Terms and Conditions

  1. Definitions & Interpretations


    Used in these terms & conditions

    "Contract" means an agreement between us and you under which you agree to pay an annual subscription fee for the Kellysearch Business Leads service ('the Service') and to receive and pay for Qualified Leads and may be entered into by signature by you of an order form or by email confirmation by you that you agree to the terms of our order form and these terms and conditions;

    "RFQ Category" means a channel through which we generate and qualify Leads for a particular product or service;

    "Law" means any law, statute, regulation, instruction, guideline or code of conduct having force of law of any governmental or other regulatory authority of competent jurisdiction (including but not limited to any term in any licences issued by any such authority and any data protection requirements) in all cases as amended, replaced and supplemented from time to time;

    "Lead" means an enquiry from a visitor to the Website who has indicated they are interested in investigating or purchasing goods or services;

    "Online Account" means the central account that you login to within our system, which contains details of the category(ies) containing your listings, your contact details, the services which you have contracted to receive from us and the Qualified Leads you have received;

    "Qualified Lead" means a Lead that is reasonably relevant to a RFQ Category containing your listing (in our sole opinion), where we have verified the lead in accordance with our procedures, and delivered it to your Online Account;

    "Subscription Fee" means the annual amount payable for the Service

    "Telephone Tracking Service" means a web based monitoring solution for telephone calls received on certain telephone lines. No credit card information should be exchanged on this line. All recorded calls will be held for fifteen (15) months and then automatically deleted.

    "Website" means Kellysearch.co.uk.

  2. Annual subscription


    Unless otherwise stated subscriptions are for 12 months from the date of order. Any subscription after expiry of such term shall be the subject of a further Contract and we reserve the right to alter the terms (including the Subscription Fee) of any further Contract.

  3. Prices for Leads


    Payment for Qualified Leads is in addition to the Subscription Fee. We may change our prices for Qualified Leads from time to time. We will notify you of such changes by email to your contact details as specified in your Online Account.

  4. Payment terms


    1. The Subscription Fee is payable in full on commencement of your contract by credit card or such other means agreed by us.

    2. You will pay for Qualified Leads in accordance with your Contract monthly in arrears by credit card or such other means agreed by us.

    3. You will receive an activity report on the first (1st) business day of each month for the previous months activity giving a complete list of every lead you received from us during that month. You must submit any claims for credit for Qualified Leads in writing within five (5) days of receipt of this report and such credit shall only be granted if Kellysearch Business Leads determines that it failed to provide such leads in a timely manner in compliance with our procedures.

    4. We will charge the credit card we have on file for the previous months billable Qualified Leads on the fifth (5th) of every month or next business day.

    5. Invoices will be sent to the address supplied by you for such purposes for the previous months billable Qualified Leads on the fifth (5th) of every month or next business day. If you do not pay any invoice in full within 10 days of the date of the invoice (the "Due Date"), we may (at our sole discretion) do any or all of the following:

      Charge interest at the rate of 3% above the base rate of National Westminster Bank Plc (from time to time) from the Due Date until the date of actual payment in full;
      Terminate the Contract;
      Suspend access to the services provided under your Contract until all amounts outstanding are paid in full.

    6. We reserve the right to charge an administrative fee of £20 +VAT in relation to the reactivation of suspended services.

    7. VAT is payable on all invoices at the applicable rate.

    8. Subscription Fees are not refundable.

  5. Obligations in relation to Qualified leads


    1. Information relating to Qualified Leads is provided to you for use in your business only. You shall not resell, pass on or otherwise disclose any information relating to a Qualified Lead to any third party.

    2. You agree to the following in relation to the goods or services you provide to any Lead:

      • You shall have sole responsibility for the goods or services provided and the resolution of any dispute arising from any contract or other arrangement you may enter into with any person in relation to a Lead.
      • You shall not say or do anything to suggest that you are acting on behalf of us or that we have approved of or endorsed your goods or services; and
      • You shall have and maintain insurance at an appropriate level of cover for the goods or services you provide

  6. Our Liability


    1. We do not guarantee the quality of any Lead you receive. We shall not be liable to you in connection with any Lead for:

      • The quality or budget of the Lead;
      • Conflicts of interest which you may have relating to a particular Lead;
      • The timeliness or deadline required for the underlying work or your capacity to perform it (including in relation to the location of the required work);
      • Your inability to contact the customer where valid contact details are provided by us as part of the Lead; or
      • Failure to receive Leads due to spam filters, address book filters, filters imposed by internet providers or failure on the part of the Subscriber's e-mail services or internet service provider to deliver the Lead

    2. Any complaint relating to a Qualified Lead must be referred to us through our complaints procedure on our website and credits or replacement Leads will be administered in accordance with that procedure. Requests must be submitted within ten (10) days of the date the original lead was sent.

    3. We accept no liability for any of the following which may be incurred by you:

      • Loss of profit or sales;
      • Loss of opportunity;
      • Loss of turnover;
      • Loss of use of any hardware, software or data;
      • Loss of or damage to business; or
      • Indirect, special or consequential loss or damage.

    4. Our liability to you in any 12 month period shall not exceed the amount paid by you to us during that period.

      Nothing is intended to limit or exclude our liability:

      • For death or personal injury caused by our negligence or the negligence of our employees or agents;
      • For breach of any condition as to title or quiet enjoyment implied by section 12 Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982;
      • For fraudulent misrepresentation; or
      • For any other liability which cannot be excluded or limited by applicable law.

  7. Termination


    1. The following shall be "Events of Default" for the purpose of these terms and conditions:

      • You have failed to pay to us any amount that is due under paragraph 4 above;
      • You have materially breached one of your obligations to us;
      • You pass a resolution for your winding up or a court of competent jurisdiction makes an order for your winding up or dissolution;
      • The making of an administration order in relation to you or the appointment of a receiver over, or an encumbrancer taking possession of or selling, any of your assets; or
      • You make an arrangement or composition with your creditors generally or make an application to a court of competent jurisdiction for protection from your creditors generally;

    2. On the occurrence of an Event of Default we may:

      • Suspend your access to your Online Account and any Qualified Leads until such time as the Event of Default is remedied (which shall be judged at our sole discretion); and/or
      • Terminate your Contract with immediate effect upon written notice at any time on or after the date the Event of Default occurred.

    3. The termination of any Contract shall not affect either party's accrued rights or obligations, any duties of confidentiality, or any other provisions that are expressly or impliedly intended to survive termination.

  8. General


    1. Requests for changes to your Account Profile during the term of the Subscription must be made in writing and will only be effective when confirmed in writing by an authorised signatory of Reed Business Information Ltd.

    2. A delay by us in exercising our rights and remedies shall not constitute a waiver of those rights and remedies unless expressly agreed in writing.

    3. You may not assign or otherwise transfer any Contract without our prior written approval.

    4. Unless expressly provided in these terms, no party who is not a party to a Contract has any rights pursuant to the Contracts (Rights of Third Parties) Act 1999.

    5. These terms and conditions shall be governed by and construed in accordance with English law and the parties submit to the exclusive jurisdiction of the English courts.