1.1 In these Conditions, unless the context otherwise requires, the following terms have the following meanings:
“Advert” means any copy, artwork, text, data, photographs, slides and/or video clips advertising a vehicle that is to be published on the Platform, including the content of a Condition Report;
“Auction Vehicle” means a vehicle listed for sale using the auction functionality on the Platform;
“Auto Trader” means Auto Trader Limited (company no. 03909628) whose registered office is 1 Tony Wilson Place, Manchester M15 4FN;
“Bidder” means a User who bids for an Auction Vehicle using the auction functionality on the Platform;
“Business Day” means a day (excluding Saturdays and Sundays) on which banks are generally open in England for the transaction of normal business;
“Buyer” means (i) in the context of auction functionality, a Bidder who submits the winning bid on an auction through the Platform, and (ii) in the context of a Buy it now Vehicle, a User who submits a binding Offer for the advertised price displayed on a Buy it now Vehicle listing on the Platform;
“Buy it now Purchase” means a binding Offer for the advertised price displayed on a Buy it now Vehicle listing on the Platform which is accepted by the Seller simultaneously;
“Buy it now Vehicle” means a vehicle listed for sale on the Platform which is immediately available for purchase by a User at the price listed and which is labelled or visually identifiable as ‘Buy it now’;
“Charges” means the charges to be paid by the User for the Services which will consist of the Subscription Fee and any additional transaction fees for sales/purchases transacted through the Platform in the relation to the sale and purchase of Auction Vehicles and Buy it now Vehicles as set out on the Order Confirmation and/or Order Variation;
“Condition Report” means a report provided by a Seller to other Users via the Platform for an Auction Vehicle or a Buy it now Vehicle, based on a template provided by Dealer Auction or otherwise provided in a format uploaded by the Seller, which sets out an accurate reflection of the condition of such Auction Vehicle or Buy it now Vehicle, including exterior and interior damage and tyre depth;
“Contract of Sale” means the contract between Seller and Buyer for the purchase of a vehicle, which comprises these Conditions and is formed upon the Seller’s acceptance of the Buyer’s Offer, as set out in clauses 3.11 and 3.12 for Auction Vehicles or
3.15 and 3.16 for Buy it Now Vehicles;
“Cox Automotive” means Cox Automotive UK Limited (company no. 03183918) whose registered office is at Central House, Leeds Road, Rothwell, Leeds LS26 0JE;
“Data” means information regarding the User and the Vehicle Information;
“Dealer Auction” means the legal entity within the Dealer Auction Group which enters into the Usage Agreement with the User for the Services, which shall be one of (i) Auto Trader Autostock Limited (company no. 11499895) whose registered office is at Central House, Leeds Road, Rothwell, Leeds LS26 0JE (ii) Dealer Auction (Operations) Limited (company no. 06676554) whose registered office is at Central House, Leeds Road, Rothwell, Leeds LS26 0JE, or (iii) Dealer Auction Services Limited (company no. 11487869) whose registered office is at Central House, Leeds Road, Rothwell, Leeds LS26 0JE, as applicable;;
“Dealer Auction Data” means the data provided by Dealer Auction to the User via the Platform, including the Supplemental Data;
“Dealer Auction Group” means Dealer Auction Limited (company no. 11514206) whose registered office is at Central House, Leeds Road, Rothwell, Leeds, LS26 0JE, its parent undertakings, its subsidiary undertakings and the subsidiary undertakings of any of its parent undertakings from time to time, including Dealer Auction;
“Intellectual Property Rights” means all intellectual property rights wherever in the world arising whether registered or unregistered (including any application for registration), including without limitation, all copyright, trademarks, trade names, logos, patents, design rights, database rights and/or know how;
“Materials” means any copy, artwork, data, photographs, slides, video clips, information and/or other material provided or selected by the User for inclusion in an Advert or otherwise uploaded to the Platform;
“Offer” means an offer of money to another User for the purchase of a Buy it now Vehicle or Auction Vehicle via the Platform which signifies the intention to pay the sum of money offered for the Buy it now Vehicle or Auction Vehicle;
“Order Confirmation” means the order communication sent by Dealer Auction to the User confirming details of the User’s order;
“Order Variation” means the form detailing changes requested by the User to the Services, including additional products;
“Platform” means the platform owned and operated by Dealer Auction accessed via the website at dealerauction.co.uk or such other domain name used by Dealer Auction from time to time;
“Proxy Bidding” means bidding functionality on the Platform which allows bids for Auction Vehicles to be made on the Bidder’s behalf (with notification of a maximum bid by the Bidder);
“Seller” means (i) in the context of auction functionality, a User who lists for sale Auction Vehicle(s) using the auction functionality on the Platform, and (ii) in the context of a Buy it now Vehicle, a User who lists for sale a Buy it now Vehicle on the Platform vehicle(s);
“Services” means the products and services provided by Dealer Auction to the User pursuant to the Usage Agreement (and subject to and in accordance with these Conditions) which constitutes a trade-to-trade used car marketplace and allows the User to buy vehicles from multiple sources and sell vehicles to other Users (and includes auction functionality and the ability to list for sale vehicles which are immediately available for purchase by a User at the price listed), and further recommends and profiles vehicles that meet the User’s sourcing strategy taking into account data derived market insight.
“Subscription Fee” means the sum payable every month by the User to Dealer Auction for access to the Platform as set out in the Order Confirmation and/or Order Variation;
“Supplemental Information” means information used by Dealer Auction to supplement and enhance the Vehicle Information, including verification, enhancement or amendment of the Vehicle Information;
“Usage Agreement” means the agreement between Dealer Auction and the User for the purchase and supply of the Services, incorporating the Order Confirmation and/or Order Variation and these Conditions;
“User” means the person, firm or company who enters the Usage Agreement with Dealer Auction and has subsequently been issued with username(s) and password(s) for accessing the Platform; and
“Vehicle Information” means any data regarding the User’s vehicles including but not limited to vehicle registration details, images, prices and sales information which is uploaded to the Platform or otherwise communicated or made available to Dealer Auction.
1.2 In these Conditions, references to the singular include plural and vice versa; references to numbered clauses are references to the relevant clause in these Conditions; the headings to the clauses will not affect interpretation; any phrase introduced by the terms “including”, “include”, “in particular” or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; and a reference to writing includes emails and electronic communications via the Platform.
1.3 In the case of any conflict or ambiguity between any provision contained in these Conditions and any provision contained in an Order Confirmation and/or Order Variation, the following order of precedence shall apply in ascending order with Conditions taking precedence at the top:
1.3.1 Conditions;
1.3.2 Order Variation; and
1.3.3 Order Confirmation.