Terms & Conditions

These Terms & Conditions ("Terms") govern your access to and use of Stratum Portal, the development finance platform (the "Portal"), at ims.elvedencapital.com, provided by Elveden Capital Limited, a company registered in England and Wales ("Elveden", "we", "us").

By signing in to or otherwise using the Portal, you agree to be bound by these Terms. If you do not accept these Terms, do not use the Portal.

1. The Portal

The Portal is a back-office system used to administer development finance facilities, special purpose vehicles ("SPVs"), consultant appointments, construction contracts, payment certification, drawdowns, board approvals, compliance, VAT reclaim, and progress reporting. It is intended for use by Elveden's team, its appointed advisers, lenders, monitoring surveyors, employer's agents, contractors, sub-contractors, and consultants ("Users").

The Portal is provided as a tool to record and coordinate transactions; it is not a substitute for the underlying contracts, statutory notices, or professional advice that govern those transactions.

2. Accounts and access

You will be invited to the Portal by an Elveden administrator or project lead. By accepting the invitation you confirm that:

• the information you provide is accurate and complete;
• you are authorised by your employer or firm to act on the Portal in the role granted to you;
• you are at least 18 years of age and have the legal capacity to bind your employer or firm to these Terms.

You must keep your password and any multi-factor authentication credentials confidential. You are responsible for all activity on your account. Notify us immediately at info@elvedencapital.com if you suspect unauthorised access.

We may suspend or terminate accounts that breach these Terms, on reasonable notice where practicable.

3. Acceptable use

You agree not to:

• use the Portal for any unlawful purpose or in any way that breaches applicable law;
• upload material that infringes a third party's intellectual property rights or that contains malware;
• attempt to gain unauthorised access to any part of the Portal, accounts that are not yours, or the underlying database;
• reverse engineer, decompile, or attempt to derive the source code of the Portal except to the extent permitted by law;
• use the Portal to send unsolicited communications or to scrape data in bulk;
• impersonate another person or misrepresent your authority to act on the Portal.

4. Statutory and contractual compliance

Records created on the Portal — including payment notices, pay-less notices, payment certificates, drawdown packs, board approvals, and the immutable audit trail — are intended to support compliance with the Housing Grants, Construction and Regeneration Act 1996 (HGCRA), the relevant JCT or other construction contract, the Construction Industry Scheme (CIS), the Construction (Design and Management) Regulations 2015 (CDM), HMRC obligations, and the Money Laundering Regulations 2017.

You remain responsible for the accuracy of the information you enter and for issuing any statutory notice within the time limits required by the underlying contract or statute. Elveden does not warrant that records held on the Portal will be accepted by any third party (including a lender, employer, contractor, or court) as conclusive evidence.

5. Intellectual property

The Portal, including its software, design, structure, and brand elements, is owned by Elveden or licensed to it. You receive a limited, non-exclusive, non-transferable right to access and use the Portal for the duration of your authorised access.

You retain ownership of the data you submit to the Portal. By submitting data, you grant Elveden a non-exclusive licence to host, process, transmit, display, and back up that data for the purpose of operating the Portal and complying with statutory recordkeeping obligations.

6. Confidentiality

You may have access to commercially sensitive information of Elveden, its SPVs, lenders, consultants, contractors, and other Users. You agree to treat such information as confidential, to use it solely for the purpose for which it has been made available, and not to disclose it to any third party except with consent or as required by law.

7. Service availability

We will use reasonable endeavours to keep the Portal available but do not warrant uninterrupted, error-free, or secure operation. From time to time the Portal will be unavailable for planned maintenance or for reasons outside our control. We will give reasonable notice of planned maintenance where practicable.

8. Liability

The Portal is provided "as is" without warranty of any kind, except as expressly stated in these Terms or any separate written agreement.

To the maximum extent permitted by law:

• we exclude liability for indirect, consequential, or special losses, including loss of profit, loss of contract, loss of goodwill, or loss of anticipated savings;
• our aggregate liability to you under or in connection with these Terms, in any rolling 12-month period, is limited to £1,000.

Nothing in these Terms excludes or limits our liability for:

• death or personal injury caused by our negligence;
• fraud or fraudulent misrepresentation;
• any other liability that cannot be excluded or limited under the laws of England and Wales.

9. Termination

Either party may terminate your access on reasonable written notice. We may suspend or terminate access immediately if you commit a material breach of these Terms, if your underlying contract with Elveden ends, or if you cease to require access for legitimate business reasons.

Termination does not affect rights or obligations that have accrued before termination, including our statutory recordkeeping obligations.

10. Changes to the Portal and to these Terms

We may update the Portal's features and these Terms from time to time. Where a change is material, we will notify registered Users by email. Continued use of the Portal after a notified change constitutes acceptance.

11. Privacy

Our processing of personal data is described in our Privacy Policy, which is incorporated into these Terms by reference.

12. Governing law and jurisdiction

These Terms are governed by the laws of England and Wales. The parties submit to the exclusive jurisdiction of the English courts for the resolution of any dispute arising out of or in connection with these Terms.

13. Contact

Questions about these Terms should be sent to info@elvedencapital.com.