TERMS OF USE

 

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THIS WEBSITE

What’s in these terms?

These terms tell you the rules for using our website www.primextate.com (the Website).

Who we are and how to contact us:

The Website is a site operated by Primextate Limited (“We”). We are registered in England and Wales under company number 12118717 and have our registered office at 71-75 Shelton Street, Covent Garden, London, WC2H 9JQ.

The Services we provide (‘the Services’)

This Website acts as a venue to allow parties to offer, sell and buy real property in a bid-ask format known as a timed internet sale, commonly referred to as an online auction.

The role of PRIMEXTATE is limited to publishing and advertising information provided by Estate Agents (“Sellers”) and providing a venue for communication about the properties listed within the Website.

PRIMEXTATE offers advertising and marketing information only. This Agreement is meant to clarify PRIMEXTATE’s limited role as a publisher of advertising and a venue provider, and outline certain limitations regarding PRIMEXTATE’s obligations and liabilities. Your use of the Website and your clicking the acceptance of terms box below, confirms your understanding and acceptance of this Agreement and the Agreement shall be effective from that date. We recommend that you print a copy of these terms for future reference.

PRIMEXTATE presents advertisements of properties on our Website which are uploaded by third party users (usually Estate Agents). PRIMEXTATE’s advertisements of auctions do not involve legally binding offers to sell by PRIMEXTATE. They are simply a way in which Estate Agents may advertise their properties for auction to potential buyers on the Website.

PRIMEXTATE does not act in the capacity of an Estate Agent and as a result, has no control over the truth or accuracy of the information conveyed or the quality, value or title to the properties advertised. PRIMEXTATE is not responsible for, and does not engage in the listing, brokering, selling, purchasing, exchanging or leasing of real estate posted on the Website.

PRIMEXTATE does not advise sellers or buyers, show purchasers properties, negotiate sales contracts, or hold a position of trust and confidence. Accordingly, no brokerage, agency or fiduciary relationship is intended to be or shall be deemed to have been created between PRIMEXTATE and any seller or buyer regarding the use of the Website. Further, we have no opinion regarding the ability of a seller to sell specific real estate nor can we ensure that a buyer or seller will complete a transaction.

Acceptable Use Policy 

  • You agree not to use the Website in any way that is unlawful, or harms PRIMEXTATE, its service providers, suppliers or any other User. 
  • You agree not to impersonate another person or misrepresent your affiliation with another person or entity.
  • Except as expressly stated herein, this Agreement does not provide you a license to use, reproduce, distribute, display or provide access to any portion of the Services on third-party Web sites or otherwise.
  • Except as expressly stated herein and without limitation, you agree that you will not, nor will you permit or encourage any third party to, reproduce, publicly display, or otherwise make accessible on or through any other Website, application, or service any reviews, ratings, and/or profile information about real estate, lending, or other professionals, underlying images of or information about property listings, or other data or content available through the Services.
  • Your Information and your activities on the Website shall not:

(a) be knowingly false, inaccurate or misleading;

(b) be fraudulent;

(c) infringe any third party’s copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy;

(d) violate any law, statute, ordinance or regulation;

(e) contain any viruses, Trojan horses, worms or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information or

(f) create liability for us or cause us to lose (in whole or in part) the services of our internet service provider or other suppliers

Registration Required.

In order to access certain parts of the Website a visitor is required to register as a ‘User’ (and the term ‘User’ shall include ‘Qualfied User’ as the context requires) upon receipt of an invitation where you will be required to disclose certain information to PRIMEXTATE. After validation of the registration, the User may log in to the Website to view more information about our Services, and perform other functions not available to visitors who have not been formally invited and / or who are not logged in.

Access to Restricted Information. 

Access to certain data on the Website, including financial instruments, loans, claims, title info, inspections and floorplans (collectively referred to as “Restricted Information”), is restricted to a limited number of registered Users and those individuals who may assist or give advice to these Users, who may be employees, officers or directors of the registered User, their agent or representative (including lawyer, accountant or financial advisor) or a third party such as an equity investor, servicer or contractor (collectively referred to as “Qualified Users”), and who may have a need to access the Restricted Information for the purpose of assisting and advising the User in evaluating whether or not to enter a bid. Qualified Users agree to be subject to the additional restrictions and requirements of this clause as a condition of access to this Restricted Information. Restrictions on Qualified Users apply to Restricted Information but do not apply to the properties for sale on PRIMEXTATE.com.

User Requirements. 

Qualified User hereby represents and warrants to PRIMEXTATE that it has substantial experience as an Estate Agent, that it is capable of evaluating the merits and risks associated with purchasing properties and will carry out all due diligence to ensure that those purchasers who wish to avail themselves of the properties advertised on the Website have the neceassry financial standing to do so.

Use of Restricted Information by Qualified User.

Qualified User agrees to hold in confidence the Restricted Information, in whole or in part, except in connection with those uses that are consistent with the usage granted herein and as disclosed to PRIMEXTATE, its officers, directors or agents who require such disclosure in the performance of their responsibilities, provided that such parties shall acknowledge the confidentiality restrictions contained herein.

The above restrictions shall not apply to information that is (a) generally available to the public or any relevant trade group; (b) independently developed by Qualified User; (c) required to be disclosed by law, regulations, or legal process by a court or government agency (but only with respect to the portion of the Restricted Information that is required to be disclosed), provided that prior to any such release, Qualified User shall give PRIMEXTATE prompt notice thereof, and in no event less than ten (10) business days’ prior notice of such release both by telephone and in writing, unless such notice is expressly precluded by applicable law or governmental order. Qualified User will not (a) disclose any portion of the Restricted Information in any manner, (b) make any copies of the Restricted Information in any form except for those copies provided by the Website, (c) transfer the Restricted Information to any other party, (d) co-mingle or archive the Restricted Information or (e) market the Restricted Information directly or indirectly in any form to anybody. Qualified User acknowledges that the remedy at law for any breach by it of this Agreement may be inadequate and PRIMEXTATE may also be entitled to injunctive relief.

Activities Requiring a License

It is the User’s responsibility to seek the appropriate representation or accreditation when conducting any activity on the Website that may require a real estate or other license such as bidding, executing a real estate listing agreement, conducting research, preparation of due diligence documents, placing information on the Website, negotiating with a buyer and/or a seller or other real estate-related sale activities.

Sellers Must Be Represented By an Estate Agent. 

Sellers of properties on the Website must be represented by an Estate Agent. PRIMEXTATE is a venue to assist the seller and the seller’s Estate Agent in marketing their Property, but provides no services that require any form of license in any jurisdiction.

Estate Agents Are Required to Have a Listing Agreement.

In order for an Estate Agents to post a property on the Website, the Estate Agent must have a valid listing agreement executed by the property owner (“Seller”) confirming that they wish to place a property for sale on the Website. The Seller and Estate Agent are solely responsible for the accuracy of the information that the Estate Agent may post on the Website and the contents of the listing agreement.

Due Diligence

Prospective Users who wish to purchase a property are advised and encouraged to perform all necessary due diligence before bidding at an Auction; and all parties are advised and encouraged to seek the help and guidance of an Estate Agent and legal adviser or other suitable professional before bidding on any property. PRIMEXTATE does not carry out any due diligence in respect of any property advertisement on the Website and is not responsible for any of the content thereon.

User May Not Contact Seller

Unless the User has a valid listing agreement with the Seller, User shall not call, write, meet with, or have any other contact with the Seller with regard to any property advertised on the Website or the potential sale of the property. In the event of a breach of this section, User shall be liable to PRIMEXTATE for all damages consequential thereto, including, but not limited to, their costs and legal fees in defending any legal action resulting from such breach.

Liability for Breach of Agreement.

If PRIMEXTATE determines that a User or Qualified User has breached any provision of this Agreement to which it has access, PRIMEXTATE may, at their sole discretion, exercise any or all legal or equitable rights or remedies to which they are entitled on account of User’s breach. PRIMEXTATE shall not be deemed to have waived any rights or remedies on account of failure, delay, or forbearance in exercising any such right or remedy in a particular instance.

Release of Liability and Indemnity.

PRIMEXTATE function is to host potential auctions on its site and the services are expressly limited to this function. User acknowledges and understands that all of the available auction information and any information uploaded by a User onto the Website, including Restricted Information, was prepared by third parties other than PRIMEXTATE, and further acknowledges and understands that PRIMEXTATE makes no representation or warranty whatsoever, express or implied, with respect to the content, completeness or accuracy of the Auction information.

User shall defend, and hold harmless PRIMEXTATE and their affiliates from and against any and all claims, demands, causes of action, losses, damages, liabilities, judgments, costs and expenses (including legal fees) incurred by PRIMEXTATE as a result of any breach or failure to comply with the provisions of this Agreement, any unauthorised disclosure of Restricted Information or other confidential information, or for the User’s use of the Website generally.

PRIMEXTATE does not accept any liability in respect of any dispute whether legal or otherwise which arises as a result of the content uploaded onto the website and the User will indemnify PRIMEXTATE and any of its affiliates, our and their officers, directors, agents, subsidiaries, joint ventures and employees, from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such dispute

The User agrees to indemnify and hold PRIMEXTATE, and its affiliates and subsidiaries, and our and their respective officers, directors, agents, and employees, harmless from any claim or demand, including reasonable legal fees, made by any third party due to or arising out of User’s breach of this Agreement or the documents it may incorporate by reference, User’s improper use of PRIMEXTATE’s Website, sites, services tools or applications, and/or your violation of any law or the rights of any third party or use of the Website generally.

No Warranty

PRIMEXTATE, its officers, directors, employees and suppliers provide this Website and the Services without any warranty or condition express, implied or statutory and disclaim any warranties or implied warranties of title, merchantability, fitness for a particular purpose and non-infringement regarding any of the properties or information on this Website.

Limitation of Liability.

In no event shall PRIMEXTATE, its officers, directors, employees or its suppliers be liable for lost profits or any special, incidental or consequential loss or damages arising out of or in connection with this Website, the provision of the Services or this Agreement, howsoever arising including negligence.   PRIMEXTATE’S liability, and the liability of its officers, directors, employees and suppliers to any User or any third party in any circumstances is limited to £100. This Agreement, including this limitation of liability, shall be enforceable by PRIMEXTATE and any of its affiliates. 

We may make changes to these terms

We amend these terms from time to time. Every time you wish to use our site, please check these terms to ensure you understand the terms that apply at that time.

We may make changes to our site

We may update and change our site from time to time to reflect changes to our products, our users’ needs and our business priorities. We will try to give you reasonable notice of any major changes.

We may suspend or withdraw our Website

We do not guarantee that our Website, or any content on it, will always be available or be uninterrupted. We may suspend or withdraw or restrict the availability of all or any part of our site for business and operational reasons. We will try to give you reasonable notice of any suspension or withdrawal.

You are also responsible for ensuring that all persons who access our site through your internet connection are aware of these terms of use and other applicable terms and conditions, and that they comply with them.

We may transfer this agreement to someone else

We may transfer our rights and obligations under these terms to another organisation. We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under the contract.

You must keep your account details safe

If you choose, or you are provided with, a user identification code, password or any other piece of information as part of our security procedures, you must treat such information as confidential. You must not disclose it to any third party.

We have the right to disable any user identification code or password, whether chosen by you or allocated by us, at any time, if in our reasonable opinion you have failed to comply with any of the provisions of these terms of use.

If you know or suspect that anyone other than you knows your user identification code or password, you must promptly notify us.

How you may use material on our site

We are the owner or the licensee of all intellectual property rights in our Website and any PRIMEXTATE content generated on it. Those works are protected by copyright laws and treaties around the world. All such rights are reserved.

You may print off one copy, and may download extracts, of any page(s) from our site for your personal use and you may draw the attention of others within your organisation to content posted on our site.

You must not modify the paper or digital copies of any materials you have printed off or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text.

Our status (and that of any identified contributors) as the authors of content on our site must always be acknowledged.

If you print off, copy or download any part of our site in breach of these terms of use, your right to use our site will cease immediately and you must, at our option, return or destroy any copies of the materials you have made.

Do not rely on information on this site

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, legal or specialist advice before taking, or refraining from, any action on the basis of the content on our site.

Although we make reasonable efforts to update the information on our site, we make no representations, warranties or guarantees, whether express or implied, that the content on our site is accurate, complete or up to date.

We are not responsible for websites we link to

Where our site contains links to other sites and resources provided by third parties, these links are provided for your information only. Such links should not be interpreted as approval by us of those linked websites or information you may obtain from them.

We have no control over the contents of those sites or resources.

User-generated content is not approved by us

This Website will include information and materials uploaded by other users of the site. This information and these materials have not been verified or approved by us. The views expressed by other users on our site do not represent our views or values.

How to complain about content uploaded by other users

If you wish to complain about content uploaded by other users, please contact us via our Website.

How we may use your personal information

We will only use your personal information as set out in our Privacy Policy.

Uploading content to our site

Whenever you make use of a feature that allows you to upload content to our site, or to make contact with other users of our site, you must comply with the content standards set out in our Acceptable Use Policy noted above.

You warrant that any such contribution does comply with those standards, and you will be liable to us and indemnify us for any breach of that warranty. This means you will be responsible for any loss or damage we suffer as a result of your breach of warranty.

Other than the Restricted Information, content you upload to our site will be considered non-confidential and non-proprietary. You retain all of your ownership rights in your content, but you are required to grant us and other users of our site a limited licence to use, store and copy that content and to distribute and make it available to third parties in accordance with the terms of this Agreement.

We also have the right to disclose your identity to any third party who is claiming that any content posted or uploaded by you to our site constitutes a violation of their intellectual property rights, or of their right to privacy.

We have the right to remove any posting you make on our site if, in our opinion, your post does not comply with the content standards set out Acceptable Use Policy.

You are solely responsible for securing and backing up your content.

Rights you are giving us to use material you upload

When you upload or post content to our site, you grant us the right to use that content to advertise properties for auction in accordance with the terms of this Agreement.

We are not responsible for viruses and you must not introduce them

We do not guarantee that our site will be secure or free from bugs or viruses.

You are responsible for configuring your information technology, computer programmes and platform to access our site. You should use your own virus protection software.

You must not misuse our site by knowingly introducing viruses, trojans, worms, logic bombs or other material that is malicious or technologically harmful. You must not attempt to gain unauthorised access to our site, the server on which our site is stored or any server, computer or database connected to our site. You must not attack our site via a denial-of-service attack or a distributed denial-of service attack. By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our site will cease immediately.

Rules about linking to our site

We may provide you with permission to link to our home page, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it.

You must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists.

You must not establish a link to our site in any website that is not owned by you.

Our site must not be framed on any other site, nor may you create a link to any part of our site other than the home page.

We reserve the right to withdraw linking permission without notice.

The website in which you are linking must comply in all respects with the content standards set out in our Acceptable Use Policy noted above.

Which country’s laws apply to any disputes?

These terms of use, their subject matter and their formation (and any non-contractual disputes or claims) are governed by English law. We both agree to the exclusive jurisdiction of the courts of England and Wales.

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