Investment Terms and Conditions
These Terms will apply to any contract between us for the provision of Property Search Services (“Contract”). Please read these Terms carefully and make sure that you understand them. Please note that before registering for our Property Search Services you will be asked to agree to these Terms. If you refuse to accept these Terms, you will not be able to use our Property Search Services.
We amend these Terms from time to time. Every time you wish to use our Property Search Services, please check these Terms to ensure you understand the Terms which will apply at that time.
These Terms, and any Contract between us, are only in the English language.
Information About Us
1. We operate the website www.fraser.uk.com (“our site”). We are Quest Estates Ltd t/a Fraser & Co, a company registered in England and Wales under company number 3051498 and with our registered office and main trading address at 11 Westcliffe Apartments, 1 South Wharf Road, London W2 1JB. Our VAT number is 657438307.
2. We only provide our Property Search Services for businesses.
3. You may contact us by telephoning any of our branches or by e-mailing us at the relevant e-mail address shown on our Contact Us page. If you wish to give us formal notice of any matter in accordance with these Terms, please see Clause 13.
How We Use Your Personal Information
1. You confirm that you have authority to bind any business on whose behalf you use our site to purchase Property Search Services.
2. These Terms and any document expressly referred to in them constitutes the entire agreement between you and us and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between us, whether written or oral, relating to its subject matter.
3. You acknowledge that in entering into this Contract you do not rely on any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Terms or any document expressly referred to in them.
4. You and we agree that neither of us shall have any claim for innocent or negligent misrepresentation based on any statement in this Contract.
- enable Us to establish your identity to our satisfaction,; and
- provide to us complete, accurate and up-to-date information about your requirements for a property, and notify us if you become aware of any in-
- accuracy or change in the information provided to us.
- not all properties Introduced by us will match your requirements in every respect;
- a property may be withdrawn from the market before you receive details of it from us, or between your requesting a viewing of the property and that viewing taking place;
- the seller may increase the price of a property at any time;
- you must satisfy yourself as to the correctness of any information provided by us before purchasing a property;
- we have not inspected any property which we have Introduced to you, and do not offer any legal, surveying, financial, tax, accounting or other specialist advice;
- we have recommended that you take appropriate legal and other advice and use the services of solicitors, surveyors, valuers, financial advisers and other specialists, for whose fees you are solely responsible, even if such parties have been Introduced by us. The service provided by us is not intended as a substitute for obtaining such advice;
- any choice of property is your responsibility; and
- You shall notify us and pay the fee stated in Clause 9 below if you buy a property to which you have been Introduced by us, or a property from a person to whom you have been Introduced by us, even if you do not use our services when purchasing the property.
- during the term of the Contract, We may use your personal data for the purpose of providing the Property Search Services and may disclose it to third parties when necessary to provide the Property Search Services;
- We may keep your personal data for a reasonable period after the termination of this contract, and may use it to inform you by letter, email or telephone about services in the future, unless you inform us in writing that you do not want to be so informed; and
- We acknowledge and agree that you have the right to request a copy of all of your personal data held by us and to correct any inaccuracies in that data.
1. We shall provide the Property Search Services to you in return for your payment of the fee stated in Clause 9 below, subject to these Terms and Conditions.
- you instructing us to cease acting on your behalf; or
- you completing the purchase of a property;
- at regular intervals during that period provide to you a list of properties which would, in our opinion, meet your requirements;
- identify any of your requirements that are not met by any property, details of which you have provided to us;
- organise with the seller's Agents (or if none with the seller direct) viewings of properties selected by you; and
- negotiate the purchase price of the property on your behalf with the seller's Agent (or if none with the seller direct), until:
- the seller accepts your offer for the property; or
- the seller withdraws the property from the market; or
- you decide to withdraw from the negotiations;
- arrange accommodation for you;
- provide translation services and assist you in the preliminary and final contract;
- introduce to you solicitors, surveyors, removals and storage firms, financial advisers, agents for the sale or rental of your current home and other professionals and suppliers of goods or services, and negotiate with and instruct such persons on your behalf;
- if the negotiations are successful, arrange household insurance for the property with a reputable insurer and pay the first year's insurance premium, subject to the levels of risk being normal and reasonable and accepted by the insurer as such and subject to re-imbursement of the premium by you;
- on the day of completion, read all service meters and inform the relevant service providers of the readings, change of customer and address for invoicing; and
- oversee all aspects of your transaction.
4. We shall provide the above services as an Introducer or arranger, and any contractual arrangements with any third party and payment of their charges, fees and expenses shall be your sole responsibility.
5. We may also offer additional services to you, for which additional fees shall be charged. We shall provide any such services as an Introducer or arranger, and any contractual arrangements with any third party and payment of their charges, fees and expenses shall be your sole responsibility.
6. If more than one of our clients’ wishes to purchase the same property, to which each client has been Introduced by us, we shall act for the first client who confirms that he/she wishes to make an offer and is fully and immediately in a position to purchase the property in question if that offer is accepted. We shall inform all interested clients of the situation and provide to the other clients details of other agents who may act for them. We reserve the right to act for another client once the first client has stated that he/she no longer wishes to proceed with the purchase.
Sale Of Your Investment
1. You authorise us to appoint a sub-agent, if we consider it desirable, and references in these Terms and Conditions to results being achieved by us shall include the case where the results have been achieved in whole or in part through any sub-agent. We shall be liable for any commission payable to any sub-agent
2. You agree to instruct us as your sole or joint sole selling agent to re-sell any Investment Opportunities that you purchase which will be on our then current property sales terms.
- Sole Selling Agent: at a fee of 2% of the sale price plus VAT.
- Joint Sole Selling Agent: This is where we solely work with one other agency to achieve the sale of your property. We will do this at a fee of 2.5% of the
- sale price plus VAT (“the Commission”)
- You undertake to keep confidential information that we provide to you concerning Investment Opportunities and not to disclose or permit it to be made available to any person or corporate entity without our prior notice and consent.
- Confidential information shall mean any information, data, material in any form relating to us which we disclose or make available to you. (“Confidential Information”).
- You agree to use Confidential Information solely in respect of the Property Search Services.
- You shall ensure that any person to whom disclosure is permitted is made aware in advance of the confidential nature of the Confidential Information and the obligations in these Terms and that an undertaking is provided by such persons to preserve its confidentiality.
- You acknowledge that, on our written request, all Confidential Information and any copies will be returned to us or destroyed.
- You also acknowledge that we give no warranty or representation of the accuracy, completeness or sustainability of information in providing the Confidential Information or in subsequent discussions regarding the Investment Opportunities.
- In these Terms the undertakings do not apply to any Confidential Information which is in the public domain or was lawfully in your possession prior to disclosure, or was disclosed by you pursuant to an order of any court of competent jurisdiction, or by a governmental or regulatory authority.
- knowingly contact the seller or any connected party (e.g. seller’s bank related to the Investment Opportunities) directly in respect of the Investment Opportunities but will rely upon us for all Confidential Information; and/or
- make any contact with any of the Investment Opportunities through a site visit directly.
2. Each of the restrictions in this Clause 7 is intended to be separate and severable. If any of the restrictions are held to be void, but would be valid if part of their wording were deleted, such restriction shall apply with such deletion as may be necessary to make it valid or effective.
How The Contract Is Formed Between You And Us
1. When you complete our registration form for Property Search Services you will be asked to tick the box to confirm that you have read, understood and accept these Terms and that these Terms apply to our provision of Property Search Services to you.
2. Once you have completed the registration process and ticked the box we will verify your details and if you are approved we will confirm acceptance of your request for us to provide Property Search Services by sending you an email with a log in password for full access to view our Investment Opportunities. The Contract between us will only be formed when we provide you with our confirmation email.
1. You agree to pay us a fee for the provision of Property Search Services to you.
2. The fee is payable 50% on exchange and 50% on completion of the sale of an Investment Opportunity to you and is usually 1.5% of the sale/purchase value of each Investment Opportunity. This fee arrangement is flexible on a deal by deal basis at our discretion. We shall confirm the specific fee to you on each individual sale. If contracts are exchanged but completion does not take place, you shall nevertheless pay the second instalment within (number) days of the date when it would otherwise have been due.
3. If you or any associate of yours exchanges contracts or enters into a legally binding agreement for the purchase of a property Introduced to you by us or a property from a person Introduced by us to you within (1) year of such Introduction, the you shall pay the fee to us.
- in the context of persons Introduced, any person who becomes aware of your interest in property in the relevant area as a direct or indirect result of any action taken by us, including any communication between us and any other person;
- in the context of land or property Introduced, any land or property of which you becomes aware as a direct or indirect result of any action taken by us, including any communication between us and any other person
5. Any late payment of fees will incur a further charge, based upon 4% above bank of England base rate and calculated daily until fees are settled in full.
6. We shall invoice you as soon as the fee becomes due, and you shall pay the fee within (number) days of the date of the invoice whichever is the later. All payments shall be made by direct bank transfer to (bank account) or by cheque payable to Quest Estates Limited.
7. In addition to the fee, you shall pay to us any other Fees, and reimburse us for any sums expended by us on your behalf, which have been agreed in advance between us.
8. All amounts stated are exclusive of VAT and any other applicable taxes, which will if applicable be charged in addition at the rate in force at the time that you are required to make payment.
Warranties And Liability
1. We warrant, represent and undertake that we are a member of the National Association of Estate Agents, and that we shall comply with the applicable provisions of its Code of Practice.
2. We shall endeavour to ensure that all information that you access using our services about any property is accurate and does not mislead. However, we are not responsible for the accuracy of any information provided to us by the sellers of properties or their agents or for the accuracy of any entry in any public register, and shall not be liable for any loss or damage resulting from the inaccuracy of any such information. We shall use reasonable endeavours to highlight any material inaccuracies of which we are aware, but shall not verify any information provided to you unless instructed by you to do so.
- the particulars do not constitute any part of an offer or a contract;
- all statements made in the particulars are made without responsibility on our part or the seller;
- none of the statements contained in the particulars is to be relied on as a statement or representation of fact;
- the seller does not make or give, and neither we nor any person in our employment has any authority to make or give, any representation or warranty whatsoever in relation to any properties.
4. Whilst we make every endeavour to recommend only reliable and reputable providers of such services as transport, accommodation, board and lodging, legal, surveying or any other associated services, we shall not be held responsible or liable for any loss or damage resulting from such recommendations. All contracts for such services shall be between us and the service provider in question, and we shall not be liable for any loss or damage arising from such contracts.
- obtain professional advice from an appropriately qualified lawyer as to the law relating to the sale and purchase of real property; and
- comply with all such laws.
6. We shall have no liability whatever for any loss or damage resulting from any failure to comply with such laws.
- death or personal injury caused by our negligence;
- fraud or fraudulent misrepresentation;
- any loss of profits, sales, business, or revenue;
- loss or corruption of data, information or software;
- loss of business opportunity;
- loss of anticipated savings;
- loss of goodwill; or
- any indirect or consequential loss.
9. Subject to Clause 10.7, our total liability to you in respect of all losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the Fees paid or due to be paid by the Client to the Agent under this Agreement.
10. You shall indemnify and hold harmless us from and against all Claims and Losses arising from loss, damage, liability, injury to us, our employees and third parties, by reason of or arising out of any act, omission, delay or representation made by you or on your behalf, or in relation to any false or erroneous information provided by you to us. 'Claims' shall mean all demands, claims, proceedings, penalties, fines and liability (whether criminal or civil, in contract, tort or otherwise); and 'Losses' shall mean all losses including without limitation financial losses, damages, legal costs and other expenses of any nature whatsoever
11. Except as expressly stated in these Terms, we do not give any representation, warranties or undertakings in relation to the Investments. Any representation, condition or warranty which might be implied or incorporated into these Terms by statute, common law or otherwise is excluded to the fullest extent permitted by law. In particular, we will not be responsible for ensuring that the Investments are suitable for your purposes.
- if the Other Party is in material breach of its obligations under the Agreement. If the breach is capable of remedy within (number) days, the breach is not remedied within (number) days by the Other Party receiving notice which specifies the breach and requiring the breach to be remedied; or
- if the Other Party becomes insolvent or if an order is made or a resolution is passed for the winding up of the Other Party (other than voluntarily for the purpose of solvent amalgamation or reconstruction), or if an administrator, administrative receiver or receiver is appointed in respect of the whole or any part of the Other Party's assets or business, or if the Other Party makes any composition with its creditors or takes or suffers any similar or analogous action in consequence of debt.
2. On termination of the Agreement, you shall pay for all Property Search Services provided up to the date of termination, and for all expenditure falling due for payment after the date of termination from commitments reasonably and necessarily incurred by us for the performance of the Property Search Services prior to the date of termination.
Events Outside Our Control
1. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a Contract that is caused by an Event Outside Our Control. An Event Outside Our Control is defined below in Clause 12.2.
2. Event Outside Our Control. An Event Outside Our Control is defined below in Clause 12.2.
An “Event Outside Our Control” means any act or event beyond our reasonable control, including without limitation strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, or failure of public or private telecommunications networks.
- we will contact you as soon as reasonably possible to notify you; and
- our obligations under a Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event
4. Outside Our Control. Where the Event Outside Our Control affects our delivery of Investments to you, we will arrange a new delivery date with you after the Event Outside Our Control is over.
5. You may cancel a 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, you will have to return (at our cost) any relevant Investments you have already received and we will refund the price you have paid, including any delivery charges.
Communications Between Us
1. When we refer, in these Terms, to "in writing", this will include e-mail.
2. Any notice or other communication given by you to us, or by us to you, under or in connection with the Contract shall be in writing and shall be delivered personally, sent by pre-paid first class post or other next working day delivery service or e-mail.
3. A notice or other communication shall be deemed to have been received: if delivered personally, when left at our registered office; if sent by pre-paid first class post or other next working day delivery service, at 9.00 am on the second Business Day after posting or if sent by e-mail, one Business Day after transmission.
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 e-mail, that such e-mail was sent to the specified e-mail address of the addressee.
5. The provisions of this Clause shall not apply to the service of any proceedings or other documents in any legal action.
Other Important Terms
1. We may transfer our rights and obligations under a Contract to another organisation, but this will not affect your rights or our obligations under these Terms.
2. You may only transfer your rights or your obligations under these Terms to another person if we agree in writing.
3. This Contract is between you and us. No other person shall have any rights to enforce any of its Terms, whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise.
4. Each of the paragraphs of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
5. If we fail to insist that you perform any of your obligations under these Terms, 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 and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.
6. This Agreement shall not constitute or imply any partnership, joint venture, agency, fiduciary relationship or other relationship between the Parties other than the contractual relationship expressly provided for in the Agreement. Except as expressly provided for in these Terms and Conditions, neither Party shall have, nor represent that it has, any authority to make any commitments on the other Party's behalf.
7. Any notice to be given under the Agreement shall be in writing and shall be sent by first-class mail to our address stated on the Contact Us page or to your address as stated in your Registration Form.
8. A Contract and any dispute or claim arising out of or in connection with it 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.
9. We both irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with a Contract or its subject matter or formation (including non-contractual disputes or claims).