Welcome to The Upgrade Authority Ltd (“TUA”, “we”, “us”, “our”). These Terms and Conditions govern your access to and use of our website, services, and any related products. By using our website or engaging in any of our services, you agree to be bound by these terms. Please read them carefully.

The Upgrade Authority Ltd is a private limited company registered in England and Wales under company number 13983241, with its registered office at:
Henleaze House Business Centre, 13 Harbury Road, Henleaze, Bristol, BS9 4PN.

1. Scope of Services

TUA provides a broad range of property management services, including short-term, medium-term, and long-term property lets, guest and tenant management, maintenance services, vendor services, and contractor services. These terms apply to all users of our services, including:

Guests (short-term and long-term lets)
Landlords (short-term, medium-term, and long-term lets)
Tenants
Vendors (such as property owners or sellers)
Contractors and third-party service providers

Our services are tailored based on individual agreements, proposals, and communications with each type of user. By engaging with TUA, either by visiting our website or using our services, you agree to be bound by these Terms and Conditions.

2. Proposal, Agreement, and Payment Terms

Proposals

Upon request for any service, we will issue a proposal that outlines the services you have requested. All proposals are valid for 30 days from the date of issue, and we reserve the right to amend proposals after this period.

Agreement

If you accept our proposal, a formal written agreement will be issued. This agreement governs the scope of services, pricing, and any specific terms. Once signed, this agreement forms a binding contract between you and TUA.

Payment

Deposit: In some cases, we may require a deposit before commencing services, particularly for custom requests or high-value contracts.
Fees: All fees, including VAT where applicable, will be detailed in the agreement. We reserve the right to adjust fees based on changes in the cost of materials, third-party services, or other factors. If such changes exceed 10% of the agreed fee, you may cancel the agreement before services commence.
Payment Terms: Invoices are due within 5 business days of issuance. Late payments may incur interest at 4% per annum above the Bank of England base rate, calculated daily from the due date until full payment is made.

No Cooling-Off Period

Once services have commenced, you may not cancel or change your mind. This applies to all services provided by TUA, including property management, guest stays, and any contractor services we arrange on your behalf.

3. Markups on Third-Party Services

TUA may engage third-party service providers on your behalf (e.g., for maintenance, cleaning, repairs, security, or other property-related services). Any third-party services arranged by TUA may include a markup, which will be disclosed upfront. Markups on third-party services can range from 1% to 50% based on the nature of the service and will be reflected in the total price provided in your agreement or invoice.

4. Obligations and Responsibilities

Access and Utilities

You agree to provide us or our contractors with reasonable access to your property to perform the agreed services. You are also responsible for ensuring that utilities (water, gas, electricity, internet) are available. Failure to do so may result in additional charges or delays.

Permissions and Consents

You are responsible for obtaining any necessary permissions or consents, such as planning permission, landlord consents, or mortgagee approvals, prior to the commencement of services. We accept no liability for any failure to obtain such permissions.

5. Liability and Indemnity

General Liability

While we strive to deliver our services with the highest level of care and skill, TUA cannot be held liable for:

Losses that are not foreseeable at the time of entering into an agreement.
Losses caused by delays due to external factors beyond our control (e.g., natural disasters, strikes, or governmental restrictions).
Any indirect, consequential, or business losses.
Losses related to third-party service providers engaged on your behalf.

Indemnity

You agree to indemnify and hold harmless TUA, its employees, agents, and subcontractors from and against all claims, losses, liabilities, damages, and expenses (including legal fees) arising from:

Your use of our services or website.
Your failure to provide access, permissions, or cooperation as required under these terms.
Any breach of these terms by you.

6. Service-Specific Terms

For Guests

Guests staying at properties managed by TUA are required to follow the specific terms provided in their booking agreement, including payment terms, damage deposit policies, and house rules. Any damage caused during your stay will be deducted from your deposit, and TUA reserves the right to claim additional costs if the deposit does not cover the damage.

For Tenants

Tenants in properties managed by TUA must adhere to their tenancy agreement and relevant legal obligations. Any failure to do so (e.g., non-payment of rent or damage to the property) may result in legal action or eviction.

For Landlords

Landlords engaging TUA for property management services must ensure compliance with legal requirements, including property safety regulations, Right-to-Rent checks, and any required certifications. TUA will not be liable for any fines or penalties arising from a landlord’s failure to comply with legal obligations.

For Vendors

Vendors using TUA’s services for property sales or marketing are responsible for providing accurate information about the property. TUA will not be held liable for any discrepancies or inaccuracies provided by the vendor.

7. Termination of Contract

We may terminate your contract if:

You fail to make payments when due, and payment is not made within 14 days of a reminder.
You fail to provide access to your property, necessary information, or utilities as required.
You violate any terms of this agreement.

8. Dispute Resolution

Internal Resolution

If you have a complaint about our services, please contact us immediately. We will attempt to resolve any disputes through our internal processes.

Alternative Dispute Resolution (ADR)

If a dispute cannot be resolved internally, we may agree to engage in ADR. This involves an independent mediator seeking to resolve the issue without court proceedings.

Legal Proceedings

If ADR is unsuccessful, claims can be brought against TUA in the English courts, regardless of where you reside. TUA reserves the right to bring claims against you in the courts of the country you reside in.

9. Privacy and Data Protection

We take your privacy seriously. Our use of your personal data is governed by our Privacy Policy, available at https://www.upgradedpm.com/privacy-policy/. By using our services, you agree to the collection and use of your data as described in our Privacy Policy.

10. Website Use and Intellectual Property

By using our website, you agree to the following:

All content on our website, including text, images, logos, and designs, is the property of TUA or licensed to us. You may not copy, reproduce, or distribute this content without our express written consent.
We are not responsible for third-party websites linked from our site, and any use of such websites is at your own risk.
While we strive to maintain an accurate and secure website, we do not guarantee its accuracy, availability, or security.

11. General Terms

Title to any goods supplied remains with us until payment in full is received.
We reserve the right to transfer or assign your agreement to another party. We will notify you in advance of such a transfer.
These terms are governed by English law, and disputes will be resolved in English courts unless you reside elsewhere in the UK, in which case local jurisdiction may apply.

Supplementary Provisions

The following provisions apply specifically to Landlords/Owners using TUA’s property management services. If you have a signed engagement agreement, that agreement prevails in the event of a conflict. These terms apply where your agreement is silent.

1. Role and Merchant of Record
  1. TUA operates the services as principal and is the Merchant of Record for guest transactions conducted via TUA-controlled channels, including TUA Stays and any third-party distribution channels we use.
  2. Third-party platforms (for example, Airbnb and Booking.com) are distribution channels only. Their fees and commercial terms are TUA’s operating costs, not the Owner’s.

1. Channels, fees and statements
  1. Platform or channel fees, marketing charges, payment processing costs and similar amounts may be deducted by platforms or processors before funds are remitted to TUA.
  2. Owners are paid on a Net Receipts basis (that is, after those unavoidable channel deductions).
  3. Your Monthly Statement issued by TUA is the single authoritative record of sums due to you. Requests for third-party platform reports or internal cost breakdowns fall outside the Owner’s entitlement.
  4. If a signed agreement specifies a different statement process, that process applies.

1. Ancillary Charges (cleaning, linen, upgrades)
  1. Optional and operational guest charges, including cleaning, linen, late checkout and similar items, are Ancillary Charges priced and collected by or for TUA to fund delivery of those services. Unless expressly agreed in writing, Ancillary Charges do not form part of the Owner payout.

1. Deposits and claims; insurance
  1. Where permitted by a platform or by TUA Stays, TUA may take a damage deposit or card pre-authorisation as a security measure only. TUA will act reasonably in pursuing recovery where appropriate but recovery is not guaranteed.
  2. Owners remain responsible for maintaining adequate buildings and contents insurance, including cover suitable for short-let activity and public liability. TUA is not an insurer and is not liable for losses not recovered via the claims process, save where directly caused by TUA’s negligence.

1. Client money, set-off and payout timing
  1. Funds held by or for TUA pending payout act as a general sinking fund to meet the Owner’s obligations under their services with TUA. TUA may deduct commissions, fees, approved costs and other sums owing before paying the balance.
  2. Payouts follow the timetable communicated in your statement or agreement. If a signed agreement states a specific payout date, that date applies.

1. Statements: retention, copies and queries
  1. Statements are delivered electronically each month. Owners are responsible for retaining copies.
  2. Replacement copies for statements issued in the previous three months may be provided on request. Older copies may be declined or supplied subject to an administrative charge.
  3. Statements are deemed conclusive unless a specific error is notified to TUA in writing within 14 days of issue; any confirmed error will be corrected on the next statement or via an interim adjustment.

1. Optional services and procurement
  1. Quotes for optional setup or remedial services may include TUA’s coordination time and administrative margin.
  2. Where the Owner authorises a fixed price purchase through TUA, TUA supplies on a “no additional warranty” basis and does not assign retailer receipts or manufacturer warranties unless agreed in advance. If the Owner wants retailer receipts or warranties, they should procure directly.
  3. Works may be authorised via email or commonly used digital messaging channels; emergency works may be instructed without prior authorisation where necessary to protect the property or a guest.

1. Suspension for non-payment or breach
  1. TUA may suspend services (in whole or in part) if any due sum remains unpaid seven days after written reminder, or if a material breach prevents safe or lawful operation. Suspension does not affect the Owner’s obligation to honour confirmed bookings.

1. Access, compliance and scope exclusions
  1. Owners remain responsible for legal compliance and statutory certifications for their properties, and for the structure, fabric and habitability of the premises.
  2. Unless expressly agreed in writing, TUA does not undertake responsibility for common parts or communal systems (for example, block fire panels or door entry systems).
  3. TUA may maintain a small, designated staff point on site for TUA equipment and consumables where reasonably required; such items remain TUA property and must be handed back on request.

1. Changes to plan, term and early termination (general notice)
  1. Where a services plan with a fixed term has been selected, an early exit may trigger a fee that reflects the difference between the discounted commission rate and the flexible rate, plus a reasonable administration fee. If your signed agreement sets out a different calculation, it applies.

1. VAT
  1. All fees and charges mentioned by TUA are exclusive of VAT unless expressly stated otherwise. VAT will be added at the applicable rate.

Notices, severability and third-party rights
1. Notices may be given by email or first-class post to the addresses last notified by the parties. Email notices are deemed received when sent if no bounce-back is received; postal notices are deemed received two Working Days after posting within the UK.
2. If any provision of these Website Terms is held invalid or unenforceable, the remaining provisions continue in full force.
3. No person other than the parties has any right to enforce these Website Terms under the Contracts (Rights of Third Parties) Act 1999

If you have any questions or need further clarification regarding these Terms and Conditions, please contact us at:
The Upgrade Authority Ltd
Henleaze House Business Centre
13 Harbury Road, Henleaze
Bristol, BS9 4PN
Email: support@theupgradeauthority.com

Terms & Conditions