1.GENERAL INFORMATION AND DEFINITIONS
1.1 PROPERTY EXCELLENCE PATTAYA COMPANY LIMITED and related group (collectively “Property Excellence”) offer a wide range of services to which these general terms and conditions (“general terms and conditions”) apply, including platforms, websites and integrated services (integrated in other companies’ apps, websites and services), which overall creates a marketplace (property listing database) where International foreign agents (users) and Thai real estate agents (users) can advertise and offer properties and make use of other services (the “Property Excellence platform”). Property Excellence is constantly developing new technologies, functions and services in order to improve our range of services. As part of this continuous improvement, Property Excellence adds and removes functionalities, increases or decreases the limits of our services and initiates or discontinues the services. Property Excellence makes a number of policies and other resources available to users (as defined below) in order to answer common questions and establish the level of expectations for using our services.
1.2 Property Excellence reserves the right to change any part of the terms and conditions without prior notice. In the event that Property Excellence changes the Terms and Conditions, an updated version will be sent to the user, after which continued use of the Property Excellence platform, by the user, is considered an acceptance of the changes made. Users agree to comply with all provisions of the general business terms and conditions in the most recently amended version when accessing or using services made available on the Property Excellence platform. Users’ continued access or use of the Property Excellence Platform and services provided shall be deemed acceptance of the terms and conditions of the most recently amended version.
1.3 A International foreign agent is a user who, in a given transaction, uses the Property Excellence platform for offering and advertising of a property and is assigned a listing number (“Listing “) through the a purchased website, referred to as a Child-site. A Thai Real-estate agent is the user who is tasked with selling such a Listing number. Property Excellence is not itself a party to the purchase / sales contracts entered via the Property Excellence platform (and listing database), unless otherwise expressly agreed in writing.
1.4 The general terms and conditions also apply to users established outside Thailand. The Property Excellence platform may contain country-specific rules and deviations from the general business conditions that apply to users established in certain countries but it is the users responsibility at any time to follow the laws of the users registered country as well as the law of the countries where the user should choose to advertise and do business, if this is to deviate from the country of the International foreign agent registration. Examples of what this includes (but is not limited to) requirements for business registration, tax legislation, marketing legislation, etc. In regard to cross-border transactions between users please see clause 15 below which contains specific rules for cross-border leads, understood as transactions where the lead generating user and Thai real estate agent are established in two different countries.
1.5 Property Excellence services are provided by Property Excellence, and users who enter into an agreement with, PROPERTY EXCELLENCE PATTAYA COMPANY LIMITED, registered under Thai law under Tax ID No: 0205556020351, with registered company address at 478/3 Moo 12, Nongprue, Banglamung, Chonburi 20150 Thailand.
2. TERMS AND CONDITIONS FOR USING THE PROPERTY EXCELLENCE PLATFORM
2.1 Only companies with a Thai Tax id no. related to the real estate industry or a foreign international agent for the purposes of international business transactions outside Thai jurisdiction, which are not covered by consumer-related legislation and consumer protection legislation, may create, activate and as User use a subscription account (“Account”) for the Property Excellence Platform. Consumers are not permitted to and may not create or activate an account on the Property Excellence Platform.
2.2 Use of the Property Excellence platform requires the creation and activation of an account in accordance with the general terms and conditions.
2.3 A user’s account information must be correct and up-to-date at all times, for which the user is solely responsible. Property Excellence must be immediately notified in writing via the Property Excellence platform for any change to the account information. Property Excellence has no responsibility for verifying account information and relies on the information submitted in connection with the creation of the account or the information that the user has subsequently updated online.
2.4 By creating an account and thereby accepting these general terms and conditions, the user is granted a non-exclusive and non-transferable right to use the Property Excellence platform. The created account may only be used by the registered user. It is not permitted to lend or otherwise give other third-party users access to and/or the opportunity to use the Property Excellence platform, including sharing passwords or anything like that. Violation of this provision gives Property Excellence the right to terminate the user’s account with immediate effect, according to clause 4.
2.5 In the event of abuse by a third party or in the event of suspected abuse of the account, Property Excellence must be immediately notified in writing via e-mail found in the Property Excellence platform.
2.6 The person who uses the Property Excellence Platform on behalf of a user and has been given a password to the Property Excellence Platform by the user, guarantees jointly and severally with the user to have the powers, rights and permission to upload, transfer and store the information and thereby carrying out transactions on behalf of the registered user of the Property Excellence platform.
2.7 The user declares not to modify, reproduce, copy, imitate, further develop, decompile, reverse engineer or in any other way derive or duplicate the source code or other intellectual property rights, including, but not limited to, copyrights vested or provided available as part of the Property Excellence Services, to which Property Excellence has exclusive ownership rights according to Clause 13.
2.8 Property Excellences International foreign agent are prohibited to market the properties on Social Media within Thailand except for properties where the International foreign agent has an exclusive agreement with the seller of the property.
3. PAYMENT OF SUBSCRIPTIONS, ETC.
3.1 When the user creates an account, he/she agrees to pay the subscription and other applicable service fees at any time. The subscription and other service fees are charged in advance via e-mail, unless deviated from by separate written agreement.
3.2 For hosting and updating the property listing database, the International foreign agent is charged a subscription of 100 euro per month. The hosting fee is charged quarterly. Property Excellence reserves the right to change the monthly fee with 3 months + current month prior notice.
3.3 All prices according to the general terms and conditions are exclusive of VAT.
4. TERMINATION WITH OR WITHOUT CAUSE
4.1 The general terms and conditions come into force when the user has accepted the general terms and conditions and when the user’s account has been created, according to clause 5.
4.2 The International foreign agent may terminate the cooperation at any time with 3 months + current month prior notice.
4.3 In the event that the International foreign agent cooperation with Property Excellence should be terminated: The domain name and the website (child-site) will continuously belong to the International foreign agent owner. However, the access to Property Excellence property listing database will be cancelled. International foreign agent most commit to removing any affiliation to Property Excellence (or partners / other users of Property Excellence Platform) prior to the termination of the cooperation from the International foreign agent’s website (child-site). The International foreign agent will have to host the webpage themselves from the time of the termination of the cooperation.
4.4 In reference to clause 4.3, Property Excellence can terminate the account with 30 days’ written notice to the end of a month via e-mail to the International foreign agent at his/hers registered e-mail address, provided that any prepaid subscription fees for a period that extends beyond the termination period are refunded to the user.
4.5 Property Excellence is entitled, including i.a. on the basis of clause 4.6., to limit, suspend and/or terminate the user’s access to the Property Excellence platform and the user’s account without notice in the following cases:
- in the event of breach of agreements entered into, including the general terms and conditions in the most recently amended version
- at the request of a public authority or a supervisory authority
- based on Property Excellence s discretionary assessment, at the user’s request or otherwise as specified in clause 4.2
- in the event of disproportionate technical or security risks as determined by Property Excellence after a reasonable assessment
- in the event that a user defaults on a payment obligation towards another user or Property Excellence
- if the user intervenes disruptively in the functioning of the Property Excellence platform, for example by imposing an unreasonable or disproportionately large amount of data on its infrastructure
- in the event of a violation of any law or regulation or a user’s anticipated violation of any applicable law or regulation in any relevant jurisdiction
- in case of suspicion of misleading or false disclosure of information and/or illegal activity, directly or indirectly
- in the event of non-fulfillment of the requirement to submit information as referred to in clause 5.1
- in the event of unauthorized interference or communication, infringement of third party rights
- in the event of a breach of the conditions for using payment solution and other breach of applicable laws and regulations on money laundering activities, as well as sanction regulations.
- In the event of a disproportionately high rate of complaints from a another user, and if, in Property Excellence assessment, the complaints are justified.
- In certain cases, prevent the user’s future access to the Property Excellence platform, both directly and indirectly, if the user makes threats, uses inappropriate language or other, in Property Excellence’s opinion, inappropriate behavior. Decision is made by Property Excellence.
- Any kind of behavior that, in Property Excellence opinion, can be considered as misuse, or what can be equated with this, of the Property Excellence platform.
4.6 If access to the Property Excellence platform and/or account is restricted or interrupted according to clause 4.3, Property Excellence is entitled to:
- to delete the user’s account and interrupt access to the Property Excellence platform, including all data related to the account
- to delete the user’s password and store any associated information, files, behavioral information, performance history and content on the user’s account
4.7 Property Excellence is not liable to the user or a third party as a result of restriction or termination or termination, cf. clause 4, including loss of information, profit or time in connection with restriction or termination of the user’s account and/or access to Property Excellence platform or other forms of loss, direct or indirect.
4.8 If an incident occurs in the form of a user problem as described in clause 4.2 or 4.3, Property Excellence may take the user’s performance history and the specific circumstances of the incident into account when applying terms and conditions. Property Excellence is entitled, in its sole discretion, to be reluctant to enforce policies in an attempt to resolve the issue for the users involved. The above does not limit or impair Property Excellence’s right to refuse, modify or terminate anyone’s full or partial access to the Property Excellence Platform and to terminate access to the Property Excellence Platform.
5. ACCOUNT CONTENT, USER INFORMATION AND PERFORMANCE HISTORY
5.1 When an account is created, the relevant business information and other information and documentation required by Property Excellence must be simultaneously uploaded in order for the user to use the Property Excellence platform. Property Excellence reserves the right, at its sole discretion, to require additional information deemed relevant prior to validating and activating a registration, or at a later stage to require such information to be submitted in order for the user to continue to use and access to Property Excellence platform.
5.2 The user grants Property Excellence a non-exclusive, but in addition unlimited, perpetual and transferable right to use, reproduce, copy, imitate, modify, adapt, create derivative works of and distribute all content appearing in the account as additional stated in clause 13 below.
5.3 Property Excellence has the intellectual property rights to the accumulated data generated in connection with all use of or traffic on the Property Excellence platform as further specified in clause 13 below. To the extent that images recorded by Property Excellence are re-used regardless of form or editing, Property Excellence bears no responsibility for illegal or other illegal or copyright-violating reproduction.
When a user generates a lead that turns into a sale a commission is generated to the Thai real estate agent in charge of the listing.
All commissions are split 50/50 between the lead generating user (International foreign agent / other Thai real estate agent) and the Listing agent unless otherwise agreed in writing between the lead generating user and the Thai real estate agent. Property excellence is a third party that has no part in this transaction unless otherwise indicated in a specific written agreement or if Property Excellence is the Listing agent.
7.1 Property Excellence is only an intermediary that interacts as a platform provider and marketplace for users’ interaction and transactions, and is thus not a party to agreements between users on the Property platform. Property Excellence therefore has no control over and does not guarantee the existence, description, quality, safety or legality of the listings offered, the truth or correctness of user content or listed property, the ability of a seller to sell a property, the ability of a buyer to pay for a property or that Users will actually complete a transaction. Property Excellence disclaims all responsibility regarding listings / properties and transactions between users for any reason.
7.2 Users agree that they use the Property Platform and Services at their own risk, that these Services and the Property Platform are made available to Users on an “as is and available” basis and on an “as available” basis, and that listings are sold and traded on an “as is” basis and an “as available” basis.
7.3 In addition, and without limiting the general nature of the preceding clauses 7.1 to 7.2, to the extent permitted by applicable law, Property Excellence (including our parent company, subsidiaries and affiliates, and our and their executives and employees) shall in no event be liable to users or third parties pursuant to a legal or equitable claim for operating loss or other loss (including, but not limited to, loss of money, goodwill or reputation, profit, other intangible loss or special or indirect loss or operational loss), and Property Excellence expressly disclaims any liability for such damages or losses arising out of the use of and access to the Property Excellence Platform, regardless of whether they were foreseeable or Property Excellence was informed of such damages or losses. Property Excellence (including our parent company, subsidiaries and affiliates, and our and their Executives and employees) is not responsible for, and users agree not to hold such persons and entities liable for any damages or losses (including, but not limited to, loss of money, goodwill or reputation, profit, other intangible losses or special or indirect losses or operating losses) that are directly or indirectly due to:
- the content users provide (directly or indirectly) using the Property Excellence Platform or Services, including but not limited to loss of data
- users’ use of or inability to use the Property Excellence Platform or Services
- pricing, format or other guidance from Property Excellence
- delays or interruptions of services provided by Property Excellence
- viruses or other harmful software acquired by accessing or linking to / from the Property Excellence Platform or Services
- bugs, malfunctions and other errors of any kind on the Property Excellence Platform or Services
- damage to users’ hardware device resulting from use of the Property Excellence Platform or Services
- the content, actions or omissions of third parties, including items listed using the Property Excellence Platform or Services, or the destruction of allegedly counterfeit items
- cancellation, suspension or other action taken with respect to user accounts or violation of the applicable General Terms and Conditions
- the duration or manner in which users listed properties appear in search results
- users’ need to change method, content or behavior or users’ loss of or inability to conduct business as a result of changes to these General Terms and Conditions, Terms of Services, Property Excellence policies or services and functionality.
7.4 Property Excellence has the right to suspend or discontinue listings, services and/or services that have been available to users on the Property Excellence platform.
8. LINKS FROM THIRD PARTIES
8.1 The Property Excellence platform may contain links to third-party websites. The use of such links is at the user’s own risk. Property Excellence is thus not responsible for losses or damages caused by the use of hyperlinks from a third party.
9. FORCE MAJEURE
9.1 Property Excellence cannot be held responsible for any delays or errors, including any operational disruptions or breakdowns of the Property Excellence platform as a result of circumstances beyond Property Excellence’s reasonable control, including but not limited to labor disputes, power outages, terrorism, hacker attacks, natural disasters, pandemics, epidemics, changes in tax rules (including but not limited to fees, VAT and customs duties), changes in laws and regulations, IT crashes and software errors, operational disruptions in the internet infrastructure and other types of breakdowns, deficiencies or delays in connection with deliveries from subcontractors and the like circumstances the consequences of which Property Excellence could not reasonably prevent, or for other reasons where non-performance is beyond Property Excellence’s control and not caused by negligence or willful neglect on Property Excellence’s part.
10.1 A user is obliged to indemnify Property Excellence for third party losses, costs and claims that result from the user’s use of the Property Excellence platform in the form of breach of these general terms and conditions or infringement of other third party rights as well as misuse of the Property Excellence platform in general.
11.1 Use of the Property Excellence platform permits and irrevocably authorizes Property Excellence to display the user’s company name, logos, uploaded photos, contact information and other uploaded information on a customer list, on the website and otherwise.
11.2 All ideas, suggestions, feedback or other information or work (user feedback) that the user passes on in connection with using the Property Excellence platform are considered Property Excellence’s know-how and exclusive intellectual property.
12. PROCESSING OF PERSONAL INFORMATION AND CONFIDENTIALITY
12.1 Property Excellence processes personal data about users in accordance with the statement on the protection of personal data in the most recently amended version.
13. INTELLECTUAL PROPERTY RIGHTS
13.1 All rights of any kind relating to the Property Excellence platform, including all conditions, descriptions, data, know-how, source code, copyrights, inventions, patents, utility models, processes and procedures, belong exclusively to Property Excellence.
13.2 Users may not infringe copyrights, trademarks, patents, advertising, databases and/or other intellectual property rights (collectively “Intellectual Property Rights”) owned by or licensed to Property Excellence. Actions that may constitute infringement are, for example, reproducing, performing, displaying, distributing, copying, reverse engineering, decompiling, disassembling or creating derivative works from content belonging to Property Excellence or another.
13.3 The user only has a non-exclusive and non-transferable right of use to use the Property Excellence platform on the prescribed and specified hardware for the agreed number of users.
13.4 By uploading photos / listings to the Property Excellence platform, the user declares that he agrees with and authorizes that Property Excellence and/or the buyer can use the photos in question in connection with the subsequent sale of the property listing in question or for other legitimate purposes.
13.5 When the user uploads photos to the Property Excellence platform, the intellectual property right to use the photos in question is transferred to Property Excellence for the purpose of, among other things, marketing. Property Excellence is thus entitled to use the photos uploaded by the user in all respects and the user is obliged to indemnify Property Excellence for any claim of infringement received from third parties.
13.6 Any violation of Property Excellence’s rights will entail liability for any losses, damages or costs in connection therewith.
14. CHOICE OF LAW AND JURISDICTION
14.1 Any dispute that may arise between Property Excellence and one or more users shall be governed by Thai law without regard to conflict of law provisions, unless otherwise expressly agreed in writing.
14.2 Property Excellence suggest that all communication between users are done in writing (e-mail etc.), so that at any time, a sale through a lead can be traced back to the user that generated the lead.
15. CROSS-BORDER TRANSACTIONS
15.1 In addition, the conditions below apply as a supplement to the general business conditions if the users (lead generating user and Thai real estate agent in charge of the listing) in the transaction are established in two different countries. In the event of a discrepancy between the cross-border transaction conditions and the general business conditions, the cross-border transaction conditions apply.
15.2 It is the Thai real estate agent duty to provide the documentation and contract required to comply with laws and regulations in order to sell the listed property.
15.3 The lead generating users is obliged to issue an invoice to the buyer in THB when the payment has been made with a value of the commission to the Thai real estate agents bank account. It is the Thai real estate agents duty to pay the agreed part of the commission to the lead generating user once the invoice has arrived.
15.4 The invoice and all documents relating to the listing must follow the Thai real estate agents registered invoice address as stated and registered on the Property Excellence platform.