Terms & Conditions
1. About Us
1.1 Company details. Estatesearch Limited (company number 09417760) (we and us) is a company registered in England and Wales and our registered office is at Delmon House, 36-38 Church Road, Burgess Hill, RH15 9AE.
1.2 Contacting us. To contact us, email us at [email protected]. Methods of giving us formal notice of any matter under the Contract are set out in clause 17.2.
2. Our Contract with you
2.1 Our contract. These terms and conditions (Terms) apply to the order by you and supply of some or all of the services described on our website (www.estatesearch.co.uk/services/) from time to time (Services) by us to you (Contract). They apply to the exclusion of any other terms that you seek to impose or incorporate, or which are implied by law, trade custom, practice or course of dealing.
2.2 Entire agreement. The Contract is the entire agreement between you and us in relation to its subject matter. You acknowledge that you have not relied on any statement, promise or representation or assurance or warranty that is not set out in the Contract.
2.3 Language. These Terms and the Contract are made only in the English language.
2.4 Your copy. You should print off a copy of these Terms or save them to your computer for future reference.
3. Placing an order and its acceptance
3.1 Placing your order. Please follow the onscreen prompts to place your order. You may only submit an order using the method set out on the site, or as otherwise agreed by us. Each order is an offer by you to buy the services specified in the order (Services) subject to these Terms.
3.2 Correcting input errors. Our order process allows you to check and amend any errors before submitting your order to us. Please check the order carefully before confirming it. You are responsible for ensuring that your order and any information submitted by you is complete and accurate.
3.3 Accepting your order. Our acceptance of your order takes place if and when we send an email to you to accept it (Order Confirmation), at which point and on which date (Commencement Date) the Contract between you and us will come into existence. The Contract will relate only to those Services confirmed in the Order Confirmation.
4. Cancelling your order and obtaining a refund where you are a Consumer
4.1 Consumer right to cancel. If you are buying our Services in a personal capacity (Consumer), you may cancel the Contract and receive a refund if you notify us as set out in clause 4.2 within 14 days of your receipt of the Order Confirmation. You cannot cancel the Contract once we have completed the Services, even if the 14-day period is still running.
4.2 Cancelling. To cancel the Contract, you must email us at [email protected]. We will email you to confirm we have received your cancellation and cancellation will take effect immediately.
4.3 Refunds. If you cancel the Contract, we will refund you in full for the price you paid for the Services, by the method you used for payment. However, we may deduct from any refund an amount for the supply of the Services provided for the period up to the time when you gave notice of cancellation in accordance with clause 4.2.
5. Our services
5.1 Compliance with service description. Subject to our right to amend the specification of our Services (see clause 5.2) we will supply the Services to you in accordance in all material respects with the description of the Services appearing on our website at the date of your order.
5.2 Changes to specification. We reserve the right to amend the specification of the Services if required by any applicable statutory or regulatory requirement or if the amendment will not materially affect the nature or quality of the Services.
5.3 Reasonable care and skill. We warrant to you that the Services will be provided using reasonable care and skill.
5.4 Time for performance. We will use all reasonable endeavours to meet any performance dates agreed by us in writing, but any such dates are estimates only and failure to perform the Services by such dates will not give you the right to terminate the Contract.
6. Your obligations
6.1 It is your responsibility to ensure that:
a. the terms of your order are complete and accurate;
b.you cooperate with us in all matters relating to the Services;
c.you provide us with such information and materials we may reasonably require in order to supply the Services, and ensure that such information is complete and accurate in all material respects;
d.you obtain and maintain all necessary licences, authorisations, permissions and consents which may be required for the Services before the date on which the Services are to start including confirmation that you are properly appointed by the subject of the Services, or by the representatives of their estate, or have another legitimate interest to obtain, use and disclose information provided by us in accordance with all applicable laws;
e.passwords and other access rights in relation to our Services are kept secure and confidential at all times and that we are notified where access should be revoked for any reason;
f.to the extent within your control, you verify any information provided to you pursuant to the Services;
g.you always use the latest version of any information we provide to you (in particular where we have refreshed that information at your request); and
h.you comply with all applicable laws.
6.2 If our ability to perform the Services is prevented or delayed by any failure by you to fulfil any obligation listed in clause 6.1 (Your Default):
a.we will be entitled to suspend performance of the Services until you remedy Your Default, and to rely on Your Default to relieve us from the performance of the Services, in each case to the extent Your Default prevents or delays performance of the Services; and
b.we will not be responsible for any costs or losses you sustain or incur arising directly or indirectly from our failure or delay to perform the Services.
6.3 You agree to indemnify us for any loss (including without limitation loss of profits, loss of contracts or other indirect or consequential loss or damage) resulting from any breach by you of your obligations in clause 6.1(d).
6.4 You acknowledge that where Services are provided by a third party supplier, that third party supplier may reserve the right to audit your use of the Services in order to establish your compliance with your obligations in clause 6.1 and under these Terms.
7. Charges
7.1 In consideration of us providing the Services you must pay our charges (Charges) in accordance with this clause 7.
7.2 The Charges are the prices quoted on our site at the time you submit your order. On submission, we will invoice you and you must pay our invoice in accordance with the terms specified in the invoice.
7.3 If you wish to change the scope of the Services after we accept your order, and we agree to such change, we will modify the Charges accordingly.
7.4 We use our best efforts to ensure that the prices stated for the Services are correct at the time when the relevant information was entered into the system. However, please see clause 7.7 for what happens if we discover an error in the price of the Services you ordered.
7.5 Our Charges may change from time to time, but changes will not affect any order you have already placed.
7.6 Our Charges are exclusive of VAT. Where VAT is payable in respect of some or all of the Services you must pay us such additional amounts in respect of VAT, at the applicable rate, at the same time as you pay the Charges.
7.7 It is always possible that, despite our best efforts, some of the Services on our site may be incorrectly priced. Where the correct price for the Services is less than the price stated on our site, we will charge the lower amount and if the correct price for the Services is higher than the price stated on our site, we will contact you in writing as soon as possible to inform you of this error and we will give you the option of continuing to purchase the Services at the correct price or cancelling your order. We will not process your order until we have your instructions. If we are unable to contact you using the contact details you provided during the order process, we will treat the order as cancelled and notify you in writing. However, if we mistakenly accept and process your order where a pricing error is obvious and unmistakeable and could reasonably have been recognised by you as a mispricing, we may cancel supply of the Services and refund you any sums you have paid.
7.8 If you do not pay any charges due to us or our affiliates (as defined in clause 9.3(a)) on time, we and/or our affiliates shall be entitled to suspend some or all of our services.
8. Complaints
8.1 If a problem arises or you are dissatisfied with the Services, we have a comprehensive complaints policy, a copy of which is appended to any report we deliver as part of the Services and which is also available on request.
9. Intellectual property rights
9.1 All intellectual property rights in or arising out of or in connection with the Services (other than intellectual property rights in any materials provided by you) will be owned by us.
9.2 You are not authorised to use our intellectual property rights in any way which is incompatible with our ownership rights. In particular, the information and data supplied to you as part of our Services (Report) may only be used in relation to the person (Subject) in respect of whom your order was placed.
9.3 We grant you an exclusive licence to use the Report including to make such copies of the Report as are reasonably required.
9.4 You agree not to:
a.remove, suppress or modify any trademark, copyright or other proprietary marking from the Report;
b.create any product which is derived directly or indirectly from the information and data contained in the Report or to combine the Report with or incorporate it into any other information, data or service; and
c.re-format, adapt, alter, modify, reverse engineer, de-compile, add to or otherwise change any data or material contained in the Report.
9.5 Without affecting your rights in relation to your personal data (see below), you grant us and each of our affiliates a royalty-free, non-exclusive, revocable licence to use any data uploaded to our portal for our legitimate business purposes from time to time (although we shall be under no obligation to provide our Services to the extent that such data is deleted from our portal). For the purposes of this clause:
a. an affiliate is a company majority-owned by us or by a company that owns us; and
b.legitimate business purposes shall not include the right to sell or grant a sub-licence in relation to the data.
10. Confidentiality
10.1 We will keep confidential your confidential information and will only use it for the purpose of providing the Services.
10.2 You agree that we may disclose your confidential information:
a.to such of our respective employees, officers, representatives and suppliers who need to know such information for the purposes of providing our Services provided that we ensure that such employees, officers, representatives and suppliers comply with this clause 10;
b.in order to exercise our rights under the licence granted to us in clause 9.5; and
c. as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority provided that, to the extent we are legally permitted to do so, we give you as much notice of such disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this clause 10.2(c), we take into account your reasonable requests in relation to the content of such disclosure.
10.3 This clause shall not apply to any confidential information that:
a. is or becomes generally available to the public (other than as a result of disclosure by us in breach of this clause);
b.was available to us on a non-confidential basis before disclosure by you;
c. was, is or becomes available to us on a non-confidential basis from a person who, to our knowledge, is not subject to applicable confidentiality obligations; or
d.you and we agree is not confidential or may be disclosed.
10.4 If we have reasonable grounds to believe that you are involved in activity that may constitute a criminal offence under the Bribery Act 2010 we may disclose confidential information to the Serious Fraud Office without first informing you.
10.5 No rights or obligations in respect of your confidential information other than those expressly stated in this clause are granted to us, or implied from these Terms.
11. How we may use your personal information
11.1 We will use any personal information you provide to us to:
a. provide the Services; and
b. process your payment for the Services.
11.2 We will process your personal information in accordance with our Privacy Policy, the terms of which are incorporated into this Contract. In particular, we will:
a. ensure that we have in place appropriate technical and organisational measures, to protect against unauthorised or unlawful processing of personal data and against accidental loss or destruction of, or damage to, personal data;
b.ensure that all personnel who have access to and/or process personal data are obliged to keep the personal data confidential;
c. ensure that any transfer outside the UK or European Economic Area has necessary safeguards to protect the personal data, and is only made with your consent;
d. notify you without undue delay on becoming aware of a personal data breach;
e. assist you in responding to any request from a data subject and in ensuring compliance with obligations under data protection with respect to security, breach notifications, impact assessments and consultations with supervisory authorities or regulators;
f. only retain your personal data in line with our retention policies and delete or return data and copies thereof on written request after completion of the services to which it relates unless required by applicable law and regulation to store it; and
g. maintain complete and accurate records and information in relation to your personal information.
12. Limitations of our Services
12.1 We cannot guarantee that:
a.as part of our Services we search all data sources;
b.our Services will generate results that meet your requirements and you are responsible for implementing appropriate risk assessment, policies and procedures to assess and manage your risks;
c.the third party data that we supply to you as part of our Services will be accurate and complete.
12.2 On receipt of the Report, you should carry out a reasonable inspection to satisfy yourself there are no obvious errors and notify us promptly if you become aware of any errors.
12.3 We are not responsible for goods and services obtained by you directly from other suppliers, even where you have contacted a supplier via our website or through our Services. We will, however, provide you with all reasonable assistance in relation to such suppliers.
12.4 We do not automatically owe a duty of care to third parties and you should make this clear to any third party with whom you share information and data that we provide to you as part of our Services.
13. Limitation of liability – Professional Representatives only
13.1 If you are purchasing our Services in a professional capacity either for your own use or as agent for a Consumer (Professional Representative) the limits and exclusions in this clause reflect the insurance cover we have been able to arrange and you are responsible for making your own arrangements for the insurance of any excess loss.
13.2 Nothing in the Contract limits any liability which cannot legally be limited, including liability for:
a. death or personal injury caused by negligence;
b. fraud or fraudulent misrepresentation; and
c. breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession).
13.3 Subject to clause 13.2, we will not be liable to you, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with the Contract for:
a. loss of profits;
b. loss of sales or business;
c. loss of agreements or contracts;
d. loss of use or corruption of software, data or information;
e. loss of or damage to goodwill; and
f. any indirect or consequential loss.
13.4 Subject to clause 13.2, our total liability to you arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, will be limited to £2,000,000 (two million pounds).
13.5 We have given commitments as to compliance of the Services with the relevant specification in clause 5.1. In view of these commitments, the terms implied by sections 3, 4 and 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from the Contract.
13.6 Any claim under or in respect of the Contract should be brought within six years of the date of complete of the Services to which it relates. 13.7 This clause 13 will survive termination of the Contract.
14. Limitation of recoverable costs etc – Consumers only
14.1 We’re responsible for losses you suffer caused by us breaking this contract unless the loss is:
a. Unexpected and it was not obvious that it would happen and nothing you said to us before we accepted your order meant we should have expected it (so, in the law, the loss was unforeseeable);
b.caused by an event outside our control, as long as we have taken the steps set out in clause 15 below;
c. something you could have avoided by taking reasonable action; and/or
d. a business loss.
15. Events outside our control
15.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by any act or event beyond our reasonable control (Event Outside Our Control).
15.2 If an Event Outside Our Control takes place that affects the performance of our obligations under the Contract:
a. we will contact you as soon as reasonably possible to notify you; and
b. our obligations under the Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. We will arrange a new date for performance of the Services with you after the Event Outside Our Control is over.
15.3 You may cancel the Contract affected by an Event Outside Our Control which has continued for more than 30 days. To cancel please contact us. If you opt to cancel we will refund the price you have paid, less the charges reasonably and actually incurred us by in performing the Services up to the date of the occurrence of the Event Outside Our Control.
16. Law and compliance
16.1 In performing our obligations to you, we comply with all applicable laws, statutes and regulations from time to time in force.
16.2 In particular, we comply with all applicable anti-bribery and corruption laws and the Modern Slavery Act 2015 (see https://www.estatesearch.co.uk/modern-slavery-statement/) and have procedures to ensure that we and our personnel comply with these laws.
17. Communications between us
17.1 When we refer to “in writing” in these Terms, this includes email.
17.2 Any notice or other communication given by one of us to the other under or in connection with the Contract must be in writing and be delivered personally, sent by pre-paid first class post or other next working day delivery service, or email.
17.3 A notice or other communication is deemed to have been received:
a.if delivered personally, on signature of a delivery receipt or at the time the notice is left at the proper address;
b.if sent by pre-paid first class post or other next working day delivery service, at 9.00 am on the second working day after posting; or
c.if sent by email, at 9.00 am the next working day after transmission.
17.4 In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an email, that such email was sent to the specified email address of the addressee.
17.5 The provisions of this clause will not apply to the service of any proceedings or other documents in any legal action.
18. General
18.1 Assignment and transfer
a.We may assign or transfer our rights and obligations under the Contract to another entity but will always notify you in writing or by posting on this webpage if this happens.
b.You may only assign or transfer your rights or your obligations under the Contract to another person if we agree in writing.
18.2 Variation. Any variation of the Contract only has effect if it is in writing and signed by you and us (or our respective authorised representatives).
18.3 Waiver. If we do not insist that you perform any of your obligations under the Contract, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you or that you do not have to comply with those obligations. If we do waive any rights, we will only do so in writing, and that will not mean that we will automatically waive any right related to any later default by you.
18.4 Severance. Each paragraph of these Terms operates separately. If any court or relevant authority decides that any of them is unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
18.5 Third party rights. The Contract is between you and us. No other person has any rights to enforce any of its terms.
18.6 Governing law and jurisdiction. Where you are a Professional Representative, the Contract is governed by English law and we each irrevocably agree to submit all disputes arising out of or in connection with the Contract to the exclusive jurisdiction of the English courts provided that either of us may enforce any judgement of the English courts in the courts of any jurisdiction. Where you are a Consumer user, these terms are governed by English law and wherever you live you can bring claims against us in the English courts. If you live in Wales, Scotland or Northern Ireland, you can also bring claims against us in the courts of Wales, Scotland or Northern Ireland (as applicable). We can claim against you in the courts of the country you live in.
The above Terms & Conditions are valid and enforceable from 1st February 2024. Previous iterations can be found below.
Terms & Conditions 1st December 2021 – 31st January 2024