APPLICABLE TERMS 
In the event you are requesting our services for your own personal use and not for any business purposes, the terms in Section A (Consumers) will apply to you. 

In the event you are requesting our services as a business or otherwise for business purposes, the terms in Section B (Business) will apply to you. 

The disclaimer in Section C (Disclaimer) will apply to our services whether you are acting as a business or a consumer.

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SECTION A – TERMS AND CONDITIONS FOR CONSUMERS 

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1    THESE TERMS 
1.1    What these terms cover. These are the terms and conditions on which we will undertake a desktop rebuild cost assessment and produce a desktop rebuild cost assessment report in respect of your  commercial property (Report) pursuant to which we estimate the rebuilding costs in the event of a total loss of your property based on the gross external area and typical rates per square metre for the building use and type/quality of construction of your property (excluding the contents of your property) (Service). A more detailed explanation of the Service is set out in paragraph 5 below.
1.2    The Report will be prepared in accordance with and subject to the instructions and Basis of Assessment provisions linked to our quotation and which will also be contained within the notes to the Report (Basis of Assessment).
1.3    Why you should read them. Please read these terms and the Basis of Assessment carefully before you submit your order to us. These terms tell you who we are, how we will provide the Service to you, how you and we may change or end the contract, what to do if there is a problem and other important information. If you think that there is a mistake in these terms, please contact us to discuss. The Basis of Assessment specifies what costs are included or excluded from the Report and sets out the assumptions and basis on which the Report will be prepared.

2    INFORMATION ABOUT US AND HOW TO CONTACT US
2.1    Who we are. We are Rebuild Cost Assessment Limited a company registered in England and Wales. Our company registration number is 09746801 and our registered office is at 43 Richmond Hill, Bournemouth, England, BH2 6LR. Our trading address is Floor 1, Mey House, Bridport Road, Poundbury, Dorchester, DT1 3QY. Our registered VAT number is 232242352.
2.2    How to contact us. You can contact us by telephoning or emailing our customer service team using the telephone number and/or email address shown on our website or by writing to us at our trading address specified in clause 2.1 above.
2.3    How we may contact you. If we have to contact you we will do so by telephone or by writing to you at the email address or postal address you provided to us in your order.
2.4    “Writing” includes emails. When we use the words “writing” or “written” in these terms, this includes emails.

3    OUR CONTRACT WITH YOU

3.1    How we will accept your order. If you wish to purchase Services, please contact us to place your order.  Our acceptance of your order will take place when we email you to accept it, at which point a contract will come into existence between you and us.
3.2    We only sell to the UK, Channel Islands and Isle of Man. Our Service in respect of properties situated in the UK, the Channel Islands and the Isle of Man.
3.3    UK residents. The Service is only available to residents in the United Kingdom.
3.4    In submitting your order you confirm that you are either:
3.4.1    the owner of the property which is the subject of the Service; or
3.4.2    the lawful occupier of that property; or
3.4.3    proposing to purchase that property or a leasehold interest in that property.
3.5    You also confirm that:
3.5.1    you are requesting the Service for your own personal use and not for any business purpose;
3.5.2    that you are resident in the United Kingdom; 
3.5.3    that you have read and understood the Basis of Assessment; and
3.5.4    you understand the Services are only available in respect of commercial properties with a rebuild value of £20,000,000 or less.

4    YOUR RIGHTS TO MAKE CHANGES
If you wish to make a change to the Service you have ordered please contact us. We will let you know if the change is possible. If it is possible we will let you know about any changes to the price of the Service, the timing of supply or anything else which would be necessary as a result of your requested change and ask you to confirm whether you wish to go ahead with the change.

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5    PROVIDING THE SERVICE
5.1    When we will provide the Service. We will begin the Service on the date we accept your order. The estimated completion date for the Service is as told to you during the order process.
5.2    What the Service involves. We may in our discretion send you a questionnaire specific to the type of property requesting certain information (Questionnaire). Upon receipt of the completed Questionnaire and all documentation requested within the Questionnaire, we will use that information (together with the Basis of Assessment) to undertake a desktop rebuild cost assessment of your property. 
5.3    Quality Control Call: Once we have completed the assessment, we will arrange for one of our quality control assessors to telephone you to clarify any questions that the assessor may have and/or to check or verify any relevant information. 
5.4    No Questionnaire. In the event we determine we do not require a Questionnaire from you we shall proceed to undertake a desktop rebuild cost assessment of your property in accordance with the Basis of Assessment and the provisions of clause 5.3 shall apply accordingly. 
5.5    Failure to Provide Information. We may need certain information from you to enable us to supply the Service, for example, particular information relating to the property which is the subject of the Service including that requested in the Questionnaire. We will not be responsible for supplying the Service late or not supplying any part of it if this is caused by you failing to provide any information needed within a reasonable time of us requesting it. 
5.6    Accuracy of information provided by Intermediary. You will be asked to confirm that all information provided by you to us is complete and accurate to the best of your knowledge. In providing such information you acknowledge that we will rely on that information in order to provide the Services and we do not accept any liability for any deficiency in the Report in the event such information is not complete and accurate. 
5.7    Issue of Report. Upon issue of the Report, we will request that you review the Report and confirm your acceptance of it. Such acceptance will be your confirmation that the information contained in the Report (as provided by you via the Questionnaire (where applicable) and/or through discussion as referred to in clause 5.3) is correct.  We shall be entitled to assume that you have accepted the Report if you do not otherwise contact us within 10 business days of receipt to object to the content.
5.8    We are not responsible for delays outside our control. If our supply of the Service is delayed by an event outside our control then we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay. Provided we do this we will not be liable for delays caused by the event, but if there is a risk of substantial delay you may contact us to end the contract and receive a refund for any element of the Service you have paid for but not received.
5.9    Report Delivery. We shall deliver the Report to you by email or post, in either case to the email address or postal address notified by you to us in your order.  We shall not be liable for the loss, misdirection or destruction of the Report after it has been either sent to the email address provided by you for that purpose or placed in the Royal Mail posting system to the postal address provided by you for that purpose.
5.10    Any dates quoted for delivery of the Report are approximate only, and the time of delivery is not of the essence.
5.11    Responsibility for, and ownership of, the Report shall pass to you on delivery. 
5.12    The intellectual property rights in the Service and in the Report shall at all times remain with us.
5.13    Each Report is supplied subject to the following provisos:
5.13.1    we gather information for the Report from a number of publicly and non-publicly available sources and use such information in order to produce the Report.  Whilst we endeavour to ensure such information is as accurate as possible, we cannot guarantee the accuracy of information supplied by a third party;
5.13.2    we rely on and use information provided by you including your response to the Questionnaire and verbal information from the quality control telephone call, in order to produce the Report which you confirm is complete and accurate;
5.13.3    you acknowledge that you are ordering a Report for which information is gathered online and that the Service does not include a physical survey or inspection of your property and that neither us nor our employees, agents or sub-contractors will visit your property for the purposes of carrying out the Service;
5.13.4    the Report has been prepared in accordance with and subject to the Basis of Assessment; and
5.13.5    you acknowledge that a physical site survey or inspection of your property is likely to produce more accurate results than the results this Service is able to produce.
5.14    The Report is produced  solely for the purpose of assisting you in calculating the correct level of insurance cover for  your property and cannot be used by you, or any other person, for any other purpose (including use in respect of insurance claims and evidencing losses) without our prior written consent.

6    YOUR RIGHTS TO END THE CONTRACT
6.1    You can always end your contract with us.  Your rights when you end the contract will depend on what you have bought, whether there is anything wrong with it, how we are performing and when you decide to end the contract:
6.1.1    If what you have bought is faulty or misdescribed you may have a legal right to end the contract (or to get the Service re-performed or to get some or all of your money back), see clause 9; or
6.1.2    If you want to end the contract because of something we have done or have told you we are going to do, see clause 6.2;
6.1.3    If you have just changed your mind about the Service, see clause 6.3. You may be able to get a refund if you are within the cooling-off period, but this may be subject to deductions.
6.2    Ending the contract because of something we have done or are going to do. If you are ending a contract for a reason set out at clause 6.2.1 to 6.2.5 below the contract will end immediately and we will refund you in full for any element of the Service which has not been provided and you may also be entitled to compensation. The reasons are:
6.2.1    we have told you about an upcoming change to the Service or these terms which you do not agree to;
6.2.2    we have told you about an error in the price or description of the Service you have ordered and you do not wish to proceed;
6.2.3    there is a risk that supply of the Service may be significantly delayed because of events outside our control;
6.2.4    we have suspended supply of the Service for technical reasons, or notify you we are going to suspend them for technical reasons, in each case for a period of more than 4 weeks; or
6.2.5    you have a legal right to end the contract because of something we have done wrong.
6.3    Exercising your right to change your mind (Consumer Contracts Regulations 2013). For most services bought online you have a legal right to change your mind within 14 days and receive a refund. These rights, under the Consumer Contracts Regulations 2013, are explained in more detail in these terms.
6.4    When you don't have the right to change your mind.  You do not have a right to change your mind in respect of the Service, once the Service has been completed, even if the cancellation period is still running.
6.5    How long do I have to change my mind? You have 14 days after the day we email you to confirm we accept your order. However, once we have completed the Service you cannot change your mind, even if the period is still running. If you cancel after we have started the Service, you must pay us for the Service provided up until the time you tell us that you have changed your mind.

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7    HOW TO END THE CONTRACT WITH US (INCLUDING IF YOU HAVE CHANGED YOUR MIND)
7.1    Tell us you want to end the contract. To end the contract with us, please let us know by phone or email. Call or email customer services using the telephone number or email address shown on the website. Please provide your name, home address, details of the order and, where available, your phone number and email address.
7.2    How we will refund you.  We will refund you the price you paid for the Service by the method you used for payment. However, we may make deductions from the price, as described below.
7.3    Deductions from refunds. If you are exercising your right to change your mind, we may deduct from any refund an amount for the supply of the Service for the period for which it was supplied, ending with the time when you told us you had changed your mind. The amount will be in proportion to what has been supplied, in comparison with the full coverage of the contract.
7.4    When your refund will be made. We will make any refunds due to you as soon as possible.  If you are exercising your right to change your mind then your refund will be made within 14 days of your telling us you have changed your mind.

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8    OUR RIGHTS TO END THE CONTRACT
8.1    We may end the contract if we are unable to fulfil the Service. We may end the contract for the Service at any time by writing to you if we consider we are not able to fulfil the Service. This may occur for example because we consider, acting reasonably, that your property is not suitable for a desktop rebuild cost assessment.
8.2    In the event that we terminate the contract in accordance with clause 8.1, we will contact you to confirm this and we will refund the price you paid.  A refund of the price will take 3 to 5 days to show in your bank account and such refund will be made using the same method of payment used by you to pay the price. 

9    IF THERE IS A PROBLEM WITH THE SERVICE
9.1     How to tell us about problems. If you have any questions or complaints about the Service, please contact us. You can telephone or email our customer service team using the telephone number or email address shown on our website or write to us at Floor 1, Mey House, Bridport Road, Poundbury, Dorchester, DT1 3QY.
9.2    Summary of your legal rights. We are under a legal duty to supply services that are in conformity with this contract. See the box below for a summary of your key legal rights in relation to the Service. Nothing in these terms will affect your legal rights.
9.3    Summary of your key legal rights for the Service.  This is a summary of your key legal rights. These are subject to certain exceptions. For detailed information please visit the Citizens Advice website www.adviceguide.org.uk or call 03454 04 05 06.

The Consumer Rights Act 2015 says:
•    you can ask us to repeat or fix a service if it's not carried out with reasonable care and skill, or get some money back if we can't fix it.
•    if you haven't agreed a price upfront, what you're asked to pay must be reasonable.
•    if you haven't agreed a time upfront, it must be carried out within a reasonable time.

10    PRICE AND PAYMENT
10.1    Where to find the price for the Service. The price of the Service (which excludes VAT) will be the price indicated on the quotation provided to you by us before you placed your order. 
10.2    When you must pay and how you must pay. We accept payment by credit card, debit card or any other method specified on our website from time to time. You must pay the full price of the Service in advance when you place your order. 

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11    OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU
11.1    We are responsible to you for foreseeable loss and damage caused by us. If we fail to comply with these terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this contract or our failing to use reasonable care and skill, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, both we and you knew it might happen, for example, if you discussed it with us during the sales process.
11.2    We are not liable for business losses. We only supply the Service for domestic and private use. If you use the Service for any commercial, business or re-sale purpose we will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
11.3    Other liability. We shall have no liability to you for any liability, demand, loss, damage, costs, expenses or other claims for compensation arising as a result of any instructions or information supplied by you which are incomplete, incorrect, inaccurate, illegible, in the wrong form or late.
11.4    We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors; for fraud or fraudulent misrepresentation; for breach of your legal rights in relation to the Service as summarised at clause 9.2.

12    THIRD PARTIES
12.1    In carrying out our obligations hereunder you acknowledge that we are acting only for you and the following shall apply:
12.1.1    we shall not be required to take instructions in relation to a Report or the Service from anyone other than you; and
12.1.2    each Report is produced exclusively for you together with any insurer with whom you have or are seeking an insurance policy in respect of the property the subject of the Report (Insurer) and any intermediary between you and the Insurer such as your insurance broker (Intermediary) only and we shall not be liable to any other third party in respect of any inaccuracy, error, omission, unfitness for purpose, defect or inadequacy of any kind whatsoever in the Report.

12.2    Each Report shall contain a disclaimer and you agree that you shall not remove or vary, or permit the removal or variation of, the disclaimer without our prior written consent.
12.3    If at any time you disclose or provide a copy of any Report or part thereof to any third party whomsoever:
12.3.1    you shall not alter or vary the content of such Report or its disclaimer;
12.3.2    you shall take all reasonable steps to ensure that no third party shall remove the disclaimer from any Report; and
12.3.3    you shall, save where the third party is the Insurer or the Intermediary, prior to or at the time of such disclosure notify the relevant third party in writing that the third party is not entitled to rely on the Report and that we shall not be liable to the third party in respect of any inaccuracy, error, omission, unfitness for purpose, defect or inadequacy of any kind whatsoever in the Report.

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13    HOW WE MAY USE YOUR PERSONAL INFORMATION
13.1    We only use personal information you provide to us in accordance with our privacy notice. Please take time to read our privacy notice as it includes important terms which apply to you. A copy of our privacy notice can be found at www.rebuildcostassessment.com/privacy-policy.
13.2    As part of the Service we will retain your details to contact you in the future when we believe it may be prudent for you to consider undertaking a further rebuild cost assessment of your property which may have increased or decreased due to changing market conditions in such period. There will be no obligation on you to proceed with any additional rebuild cost assessment. The purpose of us contacting you is purely to act as a reminder to give you the option to do so at that time if you so wish. Any additional rebuild cost assessments will require you to place a new order with us.

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14    CONFIDENTIALITY
14.1    Neither the Report, nor any part or extract from it, may be included in any published document, circular or statement or otherwise by you without our prior written approval of the form and context in which it may appear.
14.2    Subject to clause 14.4 and 14.5, each of us shall keep confidential all information relating to a Report and/or the provision of the Service (Confidential Information) and not use it except for the purpose of exercising or performing our rights and obligations under the contract.
14.3    Neither you or us will disclose Confidential Information to any third party or use it except as otherwise permitted in these terms save that we may disclose Confidential Information to our employees, professional advisers and sub-contractors.
14.4    Notwithstanding any other provision of these terms, it shall not be a breach of these terms for either of us to disclose any Confidential Information pursuant to a court order or a binding request from a regulatory (or other analogous) authority with jurisdiction or from any other third party with power to require the disclosure of such information.
14.5    Notwithstanding any other provision of these terms, we may use the data gathered in the performance of the Service for our own business purposes but may only disclose such data to third parties in aggregated form and in a manner which does not identify a specific property or person.
14.6    Subject to the other terms, the provisions of this clause 14 shall continue to apply notwithstanding termination of the contract.

15    OTHER IMPORTANT TERMS
15.1    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.
15.2    You need our consent to transfer your rights to someone else. You may only transfer your rights or your obligations under these terms to another person if we agree to this in writing.
15.3    Nobody else has any rights under this contract. This contract is between you and us. No other person shall have any rights to enforce any of its terms. Neither of us will need to get the agreement of any other person in order to end the contract or make any changes to these terms.
15.4    If a court finds part of this contract illegal, the rest will continue in force. Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
15.5    Even if we delay in enforcing this contract, we can still enforce it later. If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date. For example, if you miss a payment and we do not chase you but we continue to provide the Service, we can still require you to make the payment at a later date.
15.6    Which laws apply to this contract and where you may bring legal proceedings. These terms are governed by English law and you can bring legal proceedings in respect of the Service in the English courts. If you live in Scotland you can bring legal proceedings in respect of the Service in either the Scottish or the English courts. If you live in Northern Ireland you can bring legal proceedings in respect of the Service in either the Northern Irish or the English courts.
15.7    Alternative dispute resolution. Alternative dispute resolution is a process where an independent body considers the facts of a dispute and seeks to resolve it, without you having to go to court. If you are not happy with how we have handled any complaint, you may want to contact the alternative dispute resolution provider we use. You can submit a complaint to Ombudsman Service: Property via their website at www.ombudsman-services.org/property.html. Ombudsman Service: Property will not charge you for making a complaint and if you are not satisfied with the outcome you can still bring legal proceedings. 
 
SECTION B – TERMS AND CONDITIONS FOR BUSINESS CLIENTS

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1    APPLICABLE TERMS 
1.1    These terms set out information about the Supplier and the legal terms and conditions (Terms) on which the Supplier will provide the Services to the Client. 
1.2    These Terms will apply to any contract between the Supplier and the Client for the supply of the Services (Contract). The Client should read these Terms together with the Basis of Assessment carefully and make sure that they understand them, before placing an Order.  Before placing an Order the Client will be asked to agree to these Terms and the Basis of Assessment. If the Client refuses to accept these Terms and/or the Basis of Assessment, they will not be able to order any Services.
1.3    The Client should print a copy of these Terms or save a copy of them for future reference.
1.4    The Supplier may amend these Terms from time to time. Every time the Client wishes to place an Order the Client should check these Terms to ensure they understand the terms which will apply at that time. 

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2    DEFINITIONS
2.1    In these Terms:
Acceptance: shall have the meaning given to it in clause 3.3;
Assessor: means an employee or contractor appointed by the Supplier to produce a Report; 
Basis of Assessment: means the instructions and basis of assessment provisions specifying what costs are included or excluded from the Report and the assumptions and basis on which the Report will be prepared (such provisions being linked to the Quotation and also contained in the notes to the Report);
Charges: means the charges payable by the Client to the Supplier for the provision of the Services in accordance with clause 5 and which are specified in the Quotation;
Client: means the Party to whom the Services are supplied and who pays for the Services;
Confidential Information: includes, without limitation, business information and all documents, computer records, specifications, technical descriptions, records, drawings, designs and data relating to a Report and/or the provision of the Services;
Contract: shall have the meaning given to it in clause 1.2;
Disclaimer: means the disclaimer attached to a Report by the Supplier; 
Force Majeure Event: shall have the meaning given to it in clause 13.3;
Group Company: means a company which is either a holding company or a subsidiary of a Party, or a subsidiary of that Party's holding company (as those terms are defined in section 1159 of the Companies Act 2006);
Insurer: means an insurance company which has granted an insurance policy to the Client in respect of the Property or who is considering granting such a policy or who has been approached to do so by the Client or the Intermediary;
Intellectual Property Rights: means copyrights, trademarks, domain names, rights in computer software and databases, know-how and any similar rights whether arising in the United Kingdom or elsewhere in the world;
Intermediary: means an entity which acts as an intermediary between the Client and the Insurer and which includes without limitation the Client’s insurance broker;
Materials: means documents, drawings, working papers or similar materials and any data or other information;
Order: means a request from the Client asking the Supplier to provide the Services in relation to one or more Properties in response to a Quotation;
Parties: means the parties to a Contract being, together, the Client and the Supplier and their respective successors in title; and Party means either of them;
Property or Properties: means the commercial property or properties, which must be located in the United Kingdom, Channel Islands or Isle of Man, the subject of a Report, details of which are set out in the Order; 
Quotation: a written quotation provided by the Supplier to the Client for Services.
Report: means the desktop rebuild cost assessment report carried out by the Supplier or on its behalf in respect of the Property pursuant to which the Supplier estimates the rebuilding costs in the event of a total loss of the Property based on the gross external area and typical rates per square metre for the building use and type/quality of construction of the Property (excluding the contents of the Property);
Services: means the carrying out by the Supplier of a desktop rebuild cost assessment and production of a Report in respect of a Property, as more particularly described in clause 4 of these Terms;
Supplier: means Rebuild Cost Assessment Limited a company incorporated in England and Wales with company number 09746801 (VAT number 232242352) whose registered office is at 43 Richmond Hill, Bournemouth, England, BH2 6LR and whose main trading address and address for correspondence is Floor 1 Mey House, Bridport Road, Poundbury, Dorchester DT1 3QY;
Terms: shall have the meaning given to it in clause 1.1 and such terms will apply to each Contract; and

2.2    The headings in these Terms are for convenience only and shall not affect their interpretation.
2.3    Any words following the terms including, include, in particular, for example or any other similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.

3    REQUEST FOR SERVICES
3.1    If the Client wishes to purchase Services it shall place an Order with the Supplier. The Order constitutes an offer by the Client to purchase Services in accordance with the Quotation and these Terms.
3.2    In submitting an Order, the Client confirms and warrants that it is either:
3.2.1    the owner of the Property;  or
3.2.2    the lawful occupier of the Property;  or
3.2.3    is proposing to purchase the Property or a leasehold interest in the Property.
3.3    The Client also confirms and warrants to the Supplier:
3.3.1     that it has read and understood the Basis of Assessment; 
3.3.2     that it acknowledges the Services are only available in respect of Properties with a rebuild value of £20,000,000 or less.
3.4    The Order shall only be deemed to be accepted when the Supplier issues written acceptance of the Order (Acceptance), at which point and on which date the Contract shall come into existence. 
3.5    The Client is responsible for ensuring that the information set out in the Order is complete and accurate. 
3.6    In the event a Request covers more than one Property:
3.6.1    the Services will be carried out in respect of each individual Property; and
3.6.2    Charges will be payable for each individual Report.
3.7    No advice on insurance will be provided by the Supplier and in the event the Supplier receives any questions from the Client, that are not related to the rebuild cost, the Supplier shall direct the Client to their broker.

4    SUPPLY OF SERVICES
4.1    General. The Supplier shall provide the Services to the Client subject to these Terms which shall govern the Contract to the exclusion of any other terms and conditions, express or implied.
4.2    What the Service involves. The Supplier may in its discretion send the Client a questionnaire specific to the type of Property requesting certain information (Questionnaire). Upon receipt of the completed Questionnaire and all documentation requested within the Questionnaire, the Supplier will use that information (together with the Basis of Assessment) to undertake a desktop rebuild cost assessment of the Property. 
4.3    Quality Control Call: Once the Supplier has completed the assessment it will arrange for one of its quality control assessors to telephone the Client to clarify any questions that the assessor may have and/or to check or verify any relevant information. 
4.4    No Questionnaire. In the event the Supplier determines it does not require a Questionnaire from the Client it shall proceed to undertake a desktop rebuild cost assessment of the Property in accordance with the Basis of Assessment and the provisions of clause 4.3 shall apply accordingly. 
4.5    Failure to Provide Information. The Supplier may need certain information from the Client to enable it to supply the Service, for example, particular information relating to the Property which is the subject of the Service including that requested in the Questionnaire. The Supplier will not be responsible for supplying the Service late or not supplying any part of it if this is caused by the Client failing to provide any information needed within a reasonable time of the Supplier requesting it. 
4.6    Accuracy of information provided by Client. The Client will be asked to confirm that all information provided by it to the Supplier is complete and accurate to the best of its knowledge. In providing such information the Client acknowledges that the Supplier will rely on that information in order to provide the Services and the Supplier does not accept any liability for any deficiency in the Report in the event such information is not complete and accurate. 
4.7    Issue of Report. Upon issue of the Report the Supplier will request that the Client review the Report and confirm its acceptance of it. Such acceptance will be the Client’s confirmation that the information contained in the Report (as provided by the Client via the Questionnaire (where applicable) and/or through discussion as referred to in clause 4.3) is correct. The Supplier shall be entitled to assume that the Client has accepted the Report if it does not otherwise contact the Supplier within 10 business days of receipt to object to the content.

5    PRICE AND PAYMENT
5.1    The Charges payable for the Services will be as set out in the Quotation. The Charges are exclusive of value added tax. 
5.2    The Charges may change from time to time, but changes will not affect any Order already placed.
5.3    Where the Client has a credit account with the Supplier, the Supplier will invoice the Client on completion of the Services and payment of the Charges specified in an invoice is due seven (7) days from the date of the Supplier’s invoice or as otherwise agreed between the parties in writing.
5.4    Where the Client does not have a credit account with the Supplier, the Client must pay the Charges in full in advance of the Supplier undertaking the desktop rebuild cost assessment. The Supplier will notify the Client on Acceptance of the available methods to make such payment.

6    DELIVERY
6.1    Delivery of the Report by the Supplier shall be by email or post, in either case to the email address or postal address notified by the Client to the Supplier in the Order. The Supplier shall not be liable for the loss, misdirection or destruction of the Report after it has been either sent to the email address provided by the Client for that purpose or placed in the Royal Mail posting system to the postal address provided by the Client for that purpose.
6.2    Any dates quoted for delivery of the Report are approximate only, and the time of delivery is not of the essence. The Supplier shall not be liable for any delay in delivery of the Report that is caused by a Force Majeure Event or the Client's failure to provide the Supplier with adequate information or any other instructions.

7    RISK AND TITLE
7.1    Responsibility for, and ownership of, the Report shall pass to the Client on delivery.  
7.2    The Intellectual Property Rights in the Services and in the Report shall at all times remain with the Supplier.

 
8    CONFIDENTIALITY
8.1    Neither the Report, nor any part or extract from it, may be included in any published document, circular or statement or otherwise by the Client without the prior written approval of the Supplier of the form and context in which it may appear.
8.2    Subject to clause 8.4 and 8.5, each Party shall keep confidential all Confidential Information and not use it except for the purpose of exercising or performing its rights and obligations under the Contract. Each Party may disclose Confidential Information to a Group Company and to its or their respective employees, officers, professional representatives or advisers, sub-contractors and agents, provided that such persons:
8.2.1    need to know it in connection with the exercise or performance of that Party's rights and obligations under these Terms;
8.2.2    have been informed of the confidential nature of the Confidential Information divulged; and
8.2.3    agree to act in compliance with the confidentiality requirements in these Terms.
8.3    Neither Party will disclose Confidential Information to any third party or use it except as otherwise permitted in these Terms.
8.4    Notwithstanding any other provision of these Terms, it shall not be a breach of these Terms for either Party to disclose any Confidential Information pursuant to a court order or a binding request from a regulatory (or other analogous) authority with jurisdiction or from any other third party with power to require the disclosure of such information, provided that (to the extent it is permitted to do so) the affected Party gives all reasonable notice of such disclosure to the other Party.
8.5    Notwithstanding any other provision of these Terms, the Supplier may use the data gathered in the performance of the Services for its own business purposes but may only disclose such data to third parties in aggregated form and in a manner which does not identify a specific property or person.
8.6    The Report is produced solely for the purpose of calculating the correct level of insurance cover for the Property and cannot be used by the Client or any other person, for any other purpose (including use in respect of insurance claims and evidencing losses) without the prior written consent of the Supplier.
8.7    Subject to the other Terms, the provisions of this clause 9 shall continue to apply notwithstanding termination of the Contract.

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9    DATA PROTECTION
9.1    For the purposes of this clause 9: 
9.1.1    Agreed Purposes means the performance by each Party of its obligations under these Terms;  
9.1.2    Applicable Law means (a) any law, statute, regulation, by-law or subordinate legislation in force from time to time to which a Party is subject and/or which is applicable in any jurisdiction that the Services are provided to or in respect of; (b) the common law and laws of equity as applicable to the Parties (or either of them) from time to time; (c) any binding court order, judgment or decree as applicable to the Parties (or either of them) from time to time; or (d) any applicable direction, policy, rule or order that is binding on a Party and that is made or given by any regulatory body having jurisdiction over that Party or any of that Party’s assets, resources or business;
9.1.3    Controller, processor, data subject, personal data, personal data breach, processing and appropriate technical and organisational measures means as set out in the Data Protection Legislation; 
9.1.4    Data Discloser means a Party that discloses Shared Personal Data to the other Party; 
9.1.5    Data Protection Legislation means:
(a)    To the extent the UK GDPR applies, the law of the United Kingdom or of a part of the United Kingdom which relates to the protection of personal data.
(b)    To the extent the EU GDPR applies, the law of the European Union or any member state of the European Union to which the Supplier or Client is subject, which relates to the protection of personal data. 
9.1.6    Data Protection Losses means all liabilities, including all: (a) costs (including legal costs), claims, demands, actions, settlements, interest, charges, procedures, expenses, losses and damages (including relating to material or non-material damage) and (b) to the extent permitted by the Data Protection Legislation or any Applicable Law: (i) administrative fines, penalties, sanctions, liabilities or other remedies imposed by a Supervisory Authority; (ii) compensation which is ordered by a Supervisory Authority to be paid to a data subject; and (iii) the costs of compliance with investigations by a Supervisory Authority; 
9.1.7    EU GDPR means the General Data Protection Regulation ((EU) 2016/679);  
9.1.8    Permitted Recipients means the Parties, the employees of each Party, and any third parties engaged to perform obligations in connection with these Terms; 
9.1.9    Privacy Notice means the Supplier’s privacy notice which can be found on the Website at www.rebuildcostassessment.com/privacy-policy; 
9.1.10    Received Personal Data means any personal data which the Supplier receives from the Client pursuant to the performance of the Services;
9.1.11    Report Personal Data means any personal data in the Desktop Rebuild Cost Assessment Report;
9.1.12    Shared Personal Data means the personal data to be shared between the Parties under clause 10.3 of these Terms; 
9.1.13    Services Personal Data means any personal data which the Supplier receives pursuant to the performance of the Services (including Report Personal Data) but which is not Received Personal Data; 
9.1.14    Supervisory Authority means any regulator, authority or body responsible for administering Data Protection Legislation; and
9.1.15    UK GDPR has the meaning given to it in section 3(1) (as supplemented by section 205(4)) of the Data Protection Act 2018. 
9.2    Both Parties agree to comply with all applicable requirements of the Data Protection Legislation in respect of the Contract and the Services. 
9.3    The Parties acknowledge that for the purposes of the Data Protection Legislation: 
9.3.1    the Supplier is an independent data controller in respect of the:
(a)    Received Personal Data; 
(b)    Report Personal Data; and
(c)    Services Personal Data; and
9.3.2    the Client is an independent data controller in respect of the:
(a)    Received Personal Data; and
(b)    Report Personal Data. 
9.4    The Supplier will use Received Personal Data, Report Personal Data and Services Personal Data in accordance with the Privacy Notice. The Client should take time to read the Privacy Notice as it includes important terms which apply to the Client. 
9.5    Without prejudice to the generality of clause 10.2, each Party shall ensure that it has all necessary notices and consents and lawful bases in place to enable lawful transfer of the Shared Personal Data to the Permitted Recipients for the Agreed Purposes.
9.6    Each Party shall assist the other in complying with all applicable requirements of the Data Protection Legislation. 
9.7    The Client shall indemnify and keep indemnified the Supplier in respect of all Data Protection Losses suffered or incurred by, or awarded against, the Supplier arising from or in connection with any:
9.7.1    non-compliance by the Client with the Data Protection Legislation; or 
9.7.2    breach by the Client of any of its obligations under this clause 9. 

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10    WARRANTIES AND LIABILITY
10.1    The Supplier warrants to the Client that the Services will be provided using reasonable care and skill but shall be subject to the provisos in clause 10.3. All other conditions, warranties and other terms which might have effect between the Parties or be implied or incorporated into these Terms, whether by statute, common law or otherwise, are hereby excluded
10.2    The Supplier shall have no liability to the Client for any liability, demand, loss, damage, costs, expenses or other claims for compensation arising as a result of:
10.2.1    any Materials supplied by the Client; 
10.2.2    any instructions supplied by the Client which are incomplete, incorrect, inaccurate, illegible, in the wrong form or late; or 
10.2.3    any other fault of the Client or any person acting on its behalf.
10.3    Each Report is supplied subject to the following provisos:
10.3.1    the Supplier gathers information for the Report from a number of publicly and non-publicly available sources and uses such information in order to produce the Report. Whilst the Supplier endeavours to ensure such information is as accurate as possible it does not guarantee the accuracy of information supplied by a third party;
10.3.2    the Client acknowledges that it is ordering a Report for which information is gathered online and that the Services do not include a physical survey or inspection of the Property and that neither the Supplier nor its employees, agents or sub-contractors will visit the Property for the purposes of carrying out the Services; 
10.3.3    the Supplier will rely on and use information provided by the Client including any response to the Questionnaire (where requested) and verbal information from the quality control telephone call, in order to produce the Report which the Client confirms is complete and accurate;
10.3.4    the Report has been prepared in accordance with and subject to the Basis of Assessment; and
10.3.5    the Client acknowledges that a physical site survey or inspection of the Property is likely to produce more accurate results than the results the Services are able to produce.
10.4    The Client hereby undertakes to indemnify and hold harmless the Supplier against any liability, damages, cost, expense, demand or loss which it (or any Group Company or an Assessor) may suffer together with all interest, penalties and reasonable costs and expenses which it or they may incur arising out of or in connection with any breach of these Terms or any use of a Report or reliance thereon by someone other than the Client, the Insurer and the Intermediary.
10.5    Nothing in these Terms shall limit either Party's liability in respect of any claims:
10.5.1    for death or personal injury caused by the negligence of that Party and/or the employees, agents and/or sub-contractors of such Party;
10.5.2    resulting from any fraud including fraudulent misrepresentation made by such Party; and
10.5.3    for which liability may not otherwise lawfully be limited or excluded.
10.6    Subject to clause 10.5, in no event shall the Supplier be liable to the Client, an Intermediary or an Insurer under contract, tort (including but not limited to negligence), breach of statutory duty or otherwise for any indirect or consequential damages including loss of profits, business interruption, loss of sales, loss of turnover and loss of opportunity even if the loss was reasonably foreseeable or either Party has been advised of the possibility of such damages.
10.7    Subject to clauses 10.5 and 10.6, the aggregate liability of the Supplier hereunder (howsoever caused) (including but not limited to any liability for the acts and omissions of the Supplier's employees, consultants, agents or sub-contractors) in respect of any breach of its obligations to the Client, the Insurer and the Intermediary (whether implied or express)  arising under or in connection with the Contract whether in contract, tort (including but not limited to negligence), breach of statutory duty, restitution or otherwise will be limited to one million pounds (£1,000,000) in aggregate.
10.8    The Supplier’s Group Companies and the Assessors shall be entitled to enforce the provisions of this clause 10 as if they were a Party to the Contract. 
10.9    This clause 10 shall survive termination of the Contract. 

11    TERMINATION
11.1    The Supplier may at any time immediately terminate the Contract if for any reason it is not able to fulfil the Services. This may occur for example because the Supplier considers, acting reasonably, that the Property is not suitable for a desktop rebuild cost assessment.
11.2    In the event that the Supplier terminates the Contract in accordance with clause 11.1, a representative of the Supplier will contact the Client to confirm this, and the Supplier will refund the Charges. A refund of the Charges will take 3 to 5 days to show in the Client’s bank account and such refund (to the extent already paid) will be made using the same method of payment used by the Client to pay the Charges.  

12    THIRD PARTIES
12.1    In carrying out its obligations hereunder the Parties acknowledge that the Supplier is acting only for the Client and the following shall apply:
12.1.1    the Supplier shall not be required to take instructions in relation to a Report or the Services from anyone other than the Client; and
12.1.2    each Report is produced exclusively for the Client, the Insurer and the Intermediary only and the Supplier shall not be liable to any other third party (whether in contract, tort (including but not limited to negligence), breach of statutory duty, restitution or otherwise and howsoever arising) in respect of any inaccuracy, error, omission, unfitness for purpose, defect or inadequacy of any kind whatsoever in the Report. 
12.2    Each Report shall contain a Disclaimer and the Client undertakes and agrees that it shall not remove or vary, or permit the removal or variation of, the Disclaimer without the Supplier's prior written consent.
12.3    If at any time the Client discloses or provides a copy of any Report or part thereof to any third party whomsoever:
12.3.1    the Client shall not alter or vary the content of such Report or the Disclaimer; 
12.3.2    the Client shall take all reasonable steps to ensure that no third party shall remove the Disclaimer from any Report; and
12.3.3    the Client shall, save where the third party is the Insurer or the Intermediary, prior to or at the time of such disclosure notify the relevant third party in writing that the third party is not entitled to rely on the Report.
12.4    Save as otherwise provided in the Terms, the Parties intend that no term of a Contract may be enforced by a third party pursuant to the Contracts (Rights of Third Parties) Act 1999. 

13    GENERAL
13.1    These Terms, and the documents referred to in them, constitute the entire agreement between the Parties, supersede any previous agreement or understanding and may not be varied except in writing between the Parties.  All other terms and conditions, express or implied by statute or otherwise, are excluded to the fullest extent permitted by law.
13.2    Any notice required or permitted to be given by either Party to the other in accordance with these Terms shall be in writing addressed to the other Party at its registered office or principal place of business or at such other address as may at the relevant time have been notified pursuant to this provision to the Party giving the notice and shall be delivered by hand or sent by special delivery post.
13.3    Neither Party shall be liable for any failure or delay in performing its obligations under the Contract to the extent that such failure or delay is caused by a Force Majeure Event. A Force Majeure Event means any event beyond a Party's reasonable control, which by its nature could not have been foreseen, or, if it could have been foreseen, was unavoidable, including strikes, lock-outs or other industrial disputes (whether involving its own workforce or a third party's), failure of energy sources or transport network, acts of God, war, terrorism, riot, civil commotion, interference by civil or military authorities, national or international calamity, armed conflict, malicious damage, breakdown of plant or machinery, nuclear, chemical or biological contamination, sonic boom, explosions, collapse of building structures, fires, floods, storms, earthquakes, loss at sea, pandemics, epidemics or similar events, natural disasters or extreme adverse weather conditions, or default of suppliers or subcontractors. 
13.4    No failure or delay by either Party in exercising any of its rights under these Terms shall be deemed to be a waiver of that right and no waiver by either Party of any breach of the Contract by the other shall be considered as a waiver of any subsequent breach of the same or any other provision.
13.5    If any part of the Terms is held by any competent authority to be invalid or unenforceable in whole or in part, the validity of any other Terms shall not be affected.
13.6    Nothing in these Terms is intended to or shall operate to create a partnership or joint venture of any kind between the Parties.
13.7    The Contract is personal to the Parties and may not be transferred or assigned in whole or in part save that the Supplier may assign to any third party provided that such assignee shall be bound by the Terms hereof as if it were a Party.
13.8    The Contract and any dispute or claim arising out of or in connection with it or its subject matter or formation shall be governed by the law of England and Wales and the Parties agree to submit to the exclusive jurisdiction of the English courts. 
 
C – DISCLAIMER 

IMPORTANT NOTICE

This report (Report) has been prepared by Rebuild Cost Assessment Limited (company number 09746801) (RCA) for the benefit of the individual consumer or business entity specified on the front page of this Report (Client) and any insurance company and/or intermediary to whom the individual consumer or business entity (as the case may be) discloses the Report to (the Authorised Recipients) for the provision of a rebuild cost assessment of the building the subject matter of the Report (Property) solely for the purpose of calculating the correct level of insurance cover for the Property prior to the occurrence of any loss or damage to the Property (Purpose). 

The Authorised Recipients and anyone else receiving this Report must treat it as confidential.

This Report may not be copied or disclosed to any person in whole or in part other than to the Authorised Recipients or used for any purpose other than the Purpose. No one other than the Authorised Recipients may rely on this Report. 
This Report has been prepared in part based on written and verbal information provided by the Client. RCA gives no warranty express or implied as to the accuracy of such information and RCA shall have no liability for any inaccuracy, error, omission, unfitness for purpose, defect or inadequacy of any kind whatsoever in the report which is due to any such information being incomplete or inaccurate in any way.

Save for the warranty that the Report has been prepared using reasonable skill and care, all warranties, conditions and other terms implied by statute or common law are excluded to the fullest extent permitted by law. Without prejudice to the foregoing, the maximum aggregate liability of RCA and its employees, officers, agents and sub-contractors for any liability and losses of whatever kind and howsoever arising (including negligence), as a result of access to, use of, or reliance upon, any information contained in this Report is limited to £2,000,000 (two million pounds). Neither RCA nor its employees, officers, agents or sub-contractors shall be liable to any person for indirect, consequential or special losses.  In no circumstances shall RCA or its employees, officers, agents or sub-contractors be liable to (a) any person other than the Authorised Recipients or (b) where the Report has not been used for the Purpose.
Nothing in this disclaimer shall (a) limit or exclude the liability of RCA to the extent that such liability cannot be lawfully limited or excluded or (b) affect any individual’s statutory consumer rights.