Contego Terms and Conditions of Use v3.2

TERMS AND CONDITIONS

Save as expressly agreed by Contego Fraud Systems Ltd (“Contego”) , a company registered in England, number 07358038, whose registered office is 30, Upper High Street,  Thame, Oxfordshire OX9 3EZ, this Agreement is deemed to be incorporated in all contracts made by Contego for the supply of goods and services, and to override any terms and conditions inconsistent with them.

Access to the Contego Fraud Prevention Service is conditional an acceptance of these Terms and Conditions.  By accessing the Contego Fraud Prevention Service you confirm that you agree to the Terms and Conditions herein.

1          Definitions

 “Appendices” means the Appendices attached to these Terms of Business, an example of which is the Order Form and details relating to the Service(s) as varied or added to from time to time by written agreement.

“Contego Alerts and Articles Database” means the service provided by Contego to store, and make available to selected users, articles and alerts related to fraud or suspected fraudulent activity.

“Contego Fraud Prevention Service” means the combined service provided by Contego comprising the Contego Alerts and Articles database and the Contego Identify Verification Service.

“Contego Fraud Prevention Software” means all software, API’s, databases and associated documentation developed by Contego.

“Contego Identify Verification Service” means the service provided by Contego to help check the identity of people, companies or vehicles using the Contego Fraud Prevention Software and third party checks.

“End User” means a Customer who has accepted these Terms and Conditions and will be granted access to data by provided by third party data suppliers in accordance with the relevant End User Agreement. 

“End User Agreements” means Agreements provided by third party data suppliers and where appropriate incorporated into the data and Service(s) provided by Contego.  Appropriate End User Agreements will be provided in the Appendices and are deemed accepted on acceptance of these Terms of Business.

“Information” means the contents of the Alerts and Articles or the results of checks provided by us to the Customer through the Contego Fraud Prevention Service

“Intellectual Property Rights” means patents, trade marks, service marks, registered designs, applications for any of the foregoing, copyright, database, sui generis rights, moral rights, know-how, confidential information, trade or business names and any other similar protected right.

“Service(s)” means the services set out in the Appendices which the Customer has agreed to receive from Contego.  This can include all products and data available from Contego.

“Seller Data” means all information and data of Contego and its third party suppliers that are to be provided to the customer under these Terms of Business.

We/Us/Ours refers to Contego.

You/Your refers to the Customer.

2         Service

2.1           Contego shall grant to the Customer access to all unrestricted documents in the Contego Alerts and Articles database, and to those protectively marked documents with the database that the Customer has a right to view.  Access to any protectively marked documents shall be at Contego’s sole discretion.
2.2           Subject to the agreed payment terms, Contego shall grant the Customer access to the Identity Verification Service.
2.4           Contego reserves the right to deny any Customer access to the Contego Fraud Prevention Service at its sole discretion.  The Customer will receive access to the service in the form of a password and a security key when Contego approves the Customer.
2.5           The Customer pledges not to reveal or in any other way divulge the User ID and password to unauthorised persons.  The Customer will use reasonable endeavours to ensure that the security key does not fall into the hands of an unauthorised person.  The Customer shall immediately contact Contego to have the User ID and password changed or the security key cancelled should it become known or available to an unauthorised person.  The Customer is responsible for all loss or damage suffered should the password and security key become known by an unauthorised person until such time as the Customer has informed Contego and the user account has been frozen.

2.3           This right of access shall not include the availability and use of a network or other connection required to access the Contego Fraud Prevention Service.  Nor does it include the equipment or software necessary to access the database.  The Customer is responsible for setting up and maintaining the communication to the Contego Fraud Prevention Service.

3         Availability

3.1           The Contego software is hosted on the Amazon Elastic Compute Cloud in Dublin, Ireland.  This provides a secure and resilient platform.  Further details can be found on the Amazon Webservices web site  http://aws.amazon.com/security/

3.2           Contego will make reasonable efforts to ensure the availability of the software except during scheduled maintenance (which will be conducted outside normal business hours whenever possible), however, non-availability of the software at any time will not be grounds for redress.

4         Charges

4.1           The price for the service will be as agreed.  All prices are quoted exclusive of VAT, which will be charged at the prevailing rate.
4.2           In the event of late or non-payment of invoices, Contego may remove your access to the Contego Fraud Prevention Service.  Contego reserve the right to charge for costs and expenses in recovering late payments, including interest at the rate of 4% per annum above the Lloyds TSB base rate.

5         Data Protection

5.1          Contego check personal and other details submitted to us against a wide variety of sources, including the police and other law enforcement agencies.  For that reason the Customer must obtain the consent of their customers to the disclosure of relevant information about them to any person to whom we consider it would be expedient to do so for the sole purposes of preventing, detecting or discovering crime, for the apprehension or prosecution of offenders, or for the recovery of stolen property.
5.2          Contego share information with law enforcement agencies for the purposes of assessing the effectiveness of the intelligence supplied, for preventing, detecting and discovering crime, for the apprehension or prosecution of offenders, or for the recovery of stolen property.
5.3          Contego may retain details of suspected fraudulent checks carried out on the Contego Identity Verification Service for the purpose of preventing, detecting or discovering crime.
5.4           Unless otherwise agreed, and subject to section 5.6 below, Contego may share Articles and Alerts and intelligence derived from checks conducted through the Contego Fraud Prevention Service and intelligence derived from Alerts with other users of the Contego Fraud Prevention Service. 
5.5          Contego shall not use personal data for any other purpose without the express written consent of the Customer.
5.6          Contego shall take all technical and organisational security measures as are required by UK or EU Law to protect personal data processed by Contego on behalf of the Customer against unlawful forms of processing, including due consideration to:
5.6.1          Information Security Management Systems
5.6.2          Physical Security
5.6.3          Access Control
5.6.4          Awareness, training and security checks on personnel
5.6.5          Audit Controls
5.7          Nothing in this agreement shall prevent either party from complying with any legal obligations imposed on it by a regulator or court.  Both parties shall however, where possible, discuss together the appropriate response to any request from a regulator or court for disclosure of information.

6.         Your Use of the Information

6.1          The Information that Contego provides to the Customer is for the Customer’s own personal use and for the sole purpose of determining whether or not to proceed with a particular transaction.
6.2          The Customer shall not sell, supply or otherwise disclose the Information to any third party, except as required by law.
6.3          If the Customer is required by law to disclose the information provided by Contego to a third party, including the subject of any personal data, the Customer will try to reach agreement with Contego on what information and in what form that information should be supplied prior to disclosing that information. 

7.         Limitation of Liability

7.1           The Information that we supply includes data supplied to us from a number of third party sources which we do not warrant as accurate.
7.2           The Fraud Prevention Service links to other web sites. Contego is not responsible for the content of any third party web site.
7.3           We do not warrant that the Information is true, correct or complete and subject to 7.4 below we shall not be liable in any circumstances for any loss or damage arising from any inaccuracies, faults or omissions in the Information.
7.4           We do not limit or exclude our liability for:
7.4.1          death or personal injury caused by our negligence; or
7.4.2          fraud or fraudulent misrepresentation; or
7.4.3          any other matter for which it would be illegal or unlawful for us to exclude or attempt to exclude our liability.
7.5           Except as expressly provided in this Agreement, all other conditions, terms and warranties, express or implied by statute or otherwise are excluded to the fullest extent permitted by law.
7.6           Each provision of this Condition 7 is to be construed as a separate limitation applying and surviving even if for any reason one or the other of the said provisions is held inapplicable or unreasonable in any circumstances, and shall remain in force notwithstanding the performance of the Contract.

 

8.         Indemnity

8.1           Contego shall indemnify the Customer and keep the Customer fully and effectively indemnified against any and all losses or claims which may arise out of any claim or allegation that the Contego Fraud Prevention Service infringes any intellectual property right of any third party.
8.2           The Customer shall indemnify Contego and keep Contego fully and effectively indemnified against any and all losses or claims which may result out of:
8.2.1          Any unauthorised action or omission of the Customer
8.2.2          The manner in which the Customer uses the Fraud Prevention Service (unless authorised by Contego)
8.3           If any claim is made against either party for which indemnification is sought under this clause, the indemnified party shall consult with the other and, subject to being secured to its reasonable satisfaction, shall co-operate with the other in relation to any reasonable request made by the other in respect of such claim.

9.         Limit of Indemnity

With the exception of death or personal injury for which no limitation is possible, Contego’s maximum liability to the Customer under any circumstances is limited to the value of this contract or £10,000, whichever is the lower.

10.    Intellectual Property Rights

All Intellectual Property Rights in or relating to Contego’s Fraud Prevention Service and any associated documentation are and shall remain the property of Contego.

11.    Confidentiality

11.1       Neither party shall use, divulge or communicate to any person, except as may be required by law:
11.1.1      Any confidential information concerning the Fraud Prevention Service, customers, business, accounts, finance or contractual arrangements or other dealings, transactions or affairs of the other party which may come to the first party’s knowledge during the continuance of this Agreement; or
11.1.2      Any of the terms of this Agreement
11.2       Each party shall ensure that its employees are aware of and comply with the confidentiality and  non-disclosure provisions contained in this clause and shall indemnify the other party against loss or damage which the other may sustain or incur as a result of any breach of confidence by any such party’s employees.
11.3       If either party becomes aware of any breach of confidence by any of its employees it shall promptly notify the other party.
11.4       The restrictions contained in this clause 11 shall cease to apply to any information which comes into the public domain otherwise than through unauthorised disclosure by the receiving party or its employees.

12.    Termination

12.1       Contego or the Customer may terminate this agreement by service of three months written notice.
12.2       In the event of termination by the Customer there will be no repayment of pre-paid charges.  If this Agreement is terminated by Contego then any pre-payment of fees may be returned pro rata.

13.    Dispute Resolution

13.1       The Parties shall attempt to resolve any dispute arising out of or in connection with these Terms and Conditions by negotiations between senior executives of both parties who have authority to settle the same.
13.2       If the matter is not resolved within 30 days of a written ‘invitation to negotiate’ the parties will attempt to resolve the dispute in good faith through an agreed dispute resolution (ADR) procedure, the costs of which shall be borne equally by both parties.
13.3       If the matter is not resolved by an ADR procedure within 60 days of the initiation of that procedure, or if any party will not participate in an ADR procedure, the dispute may be referred for arbitration by either party.  The seat of the arbitration shall be England and Wales.  A single arbitrator shall be appointed by agreement between the parties. If no agreement is reached within 14 days on the appointment of the arbitrator or the rules of arbitration then either party may, on giving written notice to the other, apply to the President or Deputy President of the Chartered Institute of Arbitrators for the appointment of an Arbitrator or for any decision on the rules that may be necessary.

14.    Miscellaneous

14.1       The Customer may not transfer, assign or in any way make over to any third party the benefit of this Agreement or any part of it.
14.2       Neither Party shall be liable to the other for any delay in or failure to perform any of our respective obligations under this Agreement due to any cause beyond their reasonable control.
14.3       If any provision of the Agreement is held by any competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of the Agreement and the remainder of the provision in question shall not be affected.
14.4       Relevant English law will apply to the Agreement and the relevant courts of England and Wales will have exclusive jurisdiction in relation to the Agreement.

 


APPENDIX A: TRACESMART  END USER AGREEMENT

 

This agreement is made on the date the Customer accepts the Contego Fraud Prevention Service Terms and Conditions incorporating the terms of this Agreement. .

 

Between:

Tracesmart Ltd (‘Tracesmart’)
Global Reach 
Dunleavy Drive
 Cardiff
 CF11 0SN

Registration number: 3827062

 and

 The Customer granted access to the Contego Fraud Prevention Service upon accepting the Terms and Conditions incorporating this Agreement (“the End User”)

The Company permits the End User to have data comprised within the Tracesmart Reseller Agreement to be made available to it on the terms set out in this Agreement, which the End User acknowledges they have read and understood.  


INTRODUCTION:

 (1)       Tracesmart and Contego Fraud Solutions Ltd registered under company number 07358038 whose registered office is at 30 Upper High Street, Thame, Oxfordshire OX9 3EZ (“Reseller”) have entered into an agreement which grants the Reseller access to a web based identity verification system (“Tracesmart Reseller Agreement”).

(2)       The End User wishes to have data comprised within the Tracesmart Reseller Agreement made available to it pursuant to an agreement entered into between the End User and the Reseller.
(3)       Tracesmart and the End User have agreed to this subject to the provisions of this End User Agreement.

 IT IS AGREED as follows:

Definitions

In this Agreement, unless the context otherwise requires, the following expressions have the following meanings: 

“Acceptance Date”  the date on which the Tracesmart End User Agreement is agreed to by the End User and Tracesmart;

“Access” means access to Tracesmart’s System;

“Confidential  Information” means the Tracesmart Data, the System and the provisions of this Agreement;

“Crediva”  means Crediva Limited, a credit reference agency registered under the Consumer Credit Act whose registered office is situated at Global Reach Dunleavy Drive Cardiff CF11 0SN and registered in England with registration number 6567484

“Data Providers” a third party provider of data to Tracesmart;

 “Full Electoral Roll” the meaning given to “full register” under Regulation 93(1) of the  Representation of the People (England & Wales)  Regulations 2001 as subsequently amended and provided by Crediva;

“Intellectual Property Rights”   all vested contingent and future intellectual property rights including but not limited to copyright, trademarks, service marks, design rights (whether registered or unregistered), patents, know-how, trade secrets, inventions, get-up, database rights and any applications for the protection or registration of these rights and all renewals and extensions thereof existing in any part of the world whether now known or in the future created to which Tracesmart may be entitled;

“Subject”  the private individual searched by the End User;

“System”  the web based tracing and identity verification application and associated documentation of Tracesmart and Third Party Data Providers and all releases and versions thereof;

“Tracesmart Data” means the results obtained by the Reseller under the Tracesmart Reseller Agreement and resold to the End User.

 

1.   Provision and Use of Tracesmart Data

1.1.     The Reseller has been granted Access to the System in accordance with the terms of the Tracesmart Reseller Agreement in relation to the datasets set out in Schedule 1.

1.2.     Unless otherwise agreed by Tracesmart in writing, the End User shall not Access the System or use the Tracesmart Data for any purpose other than as expressly permitted by the agreement between the End User and the Reseller nor adapt, alter or modify the Tracesmart Data, and without limiting the obligation the End User shall:

1.2.1.      adhere strictly to the restrictions on the use of the System and Tracesmart Data as set out in the Fair Usage Policy in Schedule 2. Tracesmart reserves its right to suspend access to any End User who it suspects is attempting to abuse the Fair Usage Policy;

1.2.2.      only use the Tracesmart Data in connection with a Subject the End User has a direct and existing contractual relationship with [and who the Tracesmart Data will be used to trace]; and

1.2.3.      the End User shall not licence or resell any Tracesmart Data.

1.3.     The End User is prohibited from using the System and has no right to Access the System for any form of marketing purpose or activity.

1.4.     The End User shall ensure that before completing a cardholder Card AVS Verification that the Subject has granted permission to process a pre-authorisation transaction totalling £1.00 and has been informed that that no funds will be debited from the account and no footprint of the transaction will appear on their statement. Where the Subject at any time withdraws this permission the End User shall ensure that no Card AVS Verification is undertaken in respect of that Subject until further permission is granted.

1.5.     The End User shall not access or permit anyone to access the System from a country which is not within the European Economic Area, nor export or permit the export of any of the Tracesmart Data to a country which is not within the European Economic Area, without prior written consent from Tracesmart.

1.6.     The End User shall not access or permit anyone to access the System in respect of Death Registration Information (“DRI”) from a country outside the UK, nor export or permit the export of Tracesmart Data comprising Death Registration Information (“DRI”) to a country outside the UK, without prior written consent from Tracesmart.

2.   Liability 

2.1.     The End User’s contract for Access to the System and the Tracesmart Data is between the End User and the Reseller.  Subject to clause 3.2 of this Agreement Tracesmart shall not have any liability to the End User arising out of or in respect of Access to the System or the Tracesmart Data.  Without prejudice to the foregoing, Tracesmart shall not have any liability to the End User for any indirect or consequential loss.

2.2.     Nothing in this Agreement shall limit or exclude Tracesmart’s liability to the End User for death or personal injury caused by Tracesmart’s negligence.

3.   Security and Control

3.1.      The End User shall during the continuance of this Agreement:

3.1.1.      comply with all legislation, regulations, and other rules having equivalent force which are applicable to the End User, including but not limited to the Data Protection Act 1998;

3.1.2.      effect and maintain adequate security measures to safeguard the Access information, Access codes or Tracesmart Data from access or use by any unauthorised person; 

3.1.3.      maintain a full and accurate record of the End User’s use of the System and the Tracesmart Data and shall produce such record to Tracesmart on request from time to time.

3.2.     The End User shall ensure that before completing a cardholder Card AVS Verification that the Subject has granted permission to process a pre-authorisation transaction totalling £1.00 and has been informed that that no funds will be debited from the account and no footprint of the transaction will appear on their statement. Where the Subject at any time withdraws this permission the End User shall ensure that no Card AVS Verification is undertaken in respect of that Subject until further permission is granted.

3.3.     The End User shall only be entitled to access the Full Electoral Roll for the specific purposes detailed in the Representation of the People Act 2001 and any regulations made there under (including without limitation, the Representation of the People (England and Wales) Regulations 2001) as amended from time to time.

 

3.4.     The End User warrants that a request by it to access the Full Electoral Roll is made in accordance with the Representation of the People Act 2001 and any regulations made there under (including without limitation, the Representation of the People (England and Wales) Regulations 2001) as amended from time to time.

 3.5.     The End User shall inform Tracesmart immediately should the End User’s entitlement to access the Full Electoral Roll change at any time, and Tracesmart shall instruct Crediva to cease to provide the Full Electoral Roll immediately on receipt of such notice.   

 3.6.     The End User must inform the Subject that a Full Electoral Roll search is to take place but their permission is not required for anti money laundering purposes.

 3.7.     Crediva will place a search “footprint” on the electronic file of the Subject and their personal details may be accessed by third parties for the specific purpose of anti-money laundering, credit assessment, identity verification, debt collection, asset reunification, tracing and fraud prevention.

 3.8.     Tracesmart or its representative is entitled to audit the End User’s compliance with its obligations under this Agreement on reasonable notice.

3.9.     During the course of any audit carried out by Tracesmart under clause 4.8 the End User shall make available one or more of its managers or senior officials with the appropriate level of expertise and authority to answer any reasonable enquiries of Tracesmart.

3.10.  The End User shall provide Tracesmart with any information it reasonably requests in relation to the Tracesmart Data and/or to evidence the End User's compliance with this Agreement.

3.11.  Tracesmart shall take all reasonable steps to minimise disruption to the End User’s business during such an audit.

4.   Intellectual Property Rights

4.1.     The End User acknowledges that the Tracesmart Data and the System and the Intellectual Property Rights of whatever nature in the Tracesmart Data and the System are and shall remain the property of Tracesmart or relevant Data Providers and furthermore the Intellectual Property Rights cannot be used or copied without prior written consent from Tracesmart and relevant Data Providers.

4.2.     The End User undertakes not to translate, adapt, vary, modify, disassemble, decompile or reverse engineer the System or the Tracesmart Data without the prior written consent of Tracesmart and/or Data Providers.

4.3.     The End User shall notify Tracesmart immediately if the End User becomes aware of any unauthorised use of the whole or any part of the System or Tracesmart Data by any person.

4.4.     The End User shall notify Tracesmart within 7 business days in writing of any potential infringement claim or misuse of the System or Tracesmart Data.

4.5.     The End User shall not make any admission as to liability, agree or compromise to any claim of any infringement without the prior written consent of Tracesmart.

4.6.     The End User will give Tracesmart and its Data Providers all reasonable assistance in relation to either defending an infringement claim or the prosecution of their rights.

5. Confidential Information 

5.1.     The End User undertakes, except as provided below, to keep the Confidential Information and all information which may reasonably be supposed to be confidential strictly with the same degree of care as it employs with regard to its own confidential information of a like nature and in any event in accordance with best current commercial security practices, provided that, this clause shall not extend to any information which was rightfully in the possession of the End User prior to the Acceptance Date or which is already public knowledge or becomes so at a future date (otherwise than as a result of a breach of this clause). 

5.2.     The End User shall not without the prior written consent of Tracesmart divulge any part of the Confidential Information to any person except: 

5.2.1.      to their own employees and then only to those employees who need to know the same; 

5.2.2.      to the End User’s auditors, an officer of Inland Revenue, an officer of HM Customs and Excise, a court of competent jurisdiction, governmental body or applicable regulatory authority and any other persons or bodies having a right duty or obligation to know the business of the End User and then only in pursuance of such right duty or obligation. 

5.3.     The  End User undertakes to ensure that persons and bodies referred to in clause 6.2 are made aware before the disclosure of any part of the confidential Information that the same is confidential and that they owe a duty of confidence to Tracesmart. 

5.4.     If the End User becomes aware of any breach of confidence by any person to whom it divulges all or any part of the Confidential Information the End User shall promptly notify Tracesmart and shall give Tracesmart all reasonable assistance in connection with any proceedings which Tracesmart may institute against such person for breach of confidence. 

5.5.     The foregoing obligations as to confidentiality shall remain in full force and effect notwithstanding any termination of this Agreement. 

6.   Termination 

6.1.     Tracesmart may terminate this Agreement:

6.1.1.      at any time by giving at least 30 days prior written notice to the End User;

6.1.2.       forthwith on giving notice in writing to the End User if the End User commits any serious breach of any term of this Agreement and (in the case of a breach capable of being remedied) shall have failed, within 28 days after the receipt of a request in writing from Tracesmart to do so, to remedy the breach (such request to contain a warning of Tracesmart’s intention to terminate).

6.2.     This Agreement will automatically terminate once the Tracesmart Reseller Agreement or the agreement between the End User and the Reseller terminates or expires for any reason.

6.3.     The Agreement may be terminated if:

6.3.1.      any of the Parties appoint a receiver over any of its property or assets;

6.3.2.      any of the Parties make a voluntary arrangement with their creditors or become subject to an administration order;

6.3.3.      any of the Parties enter into liquidation (except for the purposes of restructuring or amalgamation);

6.3.4.      any of the Parties cease to carry on business.

6.3.5.      either Party is subject to a change of control (as defined in section 1124 of the Corporation Tax Act 2010).

6.4.     Any termination of this Agreement (howsoever occasioned) shall not affect any accrued rights or liabilities of the Parties nor shall it affect the coming into force or the continuance in force of any provision in this Agreement which is expressly or by implication intended to come into or continue in force on or after such termination.

7         Amendments 

7.1.     This Agreement may not be released, discharged, supplemented, interpreted, amended, varied or modified in any manner by the End User except by an instrument in writing signed by a duly authorised officer or representative of Tracesmart.

8   Announcements 

8.1.     The End User shall not issue or make any public announcement or disclose any information regarding this Agreement unless prior written consent has been obtained from Tracesmart.

9   Assignment 

9.1.     This Agreement is personal to the Parties and neither this Agreement nor any rights, licences or obligations under it, may be assigned by the End User without the prior written approval of Tracesmart. Tracesmart shall be entitled to assign this Agreement to any member of the Tracesmart group of companies upon written notice to the End User. 

10   Entire Agreement 

10.1.  This Agreement supersedes all prior agreements, arrangements and undertakings between the Parties and constitutes the entire Agreement between the Parties relating to the subject matter of this Agreement.

11   Notices 

11.1.  Any notice or other information required or authorised by this Agreement to be given by either party to the other may be given by hand or sent (by first class pre-paid post or facsimile transmission) to the other party at the address referred to at the start of this Agreement.

11.2.  Any notice or other information given by post under clause 12.1 which is not returned to the sender as undelivered shall be deemed to have been given on the seventh day after the envelope containing the same was so posted; and proof that the envelope containing any such notice or information was properly addressed, and sent by first class, pre-paid post and that it has not been so returned to the sender, shall be sufficient evidence that such notice or information has been duly given.

11.3.  Any notice or other information sent by facsimile transmission, email or comparable means of communication shall be deemed to have been duly sent on the date of transmission, provided that a confirming copy thereof is sent by first class pre-paid post to the other party at the address referred to in clause 12.1 within 24 hours after transmission.

11.4.  Service of any legal proceedings concerning or arising out of this Agreement shall be effected by causing the same to be delivered by hand or by recorded delivery to the company secretary of the party to be served at its registered office, or to such other address as may be notified by the party concerned in writing from time to time.

12   Waiver 

12.1.  No delay, neglect or forbearance by any Party in enforcing this Agreement shall prejudice its rights. No waiver of any right or breach under this Agreement shall be effective unless in writing and signed by the Party making the waiver. Any such waiver shall not be constructed as a waiver of any other right or breach of this Agreement.

13. Severance 

13.1           If any provision of this Agreement (or part of any provision) is found by any court or other authority of competent jurisdiction to be invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed not to form part of the Agreement, and the validity and enforceability of the other provisions of the Agreement shall not be affected.

14. Third Parties

14.1.  A person who is not a Party to this Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Agreement but this does not affect any right or remedy of a third Party which exists or is available apart from such Act.

15. Governing Law & Jurisdiction

15.1            The formation, existence, construction, performance, validity and all aspects of the Agreement shall be governed by the laws of England & Wales and the parties submit to the exclusive jurisdiction of the English & Welsh courts.

SCHEDULE 1 – DATASETS 

The End User shall have access to the following datasets:

- Current & Historical ER

- Tracesmart Register

- Directory Enquiries

- Land Registry Price Paid Data

- Insolvency Registers

- DRI (Death Registration Information)*

- GRO Death Indexes

- Halo

- PEP Data

- Sanction Data

- Utility Bill Verification (electricity)

- UK Driving Licence Verification (excl. NI)

- UK & International Passport Verification

- Card AVS Verification

- Mobile Verification


 

SCHEDULE 2 – FAIR USAGE POLICY 

DRI Data:

Permitted Purpose:

The End User is granted access to this dataset for the primary purpose of prevention, detection, investigation and prosecution of Impersonation of Deceased (IOD) offences.

Audit Rights:

At any time during the term of this Agreement on the provision of 5 business days notice from Tracesmart, the End User shall grant Tracesmart reasonable accompanied access during normal business hours to its premises, computer systems, accounts, documents and records to ensure that the DRI Data has been used by the End User for the Permitted Purpose outlined above.

Full Electoral Roll:

Permitted Purpose:

The End User is granted access to this dataset for the purpose of:

vetting applications for credit or applications that can result in the giving of credit or the giving of any guarantee, indemnity or assurance in relation to the giving of credit, including cash loans and any other form of financial accommodation; and

meeting any obligations contained in the Money Laundering Regulations 2007 or any rules made pursuant to section 146 of the Financial Services and Markets Act 2000.

Audit Rights:

At any time during the term of this Agreement on the provision of 5 business days notice from Tracesmart, the End User shall grant Tracesmart reasonable accompanied access during normal business hours to its premises, computer systems, accounts, documents and records to ensure that the Full Electoral Roll Data has been used by the End User for the Permitted Purpose outlined above.

Permitted Site(s):

The End User will only be permitted to access the Service from the Company Address supplied to Contego Fraud Solutions Ltd when accepting the Terms and Conditions for access to be granted to the Service.

Audit Rights:

At any time during the term of this Agreement on the provision of 5 business days notice from Tracesmart, the End User shall grant Tracesmart reasonable accompanied access during normal business hours to its premises, computer systems, accounts, documents and records to ensure that the Service has been solely used by the End User at the Permitted Site(s) as outlined above. 

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