VERTICE Solutions - Applicable to all Guides

THIS WEBSITE / PHONE or iPad APP MAY ONLY BE USED BY YOU IF YOU AGREE TO THE TERMS OF OUR DOCUMENT LICENCE:

(1) INTRODUCTION

These terms and conditions govern your use of our website; by using our website or accessing our services through an app, you accept these terms and conditions in full. If you disagree with these terms and conditions or any part of these terms and conditions, you must not use our website or the app.

You must be at least 18 years of age to use our website or access our services through an app. By using our website or app and by agreeing to these terms and conditions you warrant and represent that you are at least 18 years of age.

(2) LICENCE TO USE WEBSITE AND APP

Unless otherwise stated, we or our licensors own the intellectual property rights in the website and app and the material on the website and app. Subject to the licence below, all these intellectual property rights are reserved. You may view, download for caching purposes only, and print the guides purchased from the website for your own personal use, subject to the restrictions set out below and elsewhere in these terms and conditions.

You must not:

(a) republish material from this website (including republication on another website);
(b) sell, rent or sub-licence material from the website;
(c) show any material from the website in public;
(d) reproduce, duplicate, copy or otherwise exploit material on our website for a commercial purpose;
(e) edit or otherwise modify any material on the website; or
(f) redistribute material from this website [except for content specifically and expressly made available
for redistribution].

(3) ACCEPTABLE USE

You must not use our website or app in any way that causes, or may cause, damage to the website or app or impairment of the availability or accessibility of the website or app; or in any way which is unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity.

You must not use our website or app to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software.

You must not conduct any systematic or automated data collection activities (including without limitation scraping, data mining, data extraction and data harvesting) on or in relation to our website without our express written consent. You must not use our website or app to transmit or send unsolicited commercial communications.

You must not use our website or app for any purposes related to marketing without our express written consent.

(4) RESTRICTED ACCESS

Access to certain areas of our website is restricted. We reserve the right to restrict access to other areas of our website, or indeed our whole website, at our discretion.

If we provide you with a user ID and password to enable you to access restricted areas of our website or other content or services, you must ensure that that user ID and password is kept confidential.

We may disable your user ID and password in our sole discretion without notice or explanation.

(5) USER GENERATED CONTENT

In these terms and conditions, "your user content" means material (including without limitation text, images, audio material, video material and audio-visual material) that you submit to our website, for whatever purpose. You grant to us a worldwide, irrevocable, non-exclusive, royalty-free licence to use, reproduce, adapt, publish, translate and distribute your user content in any existing or future media. You also grant to us the right to sub-licence these rights, and the right to bring an action for infringement of these rights.

Your user content must not be illegal or unlawful, must not infringe any third party's legal rights, and must not be capable of giving rise to legal action whether against you or us or a third party (in each case under any applicable law).

You must not submit any user content to the website that is or has ever been the subject of any threatened or actual legal proceedings or other similar complaint.

We reserve the right to edit or remove any material submitted to our website or app, or stored on our servers, or hosted or published upon our website or app.

Notwithstanding our rights under these terms and conditions in relation to user content, we do not undertake to monitor the submission of such content to, or the publication of such content on, our website or app.

(6) LIMITED WARRANTIES

We do not warrant the completeness or accuracy of the information published on our website or available through the app; nor do we commit to ensuring that the website or app remains available or that the material on the website or app is kept up-to-date.

To the maximum extent permitted by applicable law we exclude all representations, warranties and conditions relating to our website and app and the use of either the app or website (including, without limitation, any warranties implied by law of satisfactory quality, fitness for purpose and/or the use of reasonable care and skill).

(7) LIMITATIONS AND EXCLUSIONS OF LIABILITY

Nothing in these terms and conditions will: (a) limit or exclude our or your liability for death or personal injury resulting from negligence; (b) limit or exclude our or your liability for fraud or fraudulent misrepresentation; (c) limit any of our or your liabilities in any way that is not permitted under applicable law; or (d) exclude any of our or your liabilities that may not be excluded under applicable law.

The limitations and exclusions of liability set out in this Section and elsewhere in these terms and conditions: (a) are subject to the preceding paragraph; and (b) govern all liabilities arising under the terms and conditions or in relation to the subject matter of the terms and conditions, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty.

To the extent that the website and the information and services on the website are provided free-of-charge, we will not be liable for any loss or damage of any nature.

We will not be liable to you in respect of any losses arising out of any event or events beyond our reason- able control.

We will not be liable to you in respect of any business losses, including (without limitation) loss of or damage to profits, income, revenue, use, production, anticipated savings, business, contracts, commercial opportunities or goodwill.

We will not be liable to you in respect of any loss or corruption of any data, database or software.

We will not be liable to you in respect of any special, indirect or consequential loss or damage.

(8) INDEMNITY

You hereby indemnify us and undertake to keep us indemnified against any losses, damages, costs, liabilities and expenses (including without limitation legal expenses and any amounts paid by us to a third party in settlement of a claim or dispute on the advice of our legal advisers) incurred or suffered by us arising out of any breach by you of any provision of these terms and conditions [, or arising out of any claim that you have breached any provision of these terms and conditions].

(9) BREACHES OF THESE TERMS AND CONDITIONS

Without prejudice to our other rights under these terms and conditions, if you breach these terms and conditions in any way, we may take such action as we deem appropriate to deal with the breach, including suspending your access to the website or app, prohibiting you from accessing the website, blocking computers using your IP address from accessing the website, contacting your internet service provider to request that they block your access to the website or app and/or bringing court proceedings against you.

(10) VARIATION

We may revise these terms and conditions from time-to-time. Revised terms and conditions will apply to the use of our website and app from the date of the publication of the revised terms and conditions on our website. Please check this page regularly to ensure you are familiar with the current version.

(11) ASSIGNMENT

We may transfer, sub-contract or otherwise deal with our rights and/or obligations under these terms and conditions without notifying you or obtaining your consent.

You may not transfer, sub-contract or otherwise deal with your rights and/or obligations under these terms and conditions.

(12) SEVERABILITY

If a provision of these terms and conditions is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect. If any unlawful and/or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.

(13) EXCLUSION OF THIRD PARTY RIGHTS

These terms and conditions are for the benefit of you and us, and are not intended to benefit any third party or be enforceable by any third party. The exercise of our and your rights in relation to these terms and conditions is not subject to the consent of any third party.

(14) ENTIRE AGREEMENT

These terms and conditions together with our Business privacy policy below constitute the entire agreement between you and us in relation to your use of our website and app, and supersede all previous agreements in respect of your use of our website and app.

Business privacy policy

This privacy policy sets out how Vertice Development Management Limited uses and protects any information that you give us when you use this website. Vertice Development Management is committed to ensuring that your privacy is protected. We are committed to conforming to the principles of the Data Protection Act 1998 and are registered under the Act. Should we ask you to provide certain information by which you can be identified when using this website, then you can be assured that it will only be used in accordance with this privacy statement.

We may change this policy from time to time by updating this page. You should check this page from time to time to ensure that you are happy with any changes. This policy is effective from November 2010. What we collect:

We may collect the following information:

• name and job title
• company information
• contact information including email address
• demographic information such as postcode.
• Contract information
• Other information to enable us to provide our service to you
• other information relevant to customer surveys and/or offers

What we do with the information we gather:

We require this information to understand your needs and provide you with a better service, and in particular for the following reasons:

• Internal record keeping.
• We may use the information to improve our products and services.
• We may periodically send promotional emails about new products, special offers or other information which we think you may find interesting using the email address which you have provided.
• From time to time, we may also use your information to contact you for market research purposes. We may contact you by email, phone, fax or mail. We may use the information to customise the website according to your interests.

Security:

We are committed to ensuring that your information is secure. In order to prevent unauthorised access or disclosure, we have put in place suitable physical, electronic and managerial procedures to safeguard and secure the information we collect online. managerial procedures to safeguard and secure the information we collect online.

How we use cookies:

A cookie is a small file which asks permission to be placed on your computer's hard drive. Once you agree, the file is added and the cookie helps analyse web traffic or lets you know when you visit a particular site. Cookies allow web applications to respond to you as an individual. The web application can tailor its operations to your needs, likes and dislikes by gathering and remembering information about your preferences. We use traffic log cookies to identify which pages are being used. This helps us analyse data about web page traffic and improve our website in order to tailor it to customer needs. We only use this information for statistical analysis purposes and then the data is removed from the system. Overall, cookies help us provide you with a better website, by enabling us to monitor which pages you find useful and which you do not. A cookie in no way gives us access to your computer or any information about you, other than the data you choose to share with us. You can choose to accept or decline cookies. Most web browsers automatically accept cookies, but you can usually modify your browser setting to decline cookies if you prefer. This may prevent you from taking full advantage of the website.

Links to other websites:

Our website may contain links to other websites of interest. However, once you have used these links to leave our site, you should note that we do not have any control over that other website. Therefore, we cannot be responsible for the protection and privacy of any information which you provide whilst visiting such sites and such sites are not governed by this privacy statement. You should exercise caution and look at the privacy statement applicable to the website in question.

Controlling your personal information:

You may choose to restrict the collection or use of your personal information in the following ways:

whenever you are asked to fill in a form on the website, look for the box that you can click to indicate that you do not want the information to be used by anybody for direct marketing purposes

if you have previously agreed to us using your personal information for direct marketing purposes, you may change your mind at any time by writing to or emailing us at office@verticedevelopmentmanagement.co.uk We will not sell, distribute or lease your personal information to third parties unless we have your permission or are required by law to do so. We may use your personal information to send you promotional information about third parties which we think you may find interesting if you tell us that you wish this to happen. You may request details of personal information which we hold about you under the Data Protection Act 1998. A small fee will be payable. If you would like a copy of the information held on you please write to Vertice Development Management Ltd, 14 High St, Wanstead, London E11 2AJ. If you believe that any information we are holding on you is incorrect or incomplete, please write to or email us as soon as possible, at the above address. We will promptly correct any information found to be incorrect.

(15) COMPLAINTS

Should you have reason to complain, you may do so by telephone, or in writing by email or post. If you have a complaint, please contact us directly and your complaint will be investigated fully by us and you will receive a prompt reply.

No forbearance or delay by either party in enforcing the provisions of these Conditions will prejudice the rights, powers or remedies available to that party and such rights, powers or remedies will be cumulative.

(16) GUIDE ANSWERS TO FREQUENTLY ASKED QUESTIONS

The service ("the Vertice Solutions Service") does not provide legal advice nor represent a legal service The Vertice Solutions Service provides generic answers to some frequently asked questions. You must carefully check that the guide you have purchased fully reflects your particular circumstances if you wish to use it or rely upon it. If it does not, you should not use or rely upon the guide.

Guides available from us are prepared in accordance with the law of the jurisdiction in which we operate. You should not use them in any other jurisdiction, or if the property the Guide deals with is outside the jurisdiction in which we operate.

Before you act or rely on any Guide, you must take advice from a Solicitor or us. We disclaim all liability for actions taken or not taken based on the Guide unless the action is approved by us as part of the provision of an off-line engagement.

We will not have any responsibility or liability for: Any adverse consequences if you use any Document without taking appropriate legal advice as to its suitability for your particular circumstances; - Undertaking any future review of any Guide or to provide any advice, legal or otherwise, as to the continuing effectiveness for legal, taxation or any other purpose of any Document.

(16.1) CLIENT RELATIONSHIP

No client relationship is established by use of the Website or app. Sending or receiving information through our website or app does not establish a client relationship. We will establish a client relationship with you only by your acceptance of our engagement letter and subsequent confirmation of our agreement to act for you after conflict checking has been completed.

(16.2) PAYMENT FOR USER SERVICES

The user Services are provided to you by us. However, payments made by you for User Services are made via a payment service provider Sage Pay 4th Floor, 100 Gray's Inn Road, London, WC1X 8AL

(16.3) REFUNDS

If you are not happy with any Document you have purchased, you may contact us for a refund within 14 days of the date you purchased it or raise a complaint in accordance with our complaints procedure. We welcome all and any feedback.

(16.4) LIMITATIONS

If we are held liable for any loss or damage to you for the provision of or failure to provide a User Service, such liability shall in all cases be limited to an amount not exceeding the maximum sum of our professional indemnity insurance in respect of any one claim or series of connected claims.

You acknowledge that the exclusions and/or limitations in these Conditions are reasonable having regard to the fact that the information we supply to you is generic and available to you at limited cost.

(16.5) INTELLECTUAL PROPERTY

Use of the Website, app and the guides purchased via the website or app and the qs on-line service is subject to the notices of ownership of intellectual property rights detailed from time to time on the Website or on the app. All rights in the design, text, graphics and other materials on the Website are the copyright of Vertice Development Management Limited.

Where text has been obtained from other sources, these sources are as far as is practicable acknowledged.

(16.6) OTHER CONDITIONS

We shall not be liable for any failure to provide or delay in providing any service resulting from circumstances or events outside of our control, for example due to strikes and other industrial disputes, breakdown of systems or network access, fire, explosions, or power failure.

If any part of these Conditions (and/or notices on the Website or app) are found to be invalid or unenforceable, then such part will be deemed replaced by a valid and enforceable provision that most closely matches the intent or the original part, and the remainder of the provision shall continue in full force and effect.

We reserve the right to change the Conditions under which the Website, app or any User Service is offered.

(17) THE VERTICE QS ONLINE SERVICE

The service ("the Vertice qs on line Service") does not provide legal advice nor represent a legal service. It is designed to collect relevant information and data to assist in the preparation of an answer to a particular query you, the client has asked us to respond to. We will examine the information you have provided to us and base our response on that information only. We have no obligation to request or seek further or other information that might have been relevant or impact on the response we have provided.

We offer in circumstances that prevent full disclosure of information on line on to engage with you and provide our services off line. You may request a quotation from us and subject to agreement of our fees we will work with you off line.

When using the Vertice qs on-line Service you will be asked a series of questions; the answers you give will dictate the content of the response we give you. You alone are responsible for ensuring the answers, or any information that you give, is correct (this includes information in relation to the identity of any parties or signatories, their age or capacity). We rely on you providing the correct information.

You must carefully check that the answer we produce fully reflects your circumstances. If it does not, you should not act upon any advice in the response to your query.

Answers provided by us are prepared in accordance with the law of the jurisdiction in which we operate. You should not use them in any other jurisdiction, or if the property the Document deals with is outside the jurisdiction in which we operate.

Before you act or rely on any information or answer provided by us, you may wish to seek advice from a solicitor. We disclaim all liability for actions taken or not taken based on our answers to your query unless the actions are approved by us as part of the provision of your engagement with us, either on-line or off-line as the case may be. Your information provided on-line and our response provided on-line will be stored for a maximum period of 6 years. After this period you may not be able to obtain access to this information, and it may be deleted. We reserve the right to levy a reasonable recovery charge in respect of any documents that are able to be recovered. If you have not logged in to the Website for a period of 12 months or more, then we reserve the right to store your documents offline and levy a reasonable recovery charge for you to access them again.

We will not have any responsibility or liability for:

• Verifying your answers or any information given by you when using the Vertice qs on-line service;
• Proof reading all data you have input for typographical errors;
• Any alterations made by you or on your behalf to an answer once it has been provided to you by us unless such alteration has been approved by us;
• Any use of a answer by a person or entity outside of the jurisdiction in which we operate;
• Any adverse consequences if you use any answer without taking appropriate legal advice as to its suitability for your particular circumstances;
• Undertaking any future review of any answer or to provide any advice, legal or otherwise, as to the continuing effectiveness for legal, taxation or any other purpose; acting prior to it becoming apparent, for more than one party to a dispute.

(17.1) CONFLICTS OF INTEREST

It is possible that more than one party to a dispute for may contact us. We will take reasonable steps to identify circumstances where this might arise and in general we will act for the party whom made first contact with us. We accept no liability for information provided by us in good faith in response to a query raised that might deal with a situation from an alternative perspective. We will cease to act for one or all parties as soon as it apparent to us that a conflict of interest has arisen.

It is not our responsibility to inform other Parties that we have provided a service to you and if you are concerned about the potential for conflicts you should disclose to other parties that you have sought advice from us. It is your responsibility to notify us if you feel that we have been asked to provide advice to more than one party to a dispute or involved in one particular contract or development.

(17.2) CLIENT RELATIONSHIP

No client relationship is established by use of the Website or app. Sending or receiving information through our website or app does not establish a client relationship. We will establish a client relationship with you only by your acceptance of our engagement letter and subsequent confirmation of our agreement to act for you after conflict checking has been completed.

(17.3) PAYMENT FOR USER SERVICES

The user Services are provided to you by us. However, payments made by you for User Services are made via a payment service provider Sage Pay 4th Floor, 100 Gray's Inn Road, London, WC1X 8AL

(17.4) TIMESCALES FOR PROVISION OF ANSWERS

Our undertaking to provide answers to questions raised either as a single purchase or as part of the Bronze, Silver or Gold membership within a given timescale excludes weekends and Public Holidays. We can extend the period of response if further time is reasonably required due to the provision of incomplete information, complexity or for other reasonable reason, which will be explained to you. From time to time we reserve the right to change the period by which answers can be given and these revised periods will be posted on the website.

(17.5) REFUNDS

If you are not happy with any response you received, you may contact us in accordance with our complaints procedure. We welcome all and any feedback.

(17.6) LIMITATIONS

If we are held liable for any loss or damage to you for the provision of or failure to provide our QS Online service, such liability shall in all cases be limited to an amount not exceeding the maximum sum of our professional indemnity insurance in respect of any one claim or series of connected claims.

You acknowledge that the exclusions and/or limitations in these Conditions are reasonable having regard to the fact that the information we supply to you is based on limited information you provide and available to you at limited cost.

(17.7) INTELLECTUAL PROPERTY

Use of the Website, app and answers to your queries raised on the QS Online service purchased via the website or app is subject to the notices of ownership of intellectual property rights detailed from time to time on the Website the app.

All rights in the design, text, graphics and other materials on the Website are the copyright of Vertice Development Management Limited.

Where text or part of an answer provided by us has been obtained from other sources, these sources are as far as is practicable acknowledged.

(17.8) OTHER CONDITIONS

We shall not be liable for any failure to provide or delay in providing any service resulting from circumstances or events outside of our control, for example due to strikes and other industrial disputes, breakdown of systems or network access, fire, explosions, or power failure.

If any part of these Conditions, (and/or notices on the Website or app), are found to be invalid or unenforceable, then such part will be deemed replaced by a valid and enforceable provision that most closely matches the intent or the original part, and the remainder of the provision shall continue in full force and effect.

If you do not use the qs on line service within 12 months of purchase you may not be able to obtain access to it thereafter. We will notify you if you have not used our service within the time frame In such circumstances we shall not have any obligation to rebate you any part of the sum you have paid us.

We reserve the right to change the Conditions under which the Website, app or any User Service is offered.

Contacting Vertice through the contact facility included in the app is not part of the online service. Vertice will respond to all contacts made to the company by these means but is under no obligation to provide answers to questions which would otherwise be paid for by the person making the contact either by engaging Vertice either online or off line.

(18) LAW AND JURISDICTION

These terms and conditions will be governed by and construed in accordance with English law, and any disputes relating to these terms and conditions will be subject to the non-exclusive jurisdiction of the courts of England and Wales.

(19) REGISTRATIONS AND AUTHORISATIONS

Our VAT number is 820 3042 85

(20) OUR DETAILS

The full name of our company is Vertice Development Management Limited. Vertice Solutions and Vertice QS Online are trade names. The vertice 'V' and / or the trade names or logos can not be re-produced without our express permission. We are registered in England & Wales under registration number 4835121 Our registered address is Treviot House, 186 -192 High Road, Ilford, Essex IG1 1LR. Our Trading office address is 14 High St, Wanstead, London E11 2AJ You can contact us by email to office@verticedevelopmentmanagement.co,uk

GUIDE DISCLAIMER

The intent of these introductory Guides is to provide practical overviews to enable a better understanding of the principles of the subject matter.

They are not definitive interpretations of applicable Statutes, Construction Contracts or definitive sources of legal information.

The purchaser is strongly recommended to take appropriate professional advice applicable to their circumstances prior to acting on information contained in Guides.

The Guides are purchased subject to the Terms and Conditions of Vertice Development Management Limited

Further advice and information is available from www.verticedevelopmentmanagement.co.uk

VERTICE Solutions Online