e-ROT Notifications

Terms and Conditions

This document should be read in conjunction with our Privacy Policy which can be located at www.e-rot.com/privacy.

The following terms and conditions ("the Terms") govern the provision and your use of the e-ROT notification service offered by Lexsure Ltd which provides notification of suggested Report on Title optional paragraphs called the "Service".

1. ACCESS

Access to the Service will be provided to you, once you have accepted the Terms and completed the registration or subscription process. On registration or subscription you will select a Username & Password. Your use of the Service account in any manner which is prohibited by these Terms may result in termination or suspension of the Service.

You are responsible for the security of your password. We reserve the absolute right to suspend, terminate, or modify, for any or no reason, any User ID and/or password provided to you for use with the Service.

If you have any queries concerning the Service or your account, you should contact customer care by emailing care@Lexsure.com

Access will only be provided to you where you have supplied us with a completed and valid DDI form. Once we have received your users details Lexsure will send you a PDF version of the DDI to sign and scan back. You will not have access to the Service until Lexsure is holding a valid DDI.

2. LICENCE

You are granted a non-exclusive, non-transferable, revocable licence with effect from your acceptance of the Terms to use the Service (and any software incorporated therein ("the Software").

Save for the limited licence provided for above, you shall have no proprietary or other interest or rights in the Service.

You shall not without our prior written consent (other than to the strict extent that such act cannot be restricted by law):

• copy the whole or any part of the Service;
• modify, merge or combine the whole or any part of the Service with any other service;
• assign, transfer, distribute, sell, lease, rent, sub-licence, charge or otherwise deal in or encumber the Service;
• adapt, translate, reverse engineer, decompile or disassemble the whole or any part of the Service.

3. CHANGES TO SERVICE

The Terms may be changed (including any reasonable change to the charges for use of the Service) at any time provided that any change to charges will only take effect 10 days after notifying you by email.

If the pricing relates to firms signing during December 2021 then please note that the offering is limited to 12 months. From 1st January 2023 the price will revert to the retail price at the time. You will be given advance notice and afforded the opportunity to cancel the Service. If you ask us to add users (i.e more than 10 names in the form or by way of specific request) then the fee for each user will be £25 + VAT. Save for the point made above, there is no cost to adding or switching users for a period of one month from the date of account activation. After that period there is an administrative cost of £25 + VAT.

Lexsure reserves the right to change, revise or modify the terms at any time posting the amended terms on the site. Any amended terms shall automatically be effective upon posting. Your continued use of the service will signify your acceptance of the revised terms. If you do not accept the revised terms, your sole and exclusive remedy is to discontinue using the Service. The latest terms will be viewable on the site and you should always review them prior to using the site.

4. CHARGES & PAYMENTS

You (or if you are an individual entering into this agreement on behalf of any other legal entity or person) then you on behalf of the legal entity or person which you acted or purported to act for when accepting these Terms, will be charged in line with the subscription charges applicable for the level of Service required. You will be charged monthly in arrears.

If payment for the Service cannot be collected for any reason and no effort is made to remedy the situation by the subscriber and the transaction remains outstanding for longer than 30 days Lexsure reserves the right to terminate the account at this time. We shall be entitled to charge you interest at 4% over the Law Society Rate of Interest from time to time in force in respect of any invoices not so discharged.

Please note that even if your account is shut down you will still be liable for all outstanding payments. In addition, a minimum £25 + VAT administrative fee will be added to your outstanding invoice.

We reserve the right to revise the subscription charges for the service.

Individuals on your account may be automatically suspended if they do not log-on to the system in a 90-day period. This is partly for security reasons to protect data from leavers of the firm accessing data as well as ensuring that only active users have access.

Individuals on your account may be automatically terminated if they do not log-on to the system in a 120-day period.

5. YOUR RESPONSIBILITIES

You unconditionally agree:

1. to notify us promptly by e-mail if you suspect unauthorised use of the Service. Until you notify us, you remain responsible for such unauthorised use;
2. to provide accurate and complete registration information (including, but not limited to, your name, postal or e-mail address, phone number, payment information) and to promptly report any changes in such information to us, Lexsure will not be responsible in the event that you did not receive information sent to you due to invalid contact details, therefore you must inform Lexsure as to any change in the above mentioned details and receive a confirmation from Lexsure that your details were updated successfully;
3. that you are responsible for providing and maintaining all computer equipment and software necessary for you to access the Service;
4. not to resell, remarket, or otherwise redistribute any portion of the Service;
5. to comply with all applicable laws, regulations, or conventions, including, but not limited to, those related to child pornography, gambling or gaming, obscenity, securities, intellectual property rights, data privacy, import/export of data and taxes, or misleading or deceptive conduct.

You warrant that by registering for/subscribing to and continuing to use the Service that you are of legal age and capacity.

6. TERM AND TERMINATION OF THE NOTIFICATION SERVICE

Other than for reasons of inactivity outlined earlier in these terms, either party may terminate this agreement on 24 hours notice. This can take the form of an email by either party.

Even after the Service has been terminated, occasionally Lexsure will send e-ROT notifications as part of a campaign. Sometimes this may be over a prolonged period. Please note that supplying you with free notifications is not a commitment to provide the service for free.

Cancellation of any Direct Debit set up for any Lexsure services (even if not in relation to this Service) will automatically result in the account being suspended or terminated. Any reference by you to cancellation of any direct debit will be treated as cause for immediate termination. 4

7. INDEMNITY

You agree to defend, indemnify and hold us, our affiliates, contractors, service providers, employees or agents harmless from and against any and all liabilities, cost and expenses, including reasonable attorneys' fees related to or arising from, any breach by you of the Terms, failure by you to perform your obligations, your use of the Service.

8. DISCLAIMER OR WARRANTIES

This site provides generic suggested wording for some reports on title in relation to certain scenarios, but is not a substitute for a property lawyer drafting specific wording and advice for the case in question. No wording should be added without the consensus of lawyers within your firm and without the approval of the COLP or manager within your firm.

The use of our Service is subject to our fair use policy. What constitutes fair use is at the discretion of the Operations Director of Lexsure .

Lexsure , at its sole discretion, may modify or discontinue the Service for any reason without notice. The Service you receive is “as is” and without any warranty other than those explicitly provided for in these Terms.

No information whether oral or written obtained by you from us through this Service shall create any warranty, representation or guarantee not expressly stated in these Terms.

Lexsure will to the best of its ability provide a Service that is uninterrupted and error free, that defects will be corrected and that the site or the server that makes it available, are free of viruses or other harmful components; however does not represent or make any warranties in this respect. This exclusion does not apply to Search results.

Placement of information, logos, links or names of non- Lexsure services does not constitute an endorsement of warranty of these entities, their products or services. Users take full responsibility for the decision to visit such sites and hold e-ROT harmless from any liability arising from such actions. You further acknowledge that no relationship is created between you and Lexsure by your participation on the site. It is your responsibility to evaluate the accuracy, completeness, and usefulness of the information contained on this site. The content provided in this and guidance provided in this service are not intended and so do not constitute professional advice.

9. LIMITATION OF LIABILITY

Lexsure shall indemnify you from and against any and all actions, claims, demands, liabilities, damages, costs and fees including reasonable professional and legal fees on a solicitor and own client basis (collectively an “Indemnified Claim”) provided that:

• notwithstanding anything else contained in these Terms we shall not be liable to you or any third party for any loss of profits or contracts (whether direct or indirect) or for any indirect or consequential loss whether arising from negligence, breach of contract or howsoever;
• you acknowledge and accept that electronic information sent via the Internet can be affected by errors in transmission, destructive programs and or information introduced maliciously by third parties such as viruses, worms, Trojan horses or other code that manifests contaminating or destructive properties. Whilst we will use its reasonable endeavours to procure that such destructive programs are restricted it is not liable for the presence of such programs in the Notification or Search except to the extent to which the presence of destructive programs is caused by our failure to use such reasonable endeavours; and
• that we have no control over the Internet or documentation transmitted by email or via the Internet. The Service does not include protection for or privacy of such information.

We shall not have any liability to any third party except in accordance with these Terms or except as otherwise expressly agreed in writing by us.

Nothing in the Terms shall exclude or limit either party's liability for death or personal injury arising from its negligence or that of its servants, agents or employees.

10. PRIVACY

To the extent that We process any personal information about Your employees or representatives (such as the name and contact details of users of the Service) (“User Data”) We will use it in accordance with the Privacy Policy).

We will both comply with all applicable requirements of the Data Protection Legislation.The prisons of this agreement are in addition to,and do not relieve,remove or replace, a party's obligations under the Data Protection Legislation.

Lexsure shall ensure that your data is kept secure and in an encrypted form, and shall use all reasonable security practices and systems to prevent, and take prompt and proper remedial action against, unauthorized access, copying, modification, storage, reproduction, display or distribution of such data.

We both acknowledge that for the purposes of the Data Protection Legislation, You are the Data Controller and we are the Data Processor in respect of the user data.

The personal data for your client is currently limited to client name. If you wish for Lexsure to remove this field, thus limiting the case identification to file reference for property details only then we are happy to do this.

Without prejudice to the generality of the foregoing,each party will ensure that it has all necessary appropriate consents and notices in place to enable lawful transfer of the personal data to the other party for the duration and purposes of this Agreement:

• process that personal data only on the instruction of the Data Controller unless it is required by the laws of any member of the European Union or by the laws of the European Union applicable to the Data Processor to process personal data (“Applicable Laws”).Where the Data Processor is relying on laws of a member of the European Union or European Union law as the basis for processing personal data,it shall promptly notify the other party of this before performing the processing required by the applicable legislation unless such statute prohibits it from so notifying the other party;
• ensure that it has in place appropriate technical and organisational measures, that you are entitled to review in advance of this agreement, to protect against unauthorised or unlawful processing of personal data and against accidental loss or destruction of, or damage to, personal data, appropriate to the harm that might result from the unauthorised or unlawful processing or accidental loss, destruction or damage and nature of the data to be protected, having regard to the state of technological development and the cost of implementing any measures (those measures may include, where appropriate, pseudonymisation and encrypting personal data, ensuring confidentiality, integrity, availability and resilience of its systems and services ,ensuring the availability of and access to personal data can be restored in a timely manner after an incident, and regularly assessing and evaluating the effectiveness of the technical and organisational measures adopted by it);
• ensure that all personnel who have access to and/or process personal data are obliged to keep the personal data confidential; and not transfer any personal data outside of the European Economic Area unless the prior written consent of the Data Controller has been obtained and the following conditions are fulfilled:
• the Data Controller or the Data Processor has provided appropriate safeguards in relation to the transfer;
• the data subject has enforceable rights and effective legal remedies;
• it complies with its obligations under the Data Protection Legislation by providing an adequate level of protection to any personal data that is transferred; and it complies with reasonable instructions notified to it in advance by the Data Controller with respect to the processing of the personal data;
• assist the Data Controller, at the Data Controller’s cost, in responding to any request from a Data Subject and in ensuring compliance with its obligations under the Data Protection Legislation with respect to security, breach notifications, impact assessments and consultations with supervisory authorities or regulators;
• notify the Data Controller without undue delay on becoming aware of a personal data breach;
• at the Data Controller’s written direction, delete or return personal data and copies thereof to the Data Controller on termination of this Agreement unless required by the applicable legislation at the time to restore the personal data if possible given that personal data is generally limited to names of clients as this information is purged in accordance with these terms.

11. GENERAL

These Terms constitute the entire agreement between you and us, superseding any prior oral or other agreements about the Service.

Your use of the Service after the effective date of a change of the Terms constitutes your continued acceptance of the Terms and the Service, as amended and if any provision of these Terms is determined to be invalid, all other provisions remain in force.

You should send all written notices relating to the Service to:, Lexsure Limited, 78 York Street, London W1H 1DP, United Kingdom

If you or Lexsure cancels the service within six months of your account being activated (or within six months of acceptance of these terms) Lexsure shall not be obliged to reactivate this service or take your firm on for any other service (including webinars) for a period of two years from your firm's account being switched off. It also means that Lexsure reserves the right to terminate any other service that you currently have even if pre-dating this service.

12. GOVERNING LAW

These Terms will be governed by English Law and disputes relating to them will be submitted to the exclusive jurisdiction of the English courts.