We charge a service fee, but only when you complete a transaction. We only succeed when you succeed. When you’ve completed your agency proposal, we’ll submit it on your behalf to any future homeowners that register in your target areas. You can choose to stop at any time. You are agreeing to pay a fee when you are successful with any property we send you, not just the first one. Information you give us will never be made public on our website, and we’ll inform you every time it’s shared with a homeowner in your target area. If your branch already has a contractual relationship with a homeowner we send you, you will not be charged a service fee. Most agency branches work as a team, so we’ll charge a service fee for successful transactions regardless of the listing agent. If the owner requests letting information and then you sell it, we’ll charge the service fee relevant to the sale, and vice versa. Sometimes you’ll receive a phone number, sometimes you won’t. This is the homeowner’s choice and doesn’t affect the service fee. If you share the lead with anyone outside your branch, you’ll be charged a service fee when they transact. Please don’t do it. We think it’s fair that you inform us of successful listings and transactions. We’ll ask you to cover our costs if we need to search for them ourselves. (£95 each time)
Service fees*
Sales = 0.3% of the final price on completionLet only = 2% of annual rentLet & Manage, or manage only = 3% of annual rent on management authority commencement,
*Because our head office is in Australia, you won’t need to pay any VAT.
LocalAgentFinder Agent Terms & Conditions - complete
Effective
14 November 2014
Definitions of all capitalised
terms can be found at the end of these Terms & Conditions.
Clause 1 Contracting parties
1.1
These Terms &
conditions create a legally binding obligation between:
1.2
By accepting
these Terms & Conditions the Agent agrees that he/she has the authority to
bind the Agency to the agreement.
Clause 2 Provision of Service and grant of licences.
2.1
Subject to these
Terms & Conditions and in consideration of the payment of all Fees when
due, the Company agrees to provide the Service to You for use in connection
with the marketing and provision of property services to Clients referred to
You by the Company.
2.2
In order to use
the Company's Service and systems, You must conform to
quality standards and other guidelines which may be specified or communicated
on the Site from time-to-time.
2.3
You may not use
the Company's Service except as expressly stated in these Terms &
Conditions.
2.4
Once You have completed your Agency Proposal Template, we will
provide an Agency Proposal based on the template to all existing and future LocalAgentFinder Clients who match your stipulated
requirements, unless You ask us to stop doing so in writing. Following Clients' reviewing
your Agency Proposal we will provide Property Details to You.
2.5
On completion of
an Agency Proposal Template, You agree that the Company will, subject to Clause
2.7, provide an Agency Proposal based on that template to existing and future Clients
of the Company that match parameters stipulated by the Agent that may include but
not be limited to transaction type such as sale or letting, property postcode
and estimated property valuation. All Property Details provided to You
following a Client's review of your Agency Proposal on this basis will attract
Fees as outlined in Clause 3.
2.6
In the event that
You no longer wish to submit Agency Proposals You must
notice the Company in writing. Such
notification does not remove Your liability to pay
Fees in respect of Property Details provided prior the date of notification. Email notification will be accepted on confirmation of receipt by LocalAgentFinder .
2.7
The Company is
under no obligation to submit any Agency Proposal to Clients that match Your stipulated parameters. Some things that the Company may
take into account when deciding to submit Your Agency Proposal to Clients are,
but not limited to:
i
the amount of time since You or any representative of the
Agency has had contact with the Website or Company;
ii
the outcome of Your previous Agency Proposals; and
iii
any other factors considered relevant in our sole
discretion.
Clause 3 Fees.
3.1 By accepting these Terms & Conditions, you agree
to pay to the Company the following Fees, subject only to Clause 3.6:
3.2 Service
Fees. Where You have a successful
transactions with respect to properties where Property Details were provided to
You by LocalAgentFinder :
i
In the case of
the sale: 0.3% of the sale price of the property payable on the earlier of:
a)
completion or settlement of the sale contract; and
b)
receipt by You of the sale commission from the property owner
(for example, in the case of a deposit release or equivalent).
ii
In the case of letting-only: 2% of the first year's rent is payable on the earlier of:
a)
commencement of the tenancy or tenancy agreement;
b)
receipt by You of the letting commission from the property
owner or tenant.
iii
In the case of securing a mandate to manage (including let-and-manage or manage-only): 3% of the first year's rent is payable on the
earlier of:
a)
commencement of the tenancy or tenancy agreement; or management
authority.
b)
receipt by You of the letting commission from the property
owner or tenant.
3.3 Service Fees are payable regardless of whether:
i
the Property Details were originally provided in connection
with a sale, letting or a property management opportunity;
ii
the specific content of the Agency Proposal including
Agency commission and fees is accepted by the property owner;
iii
the property owner is a Related Entity, or has made
previous enquiries with the Agency or a Related Entity regarding the property,
except where you have satisfied clause 3.6
iv
the sale or letting is concluded or management secured by:
a representative of the Agency other than the Agent; a Related Entity; or any
third party (including but not limited to estate agencies or letting companies)
to whom you passed on the Property Details;
v
the Agent or other representative who was provided the Property
Details no longer works for the Agency;
vi
the property owner is someone other than the person
registering the property with LocalAgentFinder (for
example where a partner of the owner registers the property or where the property
is owned by a company or trust); or
vii
another agent(s) and/or agency was engaged by the Client
prior to you.
3.4 Other amounts
payable:
i
Interest . Payments
not made by the due date will accrue interest at a rate of 1.5% per month,
pro-rata (or the highest rate permitted by law, whichever is the lesser) from
the due date, until payment date.
ii
Costs . You
agree to reimburse the Company for any costs, expenses, or fees expended by the
Company in connection with any collection efforts against You ,
including reasonable internal and external legal or collection fees.
iii
Property-tracking Fees . Failure to notify LocalAgentFinder
within 2 business days:
a)
of Your entering into a contract to let, manage or sell or
renew a property in accordance with clause 4.1.v
will incur a property-tracking fee of £ 95; and
b)
that a property has been sold or let, or a management
authority has been signed in accordance with clause 4.1.v, will incur a
property-tracking fee of £ 95.
3.5 The Company will
not charge a Service Fee if You:
i
provide the Company within 5 business days following
provision of the Property Details with:
a)
A current property
management authority dated earlier than the provision of the Property Details,
signed by both You and the property owner; or
b)
A current sales or
letting authority dated earlier than the provision of the Property Details,
signed by both You and the property owner.
i LocalAgentFinder is an Australian Entity and as such currently VAT is not payable on Fees. At any stage the legal structure of LocalAgentFinder may change to render VAT payable in which case all amounts quoted in these Terms & Conditions are VAT exclusive amounts.
ii Terms used in this clause 3.6 have the same meaning as those terms in Value Added Tax Act 1994.
iii A party must pay VAT on a Taxable Supply made to it under this Agreement. It must do so at the same time and in the same manner as it is required to pay the consideration for the Taxable Supply to which the VAT relates.
iv A party making a Taxable Supply to another party under this Agreement must issue a tax invoice in the format required by law to the other party for the Taxable Supply. The tax invoice must set out the amount of the VAT payable by that other party. The tax invoice must be issued at the same time as the consideration for the Taxable Supply is due.
3.7 Payment terms. Payment of Fees is required within 7 days of the date on which the payment falls due. Payment of Fees within 7 days is essential.
Clause 4 Agent and Agency responsibilities.
4.1
The Agent agrees
to:
i
disclose these Terms & Conditions and the fact that he or
she has entered into this Agreement to the Agency and any other authorised
representatives of the Agency using, or likely to use the Service;
ii
provide accurate details to the Company for inclusion on the
Site - including, but not limited to, the Agent and Agency Branch Manager or
Director's name, their contact details, including: the Agency's telephone
number; and applicable email addresses; and any other information reasonably
required by the Company from time to time;
iii
undertake his or her own evaluation of Property Details;
iv
promptly consider and respond to any Property Details in good
faith;
v
promptly , and in any event within no later than 5 business
days, advise LocalAgentFinder in writing, by email or
by using tools provided by LocalAgentFinder within
the online agent dashboard:
a)
upon signing an authority to manage a property, or list a
property for sale or letting in respect of Property Details provided to You by LocalAgentFinder ;
b)
upon signing a contract of sale or tenancy agreement in
respect of Property Details provided to You by LocalAgentFinder ,
including sale price and expected completion date in the case of a sale, and annual
rental and tenancy commencement date in the case of a letting;
c)
if relevant, when an offer on a sale property is
accepted and contracts of sale are exchanged and completed ; and
d)
if applicable, of the early payment of any commission
due to the Agent or Agency.
4.2
The Agency agrees
to:
i
honour any offers made by the Agent;
ii
within 5 business days, notify the Company if the Agent
leaves the Agency and provide details of a replacement authorised
representative;
iv
disclose these
Terms & Conditions and the fact that it has entered into this Agreement to
any other authorised representative of the Agency using, or likely to use the
Service.
Clause 5 The Company's responsibilities.
5.1
The Company will:
i
allow You to list up to five postcodes in which You
operate;
ii
subject to clause 8.1.ii, use its reasonable endeavours to
maintain access to the Site to enable access by You; and
iii
update Your details when You provide us with new information
or as otherwise requested by You.
5.2
The Company does
not independently verify the information provided by property owners or other Site
users and accepts no responsibility arising from any incorrect information
provided to You by the Company or otherwise obtained
by You from the Site.
5.3
You acknowledge
that the Company is under no obligation to provide Client details to You and that any Client details will be provided on a
non-exclusive basis.
Clause 6 Suspension and termination.
6.1
In the event Fees
are not paid in full when due, for any reason or in the absolute discretion of
the Company, the Agent or Agency has not complied with these Terms & Conditions,
the Company may suspend all or any portion of the Service provided to you until
such time as all Fees have been paid and/or, in the opinion of the Company, the
non-compliance has been rectified.
6.2
In the event of
suspension of the Service for non-payment of Fees, any re-instatement of the
Service by the Company may be conditional upon satisfactory assurance of Your ability to pay for the Service.
6.3
Suspension of the
Service shall not relieve You of the liability to pay
any Fees including but not limited to the annual Service Fee for a property
under management of the Agent or Agency.
6.4
Any party may
terminate this Agreement by giving the other parties 30 days written notice.
6.5
Termination of
this Agreement shall not relieve You of the liability
to pay any Fees.
6.6
In the event that
the Company (in its absolute discretion) determines that You have failed to:
6.7
pay Fees when due; or
6.8
comply with these Terms & Conditions, then, without
prejudice to its rights under clause 8.1, the Company may terminate this
Agreement immediately and the Agent, the Agency and any Related Entities will
no longer be entitled to receive the Service (or any similar services) from the
Company or register as an Agent on the Site unless notified otherwise by the
Company.
Clause 7 Warranties.
7.1
The Agent
represents, warrants and undertakes to the Company that it is authorised to act
on behalf of the Agency.
7.2
The Agency
represents, warrants and undertakes to the Company that it holds to the extent
necessary, valid company and professional licences required to operate in the
transaction and management of property.
7.3
The Agent and the
Agency each represent, warrant and undertake to the Company that:
i
they will not infringe any third party's Intellectual
Property Rights;
ii
they will not expressly state or imply any relationship or
affiliation with the Company or endorsement by the Company except as expressly
permitted by these Terms & Conditions; and
iii
they will not do anything that has, or is likely to have
(either directly or indirectly), the effect of defaming, disparaging or
adversely affecting the integrity or reputation of the Company, including by
directly or indirectly placing or allowing the placement of offending content
on the Site.
7.4
The Agent and
Agency each acknowledge and agree that they are solely responsible for the
information, data and other content (including the Materials) they provide to
the Company for inclusion on the Site and the Company is entitled to operate on
the assumption that the information it receives is accurate and current in all
respects and that they have the necessary rights of or authority from any third
party with a proprietary interest in the information to deal with this
information and provide it to the Company.
7.5
The Agent and
Agency will continually indemnify the Company against any claim or proceeding
that is made, threatened or commenced, and against any liability, loss, damage,
cost or expense (including reasonable legal costs on a full indemnity basis)
that the Company incurs or suffers as a result of:
7.6
any claims brought by or on behalf of any third party
relating to information or content (including the Materials) provided to the
Company by the Agent or Agency (including claims in respect of misleading or
deceptive conduct or infringement of any third party's Intellectual Property
Rights); or
7.7
any wilful, unlawful or negligent act or omission by the
Agent, Agency or the employees, agents, authorised representatives and
subcontractors of the Agency
Clause 8 Suspension and termination.
8.1
Subject only to
clause 8.3 below:
i
You acknowledge
and accept the risk that any communication to or from the Site may be
intercepted, used or modified by third parties;
ii
the Company does not warrant that access to or use of the
Site will be uninterrupted or error free or that the Site or any material on or
accessible through the Site is free from errors or viruses, worms, trojan horses, time bomb, cancelbot
or other harmful components; and
iii
the Company may
change any of the material on the Site at any time without notice.
8.2
To the maximum
extent permitted by law, the company will not be liable to the Agent, Agency,
any related bodies corporate, affiliates, Related Entity or any employees,
authorised representatives, agents or subcontractors of the same for any
direct, indirect, incidental, consequential (including among other things loss
of revenue or profits, loss of data, third party claims or loss of good will),
punitive or exemplary damages of any kind (whether based on breach of contract,
tort (including negligence), strict liability or otherwise) incurred by the
Agent or Agency in connection with this Agreement, even if the Agent or Agency
has been advised that such damages are possible.
8.3
Where the laws of
any country or state in which these Terms & Conditions are effective
implies into these Terms & Conditions any term, condition or warranty, and
those laws avoid or prohibit provisions in a contract excluding or modifying
the application of the term, condition or warranty, then the term, condition or
warranty shall be deemed to be included in these Terms & Conditions
provided that the liability of the Company, its officers, directors, employees,
agents and related bodies corporate for a breach of any such term, condition or
warranty, including any economic or consequential loss which the Agent or
Agency may sustain shall be limited, at the option of the Company, to the
resupply of the Services again, or the payment of the cost of having the
Service resupplied.
Clause 9 Site Visitor Terms & Conditions also apply.
9.1
These Terms &
Conditions are supplementary to the Site Ts & Cs
that apply when using the Company's website which can be viewed on the Site. By
accepting these Terms & Conditions, You confirm that You
are also bound by the Company's Site Ts & Cs.
9.2
In the event of
any inconsistency between these Terms & Conditions and the Site Ts & Cs, these Terms & Conditions shall prevail.
Clause 10 Terms & Conditions subject to change.
10.1 These Terms & Conditions can be
changed by the Company at any time
without prior notice.
10.2 While we will take reasonable steps to inform you of
any changes, It is Your responsibility to check the
Site for updates to these Terms & Conditions. Any updates to the Terms
& Conditions will apply from the date that the updated Terms &
Conditions are placed on the Site. If You continue to use
the Site and the Services after this date, You will be deemed to have accepted
the updated Terms & Conditions.
10.3 If You do not agree to the
updated Terms & Conditions You must immediately cease to use the Site and
the Services and notify the Company in writing. Upon receipt of such notice by
the Company, this Agreement will immediately come to an end, except for any
rights and responsibilities that have already accrued.
10.4 You must not do anything to contest or impair any of
the Company's rights in the Site or its systems or any other Intellectual
Property Rights belonging to the company, and may not create or use any
composite mark containing a trade mark of the Company or any mark substantially
identical with or deceptively similar to a trade mark of the Company, without
the prior written consent of the Company.
10.5 You acknowledge and agree that the Company retains all
rights over the Site, systems and the Company's Intellectual Property Rights
and that all use is for the benefit of the Company and any goodwill arising
from use accrues for the benefit of the Company. No right title or interest
(except as set out in these Terms & Conditions) is transferred to You by these Terms & Conditions.
10.6 Upon registering as an Agent on the Site, You are
required to provide the Company with Your company logo (Materials) for the
purpose of promotional display on the Site and any related websites owned or
operated by the Company from time to time. You agree that the Materials may be
displayed on the Site or a related site for this purpose and grant the Company
a non-exclusive, royalty-free and irrevocable licence to use the Materials for
this purpose for as long as You receive Services from
the Company.
10.7 Each of
the Agent and the Agency warrants that:
i
it owns the Materials; or
ii
is entitled to licence the Materials on the terms set
out in clause 4.6 above; and
iii
it has full capacity to deal with the Materials.
Clause 11 Miscellaneous.
11.1 Independent contractors. The Company is an independent
contractor. The Company does not have the right to act as Your
agent, representative or partner and neither the Agent nor the Agency has the
right to act as an agent, representative or partner of the Company. This
Agreement must not be construed to create an association, agency, joint venture
or partnership between the Company and the Agent or Agency.
11.2 Waivers. A right created by this Agreement can only be
waived if the waiver is in writing and signed by the party entitled to that
right. Delay by a party in exercising a right does not amount to a waiver, and a
written waiver will not operate as a subsequent waiver of the same right or of
any other right of that party.
11.3 Assignment. Neither the Agent nor the Agency may
assign, sub-licence or transfer (or attempt to assign, sub-licence or transfer)
its rights or obligations under this Agreement (including the right to receive
the Service) to any other party (including a Related Entity) without the prior
written consent of the Company. Any assignment or sub-licence without the prior
written consent of the Company shall be null and void. This
Agreement may be assigned by the Company without the consent of the Agent or
the Agency .
11.4 Enforceability. Each provision of this Agreement is
individually severable. If any provision is or becomes illegal, unenforceable
or invalid in any jurisdiction it is to be treated as being severed from this
Agreement in the relevant jurisdiction, but the rest of this Agreement will not
be affected. The legality, validity and enforceability of the provision in any
other jurisdiction will not be affected.
11.5 Disputes. In the event of a dispute between the
parties arising in connection with this Agreement, each party must nominate an
officer of equivalent seniority who must meet in good faith to resolve the
dispute. If they cannot resolve the dispute within 14 days, the Agency's chief
executive officer (or equivalent) and an officer of equivalent seniority from
the Company must meet in good faith to resolve the dispute. If the dispute is
not resolved within a further 14 days, either party may take any action it
deems appropriate.
11.6 Governing law. This Agreement is
governed by the law of Victoria, Australia . The parties submit to the
non-exclusive jurisdiction of the courts exercising jurisdiction there without
regard to the principles of conflicts of law.
11.7 Entire agreement. This Agreement and the Site Ts & Cs contain everything the parties have agreed to
in relation to the subject matter it deals with. No party can rely on an
earlier written document or anything said or done by or on behalf of another
party before this Agreement was executed.
11.8 Joint and individual liability and benefits. Except as
otherwise set out in this Agreement, any covenant, agreement, representation or
warranty under this Agreement by two or more persons binds them jointly and
each of them individually, and any benefit in favour of two or more persons is
for the benefit of them jointly and each of them individually.
Clause 12 Examples to illustrate the meaning of these Terms & Conditions if ambiguity exists..
12.1 If the Agent registering the Agency were to cease
working for the agency before the property transaction is finalised, the
service Fee would still be payable on successful transaction, even if they had
failed to inform the Agency of the potential liability under this agreement.
12.2 If a referred property is not listed immediately, a
Service Fee will still be payable on successful transaction if the listing
occurs within 12 months of the supply of Client or Property details independent
of the amount of time taken to sell or let the property.
12.3 If the property is listed with another agency and then
listed with Your Agency within 12 months of the supply of Client or Property
details, a service Fee will still be payable.
12.4 If the Client or Property referred is successfully
transacted with another branch within the same agency chain, brand or group
with common Directors, a Service Fee will apply.
i
If any
representative of the Agency has a pre-existing relationship with the Client or
Property owner which is not contractual, a Service Fee will be payable on
successful transaction. For illustration, a pre-existing relationship that is not
deemed to be contractual might include but not be limited to;
ii
The Agency or
Agency representative having sold the property to the current owner previously,
iii
the Agent or other Agency representative having a
personal, professional or family relationship with the Client or Owner of the
Property,
iv
the Client or Property owner being contained on the Agent
or Agency database due to other means such as but not limited to their attendance
at an open house, previous enquiry, personal referral, competition, database
purchase or electoral role search,
v
the Agent or Agency having undertaken marketing activity
that may have been seen or received by the Client or Property Owner,
vi
the Agent or Agency having conducted a valuation on the
property,
vii
the Agent or Agency having presented the Client with an
agreement to sell, let or manage the Property but not obtaining a signature or
express agreement in writing to validate that agreement.
12.5 If the Agent or Agency receives the Property or Client
details through another paid referral channel, the Service Fee will be payable
unless the other referral source provided Property Owner details to the Agency
earlier than LocalAgentFinder but by not more than 30
days. Reasonable evidence must be provided to support the chronology of events.
Clause 13 Definitions
13.1 Capitalised terms used in these Terms & Conditions
have the following meanings:
i
Agency means
the company named in the Agent registration and each of its representatives.
ii
Agent means
the representative of the Agency who registers with LocalAgentFinder
whether that individual is an employee, officer or sub-contractor of the
Agency.
iii
Agreement
means the agreement constituted by these Terms & Conditions.
iv
Authorised Representative means anyone with any legal or equitable right over
the property, or someone with ostensible authority to act on behalf of anyone
with with either a legal or equitable right over the
property.
v
Business day
means a day other than a Saturday or Sunday on which banks are open for
business generally in Melbourne, Victoria or in UK.
vi
Client means
the owners, or owners' Authorised representatives of a property registered with
LocalAgentFinder .
vii
Company or LocalAgentFinder means SellMyCastle Pty Ltd
(ABN: 12 111 992 860) of Level 1, 460 Heidelberg Road, HeidelbergVIC
3084, Australia. LocalAgentFinder is a trading name of the SellMyCastle Pty Ltd.
viii
Fees means Service
Fees, Property-tracking Fees, interest
and any other amount payable to the Company under these Terms & Conditions,
including without limitation, the other amounts payable specified in clause 3.
ix
Intellectual Property Rights means all and any patents, patent applications,
trademarks, service marks, branding, logo trade names, registered designs,
unregistered design rights (including those associated with the Site),
copyrights, know how, trade secrets and rights in confidential information, and
all and any other intellectual property rights, whether registered or
unregistered, and including all applications and rights to apply for any of the
same.
x
Letting Authority means a signed contract between You and the property owner to lease
their property
xi
List/Listing
means the signing of a Sale Authority, Letting Authority or Property Management
Authority.
xii
Property Details means information with respect to any property and/or Client contact
details provided by LocalAgentFinder .
xiii
Property Management Authority means a signed contract between You
and the property owner to let and manage the property, or manage an existing
tenancy.
xiv
Service Fee
means an amount determined in accordance with clause 3.1
xv Related Entity
means any person, agent or entity which sells, manages or lets
a property and is a member
of Your franchise group, commercial entity or operating under the same brand.
xvi
Sales Authority
means a signed contract between You and the property
owner to sell their property.
xvii
Service means
the management of supply of Agency Proposals and other information to Clients,
and/or the provision of Client or property details to the Agent or Agency by LocalAgentFinder .
xviii Site means
www.localagentfinder.co.uk or any other website operated by the Company.
xix
Site Ts & Cs means the LocalAgentFinder
Site Visitor Terms & Conditions published on the Site.
xx Terms & Conditions means this document, the LocalAgentFinder
Agent Terms & Conditions.
xxi
Tenancy Agreement means the agreement between a tenant and the Agency or landlord in
respect to a tenancy in the Property.
xxii
You or Your
means the Agent and/or the Agency, as the context requires.
*** End of Terms & Conditions ***
If you have questions or
comments regarding the Site or these Terms & Conditions please email us at
agents@localagentfinder.co.uk or write to the Company at PO Box 1282, Windsor
VIC 3181, Australia.
