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1link Supplier Terms and Conditions
These terms and conditions apply to all services on the 1link Service Network site found at www.1link.co.uk
1. Interpretation
In this contract unless the context otherwise requires:
“Alternative System" means any platform, system or method, electronic or otherwise, for the provision of SMR transaction processing services other than the Service. For the avoidance of doubt, this includes in-house systems proprietary to a Customer.
“Commencement Date” means the day on which the Contract is signed by the Customer or the date upon which the Customer registers on-line;
“Company” means epyx Limited;
“Consumer” as defined by Section 3(1) of the Consumer Protection (Distance Selling) Regulations 2000;
“Contract” means the agreement between the Company and the Customer incorporating these conditions, any registration form completed online or offline and the Fees charged;
“Customer” means the organisation the Company makes this Contract with. It includes any registered user created on the Service by the Customer along with any person who the Company reasonably believes is acting with the Customer’s authority or knowledge;
“Fees” means the Registration Fees and the Platform Fees;
“Information” means the visual, textual or other information published or otherwise made available (directly or indirectly) on the Internet via the Service;
“Intellectual Property Rights” means all the interests and rights of any nature whatsoever to and in any intellectual property, whether such rights and interests exist at the time of this Contract or come into existence afterwards, including without limitation: copyright (including copyright in software), database rights, designs, inventions, know-how, confidential information and any application for and registrations of them and the right to apply for any form of protection for any of these things and rights in every part of the world;
“Internet” means the global data network comprising interconnected networks using TCP/IP (“Transmission Control Protocol/Internet Protocol”);
“Invoice Record” means, in relation to a Transaction, details including the Customer name, address and VAT Registration Number, the relevant Subscriber’s name and address details and the associated work content;
“Platform Fees” means the fees payable, as defined in clause 25, by the Customer to the Company including any additional fees as may be agreed in writing between the Company and the Customer;
“Registration Fees” means the fees payable, as defined in clause 25, by the Customer to the Company including any additional fees as may be agreed in writing between the Company and the Customer;
“Service” means the electronic trading platform on website www.1link.co.uk relating to the automated vehicle and plant service maintenance and repair (“Service Network”) solution and any other optional services;
“Service Documentation” means all documentation supplied by the Company in connection with the provision of the Service either in electronic or written form;
“Software” means the program(s) which will be made available by the Company to the Customer for use by the Customer to gain access to the Service;
“Subscriber” means a person or organisation licensed by the Company to use the Service under a contract;
“Third Party Systems” means any software program(s) used in or incorporated into the Software or the provision of the Service which is not owned by the Company;
“Transaction” means any event where the Customer creates, receives or transmits a record via the Service to or from another Subscriber in relation to the booking, authorising, invoicing, or raising of a credit note related to work carried out or to be carried out and which will result in a Platform Fee as detailed in clause 25.
1.1 This Contract sets out the entire agreement between the Customer and the Company for the provision of the Service.
1.2 Any gender includes all genders and references to the singular shall include reference to the plural and vice versa.
1.3 Reference to either party shall include a reference to that party’s employees, agents and sub-contractors.
2 Provision of a Licence to use the Service
2.1 The Company reserve the right to refuse the Customer provision of the Service.
2.2 Subject to 2.1 the Company agrees to provide the Customer with a licence (the “Licence”) to use the Service, on a non-exclusive basis and on the terms and conditions of this Contract, and only in the United Kingdom.
2.3 This Contract does not include the provision of telecommunication services necessary for connection to the Service. The Customer is responsible for arranging the appropriate telecommunications service and suitable hardware or communications equipment necessary to enable access to the Service.
3 Terms of Licence
3.1 The Customer must not transfer, assign or sub-licence the right to use the Software or Service or attempt to do so.
3.2 The Licence may not be transferred or assigned without the prior written agreement from the Company.
3.3 The Service must not be used:
3.3.1 fraudulently or in connection with a criminal offence;
3.3.2 to send, receive, upload, download, use or re-use any material which is offensive, abusive, indecent, defamatory, obscene or menacing, or in breach of copyright, confidence, privacy or any other rights;
3.3.3 to cause annoyance, inconvenience or needless anxiety whether to the Company, any other Subscriber or any other person by any means including using the Service for persistently sending requests for information without a corresponding level of transaction or failing to monitor and respond to communications;
3.3.4 to send unsolicited advertising or promotional material;
3.3.5 other than in accordance with the acceptable use policies of any connected networks;
3.3.6 in a way, whether knowingly or otherwise, which would impair the operation of the Service or put it in jeopardy.
3.4 All Intellectual Property Rights in the Software and Service Documentation remains the property of the Company or its licensors.
3.5 Without written consent and without affecting any applicable statutory rights under the Copyright, Designs and Patents Act 1988 (as amended by the Copyright (Computer Program) Regulation 1992) the Customer must not and must not permit any other person to:
3.5.1 disassemble, reverse engineer, decompile or in any other way interfere with the Software;
3.5.2 modify the Software;
3.5.3 copy, reproduce, download or make the Software available online;
3.5.4 create any new software partly or wholly based on the Software or otherwise commercially exploit the Software for any purpose.
3.6 The Customer must tell the Company immediately if any third party makes or threatens to make any claim or issue legal proceedings against the Customer or the Company relating to use of the Service and the Customer will, upon request, immediately stop the act or acts complained of. If the Company ask the Customer to, details of the claim(s) must be made in writing.
3.7 The Customer’s use of the Service to respond to other Subscribers is solely at the Customer's risk. If the Customer uses the Service any contract resulting from an order made with another Subscriber deriving from Information obtained via the Service will be a binding contract with the appropriate Subscriber and not with the Company. It will be subject to such conditions as the Customer and that Subscriber agree. The Company does not monitor the content of Subscribers terms and conditions or their websites and any links to third party websites provided via the Service are provided for convenience only.
3.8 Where any Registration Fee is paid, on behalf of the Customer, by a manufacturer, importer, dealer group, central office or other centralised management function, or where the Customer is registered to a manufacturer menu-pricing programme supported on the Service, the Customer acknowledges that such central organisation acts as agent of the Customer and the Customer agrees that the relevant central organisation will be entitled to receive or access Information or data in respect of Transactions conducted through the Service by the Customer and other relevant Subscribers. Where for any reason the manufacturer, importer, dealer group, central office or other centralised management function fails to pay any Fee the Customer hereby agrees that they shall remain liable for the payment of such Fees in this instance.
3.9 The Customer agrees that the Company may provide links to external approved sites and services via the Service and the Customer acknowledges that use of such sites or services by the Customer may be subject to separate terms and conditions.
4 The Company Obligations
4.1 The Company warrants that use of the Software and Services will not infringe any third party rights.
4.2 The Company will take reasonable steps to ensure that the Software is free of any viruses, malware or unauthorised programming devices that might, or might be used to, access, modify, delete, damage, deactivate or disable the Service or data held within the Service, but the Company recommends that the Customer uses their own software to protect against such threats.
4.3 The Company will take reasonable steps to ensure that the Service is continuous and that no interruption in access to the Service relating to an event within the control of the Company is longer than 90 minutes.
4.4 The Company gives no guarantee that the Software and/or the Service will never be faulty but the Company agrees to use all reasonable endeavours to correct reported faults as soon as the Company reasonably can. Faults should be reported by telephone, electronic mail or in writing to the Customer Service Helpdesk details of which can be found at the Help section of the Service.
4.5 The Customer acknowledges that the Company may vary the technical specification of the Service from time to time and make updates or modifications to the Software.
5 Suspension
5.1 The Customer acknowledges that the Company may temporarily suspend the Service;
5.1.1 for contravention by the Customer of paragraphs 3, 6, 7, 8 and 10 and in such instance the Company will not restore the Service until the Company receive an adequate assurance from the Customer that there will be no further contravention;
5.1.2 for operational reasons, in which instance the Company will give the Customer as much notice as is reasonably practical and shall use reasonable endeavours to restore the Service as soon as reasonably practical.
6 The Customer Obligations
6.1 The Customer warrants that all necessary licences and consents (including those from any third party licensors) have been obtained and that the Customer will comply with all legislation, instructions or guidelines issued by regulatory authorities, relevant licensors and any other codes of practice which relate to Information or are applicable or relevant to the Customer’s business.
6.2 The Customer is expressly responsible for the creation, maintenance, design and configuration of all Information or other data the Customer transmits via the Service and the Customer must ensure that any appropriate approvals or authorities to use such data or information have been obtained where necessary. The Customer must also ensure that all contact details are included in a clear and legible form sufficient for receipt of any enquiries or complaints regarding Information and any other material which the Customer transmits via the Service. The Customer expressly acknowledges that the Company has the right to disclose such contact details to any person with an enquiry or complaint if they are unable to locate those details.
6.3 The Customer agrees to indemnify the Company and keep the Company indemnified fully and effectively against all actions, proceedings, claims, demand, damages and costs (including legal costs on a full indemnity basis) incurred as a result of any breach of the warranties set out in this paragraph 6.
6.4 The Customer agrees to notify the Company immediately of any changes to the information that is provided when registering to the Service and the Customer warrants that all information supplied at the time of registration to the Service and any changes notified to those details will be true, complete and accurate in all respects.
6.5 The Customer agrees to display the 1link Service Network identifiers at the facility where drivers attend for the provision of service and repair or, if a mobile operator, on the mobile unit attending the driver. The Network identifiers will be so displayed in clear and obvious view.
6.6 The Customer agrees to use best endeavours to respond to all booking requests, authorisation requests or requests for information received via the Service within the agreed service level standard times described for the Service. Where it is necessary for the Company to contact the Customer due to any delay in response the Customer hereby agrees that the Company may levy a charge to the account of the Customer by way of recovering any costs incurred in such contact.
6.7 The Customer expressly agrees that access to Subscriber data is provided for the purpose of effecting Transactions through the Service and cannot be used by the Customer for any purposes other than for proper use of the Service or for testing any Alternative System, as may be requested by a Subscriber.
6.8 The Customer agrees, subject to the Service being made available by the Company, that where they trade with another Subscriber in respect of an activity which can be the subject of a Transaction, and that Subscriber has not either (i) requested the Transaction be processed via an Alternative System, or (ii) initiated the Transaction via such Alternative System, then all such activity will be processed via the Service as Transactions.
6.9 The Customer agrees that they will not levy any increase in charges for any products or services supplied to any other Subscriber as a result of such products or services being transacted through the Service.
6.10 The Customer agrees that the Company may distribute any information related to the Service or any associated optional services or associated sales information to the Customer in the form of written or electronic communication, and the Customer further agrees to keep their contact details up to date within the Service in order to receive such communications.
6.11 The Customer agrees that where any customer satisfaction survey data is collated in relation to the use of the Service, such data may be displayed to other third parties as indicators of service performance of the Customer, and that any such views are views of individuals subject to services provided by the Customer, and in no way reflect or represent the views of the Company.
6.12 The Customer acknowledges and agrees that where they access and utilise any external approved site pursuant to clause 3.9 (the “External Site”), and elect to utilise their existing account within the Service to facilitate payment or collection in relation to transactions processed via the External Site, the Customer’s account held within the Service may then be used to facilitate the payment of any and all fees due to the Company or any third party supplier in respect of such External Site use.
7 Fees
7.1 Registration Fees are payable in advance, the first payment being due prior to the provision of the Service or optional service and thereafter as detailed in clause 25 for the continuance of the Contract. The Customer authorises the Company to charge the Registration Fees to their defined account or pre-payment account.
7.2 The Customer acknowledges and agrees that unless the specific terms of registration allow otherwise, Registration Fees reflect the Customer’s use of the Service to process Transactions in relation to work being undertaken at a single physical location, and that the Company reserves the right to apply additional fees where the Customer accesses the Service on behalf of multiple sites, whether mobile sites or otherwise, unless such sites are registered to the Service by the Customer.
7.3 Platform Fees are payable in advance through the use of a pre-payment account incorporated within the Service. The Customer hereby authorises the Company to deduct the appropriate Platform Fees as detailed in clause 25 from this pre-payment account.
7.4 When the balance of the pre-payment account is insufficient to process any Fee, this pre-payment account will be automatically “topped up” by an amount selected by the Customer from the range of top up pricing available on the Service. If the Customer has not specified an amount, the Company will use the lowest value then available on the Service.
7.5 All Fees are exclusive of Value Added Tax which the Customer must also pay and under no circumstances shall any advance payments be refundable.
7.6 The Company reserves the right on giving the Customer 7 days notice to vary any of the Fees for the Service at any time such variations to take effect no earlier than on the expiry of the said 7 day notice period.
7.7 The Customer acknowledges that the Company has the right to instigate normal credit checks if the Company, in its sole discretion, deems this to be appropriate and to disclose details and this Contact to a credit reference agency for the purpose of assisting with credit decisions and fraud prevention. The Company reserves the right to refuse any payment method tendered without reason.
7.8 If the payee account holder refuses to make a payment, the Company may charge the Customer for the bank charges and extra administration costs the Company may incur.
7.9 The Customer acknowledges that where the Company provides optional services and where any such optional service attracts additional Platform Fee(s) or Registration Fee(s), such additional Platform Fee(s) or Registration Fee(s) may be charged to the Customer’s pre-payment account.
8 Invoicing and Payment
8.1 The Customer expressly confirms that they are registered for Value Added Tax (“VAT”) in the United Kingdom and that the VAT registration number provided on-line or off-line on the registration form is correct. The Customer will notify the Company immediately if the VAT registration is cancelled or a new VAT Registration Number is issued.
8.2 The Customer acknowledges that they may, via the Service, raise Invoice Records in respect of completed Transactions. Such Invoice Records will identify the Customer, including the Customer VAT Registration Number, and will contain details of the appropriate Transaction to which it relates as well as pertinent details relating to the relevant Subscriber, in order for an online invoice to be created from which payment will be effected.
8.3 The Service enables the Customer at any time to access and download copies of relevant details concerning current and recently completed Transactions created via the Service (together with copies of all relevant Invoice Records).
8.4 It is the responsibility of the Customer to maintain a full and accurate account of all transactions transmitted via the Service together with detailed accounting records including all supporting invoices.
8.5 In providing an obligation under this Condition 8. the Company has a duty to the Customer to exercise reasonable skill and care but the Company shall not be liable in contract, tort or otherwise for any loss or damage of data in respect of Transactions or Invoice Records in so far as the loss or damage occurs or is caused by:
8.5.1 any incorrect use by the Customer or their employees, contractors or agents of the Service or Software or operator error;
8.5.2 any act, omission, default or error by the Customer or their payee account holder, or on their behalf or their payee’s account holder’s behalf or by a third party;
8.5.3 any faults or defects in or acts or omissions of any provider of the internet or national or other telecommunication systems; or
8.5.4 any fault or defect which is beyond the control of the Company.
8.6 It is the responsibility of the Customer to resolve any disputes in respect to Transactions or Invoice Records with the relevant Subscriber although the Company shall, on request, and at the Customer’s cost, provide such information from the Service as may be relevant in attempting to settle any dispute.
9 Security
9.1 In order to access the Service the Customer will be issued with a set of access credentials. The Customer is responsible for the security and proper use of all such access credentials relating to the Service and must take all necessary steps to ensure that they are kept confidential, secure, used properly and not disclosed to other people. The Company may periodically require the Customer to change the access credentials and shall notify the Customer accordingly.
9.2 If the Customer forgets any access credentials, the Customer must contact the Customer Support Centre by telephoning the Help Desk number shown in clause 24 and upon satisfaction of such security checks as the Company may determine, the Customer will be given new access credentials to enable use of the Service.
9.3 The Customer must inform the Company immediately if there is any reason to believe that any access credentials have become known to someone not authorised to use them or if any access credentials are being or are likely to be used in an unauthorised way.
9.4 The issue and control of access credentials relating to use of the Service by employees or agents of the Customer is solely the responsibility of the Customer.
10 Data Protection
10.1 The Customer warrants to the Company that if and to the extent Information contains or will contain personal data as defined in section 1(3) of the Data Protection Act 1998 (“Personal Data”) the Customer warrants that they have registered under the said Act in respect of the Personal Data and will maintain such registration and at all times during the continuance of the Contract.
10.2 The Customer warrants and undertakes to the Company that:
10.2.1 the Personal Data has been obtained and processed lawfully;
10.2.2 the Service will be used entirely consistently with any appropriate specified and lawful purposes for which the Customer has registered under the said Act in respect of the Personal Data (“the Purpose”);
10.2.3 The Customer will not use or disclose the Personal Data in any part or any part thereof in a manner incompatible with the Purpose;
10.2.4 the Personal Data is adequate, relevant and not excessive in relation to the Purpose;
10.2.5 the Personal Data is accurate and the Customer will keep the Personal Data fully up-to-date at all times during the continuance of the Contract.
10.3 The Customer agrees to indemnify and keep the Company indemnified fully and effectively against all actions, proceedings, claims, demands, damages and costs (including legal costs on a fully indemnity basis) which the Company may sustain or incur as a result of any breach by the Customer of the provisions of this paragraph 10.
10.4 The Customer acknowledges that the Company may use Personal Data for the purpose of soliciting feedback from individuals who have been the subject of work undertaken or service provided in relation to Transactions, in order to establish a Subscriber rating to be published via the Service.
11 Termination and Suspension
11.1 Unless otherwise agreed in writing, this Contract and the provision of the Service, or any element thereof, including any optional service, may be terminated at any time, in accordance with clause 16, by:
11.1.1 the Company giving 12 months written notice to the Customer; or
11.1.2 the Customer giving 12 months written notice to the Company.
11.2 The Company can suspend the provision of the Service to the Customer or end this Contract (or both) with immediate effect on giving notice if:
11.2.1 the Customer commits any breach of any provision of these Conditions;
11.2.2 the Company believe the Service is being used in a manner prohibited under Conditions 3 or 6;
11.2.3 the Customer fails to pay any sum due under these Conditions or any payment method tendered is rejected;
11.2.4 bankruptcy or insolvency proceedings are brought against the Customer or if the Customer does not make any payment under a judgement of a Court on time, or the Customer makes an arrangement with creditors, or a receiver or administrator is appointed over, any of the assets or the Customer goes into liquidation.
11.3 If the Customer gives notice to the Company pursuant to paragraph 11.1.2 the Customer agrees to pay the Fees for the Service up to the expiry of the next anniversary of the Commencement Date following the expiry of the written notice referred to in 11.1.2 and the Customer hereby agrees to pay such Fees at the time of serving the written notice referred to in 11.1.2.
11.4 If the Company gives notice to the Customer pursuant to paragraph 11.1.1 or 11.2, the Customer shall pay all Fees which are due for the Service, including any unpaid fees for the remainder of the Service and Fees paid in advance shall not be refundable.
11.5 For the avoidance of doubt the Customer will continue to be liable to pay all Fees due for the Service during any period in which the Customer fails to comply with these Conditions including for any period when the Service is suspended.
11.6 No delay, forbearance or indulgence in acting upon a breach of these Conditions by the Customer, will be regarded as a waiver of the Company’s rights in respect of that or any subsequent breach.
11.7 Where the Customer subscribes to use any additional optional services via the Service then any termination of such additional services must also be received by the Company in writing in accordance with clause 11.1.
12 Dispute Resolution
12.1 Any dispute arising under these Conditions shall in the first instance be reported to senior management representatives of both Parties who will endeavour to resolve such dispute to the mutual satisfaction of both Parties. In the first instance and within 7 days following a written request from either the Customer or the Company in relation to a dispute or the failure of a Party to perform its obligations as defined, a senior representative of both Parties shall meet to attempt to agree a resolution. If the dispute is not resolved within 14 days of the meeting described above, then directors of both Parties shall meet in an attempt to agree a resolution. Should this fail to result in a mutually agreeable resolution within 14 days of this meeting, either Party shall be entitled to issue legal proceedings in order to resolve the dispute.
13 Liability
13.1 Except as expressly provided in these terms and conditions, all warranties, statements, terms and conditions or undertakings which may be implied by statute, common law, custom or trade or otherwise are hereby excluded and this Condition 13 specifies the entire liability of the Company including liability for negligence.
13.2 If the Company fails to comply with any term of this Agreement, or is negligent, the Customer may be entitled to recover compensation for any costs suffered. However, whilst the Customer acknowledges that the Company accepts liability for death and personal injury, or fraudulent misrepresentation the Company shall not be required to compensate the Customer for loss caused by anything beyond our reasonable control and therefore:
13.2.1 as the Company has no control over the information which can be transmitted by Subscribers using the Service and that the Company does not examine the use to which the Customer or other Subscribers put the Service or the nature of the Information the Customer or they are sending or uploading, the Company therefore excludes all liability of any kind for:
a. the transmission or reception of any Information via the Service or accuracy or quality of any such Information;
b. any Information or any other material published or otherwise made available by the Customer or any other person on the Site;
c. the terms of any contract or other agreement concluded between the Customer and any other Subscriber;
13.2.2 the Company shall not be liable whether in contract, tort or otherwise for the acts or omissions of other providers of telecommunications services or for faults in or failures of their or the Customer’s apparatus.
13.3 The Company shall not be liable in contract, tort or otherwise for special, indirect or consequential loss (including loss of profit) or loss of data, costs or other expenses whatsoever even if such loss was reasonably foreseeable or the Company had been advised of the possibility of the Customer incurring the same.
13.4 Subject to Conditions 13.2 and 13.3 the Company’s liability in contract, tort or otherwise (including liability for negligence) under or in connection with this Contract shall not exceed in aggregate the total sums payable by the Customer to the Company pursuant to this Contract.
13.5 Subject to Condition 13.3 the Company shall indemnify the Customer against any damages (including costs) that may be awarded or agreed to be paid to any third party in respect of any claim or action that the normal operation, possession or use of the Service (excluding any Third Party Software) by the Customer during the currency of this Contract infringes the Intellectual Property Rights of the said third party (“Intellectual Property Infringement”) provided that:
13.5.1 the Customer gives notice to the Company of any Intellectual Property Infringement forthwith of becoming aware of the same;
13.5.2 the Customer gives the Company the sole conduct of the defence, claim or action in respect of any Intellectual Property Infringement and not at any time admit liability or otherwise attempt to settle or compromise the said claim or action except upon the Company’s express instructions; and
13.5.3 the Customer acts in accordance with the Company’s reasonable instructions and gives the Company such assistance that the Company shall reasonably require in respect of conduct of the said defence.
13.6 The Company shall have no liability to the Customer in respect of any Intellectual Property Infringement to the extent the same is due to any unauthorised alterations, modification or adjustment to the Software without the Company’s consent.
13.7 Each provision of this Condition 13 operates separately in itself and survives independently of the others.
14 Variation
14.1 The Company may change the terms and conditions of this Contract at any time upon giving the Customer 14 days’ notice of such changes before they take effect or immediately if required to do so by law.
15 Force Majeure
15.1 The Company shall not be liable for any delay or failure to perform its obligations if such delay and failure is due to something beyond its reasonable control.
15.2 Where any event beyond the reasonable control of the Company causes the entire Service to be completely unavailable for a period exceeding 5 consecutive days (the “Outage Period”), the Company will extend the Customer’s then current period of registration by the Outage Period at no additional cost to the Customer.
16 Notice
16.1 Notices given under a Contract must be in writing (excluding e-mail and facsimile) to the addressee as described in clause 16.3.
16.2 Notices given under a Contract in respect of the termination of the Contract, or any optional services under the Contract to which the Customer subscribes, must be in writing (excluding e-mail and facsimile) and delivered by a licensed postal operator using a recorded delivery method, to the addressee as described in clause 16.3, and the receiving party reserves the right to request from the other party evidence of such notice having been sent.
16.3 Notices given under a Contract should be sent:
16.3.1 to epyx Limited at Heath Farm, Hampton Lane, Meriden, CV7 7LL or any alternative address which the Company notifies to the Customer at any time.
16.3.2 to the Customer at the address specified when registering for the Service or any alternative address which is notified to epyx at any time or, to its registered office.
17 Confidentiality
17.1 All information supplied to the Company by the Customer in connection with this Contract which may reasonably be considered as commercially sensitive shall not be disclosed to any third party unless required by the laws of any competent jurisdiction or by any national or international regulatory authority or is necessary for the proper performance of our respective obligations under this Contract. This obligation of confidentiality will not apply to any information which is in the public domain or was known by the recipient prior to disclosure pursuant to this Contract, or is designed to be distributed or displayed in relation to the intended use of the Service as defined by the Company.
17.2 The Customer may not undertake any marketing or public relations activity in connection with its subscription to the Service without the Company’s prior approval.
18 Consumers
18.1 If and to the extent that the Customer responds to enquiries or orders from another Subscriber who is dealing as a Consumer or from a Consumer via a Subscriber, the Customer warrants to the Company that any such dealing shall comply in all respects, at all times during the continuance of the Contract, with all relevant consumer legislation, including, without prejudice to the forgoing, all appropriate product liability and consumer protection legislation, the Unfair Contract Terms Act 1977, the Unfair Terms in Consumer Contracts Regulations 1999 and the Consumer Protection (Distance Selling) Regulations 2000 and in particular the Customer warrants and undertakes that:
18.1.1 the Customer will provide all the required pre-contract information and written pre-delivery confirmation of such information;
18.1.2 the Customer will commit to performance of the relevant order within 30 days; and
18.1.3 the terms of any contract or agreement concluded between the Customer and another Subscriber who deals as a Consumer or from a Consumer via a Subscriber, will include, a “cooling off” period during which time the other Subscriber can withdraw from the contract without penalty.
18.2 The Customer agrees to indemnify and keep the Company indemnified fully and effectively against all actions, proceedings, claims, demands, damages, costs (including legal costs on a full indemnity basis) which the Company may sustain or incur as a result of any breach by the Customer of the provisions of this Condition 18.
18.3 The provisions in this Condition 18 are in addition to and shall not exclude or prejudice a Consumer’s statutory rights.
19 Bribery
19.1 The Customer and the Company agree to adhere to the provisions of the Bribery Act 2010 (the "Relevant Requirements") and in particular warrant that no financial or other advantage that would contravene the Relevant Requirements has been offered either directly or indirectly from one party to the other party in exchange for the arrangement or performance of any part of the Contract.
19.2 Both Parties shall maintain in place their own policies and procedures to ensure compliance with the Relevant Requirements and shall promptly report to the other party any request or demand for any undue financial or other advantage that would contravene the Relevant Requirements received in performance of their obligations under the Contract.
20 Third Party Rights
20.1 No term of this Contract is intended to confer a benefit on, or be enforceable by, any person other than the Customer and the Company.
21 Severable Conduct
21.1 In the event of any of the provisions set out in these terms and conditions being unenforceable or void for any reason, each term and condition shall be deemed to be severable from the remaining terms and conditions and such remaining terms and conditions shall remain in full force and effect.
22 Law/Jurisdiction
22.1 The Service is targeted at United Kingdom residents only and any Customer who is not a resident of the United Kingdom should not use the Service.
22.2 This Contract is governed by the laws of England and Wales and the Customer and the Company submits to the exclusive jurisdiction of the courts of England and Wales.
23 Privacy Policy
23.1 The Company will collect specific data about the Customer when they register for the Service and when the Customer transmits or receives Information via the Service and the Customer expressly acknowledges that the Company and any member of the group of companies of which the Company is a member may use such Information for publicity purposes or for the purposes of encouraging other Subscribers to transact via the Service or as otherwise permitted through proper use of the Service.
23.2 The Customer agrees that the Company may collate data from the Service in order to provide analysis and reports for the benefit of the Customer, other Subscribers and third parties.
23.3 The Company and other Subscribers may use “cookies” to collect information. A cookie is a small data file that is written into a visitor’s hard drive for the purposes of record keeping and to make improvements.
23.4 This privacy policy only extends to the Service and not any Subscribers or third party sites. The Company is not responsible for the privacy policy of Subscribers or other third parties or how they treat information about their users. The Company recommends that the Customer checks with those organisations to determine their privacy policies.
24 Support
Helpline Support Services:
Call 08700 11 88 00
25 Fee Types
Authorisation Renewal Fee – where relevant, a Platform Fee charged when a Subscriber authority relating to work has expired and the Customer transmits a record on the Service to the Subscriber to re-authorise the work.
CSI Subscriber Fee – a monthly Registration Fee charged in relation to the provision of the CSI functionality as provided via the Service.
Directory Entry Fee – an annual Registration Fee charged in relation to each of the Customer’s directory entries on the Service.
Document Upload Fee – where relevant, a Platform Fee charged per Transaction which will apply when a document or image is uploaded to the Service.
DTM Chase Fee – where relevant, a Platform Fee charged when a Subscriber requests an update from the Customer, and following a failure to respond, the Company is required to make contact with the Customer.
Enhanced Directory Entry Fee – an annual Registration Fee charged when the Customer subscribes to an enhanced view of the Customer’s existing directory entry information available to platform Subscribers.
InfoData Subscriber Fee – a monthly Registration Fee charged when a Customer subscribes to the supply of the detailed InfoData information via the Service.
Invoice Commission – a Platform Fee charged on behalf of a Subscriber, when a Customer submits an invoice to a Subscriber for which an invoice commission applies.
Repairer Out of Franchise Surcharge - a Platform Fee charged when the Customer creates or receives a Transaction in respect of a vehicle with a make for which the Customer does not hold a valid and current 1link directory entry.
Service Booking Fee – where relevant, a Platform Fee charged when the Customer receives a work booking or work required notification via the Service, or creates a work booking via the Service.
Service Booking Chase Fee – where relevant, a Platform Fee charged when the Customer receives a booking or work required notification, and following a failure to respond, the Company is required to make contact with the Customer.
Site Electronic Communication Fee – where relevant, a Platform Fee charged when a Customer transmits or receives an electronic communication message via the Service.
Transaction Fee - a Platform Fee charged either as a fixed fee or as a percentage of invoice value (subject to any applicable minimum fee) in circumstances where the Customer creates or receives a job-sheet or credit note via the Service. Where a Customer subscribes to a manufacturer programme and where relevant, any surcharge applicable shall apply to all Transactions created via the Service.
Work Booking Introduction Fee – a Platform Fee charged on behalf of a Subscriber, when a Subscriber transmits a work booking to the Customer for which a booking introduction fee applies.
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