The House Crowd Website
Terms and Conditions
This page (together with the documents referred to on it) tells you the terms and conditions on which we The House Crowd Limited (“House Crowd”/“we”/“us”/“our”) make available the information listed on our website www.thehousecrowd.com (“Site“) to you. Please read these terms and conditions carefully before using this Site. You should understand that by using this Site, you agree to be bound by these terms and conditions.
You should print a copy of these terms and conditions for future reference.
References to we/our/us are to House Crowd. References to you/your are to the user of this Site.
This Site provides you with information on properties which, should you choose to do so, will be available for you to invest in by acquiring shares in a corporate vehicle (known as a single purpose vehicle or SPV). The SPV will acquire and own each property (see below for further information) and you will own a share or a number of shares in the SPV.
We are not providing advice on the properties or the benefits or otherwise of any investments or acquisition of shares nor are we arranging deals in investments. We will however provide administrative assistance in bringing investors together and providing the necessary documentation required to provide you with evidence of your investment in an SPV. We will also be responsible for the supervision or management of the property during your investment including refurbishments, repairs, maintenance, furnishings lettings and collecting and managing rental income whether using our own resources or that of an appointed agent or subcontractor.
Please click on the button marked “I accept” at the end of these terms and conditions if you accept them. Please understand that if you refuse to accept these terms and conditions, you will not be able to use our site.
1. INFORMATION ABOUT US
We, The House Crowd Limited a company registered in England and Wales under company number 7893395 with our registered office at 20 Market Street, Altrincham Cheshire United Kingdom WA14 1PF operate the website www.thehousecrowd.com.
2. SERVICE AVAILABILITY
2.1. Our site is only intended for use by people resident in the United Kingdom.
2.2. Unless an individual complies with the provisions of clause 3, we will not accept investments from individuals outside the United Kingdom.
3. OVERSEAS SHAREHOLDERS
3.1. Persons who are resident in, or citizens or nationals of, jurisdictions outside the United Kingdom or who are nominees of, or custodians, trustees or guardians for, citizens or nationals of such jurisdictions (“overseas shareholder”) may be prohibited or affected by the laws or regulatory requirements of the relevant overseas jurisdiction.
Such overseas shareholders should inform themselves about and observe any applicable legal requirements. It is the responsibility of any overseas shareholder wishing to subscribe for shares in an SPV to satisfy himself as to the full observance of the laws and regulatory requirements of the relevant jurisdiction in connection with the Subscription and/or the SPV, including the obtaining of any governmental, exchange control or other consents which may be required, the compliance with other necessary formalities and the payment of any issue, transfer or other taxes or duties due in such jurisdiction.
3.2. Each overseas shareholder will be responsible for any issue, transfer or other taxes or other requisite payments due in any overseas jurisdiction in respect of subscribing for and/or holding shares in the SPV by whomsoever they are payable and further the overseas shareholder shall fully indemnify and hold harmless House Crowd and any person acting on our behalf for any such issue, transfer or other taxes or other requisite payments as we and/or any person acting on our behalf may be required to pay in respect of the subscription and holding of shares in an SPV insofar as it relates to such shareholder.
3.3. We will not be deemed to accept any application to subscribe for shares nor will we be compelled to issue any shares to an overseas shareholder unless such overseas shareholder confirms that:
3.3.1. he has observed the laws of all relevant territories, obtained and requisite governmental or other consents, complied with all requisite formalities and paid any issue, transfer or other taxes due from him, in connection with such acceptance in any territory; and
3.3.2 he has not taken or omitted to take any action which will or may result in House Crowd or any other person acting on our behalf acting in breach of any legal or regulatory requirements of any territory in connection with the subscription and holding of shares in an SPV;
3.3.3 he shall provide valid and up to date proof of his identity (including copies of photographic identification and proof of residential address certified as true copies of the originals by a solicitor, notary or legal professional with equivalent standing in such overseas shareholder’s jurisdiction) ; and
3.3.4 he shall transfer subscription funds in accordance with the provisions set out on this Site and, where relevant, evidences the sources of such funds (including providing additional proof of identity where the transferor is not the overseas shareholder themselves).
4. YOUR STATUS
By applying and registering to become a member through our site, you warrant that:
4.1. you are legally capable of entering into binding contracts;
4.2. you are at least 18 years old;
4.3. you are resident in the United Kingdom and that you are accessing the site from within the United Kingdom; or
4.4. where you are resident outside the United Kingdom, that you have complied with the provisions of clauses 3.1 to 3.3.
5. RELIANCE ON INFORMATION POSTED
Any commentary, information or other material posted on our site is not intended to amount to advice. We are not liable or responsible for any reliance placed on such materials by you or anyone who you may inform of any of its contents
6. THE ROLE OF HOUSE CROWD
6.1. House Crowd’s principal role is to provide administrative and property management functions on behalf of investors and the respective SPVs and to co-ordinate and facilitate the payment and collection of sums due under or in connection with those SPVs. This Site brings together prospective investors and provide a stream-lined process for entering into investments.
6.2. House Crowd will not perform any management functions on an investor’s behalf (except in relation to property management): the investor retains complete control and discretion over whether or not to make an investment into an investment vehicle and on what terms and over all other aspects of its participation in House Crowd and investments made through it. Nothing House Crowd does and nothing on the website is intended to operate or be construed as advice or recommendation by House Crowd to enter into a particular investment.
6.3. House Crowd accepts no responsibility and disclaims all liability for any information about an investment made in an SPV through this Site. House Crowd may from time to time at the end of each month, but accepts no obligation to, update or amend at any time investment information.
6.4. While House Crowd believes that access to information on this Site can provide additional comfort as to the likelihood of investment returns, House Crowd accepts no additional responsibility for the likelihood of an investment vehicle meeting its financial obligations to the investor through the House Crowd platform in circumstances where such recourse to the assets of the investment vehicle is available.
7. THE INVESTMENT
7.1. By selecting a property to invest in using the Site and paying an investment amount in accordance with the terms of payment, you agree to the acquisition by you of a share or shares in an SPV which will acquire the selected property.
7.2. Following receipt of your investment and the purchase of your property, you will receive a share certificate as evidence of your investment. A copy of the relevant SPV’s articles of associations (“Articles”) will also be supplied to you. The Articles will govern and detail your investment in the SPV, your position as a shareholder and how any income and return will be generated.
7.3. You will be entitled to sell or transfer your shares in accordance with the Articles.
7.4. Any payments made to investors will be made without deduction of tax. It is your responsibility to account for any income tax and other personal taxes that may be payable to the appropriate authorities.
7.5. We will provide an annual statement of dividends declared and paid earned for tax purposes.
8. INVESTMENT RISK
Potential investors should note that acquiring shares in an SPV using this Site is subject to market fluctuations and there can be no assurance as to any specified increase in value.
The value of your investment and the income from them, can fluctuate and may fall and there is no certainty that an investor will get back any part of his investment. Investment through House Crowd should not be viewed as a liquid investment. Investors interests will however be secured against each property. In the event that an SPV becomes unable to meet its debts as they fall due, investors may realise less than their original investment.
The price which investors may realise for their investments and the timing of any such realisation may be influenced by a large number of factors (and these are more particularly set out in the investment memorandum you will receive in respect of any specific investment) some of which are specific to the investment and others of which are extraneous.
The ability of an investor to sell shares will depend on there being a willing buyer for such shares at an acceptable price. Consequently, it might be difficult for an investor to realise his investment.
9. OUR LIABILITY
The material displayed on this Site is provided without any guarantees, conditions or warranties as to its accuracy. To the extent permitted by law, we, other members of our group of companies and third parties connected to us hereby expressly exclude:
9.1. all conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity.
9.2. any liability for any direct, indirect or consequential loss or damage incurred by any user in connection with our site or in connection with the use, inability to use, or results or the use of this Site, any websites linked to it and any materials posted on it, including, without limitation any liability for:
9.2.1 loss of income or revenue;
9.2.2 loss of business;
9.2.3 loss of profits or contracts;
9.2.4 loss of anticipated savings;
9.2.5 loss of data;
9.2.6 loss of goodwill;
9.2.7 wasted management or office time; and
9.3. for any other loss or damage of any kind, however arising and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable.
This condition 8 does not affect our liability for death or personal injury arising from our negligence, nor our liability for fraud or fraudulent misrepresentation, nor any other liability which cannot be excluded or limited under applicable law.
10. INVESTOR’S AGREEMENTS WITH HOUSE CROWD
10.1. You agree that House Crowd is making no warranty or representation as to the ability of the SPV to pay and their credit risk and we are in no way liable for the debts of the SPV. You acknowledge that you are investing entirely at your own risk.
10.2. You agree to keep confidential and not to use, disclose or communicate any and all content of the Website (except in the course of obtaining professional advice in respect of the same or with our written consent or as required by law). This restriction will continue to apply after any termination of membership.
10.3. Calculations we may provide on the website of the likely rate of return on investments are for guidance purposes only and are not guaranteed.
10.4. The information on the website does not constitute advice, recommendation or an endorsement of investment requests or investment vehicles. The information is not intended to be relied upon as a sole basis for deciding whether or not to invest in a particular property.
10.5. We make no representation or warranty as to the accuracy of the data displayed on an investment request page, nor whether the information is up to date or error free.
10.6. We do not guarantee that there will be sufficient bids to fully fund an investment in an SPV or that there will be sufficient investments for you to invest in.
11. INTELLECTUAL PROPERTY
11.1. We own and you agree that we own all present and future copyright, registered and unregistered trade marks, design rights, unregistered designs, database rights and all other intellectual property rights existing in or relating to this Site.
11.2. No warranty is given that the contents of this Site do not infringe the rights of any third party.
12. TERMINATING YOUR MEMBERSHIP OF HOUSE CROWD
12.1. If you no longer want to be a member of House Crowd and this Site, then provided you have no investments currently in force you can let us know and we will end your membership.
12.2. We may end your membership of House Crowd at any time and for any reason, including but not limited to if:
12.2.1 you breach these terms and conditions;
12.2.2 you are in breach of the articles of association of an SPV;
12.2.3 we suspect that you have committed fraud, been involved in money laundering or other criminal activities;
12.2.4 you use this Site or any information accessible on or obtained from it for the purpose of canvassing or soliciting any person or enticing any person away from House Crowd;
12.2.5 you use this Site in any of the following ways:
(a) in any way that causes, or is likely to cause, the Site or access to it to be interrupted or damaged in any way;
(b) for fraudulent purposes, or in connection with a criminal offence;
(c) to send, use or reuse any material that is illegal, offensive, abusive, indecent, defamatory, obscene or menacing; or in breach of copyright, trademark, confidence, privacy or any other right; or is otherwise injurious to third parties; or objectionable; or which consists of or contains software viruses, political campaigning, commercial solicitation, chain letters, mass mailings or any “spam”;
(d) to cause annoyance, inconvenience or needless anxiety; or
12.2.6 there is no activity in respect of your membership within a 12 month period.
13. WRITTEN COMMUNICATIONS
Applicable laws require that some of the information or communications we send to you should be in writing. When using our site, you accept that communication with us will be mainly electronic. We will contact you by e-mail or provide you with information by posting notices on our website.
For contractual purposes, you agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing. This condition does not affect your statutory rights.
All notices given by you to us must be given to The House Crowd Limited, 20 Market Street, Altrincham, Cheshire, United Kingdom WA14 1PF. We may give notice to you at either the e-mail or postal address you provide to us, or in any of the ways specified in clause 13 above.
Notice will be deemed received and properly served immediately when posted on our website, 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.
15.1. If we fail, at any time, to insist upon strict performance of any of your obligations under these terms and conditions or any other document referred to herein, or if we fail to exercise any of the rights or remedies to which we are entitled under the contract, this will not constitute a waiver of such rights or remedies and will not relieve you from compliance with such obligations.
15.2. A waiver by us of any default will not constitute a waiver of any subsequent default.
15.3. No waiver by us of any of these terms and conditions will be effective unless it is expressly stated to be a waiver and is communicated to you in writing in accordance with clause 14 above.
If any of these terms and conditions or any provisions of any other document featured on this Site are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.
17. ENTIRE AGREEMENT
17.1. These terms and conditions and any document expressly referred to in them including the Articles constitute the whole agreement between us and supersede all previous discussions, correspondence, negotiations, previous arrangement, understanding or agreement between us relating to the subject matter of any contract.
17.2. To the extent that there is any conflict between these terms and conditions and the Articles the contents of the Articles will prevail.
17.3. We each acknowledge that neither of us relies on, or will have any remedies in respect of, any representation or warranty (whether made innocently or negligently) that is not set out in these terms and conditions or the documents referred to in them.
17.4. Each of us agrees that our only liability in respect of any representations and warranties that are set out in this agreement (whether made innocently or negligently) will be for breach of contract.
17.5. Nothing in this clause limits or excludes any liability for fraud.
18. OUR RIGHT TO VARY THESE TERMS AND CONDITIONS
18.1. We have the right to revise and amend these terms and conditions from time to time.
18.2. You will be subject to the policies and terms and conditions in force at the time that you apply to become a member, unless any change to those policies or these terms and conditions is required to be made by law or governmental authority (in which case it will apply to orders previously placed by you), or if we notify you of the change to those policies or these terms and conditions before we send you the membership acceptance (in which case we have the right to assume that you have accepted the change to the terms and conditions, unless you notify us to the contrary within seven working days of receipt by you of the Services).
19. LAW AND JURISDICTION
Any dispute or claim arising out of or in connection with the use of this Site or its subject matter or formation (including non-contractual disputes or claims) will be governed by English law. Any dispute or claim arising out of or in connection with such use (including non-contractual disputes or claims) will be subject to the non-exclusive jurisdiction of the courts of England and Wales.