1. Basis of Contract
1.1. www.investsure.co is a site operated by InvestSure Property Platform Ltd (We). We are a limited company registered in England and Wales under company number 09657148 and have our registered office at 83 High Street, Hemel Hempstead, Hertfordshire HP1 3AH. We are a wholly owned subsidiary of InvestSure Holdings Ltd, company number 09648039.
1.2. On applying to become a member of our website, www.investsure.co (our website), you accept these terms and you agree to comply with them. Your membership will commence on our acceptance of your application, which shall be communicated to you by email to the email address you provide on your application form.
1.3. You should print a copy of these terms or save them to your computer for future reference.
1.4. You represent, warrant and undertake to us that you are neither a US resident nor a US Person.
1.5. You are responsible for ensuring that any information that you provide to us as part of the eligibility check is kept up to date at all times. Any changes to this information must be notified immediately to us and failure to provide us with accurate information will be treated as a material breach of these terms.
2. Other applicable terms
2.1. These terms refer to the following additional terms, which apply to your membership of our site and, together with these terms, constitute the entire agreement between you and us, and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between you and us, whether written or oral, relating to your membership:
2.2. As a member of our site, you may be entitled to use certain of the property sale, development funding, and investment platform services we offer on our site (Transactional Services) as we allow from time to time dependent on the membership category specified in your membership application form. Before you use any of these Transactional Services you must read and accept the terms and conditions which relate to the particular Transactional Service you wish us to provide.
3. Right to refuse
3.1. We reserve the right to refuse any application for membership or transaction on the platform at our sole discretion.
4. Your membership
4.1. Following our acceptance of your membership application, you will be able to use those parts of our website which are accessible by members only. Your membership entitles you to the right to use certain of the Transactional Services we provide via our website.
4.2. Your membership is for your use only and may not be transferred to or used by any other person or organisation.
4.3. You warrant that:
4.3.1. you are not a consumer and that you are a professional client or eligible counterparty;
4.3.2. all information you provide to us, either in your membership application form or pursuant to any Transactional Service, is accurate, correct, has no material omissions, and is not misleading, and you will update all information provided to us;
4.3.3. you have the power to enter into and perform your obligations under these terms and any contract for Transactional Services; and
4.3.4. all information you provide to us to publish on our website will not infringe any copyright, database right, trade mark, or any other intellectual property rights of any other person.
4.4. You are responsible for use of the website by your employees, officers, directors, agents, and representatives. You confirm that any employee who accesses the website is authorised by you to do so and to interact with the website in the manner in which they do.
4.5. You accept that where you use any Transactional Services in respect of a transaction you shall only discuss that transaction with other members of our website via the platform on our website and that you shall not, at any time during your membership of our website, discuss any potential transactions other than those in respect of which we are providing the Transactional Services with other members of our website.
5. Right to cancel membership
Either you or we may cancel your membership immediately on providing written notice (which shall include email) to the other.
6. Use of personal data
6.1. When you apply for membership, and while you remain a member, we will process your personal data in accordance with the Data Protection Act 1998.
6.3. We will use the information you give to us:
6.3.1. to process your membership application form and verify your suitability as a member of our website. This will include KYC (Know Your Customer) and AML (Anti-Money Laundering) checks;
6.3.2. to carry out our obligations arising from any contracts entered into between you and us and to provide you with the Transactional Services that you request from us;
6.3.3. to notify you about changes to our services. We may share your personal information with any member of our group, which means our subsidiaries, our ultimate holding company and its subsidiaries, as defined in section 1159 of the UK Companies Act 2006.
6.4. We may share your information with selected third parties including:
6.4.1. Business partners, suppliers and sub-contractors for the performance of any contract we enter into with them or you.
6.4.2. Analytics and search engine providers that assist us in the improvement and optimisation of our website.
6.4.3. Credit reference agencies for the purpose of assessing your credit score as part of your application for membership of our website.
7. Your account and password
7.1. If you choose, or you are provided with, a user identification code, password or any other piece of information as part of our security procedures, you must treat such information as confidential. You must not disclose it to any third party.
7.3. If you know or suspect that anyone other than you knows your user identification code or password, you must promptly notify us at email@example.com.
8. Changes to our website
8.1. We may update our website from time to time, and may change the content at any time. However, please note that any of the content on our website may be out of date at any given time, and we are under no obligation to update it.
8.2. We do not guarantee that our website, or any content on it, will be free from errors or omissions.
9. Accessing the Member Area of our website
The areas of our website that are accessible by members only (Member Area) is made available free of charge. We do not guarantee that the Member Area, or any content on it, will always be available or be uninterrupted. Access to the Member Area is permitted on a temporary basis. We may suspend, withdraw, discontinue or change all or any part of the Member Area without notice and may suspend your ability to access the Member Area at any time if you breach any of these terms or any of the terms referred to herein. We will not be liable to you if for any reason our website is unavailable at any time or for any period.
10. Limitation of our liability
10.1. Nothing in these terms excludes or limits our liability for death or personal injury arising from our negligence, or our fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by English law.
10.2. To the extent permitted by law, we exclude all conditions, warranties, representations or other terms which may apply to your membership or our website or any content on it, whether express or implied.
10.3. We will not be liable for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with:
10.3.1. use of, or inability to use, our website; or
10.3.2. use of or reliance on any content displayed on our website.
10.4. We will not be liable for:
10.4.1. loss of profits, sales, business, or revenue;
10.4.2. business interruption;
10.4.3. loss of anticipated savings;
10.4.4. loss of business opportunity, goodwill or reputation; or
10.4.5. any indirect or consequential loss or damage.
10.5. Details of our liability arising as a result of the provision of the Transactional Services by us to you will be set out in the terms and conditions applicable to these Transactional Services.
11.1. You undertake that you shall not at any time disclose to any person any confidential information concerning our business, affairs, customers, clients, suppliers or investment opportunities, except as permitted by these terms.
11.2. You may disclose our confidential information:
11.2.1. to your employees, officers, representatives or advisers who need to know such information for the purposes of exercising your rights or carrying out your obligations under or in connection with any contract your enter into with us. You shall ensure that your employees, officers, representatives or advisers to whom you disclose our confidential information comply with the confidentiality obligations in these terms; and
11.2.2. as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.
11.3. You shall not use our confidential information for any purpose other than to exercise your rights and perform your obligations under or in connection with any contract you enter into with us.
12. Restrictions on you
12.1. You undertake that, except with our prior written consent, you shall not (and shall procure that no member of your Group shall) at any time during your membership with us and for a period of 12 months following the cancellation or expiry of your membership:
12.1.1. initiate or participate in any discussions, or have contact of any kind, with any of our (or any member of our Group) officers or employees;
12.1.2. entice, solicit or procure any employee to leave the employment of us (or any member of our Group), or make any attempt to do so, whether or not the employee would commit a breach of contract in leaving his or her employment.
12.2. These undertakings are intended for the benefit of, and shall be enforceable by, each member of our Group and apply to actions carried out by you or any member of your Group in any capacity (including as shareholder, partner, director, principal, consultant, officer, agent or otherwise) and whether directly or indirectly, on your own behalf or on behalf of, or jointly with, any other person.
12.3. Each of the covenants aforementioned:
12.3.1. is considered fair and reasonable by you and us;
12.3.2. is a separate undertaking by you; and
12.3.3. shall be enforceable separately and independently of any person’s right to enforce any one or more of the other undertakings contained in that clause.
13. Assignment and other dealings
Your membership is personal to you and you shall not assign, transfer, mortgage, charge, subcontract, declare a trust over or deal in any other manner with your membership.
14. Changes to these terms
We may revise these terms at any time and we will notify you of any changes we make to these terms. Your continued membership and use of the Transactional Services will be dependent on your accepting the amended terms.
No failure or delay by a party to exercise any right or remedy provided under these terms or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
If any provision or part-provision of these terms is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of these terms.
17. Applicable law
These terms, its subject matter and its formation (and any non-contractual disputes or claims) are governed by English law. We both agree to the exclusive jurisdiction of the courts of England and Wales.