Provider business terms — Looking For Accounts

1. Parties, and the nature of this contract

1.1: This contract is between Looking Global Limited, a company registered in England and Wales under company number 15944828, whose registered office is Summer Shaw, Cudham Lane North, Cudham, Sevenoaks, TN14 7QR (“we”, “us” and “our”), and the organisation identified during registration (the “Provider”).
1.2: Looking for Care is our trading name for the public directory. Looking For Accounts is the service through which the Provider manages its listings and its billing.
1.3: These terms apply only where the Provider acquires the service wholly or mainly for the purposes of its business. This is not a consumer contract, and the Consumer Rights Act 2015 does not apply to it.
1.4: The person accepting these terms confirms that they are at least 18, that they are authorised to bind the Provider, and that they have read these terms and accept them on the Provider’s behalf.
1.5: A reference to a clause is a reference to a clause of these terms. Headings are for convenience and do not affect interpretation.

2. How the contract is formed, and the record of it

2.1: The contract begins when an authorised person accepts these terms during registration and we create or continue the Provider’s account.
2.2: We record the version accepted, the person who accepted it, the Provider, and the date and time. The version of these terms in force at the date of this page is 1.2. We will supply a copy of the accepted version on request.
2.3: Each care home has its own listing and, once activated, its own monthly membership. By submitting a further home for approval while a card is saved, the Provider authorises the separate charge described in clause 7 when that home is approved.
2.4: Where a written order form expressly varies these terms, that order prevails, but only to the extent of the variation it identifies.

3. What we provide

3.1: We provide a public directory of subscribing care homes in England, a provider account with role-based access, tools to create a listing and to keep its content and availability current, verification and moderation of submitted listings, delivery of enquiries from families, listing analytics, and the membership features listed in Schedule 1.
3.2: We may make reasonable changes to those features that do not materially reduce the service taken as a whole. Clause 16 applies to a change that does.
3.3: We do not guarantee a number of page views, enquiries, admissions or any search position, and we do not guarantee revenue.
3.4: We are not the Provider’s agent, regulator, subcontractor or representative. The Provider remains solely responsible for its care services, its admissions, its pricing, its communications and its contracts with residents and their families.

4. Membership and ranking

4.1: A listing is published on the public site only while a paid membership for that home is active. A published listing shows the home’s core facts, displays contact details and Provider branding, carries photographs, posts and full profile content, delivers enquiries to the Provider, and gives access to analytics.
4.2: The “Verified” badge is awarded on successful verification under clause 5 and is not a membership feature. It is not available for purchase, and paying for membership does not produce it. It signifies only that we have checked the authority of the person managing the listing; it is not an endorsement of the Provider’s care quality, financial position, legal compliance or suitability for any person.
4.3: Paid membership receives a small, uniform and publicly disclosed boost in relevance-sorted results. Location, match to the search, CQC rating, transparency signals and fairness controls also affect the order, and are given greater weight. The full method is published in our listings and ranking policy, which forms part of this contract.
4.4: We do not currently offer sponsored placement. If we do, it will be separately priced, clearly labelled as sponsored, and subject to the limits published in the listings and ranking policy. It is not included in membership.
4.5: We do not publish reviews or ratings submitted by members of the public, and the Provider may not obtain a rating on this platform by any means.

5. Verification and approval

5.1: We may require information reasonably needed to verify the Provider’s identity and legal status, the authority of the person acting for it, the connection between the Provider and a listed home, the home’s CQC registration, and any disputed listing or suspected misuse.
5.2: Verification may draw on CQC and Companies House records, matches between a work email address, telephone number or address and the public register, documents the Provider supplies, and automated risk signals. Every approval, rejection and ownership decision is made by a person.
5.3: The Provider must supply accurate information and cooperate promptly. It must not upload resident records, staff records, medical information or any personal data that is not necessary to prove authority.
5.4: We delete evidence of authority 90 days after the final verification decision, unless a dispute or a legal hold requires us to keep it.
5.5: We may reject a submitted listing, request further information, or suspend or revoke our approval of a listing where we reasonably believe that authority is unproven, that information given to us is inaccurate, that the listing is disputed, that there is a legal or safeguarding risk, or that these terms have been breached. We will normally give our reason, unless doing so would compromise security, another person’s rights or an investigation.
5.6: Approval of a home confirms the listing, marks the Provider as verified for that home, and attempts the first charge under clause 7 where a card is saved. The listing is published, and membership features activate, when that payment succeeds. If the payment does not succeed, the listing is not published until it does.

6. Payment card and Stripe

6.1: Card details are collected and held by Stripe Payments UK Ltd. We never receive the complete card number. We receive the card brand and last four digits, the billing address, Stripe’s customer and subscription identifiers, and payment status.
6.2: By saving a card, the Provider authorises Stripe and us to store the payment method for its account, to charge the fees authorised under these terms, to retry a failed payment, and to update payment status from Stripe.
6.3: Saving a card during registration is free of charge. No card is charged for a home that is rejected, or withdrawn before approval.
6.4: The Provider must keep its billing and contact details current, and must ensure that any person who saves or changes a card is authorised to do so.

7. Fees, VAT and the first charge

7.1: Membership costs £75 + VAT per care home per month. At the current standard rate of UK VAT that is £90 per home per month including VAT. The tax actually charged is shown on the payment page and on the invoice.
7.2: All sums stated in these terms are exclusive of VAT. Where VAT is chargeable, the Provider pays it in addition at the rate in force at the tax point.
7.3: Each approved home is billed separately. We attempt the first monthly fee when that home is approved. When that payment succeeds, the listing is published as clause 5.6 describes, and the membership renews automatically each month on or about the same day. Cancelling stops the next renewal rather than the period already paid for: see clause 9.
7.4: Three homes with active membership therefore cost three times the monthly fee. Adding a further home creates a further membership when that home is approved.
7.5: A membership begins on the day the home is approved, and each subsequent period runs from that day. We do not pro-rate a partial month at the start of a membership. There is no partial month at the end of one, because a cancelled membership runs to the end of the period already paid for.
7.6: Invoices and receipts are available through Stripe’s billing portal, which the Provider can open from its billing settings. Our VAT registration number is GB 478 8571 24.
7.7: All sums are payable without deduction, set-off or counterclaim, except any deduction or withholding required by law.

8. Changing the price

8.1: We may change the membership price on at least 30 days’ written notice. A new price does not take effect before the first renewal after that notice period ends.
8.2: The Provider may cancel before a new price applies. The membership then runs to the end of the period already paid for, at the old price, and the new price is never charged.
8.3: This clause does not prevent a change in the rate of a tax from taking effect when the law requires it to.

9. Cancelling a membership

9.1: The Provider may cancel the membership for any individual home at any time, from its billing settings or through Stripe’s portal.
9.2: Cancellation takes effect at the end of the period the Provider has already paid for. Until that date nothing changes: the listing stays fully live, every membership feature continues and enquiries are delivered as normal. The membership then does not renew, and on that date the listing is unpublished from the public site. The listing and its content are not deleted: they stop being displayed and are kept in the Provider’s account, so that the listing returns with its full profile as soon as the Provider takes up membership again.
9.3: No refund arises on a cancellation under this clause. The Provider receives the whole of the service it has paid for, so there is no unused part to return, and fees already paid are neither refunded nor pro-rated.
9.4: We confirm the end date to the Provider in writing when the cancellation is made. The Provider may reverse the cancellation at any time before that date, from the same billing settings, in which case the membership simply continues and renews as normal.
9.5: Clause 9.3 does not apply where we charged in error, where the law requires a refund, or where we agree otherwise in writing. Clauses 16.3, 17.4 and 20.2 set out separate circumstances in which we do refund the unused part of a period, and nothing in this clause limits them.
9.6: If a charge appears to be wrong, tell us promptly at hello@lookingforcare.co.uk and we will investigate.

10. Failed and overdue payments

10.1: Where a payment fails, Stripe may retry it and we will notify the Provider’s billing contacts. Nothing is withdrawn immediately.
10.2: Where payment remains outstanding, we may suspend membership features, stop delivering new enquiries, unpublish the listing from the public site, or terminate the affected membership.
10.3: The Provider remains liable for fees properly incurred before cancellation or termination. We do not charge for a home that was rejected.
10.4: We may charge interest on an overdue sum at 4% per year above the Bank of England base rate, accruing daily from the due date until payment, whether before or after judgment. This clause is instead of the Provider’s statutory right to interest under the Late Payment of Commercial Debts (Interest) Act 1998, and represents a substantial remedy for the purposes of that Act.

11. The Provider’s information and legal compliance

The Provider warrants and undertakes that:

11.1: it has authority to manage each home it lists;
11.2: the content of its listings is accurate, current, fair and not misleading;
11.3: any claim it makes about qualifications, facilities, fees, availability, funding, response times or quality can be substantiated on request;
11.4: it will correct a material change promptly;
11.5: it holds every licence, registration, consent and permission needed to provide and to advertise its services;
11.6: it will comply with the law applicable to it, including care regulation, consumer protection, advertising, equality, data protection and intellectual property law; and
11.7: it will not state or imply that paying us improves, replaces or influences its CQC rating.
11.8: Official CQC identity, registration and rating fields may be locked. The Provider must correct them with the CQC, or through our correction process, rather than publishing a conflicting claim.
11.9: Prices must be described as indicative where the final fee depends on an assessment. The Provider is responsible for giving prospective residents the pre-contract information the law requires, and fair contract terms.

12. Provider content and the licence to us

12.1: “Provider Content” means the text, photographs, logos, posts, documents and other material the Provider supplies for a listing.
12.2: The Provider owns its Provider Content and grants us a non-exclusive, worldwide, royalty-free licence, for the term of this contract, to host, copy, resize, format, display and distribute it as reasonably necessary to operate and promote the listing and the platform.
12.3: The Provider warrants that it owns the Provider Content or holds all necessary rights and consents in it. In particular:
12.3.1: an identifiable resident, relative or member of staff must not appear without valid written permission and a lawful basis;
12.3.2: content must not reveal information about a person’s health without a lawful basis and appropriate safeguards;
12.3.3: content must not infringe copyright, confidentiality, privacy or image rights;
12.3.4: photographs must be of the actual home. Stock photography and generated images must not be used to depict a home, its residents, its facilities or its services; and
12.3.5: a document uploaded for verification must not be republished as listing content.
12.4: We may remove, or require changes to, content that may breach these terms, the law, the standards in our listings and ranking policy, or another person’s rights.

13. Enquiries and data protection

13.1: In respect of the personal data each party processes for its own purposes, each acts as a separate and independent controller, and each is responsible for its own compliance with data protection law.
13.2: An enquiry we pass to the Provider will often contain special-category data about a person’s health or care needs. The family gives explicit consent to that disclosure before we send it. On receipt, the Provider must:
13.2.1: give access only to staff who need it in order to respond;
13.2.2: use it only to respond to, assess and manage the enquiry, unless it has its own lawful basis for another use;
13.2.3: not add the person to a marketing list without a basis that satisfies both the UK GDPR and the Privacy and Electronic Communications Regulations;
13.2.4: give the person its own privacy information;
13.2.5: keep the information confidential and secure, and not copy it into systems that do not need it;
13.2.6: honour the person’s rights and its own retention limits;
13.2.7: tell us promptly of a security incident affecting information received through the platform, where our cooperation may be needed; and
13.2.8: delete it when it is no longer needed, subject to its own care and record-keeping duties.
13.3: The Provider must not use an enquiry to discriminate unlawfully, to harass a family, to sell data, or to contact anyone the enquiry did not concern.
13.4: We may withhold the content of an enquiry from a Provider that is unverified or whose membership is not active. We do not offer exclusivity, and a family may contact as many homes as it wishes.
13.5: If the parties later agree that one will process personal data solely on the other’s instructions, they will put processor terms meeting Article 28 of the UK GDPR in writing before that processing begins.

14. Accounts and authorised users

14.1: The Provider is responsible for choosing appropriate roles for its people, for removing access promptly when someone no longer needs it, for the security of passwords, two-factor codes and devices, and for everything done through its account, except to the extent caused by our breach.
14.2: The Provider must tell us promptly if it suspects that an account has been compromised or accessed without authority.
14.3: Accounts are personal to the individual and must not be shared. We may require two-factor authentication for sensitive roles or actions.

15. Acceptable use

The Provider and its users must not:

15.1: submit a listing for a home it has no authority to manage, or impersonate another operator;
15.2: scrape, reverse engineer, probe, disrupt or otherwise misuse the platform;
15.3: send unsolicited marketing, or use enquiry data for marketing without a lawful basis;
15.4: upload malicious code, or content that is unlawful, deceptive, abusive or discriminatory;
15.5: manipulate engagement figures, rankings, transparency signals or verification;
15.6: conceal a material fee, restriction or commercial relationship;
15.7: use the service to build a competing directory or data product; or
15.8: assist anyone else to do any of these things.

16. Operating the service

16.1: We will provide the service with reasonable care and skill. We do not guarantee continuous availability, a particular response time, or compatibility with every device.
16.2: Planned and emergency maintenance, supplier failure and internet conditions may affect access. We will give notice of planned maintenance where it is practicable to do so.
16.3: We may change or withdraw a feature on reasonable notice where practicable. Where a change materially removes the core of the paid service, the Provider may cancel the affected membership with immediate effect, by way of exception to clause 9.2, and we will refund the unused part of the current period. It would not be fair to require a Provider to keep paying out a month of a service we have taken away.

17. Suspension and termination by us

17.1: We may suspend or terminate an account, a listing or a membership where it is reasonably necessary because the Provider has materially breached these terms, payment is overdue, authority over a listing is disputed or has been revoked, content may be unlawful, unsafe, misleading or infringing, continued access presents a security, privacy, fraud or safeguarding risk, or we are required to act by law or by a court, the CQC or another competent authority.
17.2: Where a breach can be put right, we will normally give the Provider a reasonable opportunity to do so before acting. We may act without notice where delay would create a risk to a person or to the service.
17.3: Where we suspend rather than terminate, we will tell the Provider what needs to happen for the suspension to be lifted.
17.4: Where we terminate a paid membership for our own convenience, and not because of a breach or a risk of the kinds listed in clause 17.1, we will refund the fee already paid for the unused part of the current billing period. That is an exception to clause 9.3, which concerns cancellation by the Provider. Where we terminate for breach, fees already paid are not refundable, subject to the law.

18. Confidentiality

18.1: Each party must keep confidential the business, security and personal information it receives from the other, and use it only for the purposes of this contract.
18.2: Clause 18.1 does not apply to information that is lawfully public, that was already known without restriction, that is independently developed, or that a party is required by law to disclose.
18.3: This clause continues after this contract ends.

19. Intellectual property

19.1: We and our licensors own the platform, its software and design, the Looking for Care branding and our original content. Nothing in this contract transfers ownership of any of it.
19.2: The Provider may use our materials only as necessary to receive the service. It must not imply that we endorse it, copy the service, or use our marks without our written permission.
19.3: Data sourced from the CQC and other public registers remains subject to the licence it is published under and to any third-party rights in it.

20. Events outside our control

20.1: Neither party is liable for a failure or delay in performing an obligation caused by an event outside its reasonable control, including an act of God, fire, flood, epidemic, war or act of terrorism, industrial action, the act of a government or regulator, or the failure of a public communications network, an electricity supply or a hosting or payment provider.
20.2: The affected party must tell the other as soon as reasonably practicable, and its obligations are suspended for as long as the event continues. If the event continues for more than 30 days, either party may terminate the affected membership on written notice, and we will refund the fee paid for the unused part of the current period. That is a further exception to clause 9.3.
20.3: This clause does not excuse a failure to pay a sum that is due.

21. Liability

Nothing in these terms excludes or limits either party’s liability for:

death or personal injury caused by negligence;
fraud or fraudulent misrepresentation;
any liability that cannot lawfully be limited; or
the Provider’s obligation to pay sums properly due.

Subject to that:

21.1: neither party is liable for indirect or consequential loss;
21.2: we are not liable for loss of profit, revenue, anticipated savings, goodwill, business opportunity or business data, whether direct or indirect;
21.3: we are not liable for a family’s decision, a home’s admission outcome, an act or decision of the CQC or a public authority, or information supplied by the Provider, except to the extent caused by our breach of this contract; and
21.4: our total liability arising in any rolling twelve-month period, whether in contract, tort (including negligence), for breach of statutory duty or otherwise, is limited to the membership fees paid or payable by the Provider in that period.
21.5: The Provider acknowledges that the fee has been set on the basis of the allocation of risk in this clause, and that it is free to obtain its own insurance against the risks it retains.

22. Third-party claims

22.1: The Provider will reimburse us for losses, damages and reasonable external costs arising from a third-party claim caused by Provider Content that infringes intellectual property, privacy or confidentiality, by the Provider’s unlawful use of enquiry data, or by a listing the Provider submitted knowing it had no authority over the home.
22.2: Clause 22.1 applies only to the extent the loss was caused by the Provider’s breach. We must tell the Provider of the claim promptly, allow it to participate reasonably in the defence, and take reasonable steps to mitigate the loss. It does not make the Provider responsible for our own breach or negligence.

23. Ending the contract

23.1: Either party may end the overall account contract on 30 days’ written notice. The Provider should also cancel each active home membership under clause 9, because ending the account contract does not by itself stop a live membership. A membership cancelled under clause 9 runs to the end of its own paid period even where the account contract ends sooner.
23.2: Either party may end this contract immediately by written notice if the other commits a material breach that cannot be remedied, or does not remedy a remediable material breach within 14 days of written notice requiring it to.
23.3: Either party may end this contract immediately if the other becomes insolvent, enters an insolvency procedure or ceases to carry on business, subject to any restriction imposed by insolvency law.
23.4: On termination: access and membership features end, and the Provider’s listings are unpublished from the public site; outstanding fees remain payable; each party must return or delete the other’s confidential information, subject to lawful retention; and the clauses intended to survive, including clauses 13, 18, 19, 21, 22 and 26, continue in force.

24. Changing these terms

24.1: We may update these terms for legal, security or service reasons. We will give at least 30 days’ written notice of a change that is materially adverse to the Provider, unless the law or an urgent security need requires a shorter period.
24.2: The Provider may cancel before such a change takes effect, in which case the version in force before the change governs the remainder of the paid period, and continuing to receive the service during that period is not acceptance of the new version. Otherwise, continuing to use the service after a change takes effect constitutes acceptance of it.
24.3: Each published version carries a version number. We keep the earlier versions and will provide the one a Provider accepted on request.

25. Notices

25.1: A formal notice under this contract must be sent to us by email to hello@lookingforcare.co.uk and by post to our registered office. We may give notice to the email address of the Provider’s account owner or billing contact, and the Provider must keep those addresses current.
25.2: A notice sent by email is deemed received at 9.00 am on the next working day after sending. A notice sent by first-class post is deemed received at 9.00 am on the second working day after posting. This clause does not apply to a notice given in legal proceedings.
25.3: Routine service messages and support requests are not formal notices.

26. General

26.1: Neither party may assign or transfer this contract without the other’s written consent, which must not be unreasonably withheld, except that we may assign it as part of a genuine reorganisation or sale of the business where the assignee can perform our obligations.
26.2: A delay in enforcing a right is not a waiver of it, and a waiver of one breach is not a waiver of another.
26.3: If a court finds any provision unenforceable, that provision is modified to the minimum extent necessary to make it enforceable, or if that is not possible, deleted. The rest of these terms continue in force.
26.4: These terms, together with any accepted order and the policies they refer to, are the entire agreement between the parties about the service, and replace any earlier discussion or representation. Neither party excludes liability for fraudulent misrepresentation.
26.5: Nothing in this contract creates a partnership, joint venture or employment relationship, or makes either party the agent of the other.
26.6: No person other than the parties has any right to enforce any term of this contract under the Contracts (Rights of Third Parties) Act 1999.

27. Governing law and jurisdiction

This contract, and any dispute or claim arising out of or in connection with it, including a non-contractual one, is governed by the law of England and Wales. The courts of England and Wales have exclusive jurisdiction.

28. Schedule 1: what membership includes

Price: £75 + VAT per care home per month.

Membership includes:

the home’s telephone number, email address and website shown on the listing;
the Provider’s logo and branding on the listing;
enquiries from families delivered to the recipients the Provider chooses;
photographs, posts and the full profile content;
listing and enquiry analytics; and
a small, uniform ranking boost in relevance-sorted results, as described in clause 4.3.

Membership does not include the “Verified” badge, which is earned through verification under clause 5 and cannot be bought, and does not include sponsored placement, which we do not currently offer.