Version 1.0 – [date]

Governing law: England & Wales

1.1 Who we are. "Enquirely", "we" or "us" means Enquirely Ltd (company to be incorporated in England & Wales; registered office to follow).

1.2 How you accept. By (a) clicking Create Account, (b) signing an Order Form, or (c) using the Service, you accept these Terms on behalf of yourself and, if you represent a Firm, that Firm.

1.3 One contract, many roles. A single User may act as Buyer Solicitor in one Transaction and Seller in another. These Terms apply to you only to the extent you perform the relevant role at the relevant time.

Capitalised words have the meanings below. Singular includes plural and vice versa.

3.1 Age 18+. You must be at least 18.

3.2 Business use only. The Service is provided for professional or commercial purposes; consumer‑rights legislation therefore does not apply.

3.3 Authority to invite. When you invite another person you confirm you have their prior consent and authority.

3.4 Security. Keep passwords and 2FA tokens confidential. You are responsible for activities that occur under your Account.

4.1 Core features. We provide an online workspace to raise, answer, sign‑off and audit enquiries; store documents; export data; and send email notifications.

4.2 Role‑based actions.

• Buyer or Seller Solicitor may mark an enquiry "Answered".
• Buyer may sign off enquiries if the Transaction Admin toggles Client Sign‑off.
• Transaction Admin controls participant list and sign‑off settings.

4.3 Beta Features (Premium only). Beta Features are experimental, may be modified or withdrawn at any time and may produce errors. Use them at your own risk.

4.4 House Ads (Free Plan only). Free‑Plan Users acknowledge that non‑targeted House Ads may appear; no personal data is shared with advertisers.

4.5 Updates & downtime. We may make changes and schedule maintenance on 48 hours' notice where practicable. No specific uptime service‑level applies.

5.1 Free Plan. No charge; maximum 20 new Transactions per calendar month; House Ads displayed.

5.2 Premium Plan. £150 + VAT per Firm per month; unlimited Transactions; access to Beta Features.

5.3 Invoicing. Invoices are issued monthly in arrears and are due within 30 days.

5.4 Late payment. Unpaid sums bear interest at the statutory rate under the Late Payment of Commercial Debts (Interest) Act 1998 (currently base + 8 %). We may suspend the Service to the Firm on 14 days' written notice of non‑payment.

5.5 Rolling term. Plans run month‑to‑month and renew automatically until cancelled.

6.1 Your Content. You retain all IP in documents or data you upload.

6.2 Licence to us. You grant us a worldwide, non‑exclusive, royalty‑free licence to host, copy, display and process Your Content solely to provide the Service.

6.3 Aggregate analytics. We may create and commercialise anonymised, aggregated data that does not identify any person or Firm.

7.1 You must not upload content that is unlawful, infringing, offensive, contains malware, excessive personal data, or is irrelevant to the Transaction.

7.2 File‑size or type limits may be posted in the Documentation and are incorporated by reference.

8.1 Each party must keep Confidential Information secret save as required by law.

8.2 Solicitor Users acknowledge that uploading privileged material may waive privilege and they will obtain client consent as necessary.

8.3 No part of the Service constitutes legal advice; Users rely on their own professional judgement.

9.1 We process personal data as a "processor" on behalf of the Firm; see the Data Processing Addendum ("DPA").

9.2 Hosting is in the UK; sub‑processors are Heroku, AWS and Mailjet (all UK/EU data centres).

9.3 Export & deletion. While an Account is active, Users may export data at any time. After termination we hold data for 30 days, after which it is permanently deleted.

10.1 Support is available by email during UK business hours (09:00–17:30 Monday–Friday, excluding English public holidays).

10.2 Service notifications (e.g., enquiry updates) are transactional and cannot be opted out of without disabling that feature.

11.1 User termination. You may delete your Account at any time from the dashboard.

11.2 Firm termination. A Firm may cancel its Plan by email to support@enquirely.com; cancellation is effective at the end of the current billing period.

11.3 Our termination. We may terminate any Account or Plan (a) on 3 months' written notice for convenience or (b) immediately for material breach or non‑payment.

11.4 Effect of termination. Access becomes read‑only; export remains available for 30 days; data is then deleted. No refund of fees already paid.

12.1 Mutual warranties. Each party warrants it has authority to enter into these Terms.

12.2 Service warranty. The Service is provided "as is" with reasonable skill and care; we do not warrant it is error‑free.

12.3 Your indemnity. You shall indemnify us against all losses arising from (a) Your Content infringing third‑party IP or violating law, (b) breach of Section 7, or (c) claims by your clients or other Users you invited.

12.4 Privilege indemnity. Firms indemnify us for any loss caused by alleged waiver of legal professional privilege through use of the Service.

13.1 Cap. Our total liability to a Paid‑Plan Firm in any calendar month is limited to the fees paid by that Firm for that month; for Free‑Plan Users it is limited to £250.

13.2 Exclusions. We are not liable for indirect or consequential loss, loss of profit, or loss of data (subject to Section 9).

13.3 Unlimited matters. Nothing limits liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation.

14.1 We may amend these Terms on at least 1 month's notice and may amend Plan pricing on 3 months' notice.

14.2 Continued use after the effective date constitutes acceptance. For material changes we may require a click‑through acceptance at next login.

15.1 We may assign or novate these Terms or any Order Form freely.

15.2 Users may not assign any rights without our prior written consent (not to be unreasonably withheld).

15.3 We may subcontract any obligation but remain responsible for our subcontractors.

16.1 Formal notices under these Terms must be sent by email:

• To Enquirely: legal@enquirely.com
• To you: the primary admin email on your Account.

16.2 Notices are deemed received at 09:00 UK time on the next business day after sending.

17.1 Neither party is liable for failure to perform caused by events beyond reasonable control.

17.2 Third‑party websites linked from the Service are visited at your own risk; we are not responsible for their content.

18.1 These Terms, any Order Form and the DPA constitute the entire agreement and supersede all prior discussions.

18.2 No waiver of rights is effective unless in writing.

18.3 If any provision is held invalid, the remainder remains in force.

18.4 Nothing gives any third party rights under the Contracts (Rights of Third Parties) Act 1999.

18.5 The courts of England & Wales have exclusive jurisdiction.