Firm terms

These terms apply to conveyancing firms, law firms and mortgage brokerages that use Stamp to send clients a stamp duty check. Firms pay nothing to use Stamp unless they choose to pay for their clients' checks under a separate signed agreement. There's no set-up fee, subscription or per-user charge. Please read section 11 (our liability) carefully.

1. About these terms

1.1 These terms form a contract between Stamp Expert Limited (company number 16479048; registered office Unit 14 Hoddesdon Enterprise Centre, Pindar Road, Hoddesdon, Hertfordshire EN11 0FJ) ("Stamp", "we", "us") and the firm that uses Stamp ("you").

1.2 You accept these terms when you sign an order form or onboarding form that refers to them, click to accept them, or first send a client a Stamp link, whichever happens first. The person who accepts must have authority to bind the firm.

1.3 Our Data processing terms form part of these terms. If there is a separate signed agreement between us (for example, covering an integration or a fee share), it takes priority over these terms where they differ.

2. Words we use

Check: the online questionnaire and result a client completes through a Stamp link (called the "Assessment" in our signed agreements).
Client: your client, the homebuyer (or buyers) you send a link to.
Result: the outcome of a check. Either a standard result (one figure, recorded in an SDLT Determination Certificate), or a non-standard result (a low and a high figure, the reason, and the option of advice from the panel). A result is non-standard when something in the client's answers can change how much stamp duty they pay.
Record: the time-stamped record of the client's answers, their result, and any risk warning they accepted.
Panel: the independent tax adviser firms that clients can choose from through Stamp.
Platform: the Stamp website, dashboard, links, integrations and reports.
Users: the people at your firm you allow to use the platform.

3. What Stamp provides

3.1 Through the platform you can:

send a client a Stamp link, directly or through your case management or CRM system where an integration exists
see the status of each check
receive the client's result and record for your file
see whether a client has chosen to take advice from the panel
receive reports on your firm's activity (and on any fee share agreed under section 5)

3.2 We will provide the platform with reasonable skill and care. We will use reasonable efforts to keep the check's rules up to date with stamp duty law, including announced changes from the date they take effect.

3.3 We may improve or change the platform. We will not make a change that materially reduces what you get under these terms without telling you first.

3.4 We aim to keep the platform available at all times, but we don't guarantee it will be uninterrupted or error-free. We will try to give notice of planned maintenance.

4. What Stamp doesn't do

4.1 Stamp is not a law firm or a firm of tax advisers. Stamp doesn't give tax or legal advice to you or your clients, and doesn't act for your clients.

4.2 A result is an assessment based on the client's own answers. It isn't tax advice, and it doesn't replace your own professional judgement. In particular, you remain responsible for:

your retainer and your advice to your client
the SDLT return you prepare or file, and the figure you put on it
noticing when something you know about the transaction doesn't match the client's answers, and acting on it
your own regulatory duties (including to the SRA, CLC or FCA, and to HMRC), anti-money laundering checks and client care

4.3 Stamp doesn't file SDLT returns. If we offer a return-filing service in future, it will be covered by separate terms.

5. Fees

5.1 There's no set-up fee, subscription or per-user charge for your firm. Check fees are normally paid by the client (see 5.2).

5.2 Each check carries a fee, which is paid in one of two ways:

Client pays: the client pays the fee to Stamp before starting the check, under our Client terms. This is the standard model.
Firm pays: under a separate signed agreement between us, we invoice you monthly for checks your clients complete, and you may recharge the cost to your client in line with your own professional and VAT rules. Invoices are payable within 14 days. On this route, your client still accepts our client terms before starting, but pays us nothing.

The fee for your firm's clients is the fee agreed with you or shown to the client before payment.

5.3 Fee share. Under a separate signed agreement between us, we will pay you a share of the check fees we receive from your clients. We pay it monthly, with a statement, for fees received in the previous calendar month, net of any refunds and chargebacks, and excluding exempt checks (for example, a check for a co-buyer whose fee has already been paid, or a recalculation). If a fee we have already shared is later refunded or charged back, we may deduct your share of it from your next statement.

5.4 You are responsible for telling your clients about any fee share or other benefit you receive, and for dealing with it as your own professional rules require. Our client terms tell clients, in general terms, that part of the fee may be paid to the firm that referred them.

5.5 Advice from a panel adviser is paid for by the client and goes to the adviser. You are not entitled to any part of an adviser's fee unless we have agreed otherwise in a separate signed agreement.

5.6 All amounts are in pounds sterling. VAT is added where it applies.

6. Your responsibilities

6.1 Sending links. You must send each link to the right client, using contact details you have checked, and only for a purchase of property in England or Northern Ireland. You must tell the client that the check is provided by Stamp, and that it's their choice whether to use it. Unless your firm pays for the check, you must also tell the client in writing, before you send the link (for example, in your client care letter), that they will pay the fee to Stamp directly, and how much it is.

6.2 The client answers. The check is designed for the client to answer in their own words. Your users must not complete a check on a client's behalf, unless the client has asked you to in writing and you keep that request on your file.

6.3 Your users. You are responsible for your users and their logins. Keep logins secure and personal, remove access for people who leave, and tell us straight away if you suspect misuse.

6.4 Integrations. If you connect Stamp to your case management or CRM system, you must keep any keys or credentials secure and make sure the data you send us is accurate.

6.5 Proper use. You must not:

copy, reverse-engineer or scrape the platform, its questions or its logic, or use them to build a competing product
give access to anyone outside your firm
use the platform unlawfully, or in a way that misleads clients about what Stamp or the panel does

6.6 Describing Stamp. When you describe Stamp to clients, you must not say or imply that Stamp gives tax advice, that a result is advice, or that Stamp takes on responsibility for the client's tax.

6.7 Not going around the platform. While these terms apply, and for 12 months after they end, you must not refer clients directly to a panel adviser you were introduced to through the platform in order to avoid using Stamp.

7. The adviser panel

7.1 Where a check gives a non-standard result, the client is offered a choice of independent adviser firms. Stamp has no in-house advisers.

7.2 We admit firms to the panel only if the firm, and each adviser who signs off advice to clients, meets our panel criteria, summarised on our Adviser panel terms page. These include current professional body membership, SDLT experience, professional indemnity insurance held by the firm, and a clean disciplinary record. We review firms against them from time to time. We don't guarantee any adviser's work.

7.3 The client chooses the adviser, and contracts with that adviser directly. Stamp isn't a party to that contract. We collect the adviser's fee from the client as the adviser's agent.

7.4 If a client decides not to take advice, Stamp asks them to confirm a risk warning, and that confirmation forms part of the record we send you.

8. Data protection

8.1 When you send us a client's details to create a link, we process them on your behalf as your processor. When the client accepts our client terms and starts the check, we become an independent controller of the information needed to run the check, take payment, keep the record and deal with any referral to the panel. Each panel adviser is an independent controller of the information it receives.

8.2 Our Data processing terms apply to the processing we do for you, and set out how we handle data as separate controllers. Our Privacy notice explains our use of personal information to clients and users.

8.3 You must have a lawful basis to send us your clients' details, and must tell your clients (for example, in your own privacy notice or client care letter) that you share their details with Stamp to provide the check.

9. Confidentiality

Each of us will keep the other's confidential information confidential, and use it only for the purposes of these terms. This doesn't apply to information that is public (through no fault of the receiving party), that the receiving party already had, or that must be disclosed by law or a regulator.

10. Intellectual property

10.1 We own the platform, the check, its questions and logic, and all reports and records produced by it. We grant you a non-exclusive, non-transferable right to use the platform for your own clients while these terms apply. You may keep results and records on your client files permanently.

10.2 We may use anonymised and aggregated data (which doesn't identify you, your users or your clients) to improve Stamp and to publish statistics.

11. Our liability

11.1 Nothing in these terms limits liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or anything else that can't be limited by law.

11.2 We aren't liable for:

loss caused by a client's answers being incomplete or wrong
the advice or services of any panel adviser
your advice to your client, the return you prepare or file, or your decision whether to rely on a result
indirect or consequential loss, or loss of profit, revenue, business, goodwill or data (except loss of data caused by our breach of the data processing terms, which remains subject to 11.3)

11.3 Subject to 11.1, our total liability to you under or in connection with these terms in any 12-month period is limited to the greater of £1,000 and the total fees we received from your firm, and from your clients for checks, in that period (excluding any panel adviser's fees).

11.4 You will reimburse us for loss we suffer because of your breach of section 6.5, section 8.3, or our data processing terms.

12. Suspension

12.1 We may suspend your firm's access, or a user's, if we reasonably believe there has been a security breach, misuse of the platform, or a breach of these terms. Where we can, we'll tell you first and explain why.

12.2 Either of us may suspend what we do under these terms, by notice, to the extent that we reasonably consider carrying on would put us in breach of the law or of our regulator's rules.

13. Ending these terms

13.1 Either of us can end these terms by giving 30 days' notice by email.

13.2 Either of us can end them straight away by notice if the other seriously breaches them and doesn't put it right within 14 days of being asked, or becomes insolvent.

13.3 When these terms end:

you can no longer send new links
checks already started can be finished, and their results and records are still sent to you
we pay any fee share due, and you pay any invoices due
we deal with personal data as our data processing terms say
sections 4, 5 (for amounts due), 6.7, 8, 9, 10, 11 and 16 continue to apply

14. Changes to these terms

We may update these terms. We will email you at least 30 days before a change that materially affects you. If you don't agree with it, you may end these terms under section 13.1 before it takes effect.

15. Notices

Notices under these terms must be sent by email: to paul@stamp.expert (our Chief Operating Officer) for us, and to the main contact email you gave us for you.

16. General

16.1 Nothing in these terms creates a partnership, joint venture or employment relationship between us.

16.2 Neither of us is liable for delay caused by events outside our reasonable control.

16.3 You may not transfer these terms without our written consent. We may transfer them to a company in our group or to a buyer of our business, and will tell you if we do.

16.4 Only you and we have rights under these terms. No one else can enforce them under the Contracts (Rights of Third Parties) Act 1999.

16.5 These terms, any signed agreement under 1.3 and our data processing terms are the whole agreement between us about their subject. If a court finds part of these terms unenforceable, the rest still applies.

16.6 Each of us will comply with the Bribery Act 2010, and won't offer, give or accept any bribe or other improper payment or benefit in connection with these terms.

16.7 These terms are governed by the law of England and Wales. The courts of England and Wales have exclusive jurisdiction.