Landlord Property Exchange Property Listing Platform Terms and Conditions
We are LPEX-GROUP Ltd trading as Landlord Property Exchange, a limited company (registration number 16303890). Our registered office is at Citygate, Longridge Road, Preston, England, PR2 5BQ.
These terms apply to all users, including without limitation landlords, investors, buyers, agents and service providers who access or use the Landlord Property Exchange Platform (the “Platform”), a specialised property listing platform for exclusive, off-market properties in the UK.
- Registration on the Platform
- To register as a user on the Platform you will need to create an account.
- An agreement between you and us governed by these terms (the “Contract”) will come into force when you create an account.
- Subject to you purchasing the subscription service which entitles you to access and use the Platform (the “Subscription”) and these terms and conditions, we hereby grant you a non-exclusive, non-transferable right, without the right to grant sublicences, to access the Platform and the related services during your Subscription term (in accordance with clause 5.1) solely for your internal business operations.
- We may offer a trial period to access the platform. Any trial period access is subject to the following terms:
- Access to and use of the Platform is subject to these terms, including without limitation terms of use set out in clause 2;
- No payment details are required to activate the free trial. At the conclusion of the trial period, platform access will be suspended;
- To regain access and unlock offer-making functionality, the user must purchase a membership subscription at the applicable fee;
- Users have the right to cancel the trial at any time during the trial period without incurring any charges; and
- The trial is available exclusively to new users and is limited to one trial per user. We reserve the right to revoke the trial in cases of misuse, abuse or non-compliance with these terms.
- When we refer to the “related services” or “services” in these terms, we refer to property listings, property management and any other related services in connection with the provision of the Platform.
- You must be at least 18 years old to use our Platform and must act in your professional capacity. The platform is exclusively for business use. Access is limited to business entities or professionals in property investment or related fields. By using our services, you confirm your status as a business user and have the legal capacity to enter into a contract.
- Your use of the Platform
- You agree to use all reasonable security practices to prevent unauthorised access or damage to the Platform. These practices include but are not limited to:
- Making sure any devices you use to access the Platform have up to date anti-virus protection and not introducing any viruses into the Platform.
- Ensuring that your log-in details and passwords for the Platform:
- are only used by your employees or authorised third parties acting on your behalf and ensure that they comply with the Platform terms of use as set out in these terms, including without limitation the terms set out in this clause 2; and
- are not shared between users or any third parties, other than as stipulated in clause 2.1.2.1.
- Telling us immediately if you think that log-in details or passwords are being or may be used in an unauthorised way or that the security of the Platform has been compromised in any other way.
- Except as permitted by any applicable law which you and we can’t agree to exclude, you must not:
- Attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Platform in any form or media or by any means.
- Attempt to de-compile, reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Platform.
- Access all or any part of the Platform or the related services to build a product or service which competes with them.
- Use the Platform to provide services to third parties or allow or assist third parties to access the Platform.
- Create multiple accounts to evade punishment or avoid restrictions.
- Use the Platform in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with these terms, or act fraudulently or maliciously, for example, by hacking into or inserting malicious code, such as viruses, or harmful data, into the operating system.
- Infringe our intellectual property rights or those of other users or any other third party in relation to your use of the Platform.
- You agree to use all reasonable security practices to prevent unauthorised access or damage to the Platform. These practices include but are not limited to:
- Platform availability and content
- We aim to make the Platform available to customers on a 24/7 basis. We reserve the right to take some or all of the Platform offline as reasonably required for routine and emergency maintenance or repairs. We’ll give you as much notice of such downtime as is reasonably possible. All communications using the internet may be affected by events outside our reasonable control (see clause 10.5).
- The Platform and the related services are provided on an “as is” and “as available” basis. We make no representations or warranties of any kind, whether express or implied, regarding the Platform or the services, including but not limited to fitness for a particular purpose. We do not warrant that the Platform or services will be uninterrupted or error-free.
- Although we make reasonable efforts to check the information on the Platform, we make no representations, warranties or guarantees, whether express or implied, that the content on the Platform is accurate, complete or up to date.
- We do not guarantee the accuracy of any account, listing, property information or the completion of transactions. Users are responsible for carrying out their own due diligence before proceeding with any agreement or transaction. You acknowledge that all property information is provided on an “as is” basis and any reliance on such information is at your own risk.
- We shall not be liable for any inaccuracies or omissions in the property information or listing or for any failure to complete transactions.
- We may offer links to third-party services, such as financial providers and property management tools. We are not responsible for third-party content, security, or business practices.
- Subscription payments and duration
- Subscription
- In consideration of the rights granted by us under clause 1.3 you agree to pay us the Subscription fees.
- Subscription details, including access rights, the duration, fees and any other special terms applicable to your Subscription will be outlined at the point of purchase.
- Automatic Renewals: Subscriptions automatically renew unless cancelled before the renewal date. Users may manage or cancel their subscriptions through their account settings.
- Refund Policy: Refunds may be issued at our discretion and will be subject to specific terms outlined at the time of purchase. Refundable: seller withdraws; material survey defects (15 working days); title defect (30 working days); undisclosed search impediment; seller incapacity. Not refundable: buyer change of mind; mortgage decline; buyer’s solicitor delay; buyer fails to progress within 21 working days. Discretionary: anything not covered above — LPX decision is final.
- We are entitled to increase the Subscription fees at the start of each renewal Subscription period on 30 days’ prior notice.
- If either of us fails to make a payment due to the other under these terms by the due date, then, without limiting the other party’s remedies, the defaulting party shall pay interest on the overdue sum from the due date until payment of the overdue sum, whether before or after judgment. Interest under this clause will accrue each day at 4% a year above the Bank of England’s base rate from time to time, but at 4% a year for any period when that base rate is below 0%.
- Save as expressly provided in these terms, you and we shall each pay all amounts due under the Contract in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
- An acquisition fee of 1% + VAT of the agreed purchase price is payable on each property transaction completed through the Platform. 10% of the acquisition fee is payable upon issue of the Memorandum of Sale. The remaining 90% is payable upon legal completion. The annual membership fee paid in the same membership year will be credited against the acquisition fee payable on the buyer’s first completed transaction during that membership period
- Subscription
- Intellectual property rights
- Our Intellectual Property
- All intellectual property rights in the Platform and the related services throughout the world belong to us (or our licensors). and the rights in such services are licensed (not sold) to you.
- the Contract does not grant you any rights to, under or in, any patents, copyright, database right, trade secrets, trade names, trade marks (whether registered or unregistered), or any other rights or licences in respect of the Platform or related services.
- Our Intellectual Property
- Suspension of listings, ending the Contract
- We can end the Contract and your rights to use the Platform for any of the following reasons:
- You have not complied with these terms and your non-compliance is more than trivial or is repeated.
- You have not paid the Subscription fee by the due date.
- You have become insolvent or you suspend, threaten to suspend, cease or threaten to cease to carry on all or a substantial part of your business or your financial position deteriorates to such an extent that we think your ability to fulfil your obligations under the Contract is at risk.
- We reasonably consider that our continuing to provide services to you could expose the Platform to disrepute.
- We decide to stop providing the Platform.
- You can end the Contract with immediate effect by giving us notice, using the supplier interface, for any of the following reasons:
- We have not complied with these terms and our non-compliance is more than trivial or is repeated and (if our non-compliance is remediable) we have not remedied it within 30 days of you asking us to do so.
- We have become insolvent or we suspend, threaten to suspend, cease or threaten to cease to carry on all or a substantial part of our business or our financial position deteriorates to such an extent that you think our ability to fulfil our obligations under the Contract is at risk.
- After the Contract ends (for whatever reason) all licences granted under the Contract will immediately terminate and your access to the Platform will end.
- In this clause 6, insolvent means, in relation to either party that it has taken any step or action in connection with:
- Entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring).
- Applying to court for, or obtaining a moratorium under, Part A1 of the Insolvency Act 1986.
- Being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring).
- Having a receiver appointed to any of its assets.
- Ceasing to carry on business.
- If the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction.
- We can end the Contract and your rights to use the Platform for any of the following reasons:
- Limitations on liability
- When we talk about liability in these terms we mean every kind of liability arising under or in connection with the Contract including but not limited to liability in contract, tort (including negligence), misrepresentation, restitution or otherwise.
- Nothing in these terms limits any liability (whether yours or ours) which can’t legally be limited, including but not limited to liability for:
- Death or personal injury caused by negligence.
- Fraud or fraudulent misrepresentation.
- Breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession).
- Except in respect of liabilities in clause 7.2, we won’t be liable to you for:
- Loss of profits.
- Loss of sales or business.
- Loss of agreements or contracts.
- Loss of anticipated savings.
- Any indirect or consequential loss.
- Except in respect of liabilities in clause 7.2, our total liability to you is capped at the amount of Subscription fees actually paid in the Subscription term in which the default occurred.
- To the extent permitted by law, we shall not be liable for any actions or omissions of other Platform users or any third parties in connection with the Platform or the related services provided under the Contract, including without limitation actions or omissions relating to any account, listing, property information or transaction. This exclusion of liability applies to any claims, losses, damages, or expenses arising from or related to such actions or omissions, to the extent not caused by our own act or omission or any party acting on our instructions.
- Claims and actions against us in connection with your use of the platform
- We’ll pass on to you any complaints we receive about you or your use of the Platform.
- If anyone, including (but not limited to) another user or regulator, makes a claim or takes any kind of action against us in connection with your use of the Platform, you must pay us an amount (calculated on a full indemnity after-tax basis) equivalent to any liabilities, fines, costs, expenses, damages and losses (including but not limited to any direct, indirect or consequential losses, loss of profit, loss of reputation and any tax liabilities or third party charges such as brokers’ fees) and all interest, penalties and legal costs and all other reasonable professional costs and expenses we incur arising out of or in connection with any such claim, to the extent that such claim is not caused by our own act or omission.
- Data protection obligations
- We and you agree to comply with the relevant Data Protection Legislation (as defined in the Schedule) when sharing or handling personal data.
- Both parties will handle personal data separately, each acting as an independent controller and shall comply with the provisions of the Schedule when sharing personal data.
- Other important terms
- We’ll let you know via email or another durable medium about any changes we’re making to these terms (including the policies referred to in them), unless they’re just editorial changes which don’t alter the terms’ content or meaning.
- Except as set out in clause 10.1, no variation of the Contract shall be effective unless it is agreed between you and us in writing.
- The Contract and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of England and Wales.
- Each of us irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Contract, its subject matter or formation.
- Neither you nor we (the affected party) shall be in breach of the Contract or otherwise liable for any failure or delay in performing their obligations if such delay or failure results from events, circumstances or causes beyond the affected party’s reasonable control.
- We may at any time assign, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any or all of our rights and obligations under the Contract.
- You need to get our consent before you can assign, novate, transfer, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any of your rights and obligations under the Contract, including by using subcontractors.
- Neither you nor we (the recipient) shall at any time during the term of the Contract, and for a period of two years after it ends (for whatever reason) disclose to any person any confidential information concerning the business, assets, affairs, customers, clients or suppliers of the other (the discloser), except:
- To the recipient’s employees, officers, representatives, contractors, subcontractors or advisers who need to know such information for the purposes of exercising the recipient’s rights or carrying out its obligations under or in connection with the Contract. The recipient shall ensure that its employees, officers, representatives, contractors, subcontractors or advisers to whom it discloses the discloser’s confidential information comply with this clause; and
- As may be required by law, a court of competent jurisdiction or any governmental or regulatory authority, and
the recipient shall not use the discloser’s confidential information for any purpose other than to exercise its rights and perform its obligations under or in connection with the Contract.
- The Contract (comprising these terms and the policies referred to in them) constitutes the entire agreement between you and us in relation to our services.
- Both you and we acknowledge that in entering into the Contract neither of us relies on any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in the Contract. Both you and we agree that neither of us shall have any claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in the Contract.
- A waiver of any right or remedy is only effective if given in writing and shall not be deemed a waiver of any subsequent right or remedy.
- A delay or failure to exercise, or the single or partial exercise of, any right or remedy shall not waive that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy.
- If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of the Contract.
- The Contract does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract.
- Neither you nor we require the consent of any other person to rescind or vary the Contract.