Terms and Conditions
1. Scope of application
1.1 These General Terms and Conditions apply to all contracts between Carfax and its Customers concerning the retrieval of Carfax Report by the Customer.
1.2 These General Terms and Conditions apply exclusively. Terms and Conditions used by the Customer which contradict these Terms and Conditions, or deviate from them, will not be acknowledged, unless Carfax has expressly approved of their application in writing. This shall apply even if Carfax provides its services without any reservations in spite of having knowledge of terms which contradict, or deviate from, these General Terms and Conditions.
1.3 Unless agreed otherwise, these General Terms and Conditions shall also apply to all future transactions with the Customer.
2. Provision of services and remuneration
2.1 If remuneration is paid according to individual retrievals, the Customer shall pay the retrieval price valid at the time of retrieval, for each online retrieval of a Carfax Report and for the granting of respective licenses for the retrieved Carfax Reports.
2.2 The commercial utilization of the Carfax Reports and of the access to the database granted under paragraph 2.1., is not permitted. Commercial utilization in the meaning of this paragraph shall be any utilization by persons trading in vehicles commercially or professionally, as well as any re-sale or further marketing of the Carfax Reports. Should Carfax find that an access granted under paragraph 2.1 is being used for commercial purposes, Carfax shall be entitled to freeze access to the database.
2.3 All prices set forth in this Agreement are exclusive of all government-imposed taxes (as value added tax), duties, levies and other fees.
3. Liability for defects and liability
3.1 Carfax does not assume any responsibility for the correctness, completeness or reliability of the Carfax Reports.
3.2 Carfax shall be unrestrictedly liable for intent and gross negligence. In cases of slight negligence, Carfax shall only be liable if an obligation has been violated which is of essential importance for the achievement of the purpose of the contract (cardinal duty), and only to the extent to which a damage is typical for the type of contract and is foreseeable.
3.3 The above-mentioned limitations and exclusions of liability shall not apply for claims due to damages caused by violations of life, body or health, nor for claims under the German Product Liability Act.
3.4 In as far as Carfax' liability is excluded or restricted, this shall also apply to the personal liability of Carfax' employees, workers, staff, representatives and vicarious agents.
4. Copyrights and data protection
4.1 The Carfax Reports as a database are protected by copyrights. The graphics, display formats and layouts of all kinds used by Carfax also are protected by copyrights.
4.2 The Customer's data, which may also be personal data, will be collected and stored by Carfax for the purpose of establishing, modifying and terminating a contractual relationship, as well as for purposes of executing the order. These data include the name, address, telephone and telefax number, email address, bank details, credit card number, form of payment, delivery address and the number of Carfax Reports retrieved.
5. Granting of rights concerning databases
5.1 If the Customer legitimately retrieves a Carfax Report from the database, Carfax grants the Customer a non-exclusive utilization right, unrestricted as to time and place, to the Carfax Report it has retrieved.
5.2 The Customer may copy the individual sets of data which it has legitimately retrieved, as far as this is necessary in order to process and handle the specific transaction on which the individual data retrieval is based.
5.3 The Customer may not forward to third parties, otherwise disseminate, copy or publicly reproduce the database itself, neither as a whole nor parts of it which are essential according to their type or size. The Customer is in particular not permitted to sell, forward free of charge, rent or lease the database, neither as a whole nor parts of it which are essential according to their type or size.
5.4 The Customer is not permitted to copy, disseminate and publicly reproduce parts of the database which are inessential according to their type and size, if this is done repeatedly and systematically, and is contrary to a normal utilization of the database, or unreasonably affects Carfax' justified interests. It shall in particular be considered a prohibited forwarding of the database if the Customer offers an online service to third parties for which it accesses the database using software or web applications, and then electronically forwards the results to a third party.
5.5 The Customer shall only be granted access to the database for a limited period of time, in order to enable it to retrieve the data. The Customer shall not have the right to transfer the utilization rights it has been granted to a third party.
6. Reservation of title, suspension and termination
6.1 Carfax shall have the right to suspend its services if the Customer fails to fulfill an obligation incumbent upon it, fails to fulfill such obligation in good time or in the proper form. In such cases, the Customer shall bear the suspension costs. If a Customer is in default with its payments for services provided by Carfax which the Customer is able to utilize online with the help of access identification allocated by Carfax, Carfax shall have the right to freeze access to such services, if the Customer is in default with more than an insubstantial sum, and provided that Carfax has warned the Customer of the pending freeze in writing with one week's prior notice. Carfax shall have the right to immediately freeze access without prior notice if Carfax cannot be reasonably expected to first warn the Customer of a pending freeze. The freeze will be lifted as soon as Carfax has received the sums with which the Customer is in default.
6.2 Either party may terminate the contract for cause without prior notice. A justifying cause shall in particular exist if the Customer has infringed upon rights held by Carfax which are protected by copyrights. This shall not exclude the assertion of additional rights, in particular of damage claims.
6.3 After the termination of the contract, Carfax shall freeze the Customer's access to the database.
7. Miscellaneous
7.1 Modifications of, and amendments to, this contract must be effected in writing. This shall also apply to any changes to this provision.
7.2 This contract shall be governed exclusively by the laws of the Federal Republic of Germany, excluding UN sales law (CISG), and excluding conflict of laws provisions.
7.3 Munich, Germany, shall be the exclusive venue for all disputes arising from this contract. Carfax shall, however, at its own choice have the right to assert its own claims at the Customer's legal venue. The place of performance shall be Munich, Germany.
7.4 Should one or several provisions in these General Terms and Conditions be or become invalid, this shall not affect the validity of the remaining provisions.