Investor Terms & Conditions

Terms and Conditions applicable to you if you are an Investor

The website www.sourcinginvestments.co.uk is operated by, or on behalf of Sourcing Investments Limited of C/O Rothmans LLP, Fryern House, 125 Winchester Road, Chandlers Ford, Hampshire, SO53 2DR, UK (“SIL”). SIL (and/or a subsidiary undertaking or parent undertaking of SIL (a “Group Company”)) operates www.sourcinginvestments.co.uk and may operate other websites from time to time (www.sourcinginvestments.co.uk and any other websites operated by SIL from time to time being the Website(s) or site(s)). By using or subscribing to our Websites as an Investor (“Investor”), you agree to comply with and be bound by the following terms and conditions (the "Terms of Use") together with our privacy policy and any other documents referred to therein. If you do not agree to these Terms of Use, you must not use our sites.

We reserve the right to amend these Terms of Use from time to time. Any changes will be posted on our Websites. You will receive a notification regarding the updated Terms of Use when you next log in to the Websites and will be allowed to review and accept the updated terms. Specific services that we offer, or make available to you, may also be governed by additional or alternative terms and conditions with us, or other third parties.

1. Registering on our Websites

1.1 You must be 18 years old or over to create an account on our Websites, and warrant that the details you provide on registration are true, accurate, complete and current. Further, in order to use our Website(s) as an Investor, you must comply with the criteria set out by SIL in the registration form. SIL may determine in its absolute discretion as to whether you qualify to use the Website(s) and that you have provided the required information and documentation to its satisfaction. Should you fail to do so, SIL reserves the right to prevent or restrict your use of the Website(s). SIL reserves the right to prevent or restrict your use of the Website(s) if SIL (in its absolute discretion) believes there is a risk of non-compliance with these terms or any relevant legislation in force from time to time or should you (in SIL’s absolute discretion) cease to comply with SIL’s registration requirements at any time and for whatever reason.

1.2 Upon your registration being accepted by SIL and your use of the Websites becoming active, these Terms of Use shall constitute a legally binding contract between you and SIL. Such contract shall continue in force until terminated in accordance with these Terms of Use.

1.3 You must promptly update us with any changes to your account or other registration details. You must create a password when you register and you are responsible for maintaining the confidentiality of that password. You agree that any person to whom your username or password is disclosed is authorised to act as your agent for the purpose of transacting for any services via this Website, and you will be responsible for any activity conducted using your password. You shall take reasonable steps to prevent unauthorised access to your account via any computer or other device that you use to access your account. If you believe someone has, without authorisation, accessed an account that you created on this Website, please contact us immediately.

2. Your responsibilities

The content on our site is provided for general information only. It is not intended to amount to advice on which you should rely. You must obtain professional or specialist advice before taking, or refraining from, any action based on the content on our site. In particular, please note that we are not an estate agency. Some of our Websites provide a service where Sourcing Agents may market and present (and you may view) property investment opportunity details ("Details"). The Sourcing Agents posting the Details are solely responsible for their accuracy and for fielding enquiries relating to those properties or associated investment opportunities. We host the Details in good faith but we have not verified them and we make no representations, warranties or guarantees, whether express or implied about the Details. We are also not giving you any advice (investment, financial or otherwise) in respect of any content on our Websites or recommending or endorsing any properties, investment opportunities, products or content on our Websites.

3. Materials you provide

By submitting content on our Websites or otherwise providing content to us ("Content"), you grant us a worldwide, royalty-free, perpetual, irrevocable, non-exclusive, sub-licensable and fully transferable licence to use, reproduce, display, sell, modify and edit the Content. You waive any moral or other rights you may have in the Content. We will not pay you any fees for the Content and reserve the right in our sole discretion to remove or edit it at any time. You warrant and represent that you have all consents and rights necessary to grant us these rights, in accordance with our procedures, and provided that the content is not illegal, obscene, abusive, threatening, defamatory or otherwise objectionable to us. Any personal data that you provide via, or in connection with, the Websites will be governed by our privacy policy.

4. Disclaimer and liability

4.1 The Website (including all content on it) is provided by us on an "as is" and "as available" basis and we make no representations, guarantees or warranties of any kind, either express or implied, including without limitation, warranties as to the quality, suitability for any purpose, compatibility, reliability, accuracy, completeness, timeliness, access or use. It is your responsibility to evaluate the quality, suitability, accuracy, completeness and reliability of our Websites and any information or content contained therein. We accept no responsibility and make no representations, guarantees, or warranties that the Websites will operate continuously, without interruptions or be fault-free. We may need to make the Websites unavailable with or without notice to carry out maintenance or upgrade work. We accept no liability for any interruption or loss of service.

4.2 Property or investment opportunity descriptions and other information provided on our Website(s) are intended for information and marketing purposes and, whilst displayed in good faith, we will not in any circumstances accept responsibility for their accuracy. The property advert pages on our website do not constitute property particulars and these should be available directly from the Sourcing Agent marketing the property. It is the responsibility of the prospective Investor to satisfy themselves as to the accuracy of any property descriptions displayed and the responsibility of Agents to ensure the accuracy and integrity of property descriptions provided on our Website and in any property particulars.

4.3 Nothing in these Terms of Use 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.

4.4 To the extent permitted by law, we exclude all conditions, warranties, representations or other terms which may apply to our site or any content on it, whether express or implied.

4.5 We will not be liable to any user 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:

4.5.1 use of, or inability to use our site; or

4.5.2 use of, or reliance on, any content displayed on our site;

4.5.3 the performance, behaviour or actions of any Sourcing Agent, either regarding any property on our site, or any other property or matter arising with the Sourcing Agent. SIL undertake a vetting process of the compliance of all Sourcing Agents before allowing them access onto the Website. Once onboarded, SIL subsequently reserves the right to monitor Sourcing Agent and Investor communications and Sourcing Agent performance, but we cannot guarantee the performance of any third parties including any Sourcing Agent.

4.5.4 if you are a business user, please note that in particular, we will not be liable for:

4.5.4.1 loss of profits, sales, business, or revenue;

4.5.4.2 business interruption;

4.5.4.3 loss of anticipated savings;

4.5.4.4 loss of business opportunity, goodwill or reputation; or

4.5.4.5 any indirect or consequential loss or damage.

5. Indemnification

You agree to indemnify, defend and hold us and our Group Companies, shareholders, officers, directors, employees, agents or suppliers harmless from any claims or demands, made by any third party due to or arising out of your use of this Website or through your password or otherwise, the violation of these Terms of Use by you, or the infringement by you of any intellectual property or other rights of any other person or entity.

6. Viruses

6.1 We do not guarantee that the Websites will be secure or free from bugs or viruses. You are responsible for configuring your information technology, computer programme and platform to access the Websites. You should use your own virus protection software. You must not misuse the Websites by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to the Websites, the server on which the Websites are stored or any server, computer or database connected to the Websites.

6.2 We will not be liable for any loss or damage caused by a virus, distributed denial-of-service attack, or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of our site or to your downloading of any content on it, or on any website linked to it.

7. Intellectual Property

7.1 We are the owner or licensee of intellectual property rights in the Website, information and content available on the Website, any database operated by us, any proprietary software utilised by us to enable you to use this Website ("Software") and the underlying source code. Much of this information and content is protected by copyright, trademark, database rights, design rights (including in the "look and feel" and other visual or non-literal elements), and/or other intellectual property rights (whether registered or unregistered). Our logos, together with our trademarks and/or service marks, may not be copied or reproduced without our prior written consent. All rights are reserved.

7.2 We grant you a non-exclusive, non-transferable licence to use the Software solely in executable form and only to the extent necessary for use of the Website, and for no other purpose.

7.3 You must not use an automated program (including, without limitation, any web-crawling or screen-scraping software or any equivalent technology or techniques), to access the Website for the purpose of collecting, obtaining and/or accumulating (or other similar activity) data or content in this Website. Any such use of an automated program is prohibited and shall be a breach of these Terms of Use.

7.4 You may not reproduce, republish, transmit or distribute any material, information or content on this Website, or that form part of our services, without our prior written consent. However, you are granted a limited right to access and use the Website and our services and retrieve, display and print content pages, for your own personal, non-commercial use and to the extent necessary for use of the Website and our services only. We reserve the right, in our sole discretion and without notice to you, to terminate your licence and to prevent future access by you to this Website.

8. Third Parties

8.1 This Website may contain links to third-party products, services and/or websites that are not affiliated with us. We have no control over the products, services or websites of these third parties and we do not guarantee or take responsibility for them. This Website may also contain advertising from third parties and we are not responsible for any misleading or inaccurate advertisements which are the sole responsibility of the advertiser. Any links or advertisements on this Website should not be taken as an endorsement by us of any kind. Furthermore, this Website contains data provided by third parties and we accept no responsibility for any inaccuracies in this material. You agree to release us from claims or disputes of any kind arising from or in any way connected to such disputes with third parties.

8.2 We may direct you to third-party payment service providers (such as Paypal) who have their own terms and conditions which will apply.

9. Escrow Service

9.1 In the event that you proceed with potential investments advertised on our Websites, you may be asked to deposit funds in relation to sourcing fees into SIL’s nominated client account (“Escrow Account”). This secure and ring-fenced account provides protection for your monies. The account is insured and has been structured to protect the funds in the event of the insolvency or administration of SIL.

9.2 Your escrow funds will be sent to the relevant party, on either completion or termination of a potential investment, and only ever with the full agreement of both you and the relevant Sourcing Agent of the investment. In the event of any dispute between you and the relevant Sourcing Agent, the dispute resolution service available on the Website must be used. If this dispute resolution service fails to deliver an agreement between the parties, then disputes are referred to The Property Ombudsman or The Property Redress Scheme. SIL will not direct the transfer of any funds from the Escrow Account until both the potential Investor and Sourcing Agent are in agreement, or as directed to do so by a competent court or authority of England, Wales or Scotland.

10. Restrictions on Use

10.1 You agree not to:

10.1.1 transmit any material designed to interrupt, damage, destroy or limit the functionality of our Websites;

10.1.2 use any automated software to view our Websites without consent and to only access our Websites manually;

10.1.3 use our Websites other than for your own personal use or as an agent listing properties for sale or rent;

10.1.4 attempt to copy our data or reverse engineer our processes;

10.1.5 use our Websites in any manner that is illegal, immoral or harmful to us (including to commit or facilitate the commitment of any fraud against us);

10.1.6 use our Websites in breach of any policy or other notice on our Websites;

10.1.7 remove or alter any copyright notices that appear on our Websites;

10.1.8 publish any material that may encourage a breach of any relevant laws or regulations;

10.1.9 interfere with any other user’s enjoyment of our Websites;

10.1.10 deal directly or indirectly with Sourcing Agents introduced to you by SIL, except through the Website, at any time during your subscription and for one year after the termination of your subscription;

1.10.11 transmit materials protected by copyright without the permission of the owner; or

1.10.12 conduct yourself in an offensive or abusive manner whilst using our Websites.

10.2 We shall be entitled to suspend any services to you and/or terminate our contract without notice to you if you commit a breach of these Terms of Use and in particular these restrictions on use, which in our reasonable opinion is serious enough to merit immediate termination.

10.3 We recommend that all conversations take place in the conversation area provided by us, as we keep an audit trail of such conversations. Any conversations that take place outside of the conversation area will not benefit from the audit trail or any other security functions that we may provide.

11. Payment/Fees

11.1 Fees (plus VAT and any other taxes or duties thereon) and any other charges due from the Investor shall be paid by the Investor in accordance with these Terms of Use.

11.2 Details of any fees payable by an Investor will be displayed at the time of registration by that Investor on the registration form. No fees shall be refundable.

11.3 Where an Investor registers under a free subscription offer, no payment will be taken. All free users agree that as part of their agreement to use the Website they will also a) join the Sourcing Investments Family Facebook Group, and b) provide, when requested, feedback on the websites and SIL’s services, but no more than twice in any year, and via feedback questionnaires supplied by SIL.

11.4 If the Investor fails to pay any amount due to SIL (or any Group Company) by the due date for payment then:

11.4.1 SIL on behalf of itself and its Group Companies reserves the right to charge interest on any outstanding amounts at the rate of 4% per annum above HSBC Bank PLC's base lending rate in force from time to time or such higher amount as may be permitted by statute from the due date until settlement of the outstanding sums or discharge of the debt;

11.4.2 without prejudice to any other right or remedy available to SIL, SIL shall be entitled to terminate the Investor’s use of the Websites or suspend the Investor’s use of the Websites without notice to the Investor and until payment of all outstanding Fees is made in full; and

11.4.3 SIL reserves the right to charge the Investor its reasonable administration costs in dealing with any failed payments and/or its costs in relation to pursuing outstanding amounts (including legal fees and expenses).

11.5 Without prejudice to any other provision of these Terms of Use, SIL reserves the right to vary its fees and any structure of charges in place from time to time subject to providing 7 calendar days written notice to the Investor. Any services provided after changes have taken effect will be subject to the relevant new Fees and/or new charging structure.

12. Your Rights to Cancel

12.1 The rights set out in this clause 11 only apply if you are a consumer (that is acting outside of your trade, profession or business). If you are not acting as a consumer then this clause shall have no effect.

12.2 If you are a consumer then you have a legal right to cancel your contract with SIL under the Consumer Contracts Regulations 2013 and if applicable, receive a refund.

12.3 You may cancel your contract at any time.

12.4 You can cancel your contract by completing the contact form available here.

13. Termination of Registration

13.1 Either party shall be entitled to terminate the Investor’s registration (and therefore the Investor’s use of the Website) (“Registration”) by serving written notice to the other party.

13.2 Either party may terminate the Registration immediately upon written notice to the other party if the other party:

13.2.1 commits any material or persistent breach of these Terms of Use, the Privacy Policy or other terms and conditions applying to the Investor from time to time and, in the case of breaches capable of remedy, that other party fails to remedy the same within 14 calendar days of receipt of a written notice giving particulars of the breach and requiring it to be remedied; or

13.2.2 has a liquidator, receiver or administrative receiver appointed to it or over any part of its undertaking or assets or shall pass a resolution for its winding up (otherwise than for the purpose of a bona fide scheme of solvent amalgamation or reconstruction where the resulting entity shall assume all the liabilities of it) or a court of competent jurisdiction shall make an administrative order or liquidation order or similar order, or shall enter into any voluntary arrangement with its creditors or is unable to pay its debts as they fall due.

13.3 Without limiting any other rights contained in these Terms of Use, SIL (or any Group Companies on its behalf) may immediately suspend an Investor’s Registration or suspend access to, or temporarily remove any Content from the Website(s) (or cause any of those things to occur) if the Investor breaches these Terms of Use, the Privacy Policy or any other terms and conditions applying to an Investor from time to time and fails to rectify that breach immediately upon receipt of notice requiring rectification.

13.4 On termination of the Registration for whatever reason:

13.4.1 all Fees and any other sums due from the Investor to SIL (or any Group Companies) shall immediately become payable and the Investor shall immediately pay SIL such sums in full and SIL shall be authorised to automatically charge the Investor’s debit or credit card for the relevant amount.

13.4.2 where an Investor has chosen to pay fees in monthly instalments, the notice period for termination shall be 90 days and three further full monthly instalment payments for the remainder of the subscription shall become immediately due and payable in accordance with this clause and SIL shall be authorised to automatically charge the Investor’s debit or credit card for the relevant amount.

13.4.3 Where an Investor has chosen to pay fees annually no refunds will be given; and

13.4.4 the Investor’s ability and right to access the Websites shall be immediately terminated.

13.5 Termination or suspension shall not affect the accrued rights or liabilities of SIL, or any Group Companies or the Investor nor, in the case of termination, any provision of the Terms of Use which is expressed as surviving termination or which is required to survive the termination to give effect thereto.

14. Jurisdiction

These Terms of Use are governed by English law and the contract between you and us is made in England. Any disputes will be settled in English courts, although we may take action to enforce our intellectual property rights in any relevant jurisdiction. If any provision of these Terms of Use is found to be unenforceable, it will be replaced with a provision reflecting the intent of the original provision and the enforceability of the remainder of these Terms of Use shall be effected.

15. Business Conversation Area

All the communication on the Websites(s) in relation to potential or actual property investments is conducted through our online Business Conversation Area, which is embedded within the Website(s). This is the secure encrypted conversation facility created by SIL to provide a safer and more transparent way of doing business that better protects all parties involved. All conversations are stored in your personalised area, to ensure an entire record is there for you, showing precisely who said what and when giving more transparency to the whole investment process. Investors are required to conduct all communications in respect of potential or actual property investments through the Business Conversation Area.

16. Testimonials

You may from time to time during or after the termination submit, at your own option, feedback testimonials or reviews regarding SIL, its website(s) and/or its services. By submitting such information, you grant SIL a royalty-free, perpetual licence to copy, reproduce, display, publish, and otherwise use the content, data or information provided, for any purpose whatsoever. This licence shall survive termination of the contract between SIL and the individual or company.

17. Non-Circumvention

17.1 At any time during the term of this agreement, or up to the expiration of two years from the date of termination of this agreement, it is expressly agreed that the identities of any Sourcing Agents or their associated companies or their related parties, whose identities are made available to you via SIL shall constitute Confidential Information and you, your associated entities or individuals shall not (without the prior written consent of, or having entered into a commission agreement with SIL):

17.1.1 directly or indirectly initiate, solicit, negotiate, contract or enter into any business transactions, agreements or undertakings with any such Sourcing Agent identified or introduced by SIL; or

17.1.2 seek to bypass, compete with, avoid or circumvent SIL from any business transaction or business opportunity by utilising any Confidential Information or by otherwise exploiting or deriving any benefit from the Confidential Information. This includes but is not limited to circumstances where the Investor completes a property transaction with a Sourcing Agent introduced to them via SIL without SIL receiving any fees from the Sourcing Agent or Investor in relation to the transaction. In such circumstances, the Sourcing Agent and Investor agree that they are jointly and severally liable to pay SIL the greater of £1000 or 1.5% of the purchase price of the relevant property.

17.2 The Investor covenants that any financial gain made by it, or any associated party, from a breach of this Non-Circumvention clause, shall be held on trust for the benefit of SIL and then be transferred to a nominated account of SIL, until which time such outstanding amount shall incur interest at the rate of 4% per annum above Barclays Bank’s base rate from time to time. Such interest shall accrue on a daily basis from the due date until actual payment of the overdue amount, whether before or after judgment and the Investor shall pay the interest together with the overdue amount.

18. Renovation Escrow Service

The Renovation Escrow Service within the SIL website(s) provides an integrated solution to the long-standing property investment sector problem of securing client money during a renovation whilst providing relevant building contractors with the confidence that they will get paid. The service is a financial arrangement, where Sourcing Investments independently holds and manages the payment of the funds required for stage payments between two parties – typically the Investor and the Sourcing Agent or the Main Contractor, on a renovation or refurbishment. As the funds are held ‘In Escrow’ (in a separate ring-fenced, insurance-backed bank account) the stage payment and transaction can be carried out with a much reduced risk of an Investor losing money, whilst giving the Sourcing Agent/Main Contractor visibility of getting paid for their work. The system drives improved security, protection and structure on the project management aspects of any property deal for all parties involved.

SIL charges 2%, plus any relevant VAT, on all payments processed through the Renovation Escrow Service. For all transactions executed on SIL websites, the use of the Renovation Escrow Service is mandatory where payments are being made to Sourcing Agents, Builders or other relevant third parties. Please note payments for purchases of actual properties are not handled or processed through this system.

19. General

The headings in these Terms of Use are solely used for convenience only. You may not assign or delegate any or all of your rights or obligations in this Agreement. We may assign this Agreement at any time without notice to you. Our delay or failure to exercise or enforce any right or provision of these Terms of Use shall not constitute or be construed as a waiver of such right to act. We shall not be responsible for any breach of these Terms of Use caused by circumstances beyond our control. Nothing in these Terms of Use shall be construed to create a joint venture, partnership, or agency relationship between you and us, and neither you, nor we, shall have the right or authority to incur any liability, debt, or cost, or enter into any contracts or other arrangements, in the name of or on behalf of the other.

E&OE. 28.05.2021