UKLAF Advertising Terms for Pay Per Property Service (Terms)

Please read these Terms carefully before enquiring to register as an Property Advertiser, as they set out our and your legal rights and obligations in relation to our Advertising Services.

By ticking the checkbox below and submitting your enquiry you are agreeing to the 
Terms set out in this Agreement.  We will send you a copy of these terms when your registration as a Property Advertiser is confirmed.

These Terms are available in the English Language only

1. INTERPRETATION

1.1. In this Agreement:

"Agreement" means the agreement between AMC and the Property Advertiser incorporating these Terms and any amendments to it from time to time
"AMC" means The Agricultural Mortgage Corporation plc a company incorporated and registered in England and Wales, company number 234742 whose registered office is at Charlton Place, Charlton Road,  Andover, Hampshire
"Charges" means the amount payable by the Property Advertiser to AMC for the Services as set out in the Tariff at the date when the Advertising material is submitted.
"Force Majeure Event" means an event or series of events that is outside the reasonable control of the party affected (including failures of or problems with the internet, hacker attacks, virus and other malicious software attacks and infections, power failures, industrial disputes affecting any third party, changes to the law, fire, flood, explosions, riots, terrorist attacks and wars)
"the Property Advertiser" means the business registered to advertise on the Website whose details are set out in the online registration form at "http://www.uklandandfarms.co.uk/agent/addagent.aspx".
"the Advertising Material" means the advertising material in respect of Property supplied by the Property Advertiser  for transmission by the internet from the Website
"the Estate Agent" means those engaged in estate agency work according to the Estate Agents Act (1979), those who introduce and/or negotiate with people who want to buy or sell freehold or leasehold property (or their Scottish equivalents) including commercial and agricultural property, those who do these activities in the course of business and those who act on instructions from a client
"the Identifier" means the Property Advertiser’s unique log on for using the Services
"Property" means any land situated in the United Kingdom of Great Britain and Northern Ireland comprising 3 (three) or more acres (whether or not any buildings are on the land);
"the Services" means the transmission by AMC of the Advertising Material from the Website in accordance with this Agreement.
"the Tariff" means the list of Charges that apply to the Services as set out on the Website at "http://www.uklandandfarms.co.uk/new-agents/"
"the Website" means AMC’s website at www.uklandandfarms.co.uk;

2.  The Agreement

2.1 In order to become a Property Advertiser the business must complete and submit the online registration form at "http://www.uklandandfarms.co.uk/agent/addagent.aspx".

2.2 The Property Advertiser must be recognised as an estate agent under the Estate Agents Act (1979), must not be banned by the Office of Fair Trading (OFT) from operating as an estate agent and must be acting in a business capacity and not for a personal non commercial purpose.

2.3 The Agreement will come into force when AMC accepts the online registration form and provides the Property Advertiser with a unique log on identifier, which will be emailed to the Property Advertiser following registration.

2.4 The Agreement will continue in force for so long as the Property Advertiser remains registered on the Website and subject to the provisions of Clause 8.

3. METHOD OF UPLOADING

3.1. The Property Advertiser shall at their own cost upload the Advertising Material to the Website manually/directly by using the ‘Add new property’ function in the agent’s login area.

4. Property Advertiser’s OBLIGATIONS

4.1. The Property Advertiser grants to AMC a non-exclusive, worldwide, royalty-free licence to publish the Property Advertiser Material on the Website as contemplated by the Agreement.

4.2. The Property Advertiser shall ensure that the Advertising Material is accurate and will check the accuracy of the Advertising material when appearing on the Website. AMC reserves the right to remove any of the advertising Material from the Website which AMC in its absolute discretion considers to be objectionable. If the Property Advertiser should identify any material which is on the Website which infringes the Property Advertiser’s rights or the rights of any third party or which the Property Advertiser considers should be removed, the Property Advertiser shall promptly notify AMC.

4.3. The Property Advertiser shall ensure that it has the right to use all logos, electronic storage media, text information and all photographic materials delivered to AMC under this Agreement and shall indemnify AMC against all claims by third parties in respect of the infringement or allegation of infringement by the Advertising Material of any third party proprietary rights and all costs, damages and expenses (including legal costs and expenses) arising directly or indirectly from the transmission by AMC of the Advertising Material on the Website.

4.4. The Property Advertiser shall ensure that the Advertising Material complies with the requirements of all relevant legislation in force from time to time and that it complies with the British Code of Advertising practice (11th edition).

4.5. The Property Advertiser shall comply with all relevant data protection legislation in relation to the data supplied to AMC.

4.6. The Property Advertiser shall ensure that an indication is placed on the Website to the effect that a particular Property is "under offer" or "sold" and the Property Advertiser shall ensure that all Advertising Material in respect of each property is withdrawn from the Website no later than 3 (three) months after the date of the completion of the sale thereof or the date of expiry or termination of this Agreement whichever date shall first occur.

4.7. The Property Advertiser shall comply with all reasonable instructions which may be notified by AMC to the Property Advertiser from time to time in relation to the supply and receipt of the Services hereunder.

5. THE SERVICES

5.1. AMC will use reasonable efforts to provide 24 hour access to the Website but does not warrant that the Services will be continuous and uninterrupted. The Property Advertiser acknowledges that the Services may be suspended as a result of maintenance of the Website or system failures or otherwise.

5.2 AMC reserves the right to suspend the publication of any Advertising Material or remove any Advertising Material from the Website at any time where it reasonably determines that the content breaches Clause 4.

6. CHARGES AND PAYMENT

6.1 Unless agreed otherwise by the Publisher in writing Charges must be paid by debit or credit card (using such payment details as are notified by AMC to the Property Advertiser from time to time). All Charges stated are exclusive of VAT, unless stated otherwise.

6.2  If AMC is requested to provide any services in addition to the Services or if AMC should agree to make any change to the Services AMC may amend the charges by notice in writing to the Property Advertiser.

6.3 AMC reserves the right to suspend the publication of any Advertising Material or remove any Advertising Material from the Website at any time where payment for the Charges is not received in full within 5 business days of payment becoming due. The Property Advertiser shall not be entitled to claim set-off or to counterclaim against AMC should AMC choose to exercise this right.

7. LIABILITY

7.1. This Clause 7 sets out the entire financial liability of AMC (including any liability for acts or omissions, Property Advertisers and subcontractors) to the Property Advertiser in respect of any breach of this Agreement, use made by the Property Advertiser of the Services and any representation, statement or tortious act or omission (including negligence) arising under or in connection with this Agreement.

7.2. All warranties, conditions and other terms implied by statute or common law are excluded from this Agreement to the fullest extent permitted by law.

7.3. Nothing in this Agreement limits or excludes the liability of AMC for death or personal injury caused by its negligence or for any damage or liability incurred by the Property Advertiser as a result of fraud or fraudulent misrepresentation by AMC.

7.4. AMC will not be liable, whether in tort (including negligence), breach of contract or otherwise for loss of profits, loss of business, depletion of goodwill or similar loss or loss of anticipated savings, loss of or corruption of data or information or any special, indirect, consequential or pure economic loss, costs damages or expenses.

7.5. Subject to the foregoing provisions of this Clause 7 AMC’s total liability in contract, tort (including negligence) arising in connection with the performance or contemplated performance of this Agreement in any period of 12 months (or such lesser period as this Agreement has been in force) up to the date when the liability was incurred shall not exceed the aggregate of the charges for the Services paid by the Property Advertiser in respect of that period or £500 whichever shall be the greater.

8. TERMINATION

8.1. Either party shall have the right at any time to terminate this Agreement immediately by notice in writing if:
    8.1.1. the other commits a material breach of any of the terms of this Agreement and (if such breach is capable of remedy) fails to remedy the breach within 30 days of that party being notified in writing of the breach; or
    8.1.2. an order is made or a resolution is passed for the winding-up of the other party, or circumstances arise which entitle a court of competent jurisdiction to make a winding-up order of the other party; or
    8.1.3. an order is made for the appointment of an administrator to manage the affairs, business and property of the other party, or documents are filed with a court of competent jurisdiction for the appointment of an administrator of the other party, or notice of intention to appoint an administrator is given by the other party or its directors or by a qualified charge holder (as defined in paragraph 14 of Schedule B1 to the Insolvency Act 1986); or
    8.1.4. a receiver is appointed of any of the other party’s assets or undertaking or if circumstances arise which entitle a court of competent jurisdiction or a creditor to appoint a receiver or manager of the other party, or if any other person takes possession of or dells the other party’s assets or
    8.1.5. the other party makes any arrangement or composition with its creditors, or makes an application to a court of competent jurisdiction fro the protection of its creditors in any way; or
    8.1.6. the other party ceases, or threatens to cease to trade; or
    8.1.7. the other party takes or suffers any similar or analogous action in any jurisdiction in consequence of debt.

8.2. On expiry or earlier termination of this Agreement for any reason:
    8.2.1. the Property Advertiser shall not be entitled to receipt of the Services and shall forthwith remove, or cause to be removed, all Advertising Material from the Website;
    8.2.2. the accrued rights of the parties as at the date of termination or the continuation after termination of any provision that is intended to apply after termination shall not be affected or prejudiced.

8.3 the Property Advertiser will not be entitled to any refunds or release from any liability to pay Charges (whether or not invoiced) upon the termination of the Agreement or otherwise.

9. FORCE MAJEURE

9.1. AMC shall have no liability to the Property Advertiser under this Agreement for any losses arising out of a Force Majeure Event.
 
10. PRE-CONTRACTUAL STATEMENTS

10.1. Each of the parties acknowledges and agrees that, in entering into this Agreement it does not rely on any undertaking, promise, assurance, statement, representation, warranty or understanding (whether or not in writing) of any person (whether or not party to these terms and conditions) other than as expressly set out in this Agreement.

11. VARIATION

11.1. No variation of this Agreement shall be valid unless it is in writing and signed by and on behalf of each of the parties.

12. WAIVER

12.1. A waiver of any right under this Agreement is only effective if it is in writing and it applies only to the party to whom the waiver is addressed and the circumstances for which it is given.

13. SEVERANCE

13.1. If any provision of this Agreement is found by any court of competent jurisdiction to be invalid, unenforceable or illegal, the other provisions shall remain in force.

14. ASSIGNMENT

14.1. The Property Advertiser shall not, without the prior consent of AMC, assign, transfer, charge, sub-contract or deal in any
other manner with all or any of its rights or obligations under this Agreement.

14.2. AMC may at any time assign, transfer, charge, sub-contract or deal in any other manner with any of its rights and obligations under this Agreement.

15. NO PARTNERSHIP OR AGENCY

15.1. Nothing in this Agreement is intended to, or shall operate to, create a partnership between the parties, or to authorise either party to act as the Property Advertiser of the other, and neither party shall have authority to act in the name of or on behalf of or otherwise to bind the other in any way (including the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power).

16. RIGHTS OF THIRD PARTIES

16.1. This Agreement is made for the benefit of the parties hereto and (where applicable) their successors and permitted assigns and is not intended to benefit or be enforceable by any third party.

17. NOTICES

17.1. Notices given under this Agreement shall be given by email sent for the attention of the relevant contact person at the address referred to in the online registration form or to such other person at such other address or fax number as shall be notified by the relevant party to the other. A notice will be deemed to have been delivered on the next business day following the date of the transmission.  A business day means Monday to Friday excluding Bank Holidays, and from 9.00 to 17.00.

17.2. The contact details referred to in Clause 17.1 for AMC will be Neil Trussler whose email address is N.Trussler@Amcplc.com and telephone number 01264 386309.

18. GOVERNING LAW AND JURISDICTION

18.1. This Agreement and any dispute or claim arising out of or in connection with it or its subject matter, shall be governed, construed and take effect in all respects in accordance with the laws of England.

18.2. The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any claim or dispute that arises out of or in connection with this Agreement.

I agree to the above terms and condition

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