Designated Professional Body (DPB), such as the SRA, under Part 20 of FSMA (known as an exempt professional firm (EPF)); or
7.3.4 able to rely on a statutory exclusion, meaning that the activity is not a regulated financial activity. (For example, certain consumer credit activities, such as debt collecting, will be excluded from regulation under FSMA where the activities are undertaken by solicitors (or other persons authorised under the Legal Services Act 2007) in the course of providing advocacy services or litigation services).

7.4 If you are a business customer who is a legal firm or solicitor authorised to conduct legal business by the Solicitors Regulation Authority (or such other legal person or entity similarly regulated).You confirm that that you have, and in the course of any transaction or case will, make such relevant disclosures and follow such procedures or guidance as may be set down by your professional body or regulator so as to fully comply with the relevant regulations, from time to time in force. You hereby confirms that you have, and in the course of any transaction or case will, made clear that you are responsible and liable to any ultimate beneficiary for financial services products supplied by you.

8. Providing the products

8.1 When we will provide the Products. During the order process we will provide you with a time estimate as to when we will provide the Products to you but time will not be of the essence.

8.2 We are not responsible for delays outside our control. If our supply of the Product is delayed by an event outside our control then we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay. Provided we do this we will not be liable for delays caused by the event, but if there is a risk of substantial delay you may contact us to cancel your order and receive a refund for any Products you have paid for but not received.

8.3 When you own goods. You will own the Product, subject to the provisions of clause 9, once we have received payment in full.

8.4 What will happen if you do not give required information to us. We may need certain information from you so that we can supply the Products to you. If so, this will clearly be stated on our website. We will contact you to ask for this information. If you do not give us this information within a reasonable time of us asking for it, or if you give us incomplete or incorrect information, we may end the contract. We will not be responsible for supplying the products late or not supplying any part of them if this is caused by you not giving us the information we need within a reasonable time of us asking for it.

8.5 Your rights if we suspend the supply of products. We will contact you in advance to tell you we will be suspending supply of the Product, unless the problem is urgent or an emergency. You may contact us to end the contract or your order if we suspend it, or tell you we are going to suspend it, in each case for a period of more than two weeks and we will refund any sums you have paid in advance for the Product in respect of the period after you end the contract.

9. Intellectual property rights

9.1 We own (or have the licence to use) all intellectual property rights in or arising out of or in connection with the Product.

9.2 If you are a consumer we grant you a licence to use the Product for your personal use only.

9.3 If you are a business customer we grant you a licence to use the Product in the ordinary course of your business only.



10.Use of and reliance on the Product

10.1.1 you, if are a consumer;

10.1.2 you and your professional advisers if you are a consumer and you pass the Product to your professional advisers;

10.1.3 you and your client, if you are a business customer and you are buying the product on behalf of your client;

10.1.4 the lender in relation to the purchase of the property that is the subject of the Product.

10.1.5 the first purchaser or first tenant of the property, that is the subject of the Product, after the purchase of the Product,

10.2 Each of the parties entitled to rely on the Product as set out in this clause 10.1shall be entitled to enforce these terms as if they were a party to the contract, provided that:

10.2.1 any fee due for the Product has been paid in full;

10.2.2 the party intending to rely on these terms has accepted these terms and any relevant third party terms;

10.2.3 the party intending to rely on these terms is not in breach of these terms or any relevant third party terms.

10.3 For the avoidance of doubt, in providing the Product we may no physical inspection of any land or property and there may be uses or features that are only apparent from a physical inspection.


11. Your rights to end the contract

11.1 You can always end your contract with us. Your rights when you end the contract will depend on what you have bought, whether there is anything wrong with it, how we are performing, when you decide to end the contract and whether you are a consumer or business customer:

11.1.1 If you want to end the contract because of something we have done or have told you we are going to do, see clause 11.2;

11.1.2 If you are a consumer and have just changed your mind about the product, see clause 11.3.

11.2 Ending the contract because of something we have done or are going to do. If you are ending a contract for a reason set out at 11.2.1 to 11.2.4 below the contract will end immediately and we will refund you in full for any Products which have not been provided. The reasons are:

11.2.1 we have told you about an error in the price or description of the product you have ordered and you do not wish to proceed;

11.2.2 there is a risk that supply of the products may be significantly delayed because of events outside our control;

11.2.3 you have a legal right to end the contract because of something we have done wrong.

11.3 Exercising your right to change your mind if you are a consumer (Consumer Contracts Regulations 2013). If you are a consumer then for most products bought online you have a legal right to change your mind within 14 days and receive a refund. However if you download or access the Product at any time within the 14 days, you agree to waive your right to cancel your order.


12. How to end the contract with us

12.1 Tell us you want to end the contract. To end the contract with us, please let us know by emailing us at hello@propscore.co.uk.

12.2 How we will refund you. If you are entitled to a refund under these terms we will refund you the price you paid for the products, by the method you used for payment within 14 days of your telling us you have changed your mind.


13. Our rights to end the contract

We may end the contract if you break it. We may cancel your order at any time by writing to you if:

13.1.1 you do not make any payment to us when it is due and you still do not make payment within five days of us reminding you that payment is due;

13.1.2 you do not, within a reasonable time of us asking for it, provide us with information that is necessary for us to provide the products;

13.1.3 you breach any of these terms;

13.1.4 you enter into, or are threatened with, any kind of insolvency or bankruptcy proceedings;

13.1.5 if you are business customer and you suspend, threaten to suspend, cease, or threaten to cease to carry on all or a substantial part of your business;

13.1.6 your financial position deteriorates to the extent that you cannot fulfil your financial obligations under this agreement.


14. If there is a problem with the productor if you have a complaint

14.1 We are registered with the Property Codes Compliance Board (PCCB) as a subscriber to the Search Code providing search products and services that comply with the Search Code.

14.2 If you have a complaint regarding any aspect of the Product provided by us then please contact us via email at hello@propscore.co.uk.

14.3 Your complaint will be acknowledged within five working days of receipt and you should receive a written response within 20 working days. Where this is not possible, we will inform you of the reasons for this and give you an indication of when you should receive a response.

14.4 If you have not received a response within 40 working days of the original receipt of the complaint, or we are not able to resolve it to your satisfaction, you may refer your complaint to:

14.4.1 The Property Ombudsman (TPO's) scheme, (website www.tpos.co.uk, email: admin@tpos.co.uk).

14.1.2 We will co-operate fully with the Ombudsman during an investigation and comply with his final decision


15. Your rights in respect of defective products if you are a consumer

If you are a consumer we are under a legal duty to supply products that are in conformity with this contract. For detailed information about your legal rights please visit the Citizens Advice website www.adviceguide.org.uk or call 03454 04 05 06.


16. Your rights in respect of defective products if you are a business

16.1 If you are a business customer we warrant that, subject to clause 4.3, on delivery the Product shall:

16.1.1 conform in all material respects with their description;

16.1.2 be of satisfactory quality (within the meaning of the Sale of Goods Act 1979); and

16.1.3 be fit for any purpose held out by us.

16.2 If you consider the Product is defective on delivery, we shall at our option, replace the defective Product, or refund the price of the defective Product in full.


17. Price and payment

17.1 Where to find the price for the product. The price of the Product (which includes VAT) will be the price indicated on the order pages when you placed your order.

17.2 We will pass on changes in the rate of VAT. If the rate of VAT changes between your order date and the date we supply the product, we will adjust the rate of VAT that you pay, unless you have already paid for the Product in full before the change in the rate of VAT takes effect.

17.3 Our right of set-off if you are a business customer. If you are a business customer you must pay all amounts due to us under these terms in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).

17.4 We can charge interest if you pay late. If you are a business customer and you do not make any payment to us by the due date we may charge interest, reasonable legal fees and compensation on any overdue sums, accruing from the due date up to the date of actual payment in accordance with the Late Payment of Commercial Debts (Interest) Act 1998. You must pay us interest together with any overdue amount.

17.5 What to do if you think an invoice is wrong. If you think an invoice is wrong please contact us promptly to let us know. You will not have to pay any interest until the dispute is resolved. Once the dispute is resolved we will charge you interest on correctly invoiced sums from the original due date.

18. Our responsibility for loss or damage suffered by you if you are a consumer

18.1 We are only responsible to you for foreseeable loss and damage caused by us.

18.2 We do not exclude or limit in any way our liability to you where it would be unlawful to do so.

18.3 We are not liable for business losses. If you are a consumer we only supply the products for to you for domestic and private use. If you use the products for any commercial, business or re-sale purpose our liability to you will be limited as set out in clause 19.



19. Our responsibility for loss or damage suffered by you if you are a business

19.1 Nothing in these terms shall limit or exclude our liability for:

19.1.1 death or personal injury caused by our negligence, or the negligence of our employees, agents or subcontractors (as applicable);

19.1.2 fraud or fraudulent misrepresentation;

19.1.3 breach of the terms implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982; or

19.1.4 any matter in respect of which it would be unlawful for us to exclude or restrict liability.

19.2 Except to the extent expressly stated in clause 16.1all terms implied by sections 13 to 15 of the Sale of Goods Act 1979 and sections 3 to 5 of the Supply of Goods and Services Act 1982 are excluded.

19.3 Subject to clause 19.1:

19.3.1 we shall not be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with any contract between us; and

19.3.2 our total liability to you for all other losses arising under or in connection with any contract between us, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall be limited to the price paid for the Product.

20. How we may use your personal information

How we will use your personal information. We will only use your personal information as set out in our https://propscore.co.uk/privacy-policy.


21. Other important terms

21.1 We may transfer this Agreement to someone else. We may transfer our rights and obligations under these terms to another organisation. We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under the contract.

21.2 You need our consent to transfer your rights to someone else (except as set out in this contract). Except as set out in clause 10.1, you may only transfer your rights or your obligations under these terms to another person if we agree to this in writing.

21.3 Nobody else has any rights under this contract (except as set out in this contract). This contract is between you and us. No other person shall have any rights to enforce any of its terms, except as explained in clause 10.1.

21.4 If a court finds part of this contract illegal, the rest will continue in force. Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.

21.5 Even if we delay in enforcing this contract, we can still enforce it later. If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date. For example, if you miss a payment and we do not chase you but we continue to provide the products, we can still require you to make the payment at a later date.

21.6 Which laws apply to this contract and where you may bring legal proceedings if you are a consumer. These terms are governed by English law and you can bring legal proceedings in respect of the products in the English courts.

21.7 Which laws apply to this contract and where you may bring legal proceedings if you are a business. If you are a business, any dispute or claim arising out of or in connection with a contract between us or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales and the courts of England shall have exclusive jurisdiction to settle any such dispute or claim.