Terms and Conditions

(a). DEFINITIONS

1. Agent means any person primarily in the business of selling or letting residential or commercial properties or land on behalf of multiple unrelated third parties.
2. Developer means any person primarily in the business of building or renovating residential or commercial properties.
3. Landlord means any person, firm or corporate entity marketing and/or managing property they own for let / rent.
4. Conditions means these terms and conditions of Your Membership.
5. We, Us, Our and Micasa Hub means Micasa Hub E.A Limited, P O Box 4579, Kampala, Registered in Kampala, Uganda no. 80020000659775 or any entity which is from time to time its holding company, a subsidiary or a subsidiary of any such holding company (within the meaning of section 1159 of the Companies Act 2006 as amended at the date of this Agreement) or any successor in business to Micasa Hub E.A Limited.
6. You and Your refers to the person, firm or corporate entity who has applied for membership on Our Platforms, Micasa Hub.
7. Your Client means an Agent, Developer or Landlord who has instructed You to market property, land or developments on their behalf.
8. Website means our consumer facing website located at www.micasahub.com
9. Mobile platform means our consumer facing applications for iPhone, iPad and android devices.
10. Platforms means the Website and Mobile Platform and any other technological platforms used or operated by Us to deliver Our services
11. Channel or Channels means the Sales, Lettings / Rentals, New Homes, Commercial, Overseas and Students parts of our Website and Mobile platforms.
12. Users means the visitors to Our Platforms.
13. User Data means information provided by or derived from our Users and their activities on Our Platforms.
14. Data means all information and any part thereof provided to Us by You either directly or indirectly, including Data supplied or available by way of a URL link, or information provided or displayed on Your behalf by a third party.
15. Term means the initial period of Your Membership set out in Our notice to You confirming acceptance of Your Membership Registration.
16. Location(s) means the place(s) that You nominated on Your membership registration form and/or added to Your Membership by Us that display Your Data on Our Platforms at which We deem You develop properties, operate, promote or manage Your activities.
17. If Your application is accepted by Us, Your Membership means access, only to those Micasa Hub services appropriate to Your business as; an Agent, a Developer or a Landlord and visibility/publication of Your Data.
18. Member means an agent, developer, landlord or property owner as described in more detail in the Membership Guidelines.
19. Member Data means all personal data, property information, property values, photographs, images, property plans and any other information provided by You (or by a third party on Your behalf) to Micasa Hub and which may include data about Your Client.
20. Membership means your entitlement to the Services subject to these Conditions.
21. Membership Registration Form means the document which contains your application for Membership and the Price Schedule. A member subscribes to; (i) Premium (ii) Standard membership.
22. Contract means the contract between Micasa Hub E.A and You for the supply of Services in accordance with these Conditions.

23 Mobile Platform means Micasa Hub’s consumer facing software applications for use with mobile devices.

24. Price Schedule means the schedule in which the charges for the services are specified as amended in accordance with these Conditions
25. Leadmeans either an email or telephone call received by the member from any person who has contacted the Member using the contact details supplied on the website.
26. Notice Period means at least 30 days’ prior written notice which shall commence on the date that the notice is deemed to have been received by a party pursuant to clause
27. Working Hours / Business Day means a day other than a Saturday, Sunday or public holiday in Uganda when we are open for business.

(b).   CONTRACT

1. The Membership Registration Form constitutes an offer by You to purchase the Services in accordance with these Terms and Conditions. The Membership Registration Form shall only be deemed to be accepted when Micasa Hub signs and accepts your Membership Registration Form at which point and on which date the Contract shall come into existence (“Start Date”). Micasa Hub does not have to give any reason for declining your registration for Membership.

(c).   THE SERVICES

1. Micasa shall supply the Services to You in accordance with these Conditions. You will only be entitled to those Services as specified in Your Membership Registration Form.
2. Micasa shall have the right to make any changes to the Services which are necessary to comply with any applicable law or safety requirement or which do not materially affect the nature or quality of the Services.

(d).   OUR OBLIGATONS

1. Will provide an internet property listing service for displaying Your Data to visitors to Our Platforms and may also offer You other relevant additional features and services to help manage Your advertising and promote Your membership;
2. 2. Will use reasonable endeavours to ensure that, except where We are manually updating Your Data pursuant to Your instructions, updates to Your Data provided automatically to Us will appear on Our Platforms within 24 hours of receipt or if You make changes to Your Data via Micasa Hub
3. Will, subject to Your Membership type, use reasonable endeavours to provide access for You to add, amend or remove Your Data using Micasa Hub 24 hours a day, 7 days a week
4. Will use reasonable endeavours to maintain the availability and performance of Our Platforms;
5. Will maintain the integrity of Your Data but accept no responsibility for checking the accuracy of Your Data and have no obligation to edit or review Your data, although We reserve the right to edit, review, suppress or remove Your Data if We believe it is inaccurate, inappropriate or in Our opinion contravenes these Conditions or any applicable law in any way.
6. Will use reasonable endeavours to ensure that Your Data is not altered in such a way as to misrepresent any of the information contained in it;
7. Will notify You of changes to the specification and/or format in which You must provide Your Data at least 30 days in advance, except where changes are essential to the proper operation of Our Platforms in which case We will notify You as soon as reasonably practicable;
8. Will forward all potential customer enquiries, generated from Our Platforms to the contact details provided as soon as reasonably practical. In the event of our failure to do so, We will notify You within 5 working days of becoming aware of such failure;
9. Will comply with the Data Protection Act 2019 to the extent that it affects our business and with any guidance applicable to our business issued from time to time by Legal Authorities;
10. Will use reasonable endeavours to market our Platforms to prospective sellers, buyers and renters located in Uganda and other locations;
11. Warrant that, subject to our privacy policy published on Our Platforms, no third party (excluding at our sole discretion Your customers or Your Client’s customers) will, without Your consent be provided with:

11.1. Web traffic or performance data associated directly with either Your Locations or Your Data;

11.2. User Data associated with You or with Your Data if the User did not consent to Our use of such data;

 (e).    YOUR OBLIGATIONS:

1. Warrant that You or Your Client primarily operate as an Agent, Developer or Landlord, are providing the services normally associated with those operations and have not or will not, in Our opinion, misrepresent the nature of Your business to Us;
2. You or Your Client are solely liable for any information published on Our platform under your membership.
3. Warrant that Your Data will only include information on unsold/unlet/unrented property or land appropriate to Your Membership;

3.1. where You or Your Client received the authorisation from a third party to sell or let such property or land prior to providing it to Us OR

3.2. in the event that the property sale has completed or is tenanted you will ensure the removal of the property from our Platforms, in accordance with clauses 11 and 12.

4. Warrant that where You provide images to be shown with the property or land You or Your client are marketing, such images are only of the authorised property or land being offered
5. Will provide Your Data to Us in accordance with any specifications and/or in the format that We specify and in such a way as not to interfere with the operation of Our Platforms
6. Will provide Us with a copy of; valid National Identity Card, Trading Licence; a working email address and registered telephone number. You will also immediately advise Us of any changes that would prevent You from receiving emails or calls;
7. Warrant that; You will comply with all reasonable requests and preferences expressed by Our Users; will comply fully with Your obligations under the Data Protection Act 2019 with respect to personal data We send or make available to You and will not make available any personal data to third parties without explicit consent;
8. Will act and You will procure that Your Client acts in accordance with the best professional practice of a supplier with experience and expertise in carrying on business in the same or similar area of business as Yours or Your Client’s business;
9. Warrant that You have good title to Your Data and that Your Data; is accurate, relevant and complete; is of a professional and inoffensive nature; is to the best of Your knowledge free from known viruses, disabling programs and devices; is not in breach of any obligations of confidentiality or privacy; is not being displayed against the wishes of whom You or Your Client acquired it; does not include details of Your commission, fees (except tenant and buyer fees/prices),
10. Warrant that when reproduced or published by Us, Your Data will not; breach any contract; fail to comply with any applicable law or regulation; infringe any copyright, trade mark, intellectual property or any other personal or proprietary right of any person, firm or corporate entity; render Us liable to any claim whatsoever; and that You will indemnify Us against any resulting third party claim, legal action or penalty should Your Data not meet these Conditions;
11. Will use reasonable endeavours to update Your Data to ensure that it is and remains correct including but not limited to any alterations to prices and availability and the display of any data. Where there is a material change or update of Data, You will ensure Your Data is amended accordingly within 1 working day;

11.1. Should a property become unavailable due to a change in the properties status You will ensure that the status of the property is changed from ‘Available’ to the correct corresponding property status of either:  SOLD or RENTED;

11.2. In the event that the property sale has completed or is tenanted you will ensure the removal of the property from Our Platforms.

12. Warrant that Your Data will not exceed the permitted time that they may remain in a particular property status, other than ‘Available’ Terms and Conditions of Membership All prices quoted by Us are exclusive of VAT at the prevailing rate unless stated otherwise;
13. Will use all reasonable endeavours to help Us identify and remedy unauthorised copying and storage of Your Data;
14. Will use, and will procure that Your Client uses reasonable endeavours to respond to emails sent to you on the day of receipt if that day is a working day and in any event by noon the following working day;
15. Will use, and will procure that Your Client uses reasonable endeavours to respond to telephone calls to you within 2 working hours of receipt
16. Will make all payments due to Us pursuant to Our charging structure, as notified from time to time, promptly in accordance with Our payment terms
17. Acknowledge and agree that We may enter into agreements with third parties whereby Your Data can be published or accessed through mediums not belonging to Us and/or through channels other than Our Platforms;
18. You warrant that You will not without Our written permission directly or, in Our opinion indirectly, sell on or provide access to the services and features of Your Membership to third parties.

 

(f). GENERAL TERMS

1. Your Membership is subject to these Conditions to the exclusion of all other terms and conditions express or implied and any variation to the conditions of Your Membership (other than as described in Condition F2) shall have no effect unless expressly agreed in writing and signed by an authorised senior representative of Us.
2. The current version of Our conditions of membership (as posted on Our Platforms) will apply at all times to Your Membership and will supersede all previously published conditions of membership.
3. Where You purchase, use or access products or services from Us, or from partners supplying such products and services on Our behalf, any associated product or service conditions, including those of Our partners, shall form part of Your terms and conditions of membership.
4. No application for membership of Our services placed by You will be deemed to be accepted by Us until We confirm Your Membership. We are not obliged to accept any application for membership by You nor give You reasons for declining or terminating Your Membership.
5. If at any time We have reason to doubt Your ability to comply with any term, condition or warranty in these Conditions, We will give You notice and reserve the right to; refuse Your application for Membership; immediately suspend or terminate Your Membership; audit Your processes, property details and practices and charge You for Our costs and time in doing so;
6. If when compared with the majority of Our other members, Your property Data is priced higher that the average market may communicate to You to seek an explanation;
7. All warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from these Conditions.
8. We will not be liable to You or your clients for:

8.1. any indirect, consequential, special or punitive loss, damage, costs and expenses;

8.2. loss of profit;

8.3. loss of business;

8.4. loss of reputation;

8.5. depletion of goodwill; or

8.6. loss of, damage to or corruption of data.

8.7. fraudulent misrepresentation caused by the users or members on our platform

(g). TERM and TERMINATION

1. This Contract will come into effect on the Start Date and continue for the Term and, following the end of the Term, continue thereafter until terminated by either party giving notice equal to the Notice Period. If You wish to terminate your membership from the Services, then You must give prior written notice equal to the Notice Period.
2. Micasa may terminate this Contract immediately if:

2.1. You commit any breach of these Conditions and, if that breach is capable of remedy, You fail to remedy such breach within 14 days of being notified of the breach in writing;

2.2. in Our reasonable opinion You carry out Your business in a manner which is unbefitting of a Micasa member

2.3. Without prejudice to any other rights set out in these Conditions, if Micasa has reason to suspect that You are not willing or able to comply with the terms of the Contract

2.4. if You enter into any form of insolvency including without limit liquidation, bankruptcy, receivership, administration or You are unable to pay Your debts as and when they fall due, or anything analogous to the foregoing occurs in any jurisdiction.

3. On termination of the Contract for any reason;

3.1. You shall immediately pay to Micasa all outstanding unpaid invoices

3.2. You shall immediately cease using all of Micasa’s Intellectual Property

3.3. We shall discontinue all Our services offered to You