Vehicle Check - Legacy Terms and Conditions (Before 2nd April 2024) Terms & Conditions

Terms and Conditions

Vehicle Check - Legacy Terms and Conditions (Before 2nd April 2024)

Last Updated: 24 May 2021

Vehicle Check is a product which allows Advertisers to run vehicle history checks for vehicles they are looking to buy or take in part-exchange, and provides a vehicle check summary on the full-page advert of vehicles advertised on Auto Trader’s platforms.

Vehicle Check is provided subject to the Main Advertising Terms & Conditions, which are incorporated into these Rules by reference.

Terms defined in the Main Advertising Terms & Conditions shall have the same meaning in these Rules provided that, should a term be defined in both the Main Advertising Terms & Conditions and these Rules, the meaning of the term defined in these Rules shall have precedence in relation to the Rules.

Definitions
1. "Business Site" means a single geographical site from which the Advertiser carries out its vehicle sourcing/selling commercial business, where such site has its own registered ‘Dealer ID’ number in respect of the Advertiser’s access to Auto Trader’s products and services, and the Advertiser has specifically paid for and registered such ‘Dealer ID’ number with Auto Trader to receive Vehicle Check.
2. "Check" means the vehicle history check which is carried out on a Permitted Vehicle in the course of using Vehicle Check.
3. "Check Results" means the data, reports and summaries received and/or displayed as a result of a Check being carried out.
4. "DVLA" means the Driver and Vehicle Licensing Agency.
5. "Experian" means Experian Limited (registered company number 653331).
6. 1. in accordance with lawful established practices in the vehicle sourcing and selling industries and consistent with the conduct which would be reasonably expected of a reputable and creditable vehicle dealer; and
  2. carried out in an honest manner, with the genuine intention of ascertaining a Permitted Vehicle’s provenance for commercial purposes,
7. "Permitted Vehicle" means any car, motorcycle or commercial vehicle with a VRM which is registered with the DVLA, which an Advertiser (i) is looking to source for commercial purposes for its own Business Site, or (ii) has sourced for commercial purposes for its own Business Site and is currently in possession of such car, motorcycle or commercial vehicle with the aim of selling such car, motorcycle or commercial vehicle to a third party.
8. "Vehicle Check" means the Auto Trader vehicle history check product which enables Advertisers to carry out vehicle history checks on Permitted Vehicles, receive vehicle history data, reports and summaries from such checks and have a summary of such report included as part of the full-page advert for any Permitted Vehicle advertised on Auto Trader’s platforms.
9. "VRM" means a vehicle registration mark.
Fair Usage:
1. Vehicle Check is intended to be an unlimited offering for Advertisers who are using Vehicle Check for Legitimate Business Purposes. This section of these Rules explains the Advertiser’s usage obligations in respect of Vehicle Check and what Auto Trader considers to be Legitimate Business Purposes, how to avoid breaching these obligations and what will happen if an Advertiser’s usage breaches these obligations and falls outside this fair usage policy.
2. Vehicle Check is available only in respect of Permitted Vehicles which are being checked by an Advertiser for its Business Site. An Advertiser may use Vehicle Check in respect of Permitted Vehicles which are being checked for more than one Business Site (for example, in cases of Advertisers who have a centralised buying function for more than one location), provided that all such additional Business Sites have their own registered ‘Dealer ID’ numbers in respect of the Advertiser’s access to Auto Trader’s products and services, and the Advertiser has specifically paid for and registered such ‘Dealer ID’ numbers to receive Vehicle Check.
3. 1. using Vehicle Check for any vehicles which are not Permitted Vehicles;
  2. using Vehicle Check for the benefit of any third party other than the Advertiser;
  3. using Vehicle Check in respect of any site other than the Business Site (i.e. any site which does not have a registered ‘Dealer ID’ number with Auto Trader which has been registered with Auto Trader to receive Vehicle Check), subject to paragraph 2.2 above; and/or
  4. excessive refreshing of the Check Results, which shall include (i) refreshing such Check Results where there is no reasonable expectation that the underlying data will have updated or changed, and (ii) refreshing the Check Results with the sole objective of updating the time stamp of such results which is featured on the Advertiser’s advert for the Permitted Vehicle in question.
4. Auto Trader will monitor Advertisers’ usage of Vehicle Check to ensure compliance with this paragraph 2 (and these Rules generally).
5. 1. it shall contact the Advertiser to understand the context of the Advertiser’s usage and to establish whether there is any satisfactory justification for such breach; and
  2. if Auto Trader deems there to be no satisfactory justification for such breach of this paragraph 2 having contacted the Advertiser, Auto Trader reserves the right to (i) offer the Advertiser a bespoke Vehicle Check pricing model for future usage, which may involve the Advertiser being charged for individual vehicle history checks in future, or (ii) remove access to Vehicle Check for such Advertiser.
6. In the event that Auto Trader removes access to Vehicle Check for any such Advertiser pursuant to paragraph 2.6 above, Auto Trader shall no longer charge the Advertiser for Vehicle Check, effective from the date that access is removed.
Vehicle Check and Advertiser Obligations:
1. A summary of the Check Results provided by Vehicle Check in respect of any Permitted Vehicle will be displayed on the full-page advert for such Permitted Vehicle at the point it is advertised on Auto Trader’s platforms. Advertisers must not act in any manner so as to prevent such summary from being displayed on a Permitted Vehicle’s full-page advert.
2. 1. attempt to disguise the identity of any vehicle upon which a Check is being performed (such as using a VRM belonging to another vehicle or a vehicle identification number (VIN) for a similar model);
  2. remove a VRM to prevent a Check from being carried out or prevent Check Results from being displayed;
  3. re-sell the Check Results (including any underlying data) or the ability to perform Checks to any third party;
  4. using Vehicle Check and/or the Check Results (including any underlying data) of any Check for any other purpose other than Legitimate Business Purposes;
  5. market or distribute the Check Results (including any underlying data) and/or the fact that a Check has been performed to any third party other than the intended purchaser of a Permitted Vehicle, and then only within standard advertising processes for the vehicle for sale (for example, in the context of adverts on the Advertiser’s own website);
  6. promote or otherwise refer to the Check Results (including any underlying data) and/or the fact that a Check has been performed on Auto Trader’s platforms (whether within advert text or images or on the Advertiser’s profile page);
  7. represent or otherwise imply to any prospective purchaser of a Permitted Vehicle or any other third party that (i) the purchase of a Permitted Vehicle is free of risk due to the Check having been carried out or (ii) they are able to legally rely on or benefit from the Check Results or the data guarantee offered by Experian (as further detailed below);
  8. represent or otherwise imply to any prospective purchaser of a Permitted Vehicle or any other third party that Auto Trader and/or Experian assumes any responsibility or liability in connection with the purchase of a Permitted Vehicle in respect of which a Check has been carried out;
  9. in any way automate Checks via Auto Trader’s platforms, such as using scripts or any other mechanism to bulk check VRMs; or
  10. use the Check Results in any manner which is inaccurate or misleading to consumers.
3. Advertisers must use the correct VRM for the Permitted Vehicle when requesting a Check through Vehicle Check.
4. Advertisers should not store or share Check Results using the url for the Check Results (for example, as a substitute for locally saving Check Results), as Auto Trader may amend such urls from time to time without notifying Advertisers.
5. The data provided by Experian which populates the Check Results updates once every 24 hours. Therefore, Check Results will not update to accommodate any underlying data changes until after 4:00 of the day following the related Check. Advertisers should not seek to refresh Check Results within this timescale.
6. Advertisers shall not be permitted to (i) apply Advertiser branding to Check Results (or reports containing Check Results) or (ii) use Check Results (or reports containing Check Results) for advertising purposes on the Advertiser’s own website or convert them into printed hand outs for use at the Advertiser’s premises, until Auto Trader has (a) provided to such Advertiser a template for the content and layout of such Check Results and/or reports containing such Check Results (such template to be agreed by Experian and the Advertiser acknowledges that no changes shall be made to such template unless such changes are approved by Auto Trader and Experian), (b) notified such Advertiser of any compliance requirements stipulated by Experian that the Advertiser shall comply with in respect of the display of any such Check Results (and/or reports containing such Check Results) on such Advertiser’s own websites or at such Advertiser’s premises, and (c) determined a process which shall be agreed to by the Advertiser under which Auto Trader shall track and monitor and ensure the compliance of the Advertiser with the requirements of this clause in respect of such Check Results (and reports containing Check Results). If an Advertiser is permitted, pursuant to the above, to (i) apply Advertiser branding to Check Results and/or reports containing Check Results and/or (ii) use Check Results and/or reports containing Check Results for advertising purposes on the Advertiser’s own website or convert them into printed hand outs for use at the Advertiser’s premises, in the event that such Advertiser subsequently does not comply with this clause or the requirements stipulated as a result of this clause, Advertiser shall immediately cease to display any such Check Results and such reports containing Check Results upon notification by Auto Trader and Auto Trader shall be permitted to suspend such Advertiser’s access to such Check Results and/or reports containing such Check Results.
7. 1. such dealer management system provider shall access Vehicle Check solely on behalf of an Advertiser who is a customer of such provider and is paying Auto Trader to utilise Vehicle Check, and solely for the purpose of allowing such Advertiser to access and utilise Vehicle Check;
  2. such dealer management system provider shall not access, use or process the Check results for any purpose other than is set out at clause 3.7.1 above (and, in particular, shall not be permitted to use the Check Results for further resale to any third party); and
  3. such Advertiser has obtained prior confirmation from Auto Trader that each such dealer management system system provider has been approved by Experian to access Vehicle Check in accordance with this clause.
Availability & Liability:
1. Auto Trader does not warrant that the use of Vehicle Check will be uninterrupted or error-free. The Advertiser acknowledges that Auto Trader cannot guarantee that Vehicle Check and/or the Auto Trader Platforms will be continuously available. For the avoidance of doubt, Auto Trader shall have no liability, and no refunds or credits shall be offered, to any Advertiser (including in respect of where alternative services have been sourced by Advertisers from a third party) in respect of interruptions to Vehicle Check and/or the Auto Trader Platforms arising as a result of maintenance and/or repair work and/or due to circumstances outside of Auto Trader’s reasonable control.
2. Vehicle Check is provided to Advertisers on an ‘as is’ basis and Advertisers acknowledge that Auto Trader has procured technical support for Vehicle Check during the hours of 8:00-17:30 Monday to Friday (excluding bank holidays in England and Wales).
3. Vehicle Check and Auto Trader’s services generally are not intended to be used as the sole basis for any business decision, nor to relieve the Advertiser of its obligation to comply with its own obligations under applicable law. Check Results are based upon data which is provided by third parties, the accuracy and/or completeness of which it would not be possible and/or economically viable for Auto Trader to guarantee. Auto Trader shall not have any liability for any inaccuracy, incompleteness or other error in the Check Results which arises as a result of (i) data provided to Auto Trader by any third party, or (ii) any failure of Vehicle Check to achieve any particular result for the Advertiser.
4. Without prejudice to the generality of the foregoing or the limitations of liability set out in the Main Advertising Terms and Conditions which also apply to these Rules, the Advertiser assumes sole responsibility for any action taken as a result of Check Results obtained from the use of Vehicle Check, and for conclusions drawn from such use. Auto Trader shall have no liability for any damage caused by errors or omissions in any information provided to the Auto Trader by the Advertiser in connection with Vehicle Check.
Queries and complaints:
1. If an Advertiser has any queries or complaints around the contents of any Check Results, it should contact Experian on 0344 481 0078 and Experian will assist the Advertiser accordingly (calls are charged at the standard landline rate). If the Check Results have provided contact details for the data source (such as outstanding finance records) Advertisers can also contact the source directly using the data provided in the Check Results to see if the query or complaint can be resolved. If an Advertiser’s query is regarding the MOT data, this is managed by Auto Trader so Advertisers should contact Auto Trader Product Support (or alternatively can use the DVSA service directly at https://www.check-mot.service.gov.uk/).
2. Advertisers shall allow Auto Trader and Experian (as applicable) reasonable time to investigate issues directed to them relating to Vehicle Check, understanding that both parties rely on third parties (such as the DVLA, MIAFTR and UK lenders) to provide information to assist with Advertiser queries.
General
1. In the event of a breach of these Rules by any Advertiser, such breach shall be deemed a breach of the Main Advertising Terms and Conditions and Auto Trader be entitled to such rights and remedies available to it thereunder.
2. Auto Trader may modify these Rules from time to time and Advertisers should therefore ensure that they review these regularly when using Vehicle Check.
3. The Charges payable by Advertisers for Vehicle Check are set out in an Order Confirmation and/or Order Variation or as otherwise specified by Auto Trader.
4. Advertisers may cancel Vehicle Check from their Package by providing 30 days’ notice in accordance with the Main Advertising Terms and Conditions.
DVLA Terms
1. Any Advertiser’s use of data supplied by the DVLA as part of Vehicle Check shall be subject to the DVLA’s requirements as set out at Appendix A below. By using Vehicle Check, the Advertiser is agreeing that it has read, agrees to and accepts the terms set out in Appendix A in respect of the Advertiser’s use of such data supplied by the DVLA.
Experian and the Data Guarantee:
1. Experian has entered into a partnership with Auto Trader to provide the underlying data which populates the Check Results generated by Vehicle Check. As part of this partnership, Experian requires all Advertisers using Vehicle Check to agree to and accept the Experian Vehicle Data Service Customer Terms and Conditions set out below (“Experian Terms”) prior to using Vehicle Check. Advertisers should therefore read the Experian Terms carefully, as by using Vehicle Check, Advertisers are accepting the Experian Terms and entering into a binding legal contract with Experian directly on the terms of the Experian Terms.
2. Further to clause 8.1 above, as part of the partnership between Auto Trader and Experian, Experian shall provide a data guarantee to Advertisers in respect of Permitted Vehicles subject to and in accordance with the Experian Terms. It is a condition of the provision of the data guarantee that Advertisers comply with the Experian Terms. The data guarantee detailed in the Experian Terms is provided directly by Experian (not Auto Trader) to Advertisers on the terms of the Experian Terms. Any enforcement of such data guarantee by an Advertiser must be undertaken directly against Experian on the basis of the Experian Terms and Auto Trader shall have no liability to Advertisers in respect of the data guarantee. It is a minimum requirement of Experian that the data guarantee is only available to an Advertiser in respect of a Check which was carried out by such Advertiser prior to the purchase of a Permitted Vehicle to which such data guarantee is intended to cover. Please see the Experian Terms below for further details.
3. To enable Experian to verify any Advertiser claims in respect of the data guarantee referred to above, Auto Trader is required to disclose to Experian relevant information confirming the relevant Advertiser’s identity for the purposes of such verification. On the basis that an Advertiser will benefit from such disclosure of relevant information, and to enable Auto Trader to comply with these Rules and ensure any data guarantee claim is properly verified, Auto Trader will disclose such relevant information to Experian upon request for the purpose of verification of any Advertiser claims in respect of the data guarantee only, and Auto Trader shall procure that Experian complies with all applicable law in respect of the processing and storage of such information. If any Advertiser does not wish such relevant information to be disclosed for such purposes it should inform its relevant Auto Trader Account Manager accordingly, but Advertiser understands and accepts that by doing so it may prejudice the validity of the data guarantee provided by Experian.
4. Experian reserves the right to amend the Experian Terms to reduce the maximum Limit of Protection (as defined in the Experian Terms) for the data guarantee from £18,000 to £12,000 only if certain criteria are met (such criteria as have been agreed with Auto Trader). However, the Experian Terms shall be amended to reflect such reduced maximum Limit of Protection at least 30 days prior to such reduced maximum Limit of Protection taking effect.
5. The data guarantee referred to above expressly excludes any claims in respect of Supplemental Data as defined in the Experian Terms below. This means that the data guarantee does not apply to data contained within the Check Results which is not originally sourced by Experian.

Experian Vehicle Data Service Customer Terms and Conditions

Definitions
1. "Access Channels" means the Integrator’s application programming interface (API) and the Integrator’s websites at https://portal.autotrader.co.uk and www.autotrader.co.uk or another website through which we deliver the Services.
2. “Agreement” means these Conditions including any Schedules and Appendixes that accompany the Conditions and the Application Form (if any).
3. “Application Form” means, if applicable, the application form you completed via the Access Channels to apply for the Services.
4. “Client Data” means data and information owned by you and provided to us in connection with the Services.
5. “Commencement Date” means the date on which you first use the Services, unless agreed otherwise in writing between us.
6. "Conditions” means these terms and conditions.
7. “Data Guarantee” means the guarantee provided to you by us in accordance with Clause 8 of these Conditions in relation to Losses incurred by you as a result of Data Issues in the Information.
8. “Data Issue” means any inaccuracy in the Information as specified in Clause 8(e) of these Terms and Conditions.
9. “Export” means where DVLA records show that a vehicle had been exported outside the United Kingdom (including to another European Union country) at the time the Service was provided.
10. “Import” means a vehicle has been used outside of the European Union before its first registration with the DVLA.
11. “Information” means all data, information, reports and other materials of whatever nature provided to you or used by us as part of or in connection with the Services.
12. “Integrator” means Auto Trader Limited (ATL) through whom, you access the Services.
13. “Limit of Protection” has the meaning set out in Clause 8(e) of these Conditions.
14. “Losses” has the meaning set out in Clause 8(e) of these Conditions.
15. “Market Value” means the average trade value for a vehicle of the same type, age and mileage in average condition calculated in accordance with Glass’s Car Trade Guide (published by Glass’s Information Services Limited) at the date the claim is notified to us.
16. “Services” means our automotive data services (also referred to as “Experian Vehicle Data Service(s)” which are made available to You via the Access Channels as follows (and which does not include the Supplemental Data):
17. Vehicle registration details – comprising of make, model, colour and other high level registration information, collated from the Driver & Vehicle Licensing Agency (DVLA), the Society of Motor Manufacturers & Traders (SMMT) and the Motorcycle Industry Association (MCIA).
18. Finance markers – comprising of secured finance details as recorded with Experian.
19. High Risk markers – as recorded by motor retailers and vehicle lenders, in relation to an interest in a given vehicle.
20. Import, export or scrapped marker – as recorded with the DVLA.
21. Mileage history – based on a collation of mileage information, sourced from the DVLA, National Association of Motor Auctions (NAMA), Retail Motor Industry Federation (RMIF), Epyx and other providers to Experian.
22. Stolen markers - as recorded by the Police National Computer (PNC)
23. Insurance total loss markers (write off) – as recorded by Motor Insurers Bureau (MIB) members on the centralised Motor Insurance Anti-Fraud & Theft Register (MIAFTR)
24. No. of previous keepers – as recorded by the DVLA.
25. Cherished plate transfers – as recorded by the DVLA.
26. Previous colour changes – as recorded by the DVLA.
27. Search history – based on known searches of a given vehicle, through Experian’s own products or services..
28. “Specification” means the description of the Services as set out on the Access Channels.
29. “Supplemental Data” means any third party data that is made available to You by the Integrator alongside the Services that is not part of the Services and is not provided to the Integrator by Us.
30. “We”, “Us” or “Our” means Experian Limited (registered number 653331). Our registered office is at The Sir John Peace Building, Experian Way, NG2 Business Park, Nottingham NG80 1ZZ.
31. “You”, "Your", “the Client” means the person, firm or company to whom we have agreed to provide the Services.
The Services
1. We shall provide the Services to You using reasonable care and skill and in all material respects in accordance with the Specification.
2. Your use of the Services is at all times subject to this Agreement.
3. The Services are brought to You by Us (through the Integrator) but You agree that (provided that We remain responsible for the actions of our sub-contractors) We may sub-contract the Services or any element of the Services, and You acknowledge that the Integrator may request the Services on Your behalf.
Period and scope of agreement
Payment
Use of the Services and Information
1. Each party warrants that it has the full power and authority to enter into this Agreement.
2. All intellectual property rights in any Client Data provided to us by You under this Agreement will remain vested in You.
3. You grant Experian a perpetual, royalty free, non-exclusive, non-transferable licence to use (and copy) the Client Data in order to perform the Services and for other agreed purposes and in order for us to comply with any requests made to us under statute. All of the intellectual property rights (including copyright and database right) in the Information we provide to You in connection with the Services belongs to Us or our licensors. You will not own any of the Information or have any rights to own the information.
4. 1. crown copyright data reproduced under licence from the controller of HMSO and the Vehicle Inspectorate; and
  2. proprietary data belonging to Our licensors.
5. You may only use the Information for the internal business purposes of Your business and no other purpose.
6. 1. sell, deal, transfer, or otherwise make available any of the Services to any third party or use the Services for the benefit of any third party;
  2. reproduce, publish, distribute, sell, deal, transfer or otherwise make available any of the Information to any third party or use the Information for the benefit of any third party;
  3. adapt, alter, modify or otherwise interfere with the Services and/or the Information;
  4. create a database from the Information;
  5. otherwise commercially exploit any of the Information;
  6. copy interfere with or use in any unauthorised way, any digital certificate, web certificate or any other security device provided by us for use in connection with the Services;
  7. remove or suppress any copyright notice or other proprietary markings contained within the Services or Information.
7. You shall comply with Our reasonable written instructions and directions in relation to the use of the Services (including in relation to information security). You agree and acknowledge that if information supplied by Our licensors is made available to You as part of the Services, we can give Our licensors details of Your enquiry, Your identity and the Charges paid in respect of an enquiry. The rights granted by these conditions are personal to You. You cannot transfer or grant any of these rights to anyone else
8. You acknowledge that the Services may contain public sector information licensed under the Open Government Licence v2.0 https://www.nationalarchives.gov.uk/doc/open-government-licence/version/3 (“Open Government Data”).
9. To the extent that You receive Open Government Data, You agree that Experian shall not be liable for any loss You incur (and shall not be in breach of this Agreement) as a result of any act or omission of the provider of the Open Government Data (including any act or omission which renders the Open Government Data inaccurate, any failure or delay in delivery of the Open Government Data by its provider, any inability to access the system from which Open Government Data is supplied and/or any non-availability of such system).
Confidentiality and Compliance
1. Each party agrees that in connection with the provision or use of the Services (as appropriate), it will at all times comply with all applicable legislation, regulations, and other rules having equivalent force.
2. 1. keep the Confidential Information strictly confidential and not use or disclose to any person any part of such Confidential Information except as required for the performance of the recipient's obligations under this Agreement;
  2. take all reasonable steps to prevent unauthorised access to the Confidential Information;
3. 1. employees and officers of the recipient who require it for the recipient to perform its obligations under this Agreement;
  2. the recipient's auditors and professional advisors solely for the purposes of providing professional advice;
  3. if We are the recipient, agents and sub-contractors of Experian involved in performing our obligations under this Agreement, and Experian group companies;
  4. if We are the recipient the Information Commissioner's Office pursuant to any requirement to do so (whether legally binding or otherwise), and any person as permitted by any statutory provision.
4. We may disclose information in accordance with Clause 5g above.
5. 1. in breach of any statutory provisions, regulations or codes of practice; or
  2. not desirable or practicable by reason of any political, regulatory or public pressures; or
  3. beyond Your entitlement to receive any Information which would otherwise be received as part of the Services.
Warranties and Liability
1. You understand and accept that the Services and Information may be based upon and comprise data provided to us by third parties or which is otherwise publicly available. Accordingly, We give no warranty about the accuracy or fitness for any particular purpose of the Services and/or Information and/or any advice or opinion We give. We do however provide the Data Guarantee to You on the terms set out in Clause 8 below.
2. You acknowledge and agree that the Services are not intended to be used as the sole basis for any business decision, and that We give no warranty as to the availability of the Services.
3. The warranties expressly set out in this Agreement are the only warranties We give to You in respect of the subject matter of this Agreement. All warranties, representations or terms of equivalent effect which might be implied into this Agreement by law are excluded to the fullest extent permitted by law.
4. Other than any Losses You are entitled to recover from us under the Data Guarantee, Our total liability to You in any year for all claims (whether in contract, negligence, for breach of statutory duty or under any indemnity or otherwise) relating to the Services and/or the Information is limited to the sum of £500.00.
5. 1. any indirect or consequential loss.
  2. the following types of financial loss; loss of profits; loss of earnings; loss of business or goodwill; business interruption; even if Experian had notice of the possibility of the Client incurring such losses.
  3. the following types of anticipated or incidental losses; loss of anticipated savings; increase in bad debt; loss of sales or revenue; failure to reduce bad debt; reduction in the value of an asset; even If we had notice of the possibility of the you incurring such losses.
  4. any losses that are incurred by You in connection with the use or provision of any Supplemental Data
6. 1. for breach of Experian's obligations arising under section 12 Sale of Goods Act 1979 or section 2 Supply of Goods and Services Act 1982;
  2. for personal injury or death resulting from Experian's negligence or that of its employees, agents and/or sub-contractors;
  3. under section 2(3) Consumer Protection Act 1987;
  4. for any matter which it would be illegal for Us to exclude and/or limit, or attempt to exclude and/or limit, its liability; or
  5. for Our fraud or fraudulent misrepresentation,
Data Guarantee
1. We shall provide the Data Guarantee to You to cover Losses You suffer up to the Limit of Protection for a period of 12 months from the date on which the Service was provided. For the avoidance of doubt, the Data Guarantee only provides coverage against Losses in relation to Data Issues in the Information provided to You in the Services and no other losses. The Data Guarantee does not apply to Supplemental Data.
2. We shall only be liable for Losses arising from Data Issues in the Information relating to the provenance of a particular vehicle as part of the Services and shall not be liable for any Losses arising from a vehicle's physical condition, value or valuation, specification, fuel consumption or dimensions except as otherwise provided for in these Conditions.
3. 1. in the course of the Services; and/or
  2. when making a claim under the Data Guarantee,
4. You shall immediately disclose to Us any fact which we would expect to have notice of in accepting, assessing or paying a claim under the Data Guarantee.
5. The losses which the Data Guarantee provides coverage against (“Losses”) are set out below:
6. 1. You are a sole trader, partnership or body corporate (but not an individual in their own capacity) who has utilised the Experian Vehicle Data Service (via the Integrator) and subsequently purchased the vehicle to which the Experian Vehicle Data Service related;
  2. 1. the purchase was made with prior knowledge of the circumstances giving rise, or contributing to, the claim under the Data Guarantee;
    2. You failed to confirm before the vehicle purchase that the vehicle identification number ("VIN") displayed in the results of the Service matched the vehicle registration certificate ("V5C") and the VIN displayed on the vehicle;
    3. You failed to confirm that the vehicle registration mark ("VRM") and other details provided in the results of the Service were consistent with those of the vehicle;
    4. You purchased the vehicle despite the existence of information in the results of the Service which should have put You on notice that the vehicle should not be purchased;
    5. You failed to confirm that the identity of the seller of the vehicle was the same person as the current keeper recorded on the V5C;
    6. You failed to confirm the vehicle had a valid MOT certificate (where it was compulsory for the vehicle to have one); or
    7. in respect of any finance referenced in the results of the Experian Vehicle Data Service, You have failed to contact the relevant finance company to verify the type and detail of finance referred to.
  3. The Experian Vehicle Data Service was carried out prior to the purchase of the vehicle;
  4. The vehicle was purchased in the ordinary course of your business;
  5. The vehicle does not have false VRM and/or VIN;
  6. You have allowed Experian to inspect any vehicle in respect of which a claim is made under the Data Guarantee;
  7. You have provided evidence of financial loss to Us in respect of the relevant Losses together with such other documentation as We may require, acting reasonably, to assess the claim; and
  8. You have taken all reasonable precautions to avoid, and taken reasonable steps to mitigate, Losses which are or may be recoverable under the Data Guarantee.
7. 1. financial loss (whether arising from loss, destruction of or damage to the vehicle) occurring after the date of the Experian Vehicle Data Service other than as set out in Clause 8(e) above;
  2. where the vehicle was purchased outside Great Britain or Northern Ireland;
  3. where You made cash payments for the vehicle exceeding £5,000 or 10% of the purchase price of the vehicle (whichever is the higher);
  4. where You cannot provide a valid reason (to be determined at our sole discretion) for purchasing the vehicle for 30% or more below the Market Value;
  5. legal fees or expenses;
  6. You have provided incorrect or incomplete information to Us when requesting the Service, or when making a claim under the Data Guarantee;
  7. losses in respect of vehicles other than those for which the Service is available, being a car, motorcycle or commercial vehicle;
  8. where the vehicle is not registered with the DVLA in the United Kingdom when the Experian Vehicle Data is carried out, or where it bears a VRM with the prefix or suffix letter Q;
  9. any issue arising or occurring prior to the vehicle's first registration with the DVLA;
  10. You make a false or fraudulent claim under the Data Guarantee; and
  11. where You have purchased the vehicle despite any of the details provided by the seller of the vehicle failing to accord with the results of the Experian Vehicle Data Service.
8. Any claim made under the Data Guarantee must be made using a claim form, which is available by writing to AutoCheck Claims Department, The Sir John Peace Building, Experian Way, NG2 Business Park, Nottingham, NG80 1ZZ or by telephoning 0870 333 8030.
Co-Operation and help
Ending the contract
1. 1. if the other party commits a material breach of an obligation under this Agreement which is not capable of remedy;
  2. if the other party commits a material breach of an obligation under this Agreement which is not remedied within 28 days after receipt of a notice from the party not in breach specifying the breach, requiring its remedy and making clear that failure to remedy may result in termination;
  3. if the other party becomes insolvent.
2. Termination of this Agreement (or of any element of it) shall not affect any rights, obligations or liabilities of either party: which have accrued before termination; or which are intended to continue to have effect beyond termination. Your entitlement to use the Information shall (unless such entitlement is stated to be perpetual) cease on termination of this Agreement.
Events beyond our control
Entire agreement, variation and waiver
1. This Agreement forms the whole agreement between the parties, and takes the place of all previous negotiations, understandings and representations in relation to the same subject matter as this Agreement. Neither of the parties shall be bound by, or liable to the other party for, any representation, promise or inducement (other than fraudulent misrepresentations) made by it or by any agent or person on its behalf which is not expressly contained in this Agreement.
2. These conditions may be changed by Us at any time by Us giving You notice of the changes to these conditions. If We do not hear from you within 30 days of the date of such notice, We will deem that to be Your acceptance of the updated conditions. If You do not agree to the changes, You must notify Us within 30 days of the date of the notice, and You shall be entitled to terminate with immediate effect.
Integrators and Third Party Rights
1. You shall access or use the Services via the Integrator.
2. Subject to Clause 7.6 above, We shall not in any event be liable for any issues or problems arising from the provision of the Services where such issues or problems are a direct result of the acts or omissions of the Integrator.
Third Party Rights
Removing conditions
Law
Notices
1. All notices must be in writing and sent by first-class post or fax. If We write to You, We will use the address, fax number or e-mail set out in the Application Form. You can write to Us at our registered office address.
2. 1. 48 hours after being posted if posted to the correct address; or
  2. one hour after being sent if sent by fax within normal working hours
  3. Notices sent by email will not be accepted.
Special Terms: Vehicle Mileage Check Service
Complaints

Appendix A: DVLA Requirements

The terms of this Appendix shall apply to the use of any data contained within the Check Results which has been supplied by the DVLA (which is defined below as the “Data”).

The DVLA has stipulated that the following terms and conditions shall apply to all use of the Data and any third party who receives the Data must agree to these terms and conditions. These terms and conditions have been imposed by DVLA and neither Experian nor Auto Trader has any authority or ability to agree any amendments.

For the purposes of the below, the following terms and conditions shall apply to the Advertiser as though it is “the Client”, unless expressly stated otherwise.

Whilst the contents of this Appendix form part of the binding legal agreement between Auto Trader and the Advertiser, each of Experian and the DVLA is entitled to enforce the terms of these Conditions in accordance with the Contracts (Rights of Third Parties) Act 1999.

DefinitionMeaningCaching Means the process of storing Data in a temporary storage area (a Cache”) for further use within a defined period of time. A Cache is a hardware or software component that stores Data so that future requests for that Data can be served faster. Conviction Other than for minor road traffic offences, any previous or pending prosecutions, convictions, cautions and binding-over orders (including any spent convictions as contemplated by section 1(1) of the Rehabilitation of Offenders Act 1974 (as amended) by virtue of the exemptions specified in Part II of Schedule 1 of the Rehabilitation of Offenders Act 1974 (Exemptions) Order 1975 (SI 1975/1023) (as amended) or any replacement or amendment to that Order, or being placed on a list kept pursuant to the safeguarding of Vulnerable Groups Act 2006 (as amended); Data DVLA data that is provided or to be provided to the Client;Data Governance Assessment A form used by the DVLA to assess data governance measures in place as a measure against the contract. Data Subject The meaning given to that term in Data Protection Legislation, means an identified or identifiable natural person, directly or indirectly through Personal Data; Default Any breach of the obligations of the relevant party (including but not limited to fundamental breach or breach of a fundamental term) or any other default, act, omission, negligence or negligent statement of the relevant party or the Staff in connection with or in relation to the subject matter of the Agreement and in respect of which such party is liable to the other; Equipment The Client’s equipment, plant, materials and such other items used by the Client in the performance of its obligations under the Agreement, or otherwise used to access or store Data. Fraud Any offence under Applicable Law creating offences in respect of fraudulent acts or at common law in respect of fraudulent acts in relation to the Agreement or defrauding or attempting to defraud or conspiring to defraud the Crown; Industry Best Practice At any time the exercise of that degree of skill, care, diligence, prudence, efficiency, foresight, standards, practices, methods, procedures and timeliness which would be expected at such time from a leading and expert company within the industry, such company seeking to comply with its contractual obligations in full and complying with all Applicable Laws; Intermediary An organisation who receives the Data from the Client and uses it to provide products and services to other organisations (to be referred to as “Third Party Customers”) that demonstrate Reasonable Cause; Malicious Software Any software program or code intended to destroy, interfere with, corrupt, or cause undesired effects on program files, Data or other information, executable code or application software macros, whether or not its operation is immediate or delayed, and whether the malicious software is introduced wilfully, negligently or without knowledge of its existence; Personal Data Breach Any event that results, or may result in a breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorised disclosure of, or access to, Personal Data transmitted, stored or otherwise processed; Premises The location where the Data is to be supplied to the Client, or accessed, stored or destroyed by the Client; Reasonable CauseProducts or services that have one or more of the following benefits: (a) Improving vehicle and road safety (b) Reducing vehicle crime (c)Consumer Protection (d) Environmental impact (greener transport).Relevant Conviction A Conviction which the Client, acting reasonably and in accordance with Industry Best Practice, deems to preclude a person from being involved in any way with use of the Data Removable Media All physical items and devices that can carry and transfer electronic information. Examples include but are not limited to DVDs, CD-ROMs, floppy disks, portable hard disk drives, USB memory sticks, flash drives, portable music and video players including mobile phones, hand held devices such as smartphones and personal digital assistants; Requestor A person who is making an enquiry for Data about a particular vehicle, using products or services provided by the Customer or an Intermediary or a Third Party Customer; Staff All persons employed by a party to perform its obligations under the Agreement together with the party’s servants, agents, suppliers and subcontractors used in the performance of its obligations under the Agreement; Third Party CustomerAny organisation that: (a) is not an Intermediary; and (b) receives Data from the Customer or an Intermediary providing Reasonable Cause can be demonstrated;

APPENDIX 1: MINIMUM DATA SECURITY REQUIREMENTS

Data Security Requirements
1. 1. Data, including back-up data, must be retained in secure premises and locked away;
  2. The Data supplied may only be copied for back-up and for the purposes of Processing the Data. Copies must be erased immediately thereafter and they must not be otherwise duplicated;
  3. The Client will retain the Data only for as long as necessary with reference to the Reasonable Cause for which it was shared in accordance with the Data Protection Legislation;
  4. The Client, in accordance to Data Protection Legislation, should dispose of the Data where there is no business need to retain it;
  5. Data, including back-up Data, must be protected from unauthorised access, release or loss;
  6. A user ID and a robust password must be required to enter all databases on which the Data is stored;
  7. A unique user ID and password must be attributable to an individual and must be allocated to each person with access to the Data or the Bulk Data Service;
  8. User IDs and passwords must not be shared between the Client’s Staff;
  9. Access to the Data must be minimised so that only where necessary are individuals given the following levels of access:
    - ability to view material from single identifiable records
    - ability to view material from many identifiable records
    - functional access, including: searching, amendment, deletion, printing, downloading or transferring information;
  10. The Data must not then be copied onto or stored on Removable Media. Laptops may be used but only if the devise has full disk encryption installed in line with Industry Best Practice and the devices are securely protected when not in use;
  11. Data must be used only for the Reasonable Cause for which it was obtained;
  12. Paper records must be destroyed by incineration, pulping or shredding finely so that reconstruction is unlikely;
  13. Electronic Data must be securely destroyed or deleted in accordance with current guidance from the Information Commissioner’s Office as soon as it is no longer needed;
  14. All premises and buildings in which the Data is stored must be secure;
  15. The Client must be registered with the Information Commissioner and the permission must cover all activities actually carried out;
  16. Information must not be passed to third parties except with the prior written approval of the DVLA; and
  17. transfer of the Data to third parties (where approval has been granted by DVLA) must be in accordance with the principles of Data Protection Legislation. Any other conditions required by the DVLA in giving permission for disclosure to third parties must be satisfied.
  18. Caching of Data by the Client must be in accordance with Appendix 2 of these terms.
Inspection, Internal Compliance and Audit
1. 1. all of the Data Security requirements in paragraph 1 above;
  2. the requirements set out in APPENDIX 2 and APPENDIX 3.
Minimum Requirements for the Client’s Staff Vetting and Disciplinary Procedures
1. 1. The Client shall confirm the identity of its entire new Staff.
  2. The Client shall confirm the references of its entire Staff.
  3. The Client shall require all persons who are to have access to the Bulk Data Service or to the Data to complete and sign a written declaration of any unspent criminal Convictions.
  4. The Client shall not allow any person with unspent criminal convictions to have access to the Data, except with the prior written permission of the DVLA.
  5. The Client shall ensure that no person who discloses that he or she has a Relevant Conviction, or who is found by the Client to have any Relevant Conviction is allowed access to the Data.
  6. The Client shall either (i) require that all persons who are to have access to the Data shall complete and sign an agreement to use the Data only for the Reasonable Causes set out in this Agreement and in accordance with the Customer’s procedures or where not feasible, (ii) upon the request of Auto Trader and/or Experian, provide a written undertaking confirming that the Customer has put in place sufficient procedures to ensure that all persons wo are to have access to the data will use the Data only for the Reasonable Causes set out in the Agreement and in accordance with the Customer’s procedures.
  7. The Client shall ensure that each person who has access to the Data shall act with all due skill, care and diligence and shall possess such qualifications, skills and experience as are necessary for the proper use of the Data.
  8. The Client shall ensure that each person who has access to the Data is appropriately trained in and aware of his or her duties and responsibilities under the Data Protection Legislation and this Agreement.
  9. The Client shall create and maintain a unique user account ID for each person who has access to the Data.
  10. The Client shall maintain a procedure for authorising the creation of user accounts and for the prompt deletion of accounts that are no longer required. The Client must ensure that the person or persons carrying out this work are appropriately trained and that their duties are separate from that of a normal user account. A normal user must not be able to manage their own account.
  11. The Client’s disciplinary policy shall state that misuse of the Bulk Data Service or the Data by any person shall constitute gross misconduct and may result in summary dismissal of that person. The Client shall notify such misuse to the DVLA and the person involved shall be refused all future access to DVLA Data.
  12. System administrators must receive appropriate training.
  13. The system administration role must be separated from any other role to ensure a separation of duties.

APPENDIX 2: REQUIREMENTS IN RELATION TO INTERMEDIARIES, THIRD PARTY CLIENTS AND REQUESTORS

Contractual Obligations of all Third Party Customers
1. 1. 1. The Client will provide Auto Trader and Experian with a statement detailing the type of business it conducts and a description of products or services it offers to its customers that involve the use of DVLA Data.
    2. Auto Trader and Experian will only consider requests for services that involve the provision of DVLA Data from organisations that can demonstrate a Reasonable Cause for access to the Data. Organisations that cannot prove a Reasonable Cause will not be considered further.
    3. The Client will notify Auto Trader and Experian of any changes to their business need for access to the service.
    4. The requirements for transfer of the Data outside the UK set out below apply, including to the Client’s backup or disaster recovery sites.
    5. The Client will not sell or permit the Data to be sold to any third party.
  2. 1. The Client shall complete the list at ANNEX A (CLIENT’S KEY STAFF) of the individuals (or those individuals carrying out equivalent roles) who have direct responsibilities for the use of the Data and for the Client’s other obligations under this Agreement, giving their names and business addresses and other contact details and specifying the capacities in which they are concerned with the Data.
    2. 1. the manager who shall be responsible for the Client’s general Contractual matters and shall receive notices sent to the Client under this Agreement, and who shall be referred to in this Agreement as the Commercial Manager (or equivalent role); and
      2. the manager who is responsible for the management of the Data once in the hands of the Client, to be referred to in this Agreement as the Data Manager (or equivalent role).
    3. The Client shall inform Auto Trader and Experian immediately of any changes in personnel listed in ANNEX A (CLIENT’S KEY STAFF) or their business contact details.
  3. 1. The Client shall not offer or give, or agree to give, to the DVLA, Experian, Auto Trader or any other public body or person employed by or on behalf of the DVLA, Experian, Auto Trader or any other public body any gift or consideration of any kind as an inducement or reward for doing, refraining from doing, or for having done or refrained from doing, any act in relation to the obtaining or execution of the Agreement or any other contract with the DVLA, Experian, Auto Trader or any other public body, or for showing or refraining from showing favour or disfavour to any person in relation to the Agreement or any such contract.
    2. 1. terminate and recover from the Client the amount of any loss suffered by Auto Trader and/or Experian resulting from the termination; or
      2. recover in full from the Client any other loss sustained by Auto Trader and/or Experian in consequence of any breach of that paragraph.
  4. 1. The Client shall take all reasonable steps, in accordance with Industry Best Practice, to prevent Fraud by the Client’s Staff and the Client (including its shareholder, members, and directors) in connection with the receipt of the Services.
    2. The Client shall notify Auto Trader and Experian immediately, within a maximum of 24 hours of becoming aware, if it has reason to suspect that any Fraud has occurred or is occurring or is likely to occur.
    3. 1. terminate the Agreement and recover from the Client the amount of any loss suffered by Auto Trader and/or Experian resulting from the termination; or
      2. recover in full from the Client any other loss sustained by Auto Trader and/or Experian in consequence of any breach of this paragraph.
  5. 1. The Client must not unlawfully discriminate either directly or indirectly or by way of victimisation or harassment against a person on such grounds as age, disability, gender reassignment, marriage and civil partnership, pregnancy and maternity, race, colour, ethnic or national origin, sex or sexual orientation, and without prejudice to the generality of the foregoing the Client must not unlawfully discriminate within the meaning and scope of the Equality Acts 2006 and 2010 (as amended) the Human Rights Act 1998 (as amended) or other relevant or equivalent legislation, or any statutory modification or re-enactment thereof.
    2. The Client shall take all reasonable steps to secure the observance of paragraph 1.1.5.1 by all of its Staff.
  6. 1. The Client shall promptly notify Auto Trader and Experian of any health and safety hazards which may arise in connection with the performance of its obligations under the Agreement, including but not limited to, on inspection by Experian.
    2. While on the Client’s premises, Auto Trader and Experian shall comply with any health and safety measures implemented by the Client in respect of its Staff and other persons working there.
    3. Auto Trader and/or Experian shall notify the Client immediately in the event of any incident occurring in the performance of its obligations under the Agreement on the Premises where that incident causes any personal injury or damage to property which could give rise to personal injury.
    4. The Client must comply with the requirements of the Health & Safety at Work etc. Act 1974 (as amended) and any other acts, orders, regulations and codes of practice relating to health and safety, which may apply to the Client’s Staff and other persons working on the Premises in the performance of its obligations under the Agreement.
  7. 1. The Client shall notify Auto Trader and Experian immediately if any circumstances arise which could result in publicity or media attention to the Client which could adversely reflect on the DVLA, Experian, Auto Trader or the Services.
    2. The Client shall not use the DVLA, Experian or Auto Trader logos, create or approve any publicity implying or stating that the DVLA, Experian and/or Auto Trader has a connection with any service provided by the Client without the prior written approval of the DVLA, Experian and/or Auto Trader. Prior written approval of the DVLA, Experian and/or Auto Trader shall be obtained for each individual piece of publicity.
  8. 1. The Client shall not assign, sub-contract or in any other way dispose of the Agreement or any part of it without the prior written permission of Auto Trader and Experian.
    2. Sub-Contracting any part of the Agreement shall not relieve the Client of any of its obligations or duties under the Agreement. The Client shall be responsible for the acts and omissions of its sub-contractors as though they are its own. Where Auto Trader and Experian has given approval to the placing of sub-contracts, copies of each sub-contract shall, at the request of Auto Trader and Experian, be sent by the Client to Auto Trader and Experian as soon as reasonably practicable
  9. 1. The Client shall notify Auto Trader and Experian immediately in writing where the Customer undertakes, undergoes or performs an insolvency event. Insolvency events are any action or event described in the clause of the Terms and Conditions permitting termination for an insolvency event, being:in version 4.4 of the Terms & Conditions, clause 10.1.3.;
  10. 1. 1. being notified that that change of control has occurred; or
      2. where no notification has been made, the date that Auto Trader and/or Experian becomes aware of that change of control.
  11. 1. After the Services have been suspended or the Agreement has been terminated or both, the Client shall continue to comply with its obligations under this Agreement and under Data Protection Legislation in relation to the Data which it holds, including as to the proper use of the Data, retention of the Data and secure destruction of the Data.
    2. After the Services have been suspended or the Agreement has been terminated or both, the Client will no longer have the right to use the Data already supplied by Auto Trader and/or Experian.
    3. During the suspension period, the Client is not permitted to process or transfer the Data received prior to suspension.
    4. 1. termination of the Agreement shall be without prejudice to any rights, remedies or obligations accrued under the Agreement prior to termination or expiration and nothing in the Agreement shall prejudice the right of either party to recover any amount outstanding at such termination or expiry; and
      2. termination of the Agreement shall not affect the continuing rights, remedies or obligations of Auto Trader, Experian or the Client under any provision of this Agreement which expressly or by implication is intended to come into or to continue in force on or after termination of this Agreement.
  12. 1. 1. Auto Trader, Experian or the Client has provided appropriate safeguards in relation to the transfer (whether in accordance with GDPR Article 46 or LED Article 37) as determined by Auto Trader and Experian;
      2. the Data Subject has enforceable rights and effective legal remedies;
      3. the Client complies with its obligations under the Data Protection Legislation by providing an adequate level of protection to any Personal Data that is transferred (or, if it is not so bound, uses its best endeavours to assist Auto Trader and Experian in meeting their obligations); and
      4. the Client complies with any reasonable instructions notified to it in advance by Auto Trader and Experian with respect to the processing of Personal Data.
    2. Where Auto Trader and Experian give the prior and express written approval referred to in paragraph 1.12.1, the Client shall disclose the Data only to the extent agreed and in accordance with any conditions attached to the giving of that approval.
Contractual Obligations of Intermediaries or Third Party Clients with Access to the Data
1. 1. The Data shall be requested from Auto Trader by the Client under this Agreement. The Client warrants that it has ensured that the method of provision of the Data by Auto Trader is suitable and satisfactory to meet the Client’s needs.
  2. The Client shall ensure that it has sufficient technical knowledge and expertise to understand, implement and support the Services.
  3. 1. for a limited period of 24 hours to allow multiple hits against a single record as part of continuous enquiry (e.g. multiple insurance quotes from a website or call centre);
    2. The Cache is protected from unauthorised access by way of encryption in accordance with Industry Best Practice;
    3. The Customer must ensure that Intermediaries and Third Party Customers (where applicable and permitted) are made aware that they must not use Data to fulfil further enquiries or transactions on that Intermediary’s behalf or from Requestor’s or any other actual or potential customers of the Intermediary or Third Party Customer, not to fulfil multiple enquiries such as insurance or financial quotes after the 24 hour period permitted above has expired;
    4. The Client must make customers aware of the above and that storage of the Data for future use/to create an alternative database is not permitted. In addition, the Client should also note the requirements of Appendix 3 (Restrictions on Disclosure of Vehicle Identification Number (VIN))
2. 1. The Client shall upon receipt of reasonable notice and during normal office hours attend all meetings arranged by Auto Trader for the discussion of matters connected with the performance of the Agreement.
  2. Without prejudice to any other requirement in this Agreement, the Client shall provide such reports on the performance of the Agreement or any other information relating to the Client’s requests for and use of the Data as Auto Trader may reasonably require.
  3. 1. the ongoing need for the Services as defined and any consequential variation to the terms of the Agreement;
    2. the Reasonable Causes for which the Data is provided;
    3. the performance of the Services;
    4. the security arrangements governing the Client’s safe receipt of the Data and the Client’s further use of the Data;
    5. the arrangements that the Client has in place relating to the retention and secure destruction of the Data;
    6. any audits that have been carried out that have relevance to the way that the Client is Processing the Data;
    7. any security incidents that have occurred with the Data;
    8. the continued registration of the Client’s company under the same registered number;
    9. the training and experience of the Client’s Staff in their duties and responsibilities under the Data Protection Legislation;
3. 1. For the purpose of this paragraph 2.3, the terms “Data”, “Data Controller”, “Data Processor”, “Data Subject”, “Information Commissioner”, “Information Commissioner’s Office”, “Personal Data”, and “Processing” shall have the meanings prescribed under Data Protection Legislation.
  2. The parties agree that the Data constitutes Personal Data as they relate to a living individual who can be directly or indirectly identified from the Data.
  3. It is the duty of the Data Controller to comply with Data Protection Legislation. The Client, separately from Auto Trader, shall be the Data Controller of each item of Data received from Auto Trader from the point of receipt of that Data by the Client and shall be responsible for complying with data protection principles in relation to its further Processing of that Data.
  4. Auto Trader is satisfied that providing the Data to the Client for the Reasonable Causes is compliant with Data Protection Legislation.
  5. The Client shall ensure that the individual rights of the Data Subject are taken into account in responding to any Data Subject Access Request.
  6. The Client shall notify Auto Trader immediately if it received a request from any third party for disclosure of the Data where compliance with such request is required or purported to be required by Law.
  7. The parties agree to take into account of any guidance issued by the Information Commissioner’s Office. DVLA may on not less than 30 working days’ notice to the Client amend this Agreement to ensure that it complies with any guidance issued by the Information Commissioners Office.
4. 1. Both parties shall ensure the safe transportation/transmission of the Data in accordance with the appropriate technical and organisational measures.
  2. The Client shall ensure the Data is processed in accordance with Data Protection Legislation guidance and codes of practice.
  3. The Client shall comply with all the security requirements of Auto Trader, including as a minimum those set out in APPENDIX 1 (MINIMUM DATA SECURITY REQUIREMENTS) and any other requirements that Auto Trader shall make from time to time.
  4. The Client shall notify the DVLA immediately, within a maximum of 24 hours of becoming aware, of any failure to comply with the requirements set out in APPENDIX 1 (MINIMUM DATA SECURITY REQUIREMENTS) of this Agreement.
  5. The Client shall not transfer or in any way make Data available to third parties unconnected with the Reasonable Causes.
5. 1. The Client shall, as an enduring obligation throughout the term of this Agreement, use the latest versions of anti-virus software available from an industry accepted anti-virus software vendor to check for and remove Malicious Software from the ICT environment.
  2. Notwithstanding paragraph 2.5.1, if Malicious Software is found, the parties shall co-operate to reduce the effect of the Malicious Software and, particularly if Malicious Software causes loss of operational efficiency or loss or corruption of Data, assist each other to mitigate any losses and to restore the Bulk Service to their desired operating efficiency.
  3. 1. by the Client where the Malicious Software originates from the Client’s software (or a sub-contractor of the Client) or the Client’s data;
    2. by Auto Trader if the Malicious Software originates from the Auto Trader’s software or the Data.
6. 1. In accordance with the Data Protection Legislation, the Client shall retain each item of Data only for as long as is necessary with reference to the Reasonable Cause for which it was shared.
  2. The Client shall arrange for the secure destruction or deletion of each item of Data, in accordance with the requirements of the Data Protection Legislation, as soon as it is no longer necessary to retain it.
  3. The Client shall retain for two years after Processing of the Data, to allow inspection by Auto Trader, the evidence that the Client relies on to show its compliance with the requirements of this Agreement. There is no need, for Auto Trader’s inspection purposes, for the Data to be retained as part of this requirement. The Data must be disposed of in accordance with the provision of paragraph 2.6.2 above.
7. 1. The Client shall maintain policies for vetting, hiring, training and disciplining the Client’s Staff and shall comply with these in respect of each person who has access to the Services. The minimum requirements for such vetting procedures are set out in APPENDIX 1 (MINIMUM DATA SECURITY REQUIREMENTS).
8. 1. The Client shall ensure that its business processes, records of customer interactions and transactions, audit procedures on business activities and financial reporting are appropriate and effective to ensure proper use of the Data in compliance with this Agreement and the requirements of the Data Protection Legislation The minimum requirements for such internal compliance are set out in APPENDIX 1 (MINIMUM DATA SECURITY REQUIREMENTS).
  2. The Client shall carry out its own internal compliance checks at least annually and shall, upon the request of Auto Trader, provide details of the outcome of such checks using the Data Governance Assessment form provided by Auto Trader.
9. 1. The Client shall share with Auto Trader the outcome of any other checks, audits or reviews that have been carried out on its activities as a Data Controller that are relevant to the Processing of the Data.
  2. The Client shall notify Auto Trader immediately, within a maximum of 24 hours of becoming aware, of any audits that are being carried out by the Information Commissioner’s Office under Data Protection Legislation that are relevant to the Processing of the Data.
10. 1. The Client shall notify Auto Trader immediately, within a maximum of 24 hours of becoming aware, of any losses, compromise or misuse of the Data or any Personal Data Breach and keep Auto Trader informed of any communications about the incident with; the individuals whose Personal Data is affected; the Information Commissioner’s Office; or the media.
  2. The Client understands that as the Data Controller it shall be responsible for taking any action necessary to resolve any such incident.
11. 1. Auto Trader or an agent acting on its behalf reserves the right to carry out an inspection at any time of the Client’s compliance with the terms of this Agreement. Where possible, Auto Trader shall give the Client 7 days’ written notice of any such inspection.
  2. The Client agrees to co-operate fully with any such inspection and to allow Auto Trader or an agent acting on its behalf access to its Premises, Equipment, evidence and the Client’s Staff for the purposes of the inspection.
  3. The Client will respond as required to the findings and recommendations of any Auto Trader inspection and will provide updates as required on the implementation of any required actions.
  4. 1. any member of the Client’s Staff; or
    2. any person employed or engaged by any member of the Client’s Staff; whose access to or use of the Data would, in the reasonable opinion of Auto Trader, be undesirable.
  5. The decision of Auto Trader as to whether any person is to be forbidden from accessing the Data and as to whether the Client has failed to comply with this clause shall be final and conclusive.
  6. Auto Trader will be entitled to be reimbursed by the Client for all Auto Trader’s reasonable costs incurred in the course of the inspection.
12. 1. Where a complaint is received about the Client or the manner in which its services have been supplied or work has been performed or procedures used or about any other matter connected with the performance of the Client’s obligations under the Agreement or the use of Data, Auto Trader may notify the Client, and where considered appropriate by Auto Trader, investigate the complaint. Auto Trader may, in its sole discretion, acting reasonably, uphold the complaint and take further action in accordance with the Terms and Conditions of this Agreement.
Contractual Rights and Powers
1. 1. The DVLA or an agent acting on its behalf reserves the right to carry out an inspection at any time of the Client’s compliance with the terms of this Contract. Where possible, the DVLA shall give the Client 7 Days’ written notice of any such inspection.
  2. The Client agrees to co-operate fully with any such inspection and to allow the DVLA or an agent acting on its behalf access to its Premises, Equipment, evidence and the Client’s Staff for the purposes of the inspection.
  3. The Client will respond as required to the findings and recommendations of any DVLA inspection and will provide updates as required on the implementation of any required actions.
  4. The DVLA may, by written notice to the Client, forbid access to the Data, or withdraw permission for continued access to the Data, to: a) any member of the Client’s Staff; or b) any person employed or engaged by any member of the Client’s Staff; whose access to or use of the Data would, in the reasonable opinion of the DVLA, be undesirable.
  5. The decision of the DVLA as to whether any person is to be forbidden from accessing the Data and as to whether the Client has failed to comply with this clause shall be final and conclusive.
  6. The DVLA will be entitled to be reimbursed by the Client for all DVLA’s reasonable costs incurred in the course of the inspection.
2. 1. 1. uphold the complaint and take further action at their discretion.
    2. instruct Auto Trader to terminate the contract, in accordance with the Terms and Conditions of this Agreement.
3. 1. Without prejudice to any termination rights Auto Trader may have under the Main Advertising Terms and Conditions or the Business Rules above, Auto Trader may terminate the Agreement with immediate effect by written notice to the Client if the Client commits any three or more Defaults, whether simultaneously or singly at any time during the operation of the Agreement, irrespective of whether any or all of such breaches is minimal or trivial in nature;
4. 1. 1. fails to co-operate with any investigation, audit or review:
    2. fails to provide any assurances or take any actions within the reasonable period set by Auto Trader under the Terms and Conditions of this Agreement; or
    3. fails to provide assurances that satisfy Auto Trader (acting reasonably) that the Client has complied and shall continue to comply with the requirements of this Agreement and of Data Protection Legislation.
  2. Auto Trader may terminate the Agreement by written notice with immediate effect if the Client fails to pay Auto Trader any undisputed sums of money.
  3. Auto Trader may terminate the Agreement by written notice with immediate effect if the Client is found to be in breach of any aspect of Applicable Law that could, in the reasonable opinion of Auto Trader, bring Auto Trader and/or Experian into disrepute.
  4. Auto Trader may terminate the Agreement by written notice with immediate effect if the Client is an individual and he has died or is adjudged incapable of managing his affairs within the Mental Capacity Act 2005 (as amended).
5. 1. If it comes to the attention of Auto Trader that the Client has committed any Default (including material breaches and all other Defaults), Auto Trader may suspend the Services without further notice and with immediate effect and investigate the nature and effect of the breach.
  2. Auto Trader may from time to time issue guidance on its principles on suspending the Services and terminating contracts to supply Data using the Services. The guidance may include guidance concerning: types of Defaults which Auto Trader may consider to be material breaches; guidance as to specific types of breach that Auto Trader will consider to be remediable; how such breaches may be remedied; how long suspension may last; and guidance as to which types of breach Auto Trader may consider to be irremediable.
6. 1. If Auto Trader suspends the Services at any time, the Client shall co-operate with any further investigation, audit or review that Auto Trader requires to be carried out in relation to the Data provided to the Client.
  2. Auto Trader may refuse to resume the Services until the Client provides assurances that the matter resulting in the suspension has been resolved to the satisfaction of Auto Trader, and takes specified actions within a reasonable period set by Auto Trader.
  3. Auto Trader may require that an inspection is carried out after the Services are resumed, to check the Client’s compliance with the Agreement and Data Protection Legislation.
  4. During any suspension period, Auto Trader shall not provide Data to the Client.
  5. The Client shall reimburse Auto Trader for all Auto Trader’s cost and expenses incurred in relation to the Auto Trader’s right under this paragraph to carry out an inspection, investigation, audit or review of the Client.
7. 1. Where Auto Trader is notified in writing of any of the circumstances listed in paragraph entitled “Insolvency”, Auto Trader may suspend the Services without further notice and with immediate effect and investigate further whether any of the Client’s directors or any liquidator, receiver, administrative receiver, administrator, or other officer is capable of ensuring that the provisions of this Agreement and of Data Protection Legislation are complied with. If Auto Trader is not satisfied that any such person shall ensure such compliance, Auto Trader may terminate the Agreement by written notice with immediate effect.
Ensuring Compliance Intermediaries and Third Party Clients
1. 1. at all times maintain a written contract with the Third Party Customer that includes all the obligations and rights required to be included under this Agreement;
  2. audit every Intermediary or Third Party Customer at least once in the first calendar year during which the Client discloses Data to each Intermediary or Third Party Customer, and annually thereafter, and make evidence of such audits available to Auto Trader at its request;
  3. notify Auto Trader immediately of any Defaults that the Client considers to have been committed by the Intermediary or Third Party Customer, whether discovered on audit by the Client or at any other time; and
  4. take any additional action the Client considers reasonable to ensure that the Intermediary or Third Party Customer shall comply with all of its obligations.
Conditions on the Use of Vehicle Registration Number (VRN) as Search Criteria
1. 1. The VRN relates to a vehicle where the Requestor is either owner or registered keeper of that vehicle; or
  2. The VRN relates to a vehicle that is being or intended to be marketed or offered for sale; or
  3. The Requestor has a genuine and legitimate interest in determining the provenance, status or technical specification of that vehicle; or
  4. Where confirmation of the vehicle identity is a pre-requisite for the Data being accessed by the Requestor.
  5. The VRN relates to a vehicle that the Requestor, Intermediary or Third Party Customer has involvement in providing services to. This may include where the Requestor, Intermediary or Third Party Client:
    - Has sold, repaired, modified, or serviced that vehicle;
    - Is providing an insurance quotation or vehicle finance for that vehicle;
    - Is involved in reducing crime for that vehicle.
Restrictions on Free Disclosure of The Data
1. In order to restrict excessive amounts of Data from being disclosed to Third Party Customers, Intermediaries or Requestors, the Client is only permitted to disclose the following Data fields free of charge and free of any conditions:
  - Make
  - Model
  - Colour
  - Date of First Registration
  - Body Type
  - Fuel Type
  - Engine Capacity
  - CO2
  - BHP (obtained from SMMT)
  - Year of Manufacture
  - Export Marker
  - Vehicle Type Approval
  - Wheelplan
  - Vehicle/Revenue Weight
  - Tax Data
  - MOT Data
  - Gearbox (obtained from SMMT)

APPENDIX 3: RESTRICTIONS ON DISCLOSURE OF VEHICLE IDENTIFICATION NUMBER (VIN)

Introduction
1. It is necessary to have key identifying criteria and references (such as a serial number) for most assets. The main identifiers for a motor vehicle are the VRN (Vehicle Registration Number) and the VIN (Vehicle Identification Number). As the VRN is only applicable once the vehicle is registered and can be transferred to another vehicle, the most reliable identifier has become the VIN.
2. Within the automotive sector, correctly identifying a vehicle is vital in order to ensure the correct details are recorded and disclosed during the life of that vehicle. This applies in particular when specific events occur such as registration, secured finance, resale, repair, cherished plate transfer process, future finance applications and insurance application/renewal.
3. To address this market need, the Client can release the full VIN in certain circumstances, to agreed trade sectors, in accordance with Reasonable Cause, and subject to specified conditions.
4. The table in section 2 below sets out the specified conditions for disclosure of the full VIN. The full VIN must only be released where absolutely essential and where this is not necessary VIN confirmation or partial VIN release should be the preferred solution.
5. Section 4 below sets out conditions on disclosure of the partial VIN.
Market Sectors Where Disclosure of Full VIN is Permitted
Market Sectors Where Disclosure of Full VIN is not Permitted
1. 1. Consumers
  2. Marketing Companies (other than those working on behalf of approved trade sector clients in respect of their core activities under permitted uses)
  3. Companies, Partnerships and Sole Traders who do not meet the criteria set out in the table in section 2 above.
2. Where there is a requirement to disclose the full VIN to new market sectors or for new purposes other than those set out in the table above in section 2 of these terms, the Customer must detail this in writing and obtain formal written approval from DVLA (via Auto Trader). The Customer shall not disclose the full VIN to any additional market sectors or for any new purposes without a contract variation in accordance with these terms and formal written approval from DVLA.
Conditions on Disclosure of Partial VIN
1. The Society of Motor Manufacturers and Traders (SMMT) has informed DVLA that the release of the end characters of a VIN (so a partial VIN) may lead to the ability to uniquely identify a vehicle in a very limited range of circumstances.
2. Where there are fewer that 500 vehicles of a particular type registered in a year, only the last three characters are needed to uniquely identify a vehicle, assuming that the make and model of that vehicle is known.
3. Where Reasonable Cause cannot be demonstrated to allow a Requester. Intermediary or Third Party Customer to identify a unique vehicle (in accordance with these terms) and where there are fewer than 500 vehicles of a particular vehicle type registered in one year, the Customer must only disclose the final two characters of the VIN.

ANNEX A

CLIENT’S KEY STAFF WITH DIRECT RESPONSIBILITIES FOR THE DVLA DATA AND FOR THE OTHER OBLIGATIONS UNDER THE AGREEMENT

1. The contact details of the Commercial Manager referred to in clause 1.2.2.a are:
  - Name:………………………………………….
  - Job Title:……………………………………….
  - Business Address (The Customer’s Registered Office, as recorded at Companies’ House): ………………………………………………….. ………………………………………………….. …………………………………………………..
  - Postcode:……………………………………….
  - Business telephone number:……………………………………….
  - Business mobile telephone number:……………………………….
  - Business Email address:…………………………………………….
2. The contact details of the Data Manager referred to in clause 1.2.2.b are:
  - Name:………………………………………….
  - Job Title:……………………………………….
  - Business Address:…………………………… ………………………………………………….. ………………………………………………….. …………………………………………………..
  - Postcode:……………………………………….
  - Business telephone number:……………………………………….
  - Business mobile telephone number:……………………………….
  - Business Email address:…………………………………………….
3. The contact details of any other Key Staff, who are responsible for the Data or for supervision of the Staff with access to the Data, should be provided below and on continuation sheets attached to this ANNEX A.
4. The contact details for the Data Protection Officer (DPO) where applicable:
  - Name:………………………………………….
  - Business Address:…………………………… ………………………………………………….. ………………………………………………….. …………………………………………………..
  - Postcode:……………………………………….
  - Business telephone number:……………………………………….
  - Business mobile telephone number:……………………………….
  - Business Email address:…………………………………

Definitions

Fair Usage:

Vehicle Check and Advertiser Obligations:

Availability & Liability:

Queries and complaints:

General

DVLA Terms

Experian and the Data Guarantee:

Experian Vehicle Data Service Customer Terms and Conditions

Definitions

The Services

Period and scope of agreement

Payment

Use of the Services and Information

Confidentiality and Compliance

Warranties and Liability

Data Guarantee

Co-Operation and help

Ending the contract

Events beyond our control

Entire agreement, variation and waiver

Integrators and Third Party Rights

Third Party Rights

Removing conditions

Law

Notices

Special Terms: Vehicle Mileage Check Service

Complaints

Appendix A: DVLA Requirements

APPENDIX 1: MINIMUM DATA SECURITY REQUIREMENTS

Data Security Requirements

Inspection, Internal Compliance and Audit

Minimum Requirements for the Client’s Staff Vetting and Disciplinary Procedures

APPENDIX 2: REQUIREMENTS IN RELATION TO INTERMEDIARIES, THIRD PARTY CLIENTS AND REQUESTORS

Contractual Obligations of all Third Party Customers

Contractual Obligations of Intermediaries or Third Party Clients with Access to the Data

Contractual Rights and Powers

Ensuring Compliance Intermediaries and Third Party Clients

Conditions on the Use of Vehicle Registration Number (VRN) as Search Criteria

Restrictions on Free Disclosure of The Data

APPENDIX 3: RESTRICTIONS ON DISCLOSURE OF VEHICLE IDENTIFICATION NUMBER (VIN)

Introduction

Market Sectors Where Disclosure of Full VIN is Permitted

Market Sectors Where Disclosure of Full VIN is not Permitted

Conditions on Disclosure of Partial VIN

ANNEX A