Terms of business
Terms and Conditions
Application and Agreement
1. These Terms and conditions apply to the provision of the services detailed in the quotation or offer (Services) by Novum Property Solutions Ltd, a company registered in England and Wales under number 07764318 whose registered address is at Unit A, 82 James Carter Road, Mildenhall, Suffolk, IP28 7DE (the Company, we or us) to the person or company buying the services (you).
2. You are deemed to have accepted these Terms and Conditions when you accept our quotation or offer or from the date of any performance of the Services (whichever happens earlier) and these Terms and Conditions and our quotation or offer (the Contract) are the entire agreement between us.
3. You acknowledge that you have not relied on any statement, promise or representation made or given by or on our behalf. These Terms and Conditions apply to the Contract to the exclusion of any other terms that you try to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
4. A “business day” means any day other than a Saturday, Sunday or bank holiday in England and Wales
5. “Out of hours” hours mean any hour that falls on any weekday between 17:00 and 09:00 and Saturday or Sunday between 09:00 and 17:00 but not on bank holiday in England and Wales
6. “Weekday” means Monday to Friday
7. “Holiday hours” mean any hour that falls on Saturday or Sunday between 17:00 and 09;00 or on bank holiday in England and Wales
8. “Price list” or “offer” means a list of fees currently charged by the Company and is subject to change in accordance with economic market fluctuation. Note: fees agreed with the customer do not change.
9. We warrant that we will use utmost reasonable care and skill in our performance of the Service which will comply with the quotation or offer, including any specification in all material respects. We can make any changes to the Services which are necessary to comply with any applicable law or safety requirement, and we will notify you if this is necessary.
10. We will use our reasonable endeavours to complete the performance of the Services within the time agreed or as set out in the quotation or offer; however, time shall not be of the essence in the performance of our obligations.
11. All of these Terms and Conditions apply to the supply of any goods as well as Services unless we specify otherwise.
12. You must obtain any permissions, consents, licences or otherwise that we need and must give us with access to any and all relevant information, materials, properties and any other matters which we need to provide the Services.
13. If you do not comply with clause 11, we can terminate the Services.
14. We are not liable for any delay or failure to provide the Services if this is caused by your failure to comply with the provisions of this section (Your obligations).
15. The fees (Fees) for the Services are set out in the quotation or offer or the price list.
16. You must pay us for any additional services provided by us that are not specified in the quotation or offer in accordance with our then current, applicable hourly rate in effect at the time of performance or such other rate as may be agreed between us.
17. The Fees are payable with any applicable VAT and other taxes or levies which are imposed or charged by any competent authority.
Cancellation and amendment
18. We can withdraw, cancel or amend a quotation or offer if it has not been accepted by you, or if the Services have not started within a period specified in the quotation or offer (unless the quotation has been withdrawn).
19. Either we or you can cancel an order for any reason prior to your acceptance) or rejection) of the quotation or offer.
20. If you want to amend any details of the Services, you must tell us in writing (email is acceptable) as soon as possible. Such notification must come from a suitably authorised person. We will use reasonable endeavours to make any required changes and additional costs will be included in the Fees and invoiced to you.
21. If, due to circumstances beyond our control, including those set out in the clause below (Circumstances beyond a party’s control), we have to make any change in the Services or how they are provided we will notify your immediately. We will use reasonable endeavours to keep any such changes to a minimum.
22. We will invoice you for payment of the Fees ether;
a. When we have completed the Services; or
b. On the invoice dates set out in the quotation or offer.
23. You must pay the Fees due within 30 days of the date of our invoice or otherwise in accordance with any credit terms agreed between us.
24. Time for payment shall be of the essence of the Contract.
25. Without limiting any other right to remedy we have for statutory interest, if you do not pay within the period set out above, we will charge our interest at the rate of 4% per annum above the base lending rate of the Bank of England on the amount outstanding until payment is received I full.
26. All payments due under these Terms and Conditions must be made in full without any deduction or withholding except as required by law and neither of us can assert any credit, set-off or counterclaim against the other in order to justify withholding payment of any such amount in whole or part.
27. If you do not pay within the period set out above, we can suspend any further provision of the Services and cancel any future services which have been ordered by, or otherwise arranged with you.
28. Receipts for payment will be issued by us only at your request.
29. All payments must be made in British Pounds unless otherwise agreed in writing between us.
30. We can terminate the provision of the Services immediately if you:
a. Commit a material breach of your obligations under these Terms and Conditions; or
b. Fail to pay any amount due under the Contract on the due date for payment; or
c. Are or become or, in our reasonable opinion, are about to become, the subject of a bankruptcy order or take advantage of any other statutory provision for the relief of insolvent debtor; or
d. Enter into a voluntary arrangement under Part 1 of the Insolvency Act 1986, or any other scheme or arrangement is made with its creditors; or
e. Convene any meeting of your creditors, enter into voluntary or compulsory liquidation, have a receiver, manager, administrator or administrative receiver appointed in respect of your assets or undertakings or any part of them, any documents are filed with the court for the appointment of an administrator in respect of you, notice of intention to appoint an administrator is given by your or any of your directors or by a qualifying floating charge holder )as defined in para.14 of Schedule B1 of the Insolvency Act 1986), a resolution is passed or petition presented to any court for your winding up or for the granting of an administration order in respect of you, or any proceedings are commenced relating to your insolvency or possible insolvency.
31. During the Business Relationship and for the time period of one (1) year thereafter you must not:
a. Solicit any customers or employees of the Company for the benefit of you or third party
b. Solicit directly or indirectly any business from, or attempt to provide the same or similar products or services as are now provided to any customer or client of the Company
c. Use the Company’s existing client or customer demographic and confidential information to solicit and provide quotes and/or transfer business to any competing entity
32. We reserve all copyright and any other intellectual property rights which may subsist in any goods supplied in connection with the provision of the Services. We reserve the right to take any appropriate action to restrain or prevent the infringement of such intellectual property rights
Liability and indemnity
33. Our liability under these Terms and Conditions, and in breach of statutory duty, and in tort or misrepresentation or otherwise, shall be limited as set out in this clause.
34. The total amount of our liability is limited to the total amount of Fees payable by you under the Contract.
35. We are not liable (whether caused by our employees, agents or otherwise) in connection with our provision of the Services or the performance of any of our other obligations under these Terms and Conditions or the quotation or offer for:
a. Any indirect, special or consequential loss, damage, costs, or expenses; or
b. Any loss of profits; loss of anticipated profits, loss of business; loss of data; loss of reputation or goodwill business interruption; or, other third-party claims; or
c. Any failure to perform any of our obligations if such delay or failure is due to any cause beyond our reasonable control; or
d. Any losses caused directly or indirectly by any failure or your breach in relation to your obligations; or
e. Any losses arising directly or indirectly from the choices of Services and how they will meet your requirements or your use of the Services or any goods supplied in connection with the Services.
36. You must indemnify us against all damages, costs, claims and expenses suffered by us arising from any loss or damage to any equipment (including that belonging to third parties) caused by you or your agents or employees.
37. Nothing in these Terms and Conditions shall limit or exclude our liability for death or personal injury caused by our negligence, or for any fraudulent misrepresentation, or for any other matters for which it would be unlawful to exclude or limit liability.
38. When supplying the Services to the Customer, the Company may gain access to and/or acquire the ability to transfer store or process personal data or employees of the Customer.
39. The parties agree that where such processing of personal data takes place, the Customers shall be the ‘data controller’ and the Service Provider shall be the ‘data processor’ as defined in the General Data Protection Regulation (GDPR) as may be amended, extended and/or re-enacted from time to time.
40. For the avoidance of doubt, ‘Personal Data’, ‘Processing’, ‘Data Controller’, ‘Data Processor’ and ‘Data Subject’ shall have the same meaning as in the GDPR.
41. The Service Provider shall only Process Personal Data to the extend reasonable required to enable it to supply the Services as mentioned in these Terms and Conditions or as requested by and agreed with the Customer, shall not retain any Personal Data longer than necessary for the Processing and refrain from Processing any Personal data for its own or for any third party’s purposes.
42. The Service Provider shall not disclose Personal Data to any third parties other than employees, directors, agents, sub-contractors or advisors on a strict ‘need-to-know’ basis and only under the same (or more extensive) conditions as set out in these Terms and Conditions or to the extent required by applicable legislation and/or regulations.
43. The Service Provider shall implement and maintain technical and organisational security measures as are required to protect Personal Data Processed by the Service Provider on behalf of the Customer.
44. Further information about the Service Provider’s approach to data protection are specified in its Data Protection Policy, which can be found o our website. For any enquiries or complaints regarding data privacy, you can contact our office at the following e-mail address: [email protected]
Circumstances beyond a party’s control
45. Neither of us is liable for any failure or delay in performing our obligations where such failure or delay results from any cause that is beyond the reasonable control of that party. Such causes included, but not limited to: power failure, Internet Service Provider failure, industrial action, civil unrest, fire, flood, storms, earthquakes, acts of terrorism, acts of war, governmental action or any other event that is beyond the control of the party in question. If the delay continues for a period of 90 days, either of us may terminate or cancel the Services to be carried out under these Terms and Conditions.
46. All notices under these Terms and conditions must be in writing and signed by, or on behalf of, the party giving notice (or a duly authorised officer of that party).
47. Notices shall be deemed to have been duly given:
a. When delivered, if delivered by courier or other messenger (including registered mail) during the normal business hours of the recipient;
b. When sent, if transmitted by Fax or email and a successful transmission report or return receipts is generated;
c. On the fifth business day following mailing, if mailed by national ordinary mail; or
d. On the tenth business day following mailing, if mailed by airmail.
48. All notices under these Terms and Conditions must be addressed to the most recent address, email address or fax number notified to the other party.
49. No delay, act or omission by a party in exercising any right or remedy will be deemed a waiver of that, or any other right or remedy nor stop further exercise of any other right, or remedy.
50. If one or more of these Terms and Conditions is found to be unlawful, invalid or otherwise unenforceable, that/those provisions will be deemed severed from the remainder of these Terms and Conditions (which will remain valid and enforceable).
Law and jurisdiction
51. This Agreement shall be governed by and interpreted according to the law of England and Wales and all disputes arising under the Agreement (including non-contractual disputes or claims) shall be subject to the exclusive jurisdiction of the English and Welsh courts.
Specific business situations
The Management Fee is payable on the commencement of your agreement. The period of your agreement is 12 months. You can cancel your agreement at any time within the first 14 days and you will receive a full refund of your management fees.
Thereafter if you wish to cancel your agreement you can do so by giving us 3 months written notice (on a property by property basis) and on such termination a pro rata share of the Fee will be credited to you. We will notify you regarding the renewal date of your agreement and we will take this fee from the rent we collect on your behalf. If we are holding insufficient funds to pay our fees and/or we do not collect rent on your behalf, we will request you to settle the outstanding amount within 30 days of the dated invoice. We reserve the right to cancel your agreement if you fail to act in accordance with these Terms of Membership. If we do have to cancel your agreement, we shall give you at least 14 days’ written notice and credit you with a pro rata share of your management Fee.
During your agreement, we are able to hold a “float” account of an agreed amount per property in order that we may deal with the day to day issues arising from managing your property. These may include maintenance matters reported by your tenant, gas safety and EPC certifications, inspections etc.
Our Property Manager will administer all works up to the value of your float amount without reference to you; however they will contact you for consent to proceed with any work that costs that exceed the float amount (or any higher limit you set in advance) save that in the case of an emergency and/or or where you are in breach of your statutory obligations, where our Property Manager will have the discretion to act as they see fit in order to protect your property and your interests. If you instruct a Property Manager to do so then they will obtain quotes for any costs over the float amount and submit these to you before instructing a contractor to commence work.
Our Property Manager will pay all contractor invoices as they fall due from your float/balance on your account; however, we will only be able to instruct contractors to undertake works where we have sufficient funds from you to do so. We cannot be held responsible for any loss or damage suffered when we do not hold sufficient funds. To keep your float account at the relevant amount we shall ‘top up’ your float account from any rent we receive. There may be times when you will be contacted by a Property Manager with a request for a payment for works as the amount of float held, current invoices to be paid and the pending rent due would mean we hold insufficient funds to cover the approved works.
Our Property Manager will always try to use our vetted and approved contractors in respect of all issues that may arise in relations to your property; however, except in the case of any out of office hours emergencies, we will be happy to use your own nominated contractor provided they are readily available and hold public liability insurance. Simply provide the details of your preferred contractor to us. Please note in case of any out of office emergency we will only use our own contractors in all circumstances. We will, as your agent, instruct all contractors on your behalf. It is therefore very important that you understand that ultimately it is your responsibility to pay all invoices for all work when they become due.
You will need to inform us of all service contracts, warranties, and guaranties in respect of the property in writing – we cannot be held responsible for your failure to inform us.
Please check your insurance policy as many of them require you to notify your insurance company should the property be vacant for more than 30 days.
We do not provide a Block Management Service (including collecting ground rents) nor do we undertake this responsibility on either an official or unofficial basis.
Please note that your Membership does not include the following; registering the deposit ( unless agreed previously) , overseeing or processing insurance claims, lender valuations, the sale of the property, letting fees, legal proceedings (we do not accept service of proceedings on your behalf), refurbishment works, attending leaseholder meetings, court hearings and/or on-site visits.
General Terms and Conditions
We will make payments to you by bank transfers to a UK bank account. Should we be required to make an alternative method of payment (e.g. Telegraphic Transfers/CHAPS) you will be liable for any costs incurred.
To enable us to carry out an effective service, a full set of keys including any entry codes, alarm codes and/or door fobs should be supplied to us. Keys will be held in a secure location and no details of the property address will be marked on them. If keys are unaccounted for, we will not accept any liability other than the cost of replacing lost keys. Each tenant will also require a full set of keys. If necessary, we will arrange for additional keys to be cut and deduct the cost from your float account.
It remains the tenant’s responsibility to set up and cancel their account(s) with utility suppliers and local authority at the commencement and end of the tenancy. Should we receive any bills for void periods where it is your obligation to pay then our Property Managers will pay these, on your behalf, providing you have the funds in your float account.
It is your responsibility to redirect any mail. We accept no liability for any lost documents sent to the property for you during or in between tenancies.
Where any fees are owed to us, we will make any deductions necessary from monies held or future rent payments we receive.
We do not pay interest on any monies held by us.
Contracts may be signed electronically, and we may ask you and/or the tenant(s) to sign documentation in this way.
You undertake to fully indemnify us against any costs or liabilities incurred provided they were incurred on your behalf.
The Furniture and Furnishings (Fire) (Safety) (Amendment) Regulations 1993
Furniture and soft furnishings within the property must comply with the above regulations.
Electrical Equipment (Safety) Regulations 1994
You should provide instruction manuals for any item of electrical equipment that has been provided by you for the tenant(s) use. All electrical appliances should be safe to use and checked regularly to comply with the above regulations.
Gas Safety (Installation and Use) Regulations 1998
A gas safety check should be carried out annually by a gas safe engineer. It is a legal requirement for a pass certificate to be in place on a tenanted property. Criminal charges may be brought against you for non-compliance of these regulations, which may include a fine and/or a prison term. Our Residential Asset Managers will automatically arrange for this check to be carried out during the tenancy should we be provided with the date it is required to be renewed. Please note that a tenancy cannot commence without a passed gas safety certificate in place.
Part “P” Building Regulations (Electrical Safety in Dwellings)
The above regulations require a qualified person to carry out certain electrical work at residential properties. Our approved panel of contractors will only send competent and qualified tradesmen to properties to carry out this type of work.
Smoke Alarms and Carbon Monoxide Alarms Under current legislation being the Building Regulations 1991, it is the law that all newly built premises from June 1992 must have mains fitted smoke alarms with battery backup. If battery operated smoke alarm is fitted to the property you must ensure that they are in working order at the start of a tenancy. We strongly recommend that carbon monoxide alarms are fitted to all properties. If our Residential Asset Managers are requested to test the alarm, they will instruct a contractor to do so at your cost.
Energy Performance Certificate (EPC)
It is a legal requirement for you provide any prospective tenants with a copy of the energy performance certificate (EPC) prior to prospective tenants signing a tenancy agreement. A copy should be provided to us prior to the marketing stage of the property or our Residential Asset Managers should be instructed to arrange for an EPC to be carried out at your expense by one of our contractors.
You may need your mortgagee’s written consent to the proposed letting.
If the mortgagee requires a copy of the tenancy agreement our Residential Asset Managers will supply a copy upon request. If there are any special terms within your mortgage regarding the type of tenant, you are allowed this must be made known to a Residential Asset Manager in writing prior to the commencement of any tenancy.
If you are a leaseholder, you will normally require the consent from your superior landlord, freeholder or their managing agent before you can sub-let the property.
You should arrange suitable cover for your property and items within the property during the course of tenancy’s and void periods. We are unable to sell or offer you insurance products. Our Residential Asset Managers will notify you of any damage to the property that may be caused by an insured risk. You will have to make a claim direct to your insurance company. We are not liable for accidental or intentional damage to the property or any fixtures or fittings. Our Residential Asset Managers are happy to arrange quotes for any work that may be required in order to assist you with your claim. You confirm that you have buildings and contents insurance cover for the property including third# party liability and that the insurer has been informed about the letting of the property.
As per The Taxes Act 1988 And The Taxation Of Income from Land (Non Residents) Regulations 1995. you are responsible for notifying Her Majesty’s Revenue & Customs (HMRC) of the tenancy, where the Landlord of the property resides abroad. HMRC will hold Novum Property Solutions LTD, as your Agents, responsible for the payment of any Tax liability which arises on rents collected on your behalf, unless an Approval Certificate is provided by HMRC in line with the Finance Act 1995. Accordingly, if you are resident abroad for six months or more per year, it will be necessary for us to deduct monies at the appropriate rate and hold such an amount until either an Approval Certificate has been received or until these monies are forwarded to HMRC which we are now obliged to do on a quarterly basis. Where we do not collect the rent, we will advise the tenant that you are an Overseas Landlord and to withhold tax on rents, unless you supply the tenant with an Approval Certificate. Similarly, if at present you live within the UK but subsequently move abroad, it will be necessary for us to commence this deduction from the time that you leave this country. The monies deducted will be held until the quarterly returns are made to HMRC and will not earn interest on your behalf. The eventual liability for tax may be less than the amount forwarded to HMRC. In this event you will have to liaise with HMRC directly and Novum property solutions LTD will not be liable for any refunds. In the event that you are not accepted by (or choose not to join) the Non-Residents Landlords Scheme, we may make a charge for forwarding monies to HMRC.
You are required to comply with all relevant legislation and have been made aware of your responsibilities including without limitation in relation to the Housing Act 2004 about any Houses with Multiple Occupants licensing requirements and the Landlord and Tenant Acts 1985 & 1987.
Certain types of property may require a HMO licence before they can be let. These are defined as occupying three or more people who are not related. Please check http://www.direct.gov.uk/en/HomeAndCommun ity/PrivateRenting for further information. In some cases, licenses may be required for non-HMO’s. It is your responsibility to determine whether you need a property license and to obtain that license. The Housing Health and Safety Rating System (HHSRS) is a risk-based evaluation tool to help local authorities identify and protect against potential risks and hazards to health and safety from any deficiencies identified in dwellings. It was introduced under the Housing Act 2004 and came into effect on 6 April 2006.
Data Protection Privacy Notice
We use the information you provide primarily for the provision of property services to you and for related purposes including:
a. updating and enhancing client records
b. analysis to help us manage our business
c. statutory returns
d. legal and regulatory compliance.
Our use of that information is subject to your instructions, data protection law and our duty of confidentiality. Please note that our work for you may require us to pass on such information to third parties such as contractors, legal providers, insurers, deposit protection scheme, utility companies, local authorities, debt collection agencies, inventory clerks Our practice may be audited or checked by our accountants or our regulator, or by other organisations. We do not normally copy such information to anyone outside the European Economic Area, however we may do so when the circumstances of your matter so require. All such third parties are required to maintain confidentiality in relation to your files. You have a right of access under data protection law to the personal data that we hold about you. We seek to keep that personal data correct and up to date. You should let us know if you believe the information, we hold about you needs to be corrected or updated. We have appointed the director, as our representative for the purposes of the Data Protection Act:
Data Protection in Respect of Money Laundering Checks
We may receive personal data from you for the purposes of our money laundering checks, such as a copy of your passport. These will be processed only for the purposes of preventing money laundering and terrorist financing, or as otherwise permitted by law or with your express consent.
You consent to us retaining such data for longer than the five-year statutory period, unless you tell us otherwise
Data Protection – Your Obligations
If you send us personal data about anyone other than yourself you will ensure you have any appropriate consents and notices in place to enable you to transfer that personal data to us, and so that we may use it for the purposes for which you provide it to us.
To comply with the Proceeds of Crime Act 2002 and the Money Laundering Regulations 2017 we will require you to provide us with proof of your identity and your address such as driving license with photo, passport with photo, council tax, bank statement and/or utility bill. We must see original documents from which we will make copies and store them on your file. Companies should provide us with a director’s ID, certificate of incorporation, latest accounts and the most recent Companies House return.
We reserve the right to make changes to this Terms of Business not more than twice per annum except where legislation makes it necessary. That said we will always notify you in advance before any change takes place.
This Terms of Business is our agreement with you (the “Agreement”) and contains all the terms agreed between you and us and replaces any and all previous agreements whether written or oral. A waiver by either you or us of any terms or conditions of this Agreement in a particular instance shall not be deemed or construed to be a waiver of such term or condition for the future. All rights remedies undertakings and obligations contained in this Agreement shall be cumulative and none of them shall be in limitation of any other right remedy undertaking or obligation of either party.
We shall be entitled to assign our rights and/or obligations under this Agreement upon giving you 14 days’ written notice.
If any clause or part of this Agreement shall for any reason be adjudged invalid by any court of competent jurisdiction such judgement shall not affect the remainder of your agreement with us which shall continue in full force and effect. No term of this Agreement shall be enforceable under the Contract (Rights of Third Parties) Act 1999 by any third party.
Novum property solutions LTD will always endeavour to provide the highest level of service. We do not however accept responsibility for any loss suffered by you as a result of any of the following: any delay in paying you or overpayment made to you in respect of your property rental accounts, any failure by the tenant to conform to the terms and conditions of the tenancy agreement, failure to move in any tenant / commence any tenancy due to the lack of a valid legal documentation, any issues that arise as a result of contractors who have carried out work at the property whether instructed by us or not and/or any failure by you to comply with current relevant legislation. Whilst we will endeavour to provide the highest possible level of service, we do understand that sometimes things may not go according to plan and so a copy of our internal complaint procedure can be obtained from our registered office.
You warrant that you are the sole/joint owner(s) of the freehold/leasehold property and that you are lawfully entitled to let the property described in the Membership Form (and any additional properties you may add to your Membership from time to time) for the full period of any tenancy agreement and you indemnify us against any cost or expenses incurred by us in the performance of this Agreement.
By signing the Membership Form and/or making payment of the Membership Fee you confirm that this Terms of Membership will apply to any current tenant(s) as well as any successive tenant(s), to all the properties listed in the Membership Form (and any further properties you may add to your Membership from time to time). Where there is more than one owner of any property you undertake that these Terms of Membership shall apply to all such owners jointly and severally and you indemnify us in respect of any breach of the Agreement.
This Agreement shall be construed according to the laws of England and the parties hereto hereby submit to the exclusive jurisdiction of the English Courts.
The Company reserves the right to amend these terms at any time with 30 days written notice.
Collection of Rent, Deposit and payment of charges: You shall be liable to pay the Agent their fees (plus the VAT) which for the avoidance of doubt shall be in addition to the Membership Fees. This will be taken by the relevant Agent or Novum Property Solutions LTD from the first month’s rent which the Agent or Novum Property Solutions LTD will collect. If there is a surplus after the Agent has been paid its fees any balance will be paid to us and used to pay the balance of any contractor’s fees that are owing. In the event there is no such surplus you shall pay the balance of any contractor fees and /or any sums owing to the Agent immediately on the commencement of the tenancy.
Property Services: We will instruct the relevant property management service contractors to carry out all services requested by you (as indicated on the front page of the Property Form) like Gas Safety Inspection, Inventory, etc. To do so we will require the relevant costs to be held on account in advance of us instructing the relevant contractor to undertake the works. We shall inform you of these sums (or provide you with a best) on acceptance of references and you shall pay such amounts to us immediately. PLEASE BE ADVISED THAT WE CAN NOT MOVE A TENANT INTO A PROPERTY WITHOUT A VALID GAS SAFETY CERTIFICATE.
Deposit: If we let your property to a company rather than a person or the annual rent is equal or more than £100,000 then there is no statutory requirements to register the deposit. In all other cases, we shall arrange to deal with all issues regarding the registration of the deposit and coordinate the return of the same to tenant(s), landlord(s) at the end of tenancy.