Terms and Conditions of Use

These Terms and Conditions (these Terms) were last updated on: 8th January 2026. Please read these Terms carefully before using the Software Service.

Where these Terms are incorporated into or referenced by a separate agreement between You and Us or any of Our group companies (other than a tmQuote Order Form) which contains separate commercial terms, such commercial terms shall prevail over these Terms to the extent of any inconsistency, but these Terms shall otherwise apply in full to Your access to and use of the Software Service.

Acknowledgement

These are the Terms that govern Your use of Our Software Service.

Please read Our Privacy Policy carefully before using Our Software Service. You can find Our Privacy Policy here.

By accessing and/or using the Software Service, You agree to be bound by and comply with:

• these Terms; and
• Our Privacy Policy.

These Terms apply to all Referrers. You are responsible for ensuring compliance with these Terms by all Referrers.

Accounts

You are responsible for maintaining the security of any Account details.

Provision of the Software Service

The Software Service is provided to You on a non-exclusive basis.

We may, at Our sole discretion:

• modify, change or remove features of the Software Service from time to time, provided that where any such modification, change or removal has a material adverse effect on Your use of the Software Service (excluding modifications, changes or removals required by law or necessary for security purposes), We will notify You as soon as reasonably practicable and You may terminate Your Service Plan with immediate effect by providing written notice to Us; and
• improve or update the Software Service from time to time, provided that where any such improvement or update will materially impact Your access to or use of the Software Service, We will notify You as soon as reasonably practicable.

You acknowledge and agree that:

• the Software Service is provided on an ‘as is’ basis and Your use thereof is entirely at Your own risk;
• all Quotes generated through the Software Service are estimates only and shall not be relied upon as binding or accurate, and You acknowledge that You are responsible for reviewing and, where appropriate, amending any Quote disclaimer presented to Your Clients through the Software Service;
• You assume all risk associated with the use of any Quotes; and
• We accept no responsibility or liability for the accuracy of any price estimates, Quotes, or for any applicable taxes or third-party costs associated with Our Products or Quotes.

You are solely responsible for:

• determining, setting and quoting all prices to Your Clients in respect of Our Products;
• the accuracy, completeness and appropriateness of all prices quoted to Your Clients in respect of Our Products, including without limitation any errors, omissions or miscalculations therein; and
• calculating, verifying and ensuring the accuracy of all applicable taxes and third-party costs quoted to Your Clients in respect of Our Products, including (for the avoidance of doubt) monitoring and incorporating any changes to such taxes or costs from time to time.

We do not guarantee there will be no loss or corruption of Information. You agree that You will maintain a complete and accurate copy of any Information in a location independent of the Software Service.

Right to Use the Software Service and Quotes

We grant to You and each Referrer a non-exclusive, non-transferable (except as otherwise permitted under these Terms), revocable licence to access and use the Software Service strictly in accordance with the Permitted Purpose. This licence permits You to utilise the Software Service as part of Your service offering to Your Clients, such that Your Clients may interact with the Software Service indirectly through Your interface or platform but shall not have direct access to the Software Service.

We grant You a non-exclusive, non-transferable, royalty-free licence to use, reproduce and distribute any Quotes generated through the Software Service solely for the Permitted Purpose.

The Software Service enables You and each Referrer to upload, post and generate Information using an Account. You acknowledge and agree that You are solely responsible for:

• ensuring that access to and use of the Software Service is limited to You and any Referrer, and that all such access and use is in strict accordance with these Terms and the Permitted Purpose;
• all Information that is uploaded, posted or generated through any Account on the Software Service, including its legality, reliability and appropriateness; and
• all actions, activities and omissions that occur under or through any Account, whether undertaken by You, any Referrer or any other third party using any Account.

You hereby grant to Us a royalty-free, non-transferable, non-exclusive licence to access, use, copy, process and otherwise utilise the Information solely to the extent necessary to perform, provide and maintain the Software Service.

You represent and warrant that:

• You own all right, title and interest in the Information, or alternatively, You have obtained all necessary rights, licences and permissions to use the Information and to grant Us the rights and licence as provided in these Terms; and
• the uploading, posting and generating of Information on or through the Software Service does not and will not infringe or violate any third party’s intellectual property rights, privacy rights, publicity rights, contractual rights or any other proprietary or personal rights.

Restrictions on Using the Software Service

You shall not, and shall ensure that no Referrer or other third party shall:

• resell or redistribute the Software Service or the Software to any third party;
• provide any third party (other than Referrers in accordance with these Terms) with access to the Software Service;
• copy, modify, alter, reproduce, create derivative works from, decompile, disassemble, reverse engineer or otherwise attempt to derive the source code of the Software Service or the Software;
• use the Software Service or Software in any manner that could damage, disable, overburden or impair its functionality, performance or security, including without limitation by introducing viruses, malware or other harmful code or materials; or
• sublicense, assign, transfer or otherwise grant any rights in the Software Service or Software to any third party (except as expressly permitted in respect of Referrers under these Terms).

You and any Referrer shall not transmit, upload, post or generate any Information, or use the Software Service in any manner, that:

• is or may be unlawful, fraudulent or in breach of any applicable law or regulation;
• is or may be harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libellous, invasive of another’s privacy, hateful or otherwise objectionable; or
• infringes, misappropriates or violates any third party’s intellectual property rights, privacy rights, publicity rights, contractual rights or other proprietary or personal rights.

Confidentiality

Each party agrees to keep Confidential Information strictly confidential and shall not disclose it to any third party without the prior written consent of the other party, except:

• where required by law, regulation, or court order;
• to professional advisers, insurers, or auditors under obligations of confidentiality; or
• to employees or contractors who need to know such information for the purposes of these Terms and who are bound by confidentiality obligations.

Each party shall use reasonable care to protect the Confidential Information. These confidentiality obligations shall survive termination of these Terms for a period of three (3) years.

Intellectual Property

All Supplier IP is and shall remain the exclusive property of Us and / or Our licensors.

Nothing in these Terms shall operate to transfer any intellectual property rights from one party to the other, except as expressly set out in the licences granted herein.

To the fullest extent permitted by law, subject to the licence granted to Us under these Terms, You retain all right, title and interest in and to all Information.

All Customer IP is and shall remain the exclusive property of You.

We shall indemnify, defend and hold You harmless from and against any third-party claim alleging that Your use of the Software Service or any Quotes generated through it in accordance with these Terms and for the Permitted Purpose infringes or misappropriates that third party’s intellectual property rights. This includes all reasonable legal fees, costs and amounts awarded in a final judgment by a court of competent jurisdiction or agreed in a settlement approved by Us, provided that:

• You notify Us promptly of any such claim;
• You do not make any admission, settlement or compromise without Our prior written consent; and
• We are given sole control of the defence and / or settlement of the claim.

This indemnity shall not apply where the claim arises from:

• Your use of the Software Service or Quotes in breach of these Terms or outside the scope of the licence granted herein;
• any modification of the Software Service or Quotes by You or any third party;
• use of the Software Service or Quotes in combination with any third-party product or service not supplied or approved by Us;
• any Information;
• use of the Software Service or Quotes outside the Permitted Purpose; or
• continued use of the Software Service or Quotes after We have notified You of the actual or alleged infringement.

Our liability under this indemnity is subject to the Limitation of Liability set out in these Terms.

If the Software Service or any part thereof becomes, or in Our reasonable opinion is likely to become, the subject of an infringement claim, We may at Our option and expense:

• procure for You the right to continue using the Software Service;
• replace or modify the Software Service to make it non-infringing while providing substantially equivalent functionality; or
• if neither of the foregoing options is commercially practicable, terminate Your Service Plan and refund any unused Fees paid in advance.

This provision sets out Your sole and exclusive remedy and Our entire liability for any actual or alleged infringement of intellectual property rights in connection with the Software Service.

30-Day Cooling Off Period

You shall have a cooling-off period of thirty (30) days commencing on the Commencement Date specified in Your tmQuote Order Form. During the cooling-off period, You may cancel Your Service Plan without penalty, provided that any Fees incurred during such period shall be non-refundable.

To exercise this right of cancellation, You must provide Us with written notice to the following email address: registrations@tmgroup.co.uk

Upon cancellation of Your Service Plan during the cooling-off period, Your access to the Software Service shall terminate at the expiry of the cooling-off period.

Your Initial Term shall commence immediately following the expiry of the cooling-off period, provided that no cancellation notice has been given.

Termination

We may terminate or suspend Your access to the Software Service in the following circumstances:

1. You commit a material breach of these Terms (including without limitation any failure to pay undisputed Fees when due) and fail to remedy such breach within thirty (30) days of receiving written notice from Us specifying the breach;
2. We reasonably suspect unauthorised, unlawful or fraudulent activity; or
3. We are required to do so by law or regulatory authority.

Where termination or suspension occurs pursuant to paragraphs (b) or (c) above, We shall provide You with notice as soon as reasonably practicable. We shall have no liability to You arising from or in connection with any termination or suspension under paragraphs (a), (b) or (c) above.

Either party may terminate the Service Plan upon expiry of the Initial Term by providing the other party with at least thirty (30) days’ prior written notice before the end of the Initial Term.

Upon expiry of the Initial Term (unless terminated in accordance with the preceding paragraph), Your Service Plan shall automatically renew for successive Renewal Periods unless either party provides the other with at least thirty (30) days’ prior written notice of non-renewal or termination, such notice to take effect at the expiry of the relevant Renewal Period.

Any notice of non-renewal or termination must be sent to the following email address: registrations@tmgroup.co.uk. Upon the effective date of non-renewal or termination, all rights granted to You under these Terms to access and use the Software Service shall immediately cease.

Limitation of Liability

To the maximum extent permitted by applicable law, in no event shall We be liable for:

• any indirect, special, or consequential loss or damage;
• loss of profits, revenue, turnover, or goodwill (whether direct or indirect);
• business, reputation, business opportunities, loss or corruption of data or Information (whether direct or indirect), except where this constitutes a breach of duties under applicable data protection laws;
• loss of anticipated savings not achieved or wasted expenditure (whether direct or indirect), including management time; and
• any loss or liability (whether direct or indirect) under or in relation to another contract,

arising out of or in any way related to the use of or inability to use the Software Service, third party software and/or third party hardware used with the Software Service, or otherwise in connection with any provision of these Terms, even if We have been advised of the possibility of such damages and even if the remedy fails its essential purpose.

Nothing in these Terms excludes or limits Our liability for death or personal injury caused by Our negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by law.

Subject to the foregoing, each party’s total aggregate liability under any provision of these Terms, and the other party’s exclusive remedy for all claims, shall be limited to the total Fees paid by You to Us in the twelve (12) months immediately preceding the event giving rise to the claim. Each party’s liability for breaches of data protection obligations shall not exceed £1,000,000 in aggregate.

Governing Law

These Terms shall be governed by and construed in accordance with the laws of England. Each party irrevocably agrees that the courts of England shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms or their subject matter or formation (including non-contractual disputes or claims).

Changes to These Terms

We reserve the right to amend these Terms at any time. Where any amendment is material, We shall provide You with written notice thereof at least thirty (30) days prior to such amendment taking effect. What constitutes a material amendment shall be determined at Our sole discretion.

Your continued access to or use of the Software Service following the effective date of any amendment shall constitute Your acceptance of and agreement to be bound by such amended Terms. If any amendment has a material adverse effect on Your use of the Software Service, You may terminate Your Service Plan by providing Us with written notice within thirty (30) days of receiving notice of such amendment, in which case You will receive a refund of any unused Fees paid in advance and Your access to the Software Service shall cease upon the effective date of termination.

Interpretation

The words of which the initial letter is capitalised have meanings defined under the following list of definitions. The following definitions shall have the same meaning regardless of whether they appear in singular or plural.

Definitions

For the purposes of these Terms:

“Account” means an individual account provided by Us to You or a Referrer, which enables access to and use of the Software Service via the Site

“Client” means any individual or entity that is a customer or prospective customer of You to whom You provide services utilising the Software Service, and who may interact with the Software Service indirectly through Your interface or platform.

“Confidential Information” means any information marked or reasonably understood to be confidential, including without limitation the Fees, technical data, business plans, customer lists, financial information, and any other proprietary information disclosed by one party to the other in connection with these Terms, but excluding information that: (i) is or becomes publicly available through no breach of these Terms; (ii) was rightfully in the receiving party’s possession prior to disclosure; (iii) is independently developed by the receiving party without reference to the Confidential Information; or (iv) is rightfully received from a third party without breach of any confidentiality obligation

“Customer IP” means all intellectual property rights owned by You or licensed to You prior to the Commencement Date or developed independently of the Software Service, including without limitation Your trademarks, service marks, logos, and branding materials

“Fees” means the fees We charge You for Your Service Plan, as set out in Your tmQuote Order Form

“Information” means all data and content (in any form) that is provided to Us or uploaded or hosted on any part of the Software or Software Service by You or any Referrer (including any data or content originating from Clients)

“Initial Term” means the duration of Your Service Plan, as set out in Your tmQuote Order Form

“Permitted Purpose” means the use of the Software Service solely for the purposes of enabling:

1. You to generate Quotes for Your Clients; and/or
2. a Referrer to generate Quotes on behalf of You.

“Products” means the expenses and distributions provided by Us to You as products through the Software Service and that You use in Your pricing schedule for Your Clients, excluding:

1. any applicable taxes on such expenses and distributions;
2. any third party charges; and
3. Your legal fees.

“Quote” means any quotes generated through the Software Service

“Referrer” means a third-party individual or entity authorised by You in writing to access and use the Software Service for the Permitted Purpose

“Renewal Periods” means successive periods of renewal of Your Service Plan following expiry of the Initial Term, each such period being equal in duration to the Initial Term

“Service Plan” means Your subscription to access and use the Software Service on the terms set out in Your tmQuote Order Form

“Site” means https://www.tmquote.co.uk being the website through which You and any Referrer may access the Software Service via an Account

“Software” means Our proprietary software that provides the functionalities and features of the Software Service

“Software Service” means the services provided by Us through the Software and accessible via the Site

“Supplier IP” means all intellectual property rights in and to the Software Service, the Software, and Quotes (excluding Customer IP and Information), including without limitation Our trademarks, service marks, logos, branding materials, source code, object code, algorithms, architecture, design, user interfaces, documentation, and all updates, modifications and derivative works thereof

“Term” means the Initial Term together with any subsequent Renewal Periods

“tmQuote Order Form” means the document that is issued pursuant to these Terms by Us setting out the details of Your Service Plan

“Us” (referred to as either “Us”, “We” or “Our”) refers to TM Property Searches Limited a company incorporated in England under number 03775703 whose registered office is at 1200 Delta Business Park, Swindon, Wiltshire, SN5 7XZ

“You” means the individual or legal entity accessing or using the Software Service