Home Advance Limited

In accepting this application you agree for your details to be passed on to our associate financial and identification verification.

The information supplied in this application is accurate to the best of your knowledge. 

This agreement outlines the terms and conditions set out between Home Advance Limited and the Investor by which each parties obligations are clearly stipulated and bound by the terms of this Agreement. Please read this Agreement carefully and seek further clarification from Home Advance Limited if necessary.

Background

A.            Home Advance Limited is a registered company in England and Wales and the company number is 06250815. The registered office is Poplar Villas, 35 Crofton Avenue, Sheffield S6 3AE.  Home Advance Limited sources property ‘Below Market Value’ that are of interest to potential investors.

B.            Home Advance Limited liase with the ‘Client’ and its ‘Investor bank’ to co-ordinate a seamless property transaction for both parties and will act as the sole management company throughout each transaction.

C.            Under the Financial Services & Markets Act 2000, no person may carry on a regulated activity unless that person is an authorised person or an exempt person. Home Advance Limited is not an authorised person but is an exempt person in respect of its business of arranging deals in investments.

It is hereby agreed as follows:

1. Definitions and Interpretation
            1.1        In this agreement, the following words and phrases shall have the following meanings:
                        ‘Agreement’ means this agreement, the schedule and any document referred to and completed in accordance with its            
                        provisions.
                        ‘Agreement term’ means for the duration of the agreement from the Commencement date until such a time as either party cancel the term by the agreed procedure.
                        ‘Below Market Value’ means property bought below open market value.
                        ‘Client’ refers to the seller involved in the property transaction.
                        ‘Commencement date’ means the date of this Agreement.
                        ‘Confidential Information’ refer to clause 13.
                        DPA’ means the Data Protection Act 1998.
‘Finders Fees’ means non-refundable deposit outlined in Schedule 1 paid to secure a particular property.
                        ‘Insolvency Event’ means the occurrence of any of the following events (or any event similar to any of the following in a jurisdiction other than England and Wales) in relation to the Investor:
                        (a)            passing a resolution to wind up or a court of competent jurisdiction making an order for the Investor to be wound up or dissolved or the entity being otherwise dissolved;
                        (b)            the appointment of an Administrator of or, the making of an administration order in relation to the Investor or the appointment of a receiver or administrative receiver of, or an encumbrancer taking possession of or selling, the whole part  of the Investor’s undertaking, assets, rights or revenue;
                        (c)            the Investor entering into an arrangement, compromise or  composition in satisfaction of its debts with its creditors or any class of them or takes steps to obtain a moratorium or makes an application to a court of competent jurisdiction for protection from its creditors;           
                        (d)            the Investor being unable to pay its debts or capable of being deemed unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986;
                        (e)            the Investor entering into any arrangement, compromise or composition in satisfaction of its debts with its creditors; or
                        (f)            the making of a bankruptcy order against the Investor.

                        However, a resolution by the relevant entity or a court order that the Investor shall be wound up for the purpose of a bona fide reconstruction or amalgamation shall not amount to an Insolvency Event.
‘Intellectual Property’ refers to the systems, methodology, information and know how that may be provided by  Home Advance Limited as necessary to obtain access to relevant property transactions.
                        ‘Investor bank’ refers to the associated Investors.
                        ‘Private Sales Contract’ refers to the agreed sale terms in the Property Transaction.
‘Property Transaction(s)’ means any property transaction entered into by and between the Client and the Investor to purchase the property of the Client.
                        ‘Rentback’ means whereby a Client requests to remain in the property for an agreed rental.
                        ‘Services’ means the specialised services developed by Home Advance Limited to be supplied to the Investor.
                        ‘Working day’ which means Monday to Friday (inclusive) which  is not Christmas Day, Good Friday or a statutory holiday in England.

1.2 In this Agreement (unless the context otherwise requires):

            1.2.1            the words ’including’ and ’include’ and words of similar effect shall not limit the general effect of the words which precede them;
            1.2.2            words importing the singular shall include the plural and vice versa;
            1.2.3            words importing any one gender shall include the other gender;
            1.2.4            words denoting persons include firms and corporations and vice versa;
            1.2.5            in the case of partnerships, words denoting the Investor shall apply jointly and severally to each of the parties in the  partnership;
            1.2.6            the headings, contents list and the front sheet are for reference only and shall be ignored in its construction;
            1.2.7            references to the numbered clause or schedule are references to the clause or schedule of this Agreement so numbered; and            
            1.2.8             references to a statutory provision includes the reference to that statutory provision as from time to time amended, extended or re-enacted and any regulations made under it.

2.            Investor Obligations

1. For the duration of this Agreement the Investor shall:

2.1.1            Supply Home Advance Limited with the relevant documentation or access to such information as may be required by Home Advance Limited from time to time to direct procedures for financial and identification purposes.

1. Inform Home Advance Limited of any change of control of the Investor or other change of the Investor’s organisation or method of doing business which might affect the performance of the Investors obligations under this Agreement.
2. Use the specific agents of Home Advance Limited as set out in the Schedule 2.
3. Pay the fees set out in clause 6.
4. Keep Home Advance Limited informed as to the progress of all ongoing Property Transactions and in the event that the Investor is unable or unwilling to perform any necessary act to move any Property Transaction forward to allow Home Advance Limited to perform such act in its place.

            2.2            For the duration of this Agreement the Investor shall not:
                        2.2.1            withdraw consent for the Client(s)to remain in the property being bought if the Property Transaction deemed that the sale was agreed by means of a Rentback.  This will be determined by a Private Sale Contract that the Investor agrees to.

2.2.2            make any statement, representation or claim nor give any warranty to any person in respect of Home Advance Limited or the Services except as specially authorised by Home Advance Limited;
                        2.2.3            undertake any promotion or advertising targeted at  potential property sellers;
                        2.2.4            offer or advertise any potential or ongoing Property  Transactions, whether generally relating to a specific transaction, publicly in the media including (but not limited to) any newspapers, magazines or any internet websites or forums;
2.2.5            act in a way which will incur obligations or liabilities on behalf of Home Advance Limited, nor pledge the credit of the same; or
2.2.6            offer to enter into any private sale or other form of relationship with Clients or potential Clients directly from leads provided by Home Advance Limited.
           
2.3            The Investor shall give irrevocable authority to Home Advance Limited to communicate with its agents, the authorised person(s), or appointed company representative in relation to the pursuance of any Property Transaction.

3.            Home Advance Limited Obligations 
           
For the duration of this Agreement Home Advance Limited shall:

1. provide information concerning available property to the Investor bank.
2. ensure that the transaction is deemed to be genuine before passing on details to the interested Investor.
3. All transactions will be passed to the Investor bank for reservation on a first come first served basis.  No transactions can be held without the appropriate ‘Finders Fee’ being received. Method of preferred contact will be agreed with the Investor.
4. Home Advance Limited will act on the behalf of the Investor to provide a full management service throughout the Property Transaction, in order to provide a seamless service. Refer to Schedule 2 for list of organisations to be consulted.
5. Where deemed appropriate (at the sole discretion of Home Advance Limited), to arrange an Independent Surveyors report if the Property Transaction requires additional clarity or information to obtain a more accurate open market value.  Such action will comply with Home Advance Limited’s terms under clause 9.
6. maintain confidentiality at all times when ascertaining financial and identification evaluations, as required for investment purposes.
7. Shall provide to the Investor a service provision attainable during the defined Working Hours.

4.            Warranties
            4.1            Each Party warrants that:
            4.1.1            it has full right and authority to enter into this Agreement. 4.1.2 its execution and performance of this Agreement does not and will not cause it to be in breach of any obligation whether contractual, statutory or otherwise.
            4.2            The Investor further warrants that it does not have any current  or impending Insolvency Events, whether as an individual or a  company, and that the Investor is not aware of any circumstances which may prevent, hinder or restrict the Investor from performing its obligations under this Agreement.

5.            Liability
5.1            The Investor acknowledges that in giving advice and details of potential Property Transactions, Home Advance Limited bases its advice and recommendations upon experience obtained in practice and information obtained from third parties and is not making or giving any guarantees or warranties with regards to sales volumes, profitability or any other aspect of the Investor’s business and accepts no liability thereof.
            5.2            The Investor acknowledges and agrees that it shall be responsible for any representative acting on their behalf including adherence to the terms and conditions of this Agreement and any breach by such person(s).  The Investor shall remain liable for all acts and omissions of its representative(s) as if they were it’s own.
            5.3            Notwithstanding any other provisions in this Agreement, nothing  in this Agreement shall exclude or limit either party’s liability for the following:
                        5.3.1            death or personal injury resulting from the party’s  negligence;
                        5.3.2            fraud or statements made fraudulently by that party; or
                        5.3.3            any other acts or omissions for which the governing law prohibits the exclusion or limitation of liability.
                       
6.            Payment and Terms

1. The Investor shall pay to Home Advance Limited:
1. The Finders Fee upon securing the confirmation that Home Advance Limited has allocated a particular property to
2. The Package Fee as set out in Schedule 1 upon completion of the Property Transaction.

            6.2            The Package Fee is to be paid by the Investor’s solicitor.             

7.            Compliance with Laws
            7.1            The Investor agrees to comply with all relevant legislation in relation to its investment business with Home Advance Limited and shall pay any and all customs duties, clearance charges, taxes and other amounts payable in connection with each Property Transaction.

8.            Intellectual Property
8.1            Although the Investor has the right to use the Intellectual Property provided, Home Advance Limited will own all exclusive rights to the Intellectual Property and its instructions.
8.2            The Investor acknowledges that nothing in this Agreement shall operate to vest any right, title or interest in the trading name, style and marks of Home Advance Limited and any other Intellectual Property of or used by Home Advance Limited.
            8.3            If the Investor becomes aware of any infringement of this condition the Investor will notify Home Advance Limited immediately.

9.            Indemnity
9.1            The Investor shall indemnify Home Advance Limited against any loss, cost or expense incurred by Home Advance Limited arising from any act or omission, neglect or default or any breach of the terms of this Agreement by the Investor, its business associates, agents, or employees or any other person(s)                       
                       
10.             Terms and Termination
            10.1            Subject to the rights of termination within this Agreement, this Agreement takes effect on the Commencement Date and shall continue in force until terminated in accordance with its terms.
10.2            Home Advance Limited may terminate this Agreement by giving notice due to a  breach of terms and conditions by Investor under this Agreement or should the Investor undergo an Insolvency Event.

11.            Consequences of Expiry and Termination
11.1            Upon expiry or termination of this Agreement for whatever reason the Investor shall continue to make any payments owing to Home Advance Limited (without any deductions or right of set off) in respect of all Property Transactions ongoing at the time of termination.
            11.2            Upon the expiry or termination of this Agreement for whatever reason:
                        11.2.1                        any right of action or remedy which shall have accrued, or shall afterwards accrue, to either party shall not be prejudiced or affected; and           
                        11.2.2                        all provisions that are, expressly or impliedly, to survive this Agreement shall remain in force and in effect.

12.            Data Protection
            12.1            The Investor shall ensure that it processes all personal data (as defined by the DPA):
                        12.1.1                        in accordance with the DPA and the instructions given by Home Advance Limited; and
                        12.1.2                        solely for the terms and purposes of this Agreement.

13.            Confidentiality
            13.1            In clause 13 ‘Confidential Information’ means all information of a sensitive, confidential or financial nature disclosed (whether in writing, orally or by another means and whether directly or indirectly) by Home Advance Limited to the Investor whether before or after the date of this Agreement including, but not limited to, information relating to the Investors business, the Services, and any associated processes, plans or intentions, product information, know-how, trade secrets, market opportunities and business affairs, or any information relating to Home Advance Limited.
            13.2            During the term of this Agreement and after the termination or expiry of this Agreement for any reason, the Investor:
                        13.2.1            shall not use Confidential Information for a purpose other than the performance of its obligations under this Agreement;
                        13.2.2            shall not disclose Confidential Information to any person except with the written consent of Home Advance Limited or in accordance with clauses 13.3 and 13.4
            13.3            During the term of this Agreement the Investor may disclose Confidential Information to any of its directors, other officers, employees, sub-contractors and customers (a ‘Recipient’) to the extent that disclosure is necessary for the purposes of this Agreement.
            13.4            Before disclosure of Confidential Information to a Recipient, the Investor shall ensure that such Recipient is made aware of and complies with the Investors obligations of confidentiality under this Agreement as if the Recipient was a party to this Agreement.
            13.5            Clauses 13.2 to 13.4 do not apply to Confidential Information which:
                        13.5.1            is at the Commencement Date or becomes at any time after that date publicly known other than by the Investor or Recipient’s breach of this Agreement;
                        13.5.2            can be shown by the Investor to Home Advance Limited’s satisfaction to have been known by the Investor before disclosure by Home Advance Limited to the Investor;
                        13.5.3            is or becomes available to the Investor otherwise pursuant to this Agreement and free of any restrictions as its use or disclosure; or
                        13.5.4            has been or is required to be disclosed by law.

14.            Notices
            14.1             Any notice given by one party to the other under this Agreement must be in writing and may be delivered personally or by pre-paid first class post and in the case of first class post will be deemed to have been given 3 working days after the date of posting.  Notices shall be delivered or sent to the addresses of the parties on the first page of this Agreement or to any other address notified in writing by one party or to the other for the purpose of receiving notices after the date of this Agreement. Each party may specify by notice to the other a particular individual or office holder to whom notices served on it are to be addressed, in which case a notice shall not be validly given unless so addressed.

15.            General

This Agreement is subject to English Law and the Parties submit to the jurisdiction of the English Courts.