Access End User Terms And Conditions
These Terms and Conditions apply to the provision of commercial credit reports by the Supplier to the Customer. Unless expressly agreed in writing by the Supplier, they apply to the exclusion of all other written or verbal representations, statements, proposals or agreements.
- The following expressions shall have the following meanings:
Access means Access UK Limited a company incorporated in England and Wales with company number 02343760 and with registered address The Old School, School Lane, Stratford St Mary, Colchester, Essex, CO7 6LZ.
Access Agreement means any agreement between the Supplier and Access for the supply of Business Information to the relevant Customer.
Business Information means any UK credit report supplied by the Supplier to the Customer under a Contract.
Contributors mean any party who owns any part of the Business Information.
Customer means any individual, firm, partnership, company or organisation or any other undertaking, which orders or receives from the Supplier any Business Information.
Intellectual Property Rights means any and all intellectual property rights and industrial property rights of any nature whatsoever including without limitation patents, patent applications, copyright, know-how, technical and commercial information, designs, design rights, internet domain names, database rights, trademarks, service marks or business names, application to register any of the aforementioned rights, trade secrets and rights of confidence, in each case in any part of the world and whether or not registered or registrable.
Site means the websites www.cocredo.co.uk and xmlgw.cocredo.co.uk operated by the Supplier.
Start Date means the date at which the Supplier starts providing the Business Information.
Supplier means CoCredo Ltd a company registered in England and Wales with company registration number 05319965 and has their registered office address at Missenden Abbey, Great Missenden, Buckinghamshire HP16 0BD.
Term means the term of any Contract.
- The contract between the Customer and the Supplier (Contract) comprises any order submitted by the Customer to the Supplier via the Site for the sale of Business Information (Order) that is accepted by the Supplier. The Supplier shall accept Orders by providing the relevant Business Information to the Customer via the Site, and the Contract shall form at this point.
- These Terms and Conditions will apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
- The Supplier reserves the right to amend these Terms and Conditions at any time by posting the amended Terms and Conditions on the Site. The Supplier shall give Access 30 days’ written notice in advance of any such amendment.
- By placing an Order on the Site, the Customer warrants that:
- the individual submitting the Order on the Customer’s behalf has the authority to bind the Customer; and
- all other information provided is true, accurate and complete.
- The Business Information is licensed to the Customer for the Customer’s internal business use only in the territory in which it is supplied. Such licence is non-exclusive, non-transferable and limited to the period of 12 months from the date the Business Information is obtained by the Customer and is subject to the restrictions in these Terms and Conditions.
- The Contributors own all Intellectual Property Rights in the Business Information in any form and the Customer obtains only such rights as are explicitly granted in these Terms and Conditions.
- The Customer shall not request or make the Business Information available for the use of others, including any parent, subsidiary, affiliated entity, franchisee or dealer of the Customer. The Customer shall not make the Business Information available to others in any form, unless required by law where the Customer has notified the Supplier or unless the Customer first obtains the Supplier’s written consent.
- The Customer shall not use the Business Information in connection with providing advice or recommendations to others, publish Business Information in the news media, incorporate or use Business Information in any kind of database or marketing list to be provided to a third party, use Business Information to generate statistical or any other information that is or will be provided to third parties, use or permit the use of Business Information to prepare any comparison to other information databases that will be provided to third parties, or produce Business Information in judicial or administrative proceedings, including discovery proceedings, without the Supplier’s prior written consent, unless required by law and where the Customer has notified the Supplier of such legal requirement.
- The Customer may use Business Information only in connection with assessing the credit-worthiness of the company to which the Business Information relates. The Customer shall not re-license, resell or further distribute Business Information.
- The Customer shall not copy, download, batch harvest, upload or in any other way reproduce the Business Information for the purpose of aggregating the Business Information, save that the Customer may create a copy or backup of the Business Information for the purpose of maintaining an internal archive or for regulatory compliance. Such backup or archive shall not be used for any commercial purpose.
- The Customer will not use the Business Information as a factor in establishing an individual’s eligibility for (i) credit or insurance to be used primarily for personal, family, or household purposes; or (ii) employment. In addition, the Customer will not use the Business Information to engage in any unfair, anti-competitive or deceptive practices and will use the Business Information only in compliance with applicable laws or regulations, including laws and regulations regarding telemarketing, customer solicitation (including fax and/or email solicitation), data protection, privacy and anti-corruption.
- In relation to personal data contained in the Business Information, the Customer undertakes to comply with the following obligations: (i) to use such personal data only for internal business use in connection with the particular transaction for which the Business Information was originally requested; (ii) to ensure that such personal data is only used by appropriate authorised and trained personnel; (iii) to take and maintain appropriate technical and organisational security measures and procedures to safeguard such personal data from accidental loss or unauthorised disclosure; and (iv) subject to the requirements of applicable data protection regulations, to keep such personal data strictly confidential.
- Nothing in these Terms and Conditions excludes or limits the Supplier’s liability for (i) death or personal injury arising from the Supplier’s negligence, (ii) fraud or fraudulent misrepresentation, (iii) breach of its obligations under section 12 Sale of Goods Act 1979 or section 2 Supply of Goods and Services Act 1982, or (iv) any other liability that cannot be excluded or limited by English law.
- Subject to clause 16, the Supplier shall not be liable to the Customer for any loss (whether indirect or indirect), whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with the Contract.
- The terms implied by sections 13 to 15 of the Sale of Goods Act 1979 and the terms implied by sections 3 to 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from the Contract.
- Though the Supplier uses extensive procedures to keep its database current and to maintain accurate data, the Customer acknowledges that the Credit Information will contain a degree of error. The Customer accepts that (i) it is responsible for determining whether the Business Information is sufficient for the Customer’s use and (ii) must rely entirely upon its own skill and judgment when using the Business Information.
- All Business Information is provided on an “as is”, “as available” basis. Save as otherwise stated in these terms, the Supplier disclaims all warranties, express or implied, including any warranties of accuracy, completeness, currentness, merchantability, or fitness for a particular purpose. The Supplier will not be liable for any loss or injury arising out of, in whole or in part, the Supplier’s conduct in procuring, compiling, collecting, interpreting or reporting Business Information.
- The Customer acknowledges and agrees that the Business Information is proprietary to the Supplier and the Contributors and comprises: (a) works of original authorship, including compiled information containing the Supplier’s selection, arrangement and coordination and expression of such Business Information or pre-existing material it has created, gathered or assembled; (b) confidential and trade secret information; and (c) Business Information that has been developed and maintained by the Supplier at great expense of time and money, such that misappropriation or unauthorised use by others for commercial gain would unfairly or irreparably harm the Supplier. The Customer agrees that it will not permit any act or omission by its agents, employees, or any third party that would impair the Supplier’s copyright, database rights or other proprietary and intellectual rights in the Business Information. The Customer will not use any of the Supplier’s or Contributors’ trade names, trade marks, service marks or copyrighted materials in listings or advertising in any manner without the Supplier’s prior written approval. Where required by the Supplier, the Customer shall reproduce the Supplier’s or Contributors’ copyright notice and proprietary rights legend on all authorised copies of such Business Information.
- The Customer agrees to indemnify, defend and hold harmless the Supplier against any and all losses, costs, charges, expenses, liabilities, demands, proceedings or actions which the Supplier may suffer, sustain, incur or be subject to arising out of or relating to use of the Business Information by: (i) individuals or entities which have not been authorised by any Contract to have access to and/or use the Business Information and (ii) the Customer, except where such use by the Customer is in accordance with these Terms and Conditions.
- All times and dates quoted for delivery of any Business Information are estimates only and the Supplier and its Contributors shall not be liable for any liability, loss or damage arising from the delay or failure of themselves or their officers, employees or agents in procuring, presenting, communicating or otherwise providing any Business Information.
- Without affecting any other right or remedy available to it, the Supplier may terminate the Contract with immediate effect if:
- for any reason the Access Agreement should expire, be terminated or otherwise come to an end;
- Access fails to pay any amount due from it to the Supplier in respect of the provision of Business Information to the Customer on the due date for payment; or
- the Customer commits a material breach of its obligations under the Contract and (if such breach is remediable) fails to remedy that breach within 28 days after receipt of notice in writing to do so.
- As from the date of termination of the Access Agreement and/or the Contract in any circumstances, the Supplier may refuse the Customer access to the Business Information and the Supplier may take steps to prevent the Customer's access but otherwise termination will not affect any other right or remedy which either party may have against each other.
- Upon expiry or termination of the Term with respect to the Business Information, the Customer shall immediately delete, destroy or return all originals and copies of any Business Information, unless the Customer is otherwise instructed by the Supplier; and upon request, shall provide the Supplier with written certification thereof. This provision shall not apply to the archival copies of the information as permitted in clause 11 above.
- If the Customer has any questions or complaints, please contact the Supplier by telephoning the Supplier’s customer service team on 01494 790 600 or by email at firstname.lastname@example.org.
- If the Customer wishes to contact the Supplier in writing, or if any clause in these Terms and Conditions requires the Customer to give the Supplier notice in writing, the Customer can send this to the Supplier by email, by hand, or by pre-paid post to CoCredo Ltd, Missenden Abbey, Great Missenden, Buckinghamshire, HP16 0BD or email@example.com. The Supplier will confirm receipt by contacting the Customer in writing. If the Supplier has to contact the Customer or give the Customer notice in writing, they will do so via Access or by posting a message on the Site.
- The Contract constitutes the entire agreement between the Customer and the Supplier and shall supersede and extinguish all previous agreements, promises, assurances, warranties, representations and understandings between the Supplier and the Customer, whether written or oral, relating to its subject matter.
- The Customer acknowledges that in entering into this Agreement it does not rely on any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Terms and Conditions.
- The Supplier and Customer agree that neither shall have any claim for innocent or negligent misrepresentation based on any statement in these Terms and Conditions.
- Each of the paragraphs of these Terms and Conditions operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
- If the Supplier fails to insist that the Customer performs any of its obligations under these Terms and Conditions, or if the Supplier does not enforce its rights against the Customer, or if the Supplier delays in doing so, that will not mean that the Supplier has waived its rights against the Customer and will not mean that the Customer does not have to comply with its obligations. If the Supplier does waive a default by the Customer, the Supplier will only do so in writing, and that will not mean that the Supplier will automatically waive any later default by the Customer.
- The Supplier and the Customer agree that Contributors have relied upon and will be entitled to have full benefit under The Contracts (Rights of Third Parties) Act 1999 relating to all provisions having a bearing on the use of their information and on the rights and liabilities arising out of such use including, but not limited to, those provisions of this Agreement in which there appear references to "Contributors".
- The Supplier may use personal information provided by the Customer to provide Business Information.
- The Supplier may transfer their rights and obligations under these Terms and Conditions to another organisation, and will always notify the Customer in writing if this happens, but this will not affect the Customer’s rights or the Supplier’s obligations under these Terms and Conditions.
- The Customer may not transfer its rights or obligations under these Terms and Conditions to another organisation.
- This Agreement shall be governed by, and construed in accordance with, English law which shall be the proper law of this Agreement and both parties hereby irrevocably submit to the exclusive jurisdiction of the English courts.
- The Supplier shall not be in breach of this agreement nor liable for delay in performing, or failure to perform, any of its obligations under this agreement if such delay or failure result from events, circumstances or causes beyond its reasonable control which shall include (but shall not be limited to) acts of God, epidemic or pandemic, default of subcontractors or third party suppliers, perils of the sea or air, flood, drought, explosion, sabotage, accident, embargo, riot, civil commotion or civil authority, including acts of local government and parliamentary authority.