AUTOROLA LTD, Effective Date: October 2020



2. FIRST SCHEDULE: A step by step breakdown of Autorola Sales and Purchase Procedures
2.1 Initial Enquiry
2.2 Vehicle Purchase
2.3 Collection & Delivery
2.4 Post Delivery




1

Relating to the sale and purchase of vehicles through the systems of Autorola Limited.

1.1Definitions
1.1.1After Sales Complaints Procedure, means the after sales complaints procedure and conditions set out in the Second Schedule hereto
1.1.2Agreed Selling Price, means the price required or agreed by a Vendor for a Vehicle
1.1.3Autofind, means the Company's computerised stock locator system for the sale and purchase of vehicles which operates under the name of ‘Autofind'
1.1.4Arbitration, means an arbitration carried out by the Inspector where he is asked to arbitrate under the Conditions
1.1.5The Company, means Autorola Limited whose registered office is at Oakfield House, Tytherington Business Park, Tytherington, Macclesfield SK10 2XA (and which is registered in England and Wales under company registration number 3372055)
1.1.6Conditions means the terms and conditions set out in this document and any special terms and conditions agreed in writing by the company
1.1.7Fees, means the various fees defined below under 'fees'
1.1.8Inspection, means an independent inspection of a Vehicle following a complaint by a Purchaser under the After Sales Complaints Procedure
1.1.9Inspector, means the independent specialist (who may be an individual, partnership or a company) appointed by the Company to carry out the Inspection
1.1.10Purchaser, means any person, persons firm, company or organisation who purchases a vehicle through the Systems and includes any principal for whom a Purchaser is acting as agent and 'Purchasers' shall be construed accordingly
1.1.11Self-Collection, means the Purchaser opts out of the Company's managed transport procedure and arranges collection of the vehicle from the Vendor themselves
1.1.12“Systems” shall mean the Autofind Stock Locator and Autorola Auction Platforms from time to time operated by the Company and where appropriate “the Systems” shall mean either or all of the said systems
1.1.13Title Indemnity, means an insurance backed indemnity provided by the Experian Group (or such other organisation as the Company may from time to time use) to cover any loss which the Purchaser may suffer at any time within the period of twelve months from the Purchaser's purchase of the Vehicle arising from any defect in the Vendor's title to the Vehicle. The Title Indemnity equal the trade market value.
1.1.14Vehicle, means any vehicle offered for sale or sold through the Systems and 'Vehicles' shall be construed accordingly
1.1.15Vehicle Criteria, means the criteria set out in the Third Schedule hereto
1.1.16Vendor, means any person, persons firm, company or organisation selling a Vehicle or Vehicles through the Systems and includes not only the owner or owners of the Vehicle but also any authorised agent and any other person offering the Vehicle to the Company for sale whether or not such person is authorised by the owner and 'Vendors' shall be construed accordingly
1.2Definitions - Fees
1.2.1'Aborted Delivery Fee' means the sum of £169 plus VAT
1.2.2'Cancellation Fee' means the sum of £369 plus VAT
1.2.3'Inspection Fee' means the sum of £200 plus VAT
1.2.4'Non-Direct Debit Penalty Fee' means the sum of £100 plus VAT
1.2.5'Autofind Non-Subscribers Buyers Fee':
  • Vehicle Sale Price: £0-£19,999 means the sum of £130 plus VAT"
  • Vehicle Sale Price: £20,000-£39,999 means the sum of £180 plus VAT"
  • Vehicle Sale Price: £40,000+ means the sum of £280 plus VAT
1.2.6'Self Collection Transaction Fee': means the sum of £50 plus VAT
1.2.7'Sellers Fee' means the sum of £150 plus VAT
1.2.8'Autofind Subscribers Buyers Fee' means the sum of £100 plus VAT
1.2.9'Autofind Subscription Fee': means an optional subscription fee of £50 plus VAT per month, paid quarterly, which allows users to benefit from a reduced buyers fee per purchase.
1.2.10'Transport Fee (Driven)' means the sum of £169 plus VAT for UK mainland delivery (within 400 miles).
1.2.11'Transport Fee (Transported)' The Company will provide you with a quote for this upon request.
1.2.12'Auction Buyers Fee' means the fee as listed on the auction, called ‘Buyers Fee’ plus VAT.
1.2.13'User' means any user of the site whether a Vendor or a Purchaser.
1.3Conditions Applicable
1.3.1These Conditions shall apply to all contracts for sale of Vehicles between Vendors and Purchasers affected through the Systems and to the legal relationship between:
  • the Company and Vendors
  • the Company and the Purchasers
  • Vendors and Purchasers
in relation to such sales.
1.3.2These Conditions shall apply to exclusion of all other terms and conditions including any terms and conditions which a Vendor or Purchaser may purport to apply under any purchase order confirmation of order or similar document
1.3.3Any offer by a Vendor to sell a Vehicle through the Systems shall be deemed to be an offer by the Vendor to sell such Vehicle pursuant to these Conditions
1.3.4Any agreement by a Purchaser to purchase a Vehicle through the Systems shall be deemed to be an offer by the Purchaser to purchase such Vehicle pursuant to these Conditions
1.3.5No variation to these Conditions shall be effective unless agreed in writing by the Company
1.4Company's rights
1.4.1Motor traders, fleet companies and lease companies can register as "users" of the the Company vehicle auction. The different types of users are subject to different rights and obligations.
1.4.1.1The Company reserves the right to deny access to users without further explanation or to make approval of a user subject to special conditions.
1.4.1.2The Company decides which category each user belongs to and is entitled to transfer a user to another category without notice.
1.4.1.3The Company is entitled to cancel a user account at any time with immediate effect. Should a user account be cancelled, this will not impact on any sale agreements already established at the Company, and the user will continue to be bound by any vehicles already registered or bids entered. This will be the case unless the Company decides otherwise.
1.4.1.4All users choose a username and password. These are strictly confidential and must not be passed on to others. Should the user become suspicious that someone else has become aware of their password, they must immediately inform the Company, who will block any further access to the account to prevent misuse of the system in the user's name. The user will then receive a new password. The user is always liable in the event that their username and password are misused.
1.4.2The Company's intangible rights
1.4.2.1All rights relating to the systems, including all terms, conditions, descriptions, data, procedures and know how rest with the Company alone or its licensors. All copyrights, trademarks and all other intangible rights to and relating to the systems and the Company, rest with the Company alone or its licensors.
1.4.2.2Any form of copying, replication or other kind of imitation is forbidden.
1.4.2.3Users must not use any part of the content on the Company’s site for commercial purposes without obtaining a licence to do so from the Company or its licensors.
1.4.2.4If users print off, copy or download any part of the Company’s site in breach of these terms of use, the user’s right to use our site will cease immediately and the user must, at the Company’s option, return or destroy any copies of the materials made.
1.4.2.5The content on the Company’s site is provided for general information only. It is not intended to amount to advice on which users should rely. Users must obtain professional or specialist advice before taking, or refraining from, any action on the basis of the content on the Company’s site.
1.4.2.6Although the Company makes reasonable efforts to update the information on this site, we make no representations, warranties or guarantees, whether express or implied, that the content on the Company’s site is accurate, complete or up to date.
1.4.2.7The Company’s site may include information and materials uploaded by other users of the site. This information and these materials have not been verified or approved by us. The views expressed by other users on our site do not represent our views or values.
1.5Auction Procedure
1.5.1.1The Company manages the start and close of the auction in all cases.
1.5.1.2The Company reserves the right to cancel or change scheduled auctions without notice.
1.5.1.3The Company is entitled to cancel an auction at any time without providing an explanation and without constituting a basis for monetary claims against the Company. Such cancellations may take place both before and during the auction. Completed auctions cannot be cancelled.
1.5.1.4Extended auction
1.5.1.5The Company lists vehicles that are not sold at the ordinary auction under the "Extended auction".
1.5.1.6The Extended auction serves as a catalogue of vehicles which have been offered but not yet sold via the Company.
1.5.1.7All users can bid via the extended auction. If a user bids via the Extended auction, the Terms and Conditions for Purchasers at the auction apply.
1.5.1.8All bids are binding.
1.5.1.9Vehicles will be listed on the Extended auction for as long as the Company feels appropriate.
1.5.1.10In the extended auction, unlike the ordinary auction, the Vendor must approve a bid before a sale agreement is binding.
1.5.1.11If the Company arranges an agreement between the Purchaser and Vendor at the extended auction, or in any other way, these Terms and Conditions apply.
1.5.2Bidding regulations
1.5.2.1All vehicles offered in the auction will be sold provisionally, pending availability with the Vendor; sales will be confirmed within two hours of the auction ending.
1.5.2.2Bids entered are binding on the bidding party. The Purchaser chooses the maximum amount they wish to bid at the auction. If the bid is less than or equal to the Vendor's reserve price, the full bid is immediately registered as the highest bid. If the bid is above the reserve price, the reserve price is immediately registered as the highest bid.
1.5.2.3When there are two or more bids equal to or above the reserve price, the bidder who has outbid the others (by the fixed bid increment specified on the auction) is entitled to the vehicle. If two bidders enter the same bid, the first bid received will become the highest bid.
1.5.2.4If a bid higher than the bid entered has already been made, the bid entered will be immediately outbid.
1.5.2.5Bids cannot be reduced or cancelled once they have been made.
1.5.2.6All bids entered are recorded and may be stored by the Company for as long as the Company wishes.
1.5.2.7The auctioneer reserves the right to bid on behalf of the Vendor
1.5.2.8If there are any matters of dispute in relation to a bid, these will be finally decided with binding effect by the Company.
1.5.2.9Subject always to the Company’s right to cancel set out in condition 1.5.1.3, once a bid has been entered on a vehicle which is equal to or above the Vendor's reserve price, a binding agreement exists between the Vendor and the highest bidder and both parties are obligated to complete the sale transaction. The Vendor is thereby obligated to supply the vehicle in the condition described to the highest bidder and the highest bidder is obligated to accept and pay for the vehicle. This is also the case if an agreement is arranged through the Company customer centre or by the Company in any other way.
1.5.3Auction Pricing
1.5.3.1The Vendor sets their own price. If the Company manages in any way to procure a Purchaser willing to pay the reserve price or above for the registered vehicle as described, the Vendor is obligated to sell. This is also the case if the Vendor accepts a lower bid by agreement with the Company.
1.5.3.2The Company reserves the right to refrain from approving any vehicle without notice or subsequently remove the vehicle from the auction if the Company believes the price entered is too high. Where the price is too high, the Company will recommend a new price.
1.5.3.3The contract of sale is not the sales invoice. The sales invoice will be sent separately after the auction and will display the vehicle sales price plus any applicable fees.
1.6Vendor's Obligations - all sales
1.6.1In consideration of being allowed to use/sell by the Systems the Vendor shall:
1.6.1.1supply the Company (by e-mail or such other method as the Company may determine) with the correct VAT status and full accurate and true description and details of any Vehicle which it wishes to sell, as the Company may from time to time require. The Vendor shall indemnify the Company against any liability incurred by the Company as a result of the VAT status of any vehicle being incorrectly notified to the Company.
1.6.1.2ensure that any Vehicle which it offers for sale through the Systems has a V5 (registration document) current MOT (if the vehicle is old enough to require an MOT) manuals and service book and a service history (where available) unless otherwise disclosed to the Company (by e-mail or such other method as the Company may determine) when offered for sale
1.6.1.3ensure that all details of any Vehicle which it endeavours to sell through the Systems meet the vehicle Criteria (see “Third Schedule – Vehicle Criteria”)
1.6.1.4ensure that Vehicle is removed from all retail websites as soon as the sale is agreed. Failure to do so, resulting in the Purchaser rescinding the deal, will result in the Vendor being liable to pay the Company's Cancellation Fee
1.6.1.5ensure that any Vehicle sold through the Systems must, regardless of distance travelled, remain of sound mechanical condition until the vehicle is delivered with the Purchaser and the After Sales Complaints period has expired.
1.6.1.6pay the fees due to the Company from the Vendor under the terms of this agreement in respect of any Vehicle which it offers for sale through the Systems (if the sale monies are received by the Company then the Company is hereby irrevocably authorised to retain any monies that it is owed by the Vendor from such receipts before accounting for the same to the Vendor)
1.6.1.7comply fully with the Conditions so far as applicable to a Vendor and any regulations that the Company may from time to time impose in relation to the use of the Systems
1.6.1.8keep the Company fully and effectually indemnified against any losses or expenses that the Company may incur in relation to the Vehicle or as a result of any breach by the Vendor of any of its obligations hereunder
1.6.1.9comply with any decision of the Inspector under the After Sales Complaints Procedure and in particular to bear the cost of any works required to any Vehicle which the Inspector considers to be the responsibility of the Vendor
1.6.1.10agree to the Company operating a self-billing system in respect of Vehicles sold through the Systems. Acceptance of these Terms and Conditions includes acceptance to this self-billing system. Any change or cancellation to the Vendor’s VAT registration number should be notified immediately to the Company.
1.6.1.11accept liability for damage proven to be present at collection. Inspections comprise of text and photographs which can be verified with time and date data stamps. Where possible and allowing for the various weather conditions and states of cleanliness of the vehicles, the agent will appraise to the best of their ability. However, due to the aforementioned factors, some damage may be missed that is captured on the images taken and on review can be seen.
1.7Fees for Using the System
1.7.1There will be no charge to Vendors for entering Vehicles onto the Systems
1.7.2On the sale of a Vehicle through the Systems by a Vendor, the company will deduct the Vendor’s seller fee from the payout of the vehicle
1.7.3When the Vehicle is purchased through the Systems by a Purchaser then the Purchaser will pay the Company the Buyers Fee
1.7.4When the Vehicle is purchased through the Systems by a Purchaser then the Purchaser will pay the Company the Transport Fee for delivery of the vehicle to a specified mainland UK location
1.7.5Where the vehicle is a plug in electric vehicle (PEV) or at the Company's discretion, where a vehicle is not wholly fuelled by Diesel or Petrol, the vehicle will be subject to delivery via a transporter, the cost for which will be quoted to the Purchaser at the point of purchase
1.7.6If the Purchaser opts out of using the Company’s transport procedure, then the Purchaser will pay the Company the Self Collection Transaction Fee along with the Buyer Fee.
1.7.7When the vehicle is purchased through the Systems by a Purchaser who is not set up with the Company’s Direct Debit scheme, then the Purchaser will pay the Company the Non-Direct Debit Transaction Fee
1.7.8In the event of incorrect details of a Vehicle being entered onto the Systems by a Vendor, the Company may (at its absolute discretion) charge an Administration Fee which the Vendor will pay on demand
1.7.9The fees stated above include Title Indemnity and delivery within the mainland of the United Kingdom
1.7.10Payments are due on the date of transaction. If payment is delayed, The Company will use a third party to recover the money.
1.8Purchaser's Obligations – all purchases
1.8.1In consideration of being allowed access to the Systems to view details of Vehicles being offered for sale by Vendors the Purchaser shall:
1.8.1.1pay to the Company all fees payable hereunder by a Purchaser in respect of any Vehicle which the Purchaser has agreed to purchase from a Vendor through or as a result of using the Systems
1.8.1.2comply fully with the Conditions so far as applicable to a Purchaser and any regulations that the Company may from time to time impose in relation to the use of the Systems
1.8.1.3pay for Vehicles purchased by electronic funds transfer or other agreed method no later than three working days after the day upon which the sale is agreed, for Purchasers not yet on Direct Debit.
1.8.1.4accept that where payment is outstanding after a period of five working days from the time of the sale the Vendor may rescind the contract of sale and the Vendor may re-sell the Vehicle (through the Systems or in any other way) without notice to the Purchaser and the Company may also withdraw the Purchaser's facility to trade on the Systems and the Purchaser will be obligated to pay the Company’s Cancellation Fee.
1.8.1.5To receive delivery of every Vehicle which it purchases through the Systems at such times on working days between the hours of 8.00 a.m. and 6.00 p.m. as the Vehicle may arrive either at the Purchaser's premises or at a nominated UK mainland port (see clause 1.9.1.3)
1.8.1.6If the Purchaser elects to opt-out of the Company’s managed transport procedure and collects the vehicle from the Vendor themselves, it is the Purchaser's responsibility to ensure that the vehicle meets the condition which was agreed at the point of sale. If this is not the case, the Purchaser must inform the Company before leaving the Vendor’s premises, once the vehicle has left the Vendor’s premises, this is deemed as acceptance of the vehicle condition and no further assistance will be provided by the Company.
1.8.1.7If the Purchaser elects to opt-out of the Company’s managed transport procedure and collects the vehicle from the Vendor themselves, it is the Purchaser's obligation to ensure all relevant documentation and equipment pertaining to the vehicle is collected. Autorola will not be held responsible for items agreed at the point of sale which were not collected with the vehicle.
1.9The Company's Obligations
1.9.1The Company will:-
1.9.1.1supply prompt administrative and logistical support
1.9.1.2except where the Purchaser elects to opt-out of the Company’s managed transport procedure, deliver any Vehicle sold from the Vendor to the Purchaser (provided this is within the mainland United Kingdom) within four working days of the Company receiving cleared funds for the sale
1.9.1.3where the Purchaser wishes the Vehicle to be delivered somewhere other than within mainland United Kingdom to deliver the Vehicle to a port within mainland United Kingdom of the Purchaser's choice. Onward transport from that port will be at the responsibility risk and cost of the Purchaser
1.9.1.4provide Title Indemnity in respect of the Vehicle
1.9.1.5operate the After Sales Complaints Procedure in accordance with the Second Schedule
1.9.1.6with regard to Vehicles sold for Vendors through the Systems - account to Vendors for the Agreed Selling Price within four working days of receiving cleared funds for the sale from the Purchaser and the vehicle being delivered to the Purchaser provided always that the Company shall be entitled to deduct from any such monies any fees payable or sums due to the Company by or from that Vendor
1.9.1.7hold on trust for the Vendor and Purchaser, in a separate bank account (designated as a trust account), any funds received from the Purchaser, for the sale of a Vehicle sold for the Vendor which the Company shall either pay to the Vendor or return to the Purchaser in accordance with these Conditions and the First Schedule - Autorola Sales and Purchase Procedure.
1.10Liability for goods in transit
1.10.1Except where the Purchaser elects to opt-out of the Company’s managed transport procedure, subject to clause 1.13, the Company or its sub-contractors will be wholly responsible for any damage which may occur to any Vehicle in transit between the Vendor and the Purchaser or in the case of a delivery to a port at the request of a Purchaser in transit between the Vendor and the port subject to the Company's vehicle appraisal document identifying the damage being signed upon receipt of the said Vehicle.
1.11Penalties for Mis-description
1.11.1In the event of a Vehicle being mis-described by the Vendor then:-
1.11.1.1if the mis-description results in the Vehicle not being available or being found to be mis-described when inspected on collection for delivery , then if the delivery is aborted the Vendor will pay to the Company the Aborted Delivery Fee to cover the Company's costs for dealing with the aborted delivery.
1.11.1.2If as a result of the Vehicle not being available or being mis-described the sale is subsequently cancelled (following Arbitration or otherwise) the Vendor shall also pay to the Company the Cancellation fee. It is the Vendor’s obligation to collect the vehicle from the Purchaser or pay for the return “Transport Fee”.
1.11.1.3payment of the fees referred to in clauses 1.11.1.1 and 1.11.1.2 shall not in any way lessen the Vendor's contractual liability to the Purchaser for failing to supply a Vehicle which it has contracted to sell to the Purchaser
1.12Additional Mileage
1.12.1Vehicles purchased under the Systems are likely to be delivered by road on trade plates. As a result the mileage shown on the odometer at the time of delivery will be higher than that disclosed on the Systems
1.13Disclaimer/Limit of Company's Responsibility
1.13.1Subject to clause 1.13.5, the Company shall not be responsible for:
1.13.1.1the failure or inability of any party to log into or access information on the Systems even where such failure is as a result of error or negligence on the part of the Company
1.13.1.2any loss suffered by the Purchaser as a result of mis-description of any Vehicle by the Vendor or for any other loss suffered by the Purchaser resulting from the use of the Systems and the Purchaser accepts that any contract to purchase a Vehicle is a contract with the Company acting as agent of the Vendor and not in its own capacity
1.13.1.3any loss suffered by the Vendor as a result of the Purchaser cancelling their Direct Debit or not paying for the vehicle within five working days from the agreed point of vehicle sale. The Company is acting as an agent of the Vendor and not in its own capacity. The agreed sale of vehicle will be rescinded and the Company will withdraw the Purchaser’s facility to trade on the systems
1.13.1.4any loss suffered by the Purchaser if the Vendor fails to complete the transaction. The Company is acting as an agent of the Vendor and not in its own capacity.
1.13.2The Company shall be under no duty to the Purchaser to make any enquiries of any nature whatsoever as to the title of any Vehicle or to disclose to the Purchaser or any other person whatsoever the result of any enquiry made in respect of any Vehicle such enquiry being made entirely at the discretion of the Company
1.13.3The Company is under no obligation to carry out an after sales complaints procedure if the Purchaser opts out of the Company’s managed transport procedure and collects the vehicle from the Vendor themselves. In choosing self-collection, the Purchaser forfeits the “After Sales Complaints Procedure and Conditions” as set out in the “Second Schedule”
1.13.4Subject to clause 1.13.5, the Company’s total liability to the User shall not exceed £5,000.
1.13.5Nothing in these Terms and Conditions limits or excludes any liability of the Company which cannot legally be limited, including but not limited to liability for:
1.13.5.1death or personal injury caused by its negligence or the negligence of its employees, agents or subcontractors;
1.13.5.2fraud or fraudulent misrepresentation;
1.13.5.3breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession).
1.14Increase in the Fees
1.14.1The Company may at any time increase any of the Fees by giving users of the Systems one weeks’ notice on the Systems of the proposed increase or increases
1.15Title Indemnity
1.15.1The Company will at its cost arrange Title Indemnity for the Purchaser in respect of any Vehicle purchased by the Purchaser
1.15.2The Purchaser shall notify the Company in writing within three working days (time to be of the essence) after receiving the Vehicle if the VIN/Chassis/frame number of the vehicle purchased differs from that shown on the registration document or if there has been any alteration or apparent alteration of such VIN/Chassis/frame number or if the VIN/Chassis/frame number is not in the usual place or if any apparent alteration has been made to the details shown in the registration document.
1.15.3Failure to notify the foregoing will:
1.15.3.1in respect of the particular Vehicle bring to an end the Company's obligation to provide Title Indemnity and invalidate any Title Indemnity already in place
1.15.3.2not operate to release the Vendor from liability to the Purchaser or its assignee in respect of any warranty given by the Vendor whether express implied or statutory or otherwise as to the Vendor's title and right to sell the Vehicle.
1.15.4In the event of the Company or the insurers making settlement to the Purchaser under the terms of this indemnity the Purchaser shall be deemed to have assigned all rights of action against the Vendor to the Company or (as the case may be) the insurers and shall assign them formally if called upon to do so
1.16Title
1.16.1Title to each Vehicle shall pass to the Purchaser on delivery to the Purchaser or to the port nominated by the Purchaser in accordance with condition 1.9.1.3 except where the Purchaser elects to opt-out of the Company’s managed transport procedure, in which case title shall pass when the Vehicle is made available for collection by the Purchaser, subject in all cases to the Company receiving cleared funds in full payment for that Vehicle.
1.17Force majeure
1.17.1If the Company so elects the Company will be released from its obligation to deliver a Vehicle or Vehicles in the event of national emergency, war, prohibitive governmental regulation or any other cause beyond the control of the Company which renders delivery of that Vehicle or those Vehicles in accordance with the terms of this contract impossible or uneconomic for the Company whereupon:
1.17.1.1Any money paid to the Company or the Vendor in respect of that Vehicle or those Vehicles shall be refunded to the Purchaser
1.17.1.2The contract between the Vendor and the Purchaser in respect of that Vehicle or those vehicles shall be null and void
1.18Value Added Tax
1.18.1Where VAT is payable on goods or services supplied pursuant to these terms and conditions, it shall be payable in addition to the stated price, unless otherwise specifically agreed.
1.19Self-billing Agreement
1.19.1The company is permitted by HM Customs and Excise to operate a self-billing system in respect of Vehicles sold through the Systems. Operation of this system is only permitted if the Vendor agrees to the Company doing so. Acceptance of these Terms and Conditions includes acceptance to this self-billing system. Any change or cancellation to the Vendor’s VAT registration number should be notified immediately to the Company.
1.20Whole agreement
1.20.1This Agreement and these Conditions contain the whole agreement between the Company the Vendors and the Purchasers in relation to contracts for the sale of the Vehicles and none of them have relied upon any oral or written representation made to it by any of the other parties or their respective employees or agents
1.21Headings
1.21.1Headings contained in this Agreement are for reference purposes only and should not be incorporated into this Agreement and shall not be deemed to be any indication of the meaning of the clauses and sub-clauses to which they relate
1.22Joint and several
1.22.1All agreements on the part of any of the parties which comprises more than one person or entity shall be joint and several and the neuter singular gender throughout this Agreement shall include all genders and the plural and the successors in title to the parties
1.23Proper law and jurisdiction
1.23.1Users may only use the Systems for correct and lawful participation. Any violation can be expected to lead to liability and legal prosecution.
1.23.2This Agreement shall be governed by the law of England and Wales in every particular including formation and interpretation and shall be deemed to have been made in England
1.23.3Any proceedings arising out of or in connection with this Agreement may be brought in any court of competent jurisdiction in London
1.24Marketing
1.24.1The Company may at any time, contact both Vendors and Purchasers with marketing communications, via telephone, facsimile, email or other methods of communication (including affiliate partners), as may be deemed necessary. In accordance with the Data Protection Act 1998 and successor legislation and with the Telecommunication (Data Protection and Privacy) (Direct Marketing) Regulations 1998 and successor regulations, the company operates an in-house ‘unsubscribe’ listing for those companies and/or individuals who do not wish to receive such marketing communications. Should any party wish to be excluded from circulation, communication should be made, in writing, to the company. Acceptance of these Terms and Conditions deems acceptance to receiving marketing communications.

2

FIRST SCHEDULE: A step by step breakdown of Autorola Sales and Purchase Procedures

2.1Initial Enquiry
2.1.1Prospective Purchaser finds vehicle on Autorola systems and either places a bid online or contacts the Autorola customer centre with registration number to confirm vehicle details/availability
2.1.2Autorola customer centre contacts selling dealer to confirm vehicle details/availability. Also confirm that the vehicle has a V5 and where applicable, a current MOT. Note that vehicles will not be transported without this documentation
Tip for Purchaser: If it is important that a vehicle has particular specification or history, you should specify at this point so we can check for you
Tip for Vendor: You should inform our sales staff of any damage to the vehicle at this point – it is best to report all damage no matter how minor it may seem
2.2Vehicle Purchase
2.2.1Sales and purchase confirmation and associated invoices are emailed to Vendor and Purchaser
2.2.2Funds will be taken automatically by Direct Debit on the date of the agreed purchase for the cost of the vehicle plus the transport fee, funds will leave your account two working days after the agreed purchase date (please note that monies received are held in a ring-fenced secure ‘client’ holding account until the vehicle has been delivered).
2.2.3Transport is arranged by Autorola once funds are received from the purchasing dealer
Tip for Purchaser: If you have agreed a particular specification, history etc, it is prudent to write it on your order
If a Direct Debit is not yet in place with Autorola funds must be paid by purchasing dealer for cost of vehicle plus the transport fee within three working days of order, failure could result in a cancelled sale
If you do not yet have a Direct Debit in place you will be charged a non-Direct Debit penalty of £100+VAT in addition to the standard buyers fee
If you wish to collect the vehicle yourself you will be charged a Self Collection Fee of £50+VAT in addition to the Buyers Fee. Please note that by opting out of the Company’s approved delivery service you forgo the 24 hour grievance period, please refer to "Purchaser's Obligations" for further details.
Tip for Vendor and Purchaser: Any damage or agreed specification will be noted on paperwork – each dealer should check these notes as they form the basis of the deal.
2.3Collection & Delivery
2.3.1Delivery company emails and SMS messages selling dealer to confirm collection one day prior to pick up.
2.3.2Delivery driver thoroughly appraises vehicle on collection noting any damage/missing items on PDA or collection sheet. An authorised member of staff from the selling dealer must sign this completed document
2.3.3The delivery driver will contact Autorola to obtain authorisation to move the vehicle – if there is any damage or missing items they will be reported to Autorola
2.3.4Vehicle is delivered to the purchasing dealer within 4 working days of received funds
2.3.5An authorised member of staff from the purchasing dealer appraises the vehicle and marks any damage/missing items on delivery document
Tip for Vendor: If either the vehicle or its documents are not available for movement, then the delivery may be aborted and an abort charge will apply.
Please ensure that the vehicle being collected is clean and allow the driver a dry area to appraise the vehicle in bad weather
The V5 and MOT (if applicable) must be given to the delivery driver to take with the vehicle – do not post these documents or expect the vehicle to be moved without them
Tip for Purchaser: Any damage/missing items not noted on delivery document will not be acknowledged in relation to any grievance (see next section). If the vehicle is dirty or wet, we recommend that you clean/dry it before appraising it to ensure any damage is not missed
If you are collecting the vehicle yourself it is your responsibility to ensure that you or your transport company collect the V5, spare keys and other relevant documentation with the vehicle. Any grievances must be reported at the point of collection. Any grievances which are reported after the vehicle has left the Vendor's premises will not be upheld.
2.4Post Delivery
2.4.1If Purchaser has any grievance or concerns with the vehicle once delivered, it must be raised with the Company within 24 hours of delivery and a completed grievance form must be submitted along with an estimate of repair costs - any grievances raised after the 24 hour period are void as are any grievances relating to visible damage/missing items not noted on the delivery document
2.4.2The Autorola Team will endeavour to recover repair costs for any grievance in line with Autorola Terms and Conditions.
2.4.3If the condition of a vehicle is disputed between both parties, an independent inspection can be carried out to establish the actual vehicle condition. The party found to be in the wrong will be liable to pay the inspection costs and the grievance procedure will apply as per the Terms and Conditions
2.4.4Once any grievance has been settled and/or vehicle is clear of finance, Autorola will pay the Vendor for the vehicle (less the Autorola sellers fee) directly into the Vendor's bank account
Tip for Purchaser: A vehicle can only be rejected if the description/condition of the vehicle is significantly different to the original description
Tip for Purchaser and Vendor: You should make yourselves familiar with the ‘Third Schedule - Vehicle Criteria’ in the Autorola Terms and Conditions to understand what is and isn’t acceptable condition of a vehicle.

3

SECOND SCHEDULE: After Sales Complaints Procedure and Conditions

3.1Complaints period
3.1.1The Purchaser must inspect the vehicle at point of delivery along with the transport agent and mark any cosmetic damage/faults on the PDA or delivery sheet. The Company is to be notified of any alleged grievance immediately. Within 24 hours of delivery the Company is to be notified of any mechanical issues not immediately apparent. Time is of the essence in this respect and no complaints may be made after this time has expired.
3.2Notification procedure
3.2.1The Purchaser must contact the Company within 24 hours of vehicle delivery, either via email or telephone, to request a grievance form (which will be in any such form as the company may from time to time stipulate). The Purchaser must then complete and return the Autorola grievance form to grievances@autorola.co.uk, along with all supporting evidence, photographs etc. within 24 hours of receipt of the form. Any forms returned without supporting evidence and photographs will be deemed as incomplete and the claim shall not be upheld by the Company.
3.3Major defects/material misrepresentation
3.3.1If a Vehicle is sold with a major defect not disclosed prior to sale or has been materially misrepresented by the Vendor and the Company agrees that there is a major defect which was not disclosed or that there has been a misrepresentation it need not be accepted by the Purchaser in which case the Company shall immediately return to the Purchaser all monies received for the Vehicle and the Vendor shall pay the Cancellation Fee to the Company
3.4Independent Inspection
3.4.1If as a result of a complaint raised by a Purchaser under the After Sales Complaints Procedure the Company at its absolute discretion considers that an Inspection is required then it will instruct an Inspector to carry out an Inspection of the Vehicle and the Inspection Fee will be apportioned between the Vendor and the Purchaser at the absolute discretion of the Company after the Company has considered the Inspector's report and assessed the extent to which the complaint was valid. If the Company considers that there is no validity in the complaint then the whole of the Inspection Fee shall be borne by the Purchaser but if on the other hand the complaint was in the opinion of the Company wholly justified then the costs will be borne by the Vendor
3.5Works to Vehicle
3.5.1In order that the Company may arrange for an Inspection the Purchaser must leave the Vehicle untouched from the time it is delivered to the Purchaser by the Company until the expiry of three working days from the Purchaser providing the Company with the completed grievance form
3.5.2The Purchaser must not allow any repair or other work to be started on the Vehicle until it has received authorisation from the Company to do so. If works are commenced without authorisation then the Purchaser shall be deemed to have accepted the Vehicle in the condition in which it was delivered and shall not be entitled to pursue any complaint under the after sales complaints procedure
3.5.3Repair quotes and invoices submitted to the Company shall be at cost and net of any retail margin
3.5.4The Vendor shall not be responsible for any claims where the Vehicle satisfies the Vehicle Criteria or where the Vehicle complies with the description given on Autorola Limited
3.5.5Where the Company sanctions the replacement of parts then it is also entitled to insist upon the replaced parts being returned to the Company at the cost of the Vendor
3.6Invalid Complaint
3.6.1Where a Vehicle is inspected by an Inspector and found to meet the Vehicle Criteria or to be commensurate with the age mileage and description of the Vehicle as stated on Autorola Limited then the claim shall be deemed void and the Purchaser shall pay to the Company a sum equal to the Cancellation Fee to cover the Company's costs for dealing with the complaint
3.7Arbitration
3.7.1Where there is a disagreement over the interpretation of the Vehicle Criteria or the condition of a Vehicle commensurate with the age mileage and description shown on Autorola Limited then the Inspector shall be asked to arbitrate. The Inspector's decision shall be final. The Arbitration Fee shall be met by the party adjudicated by the Company to be at fault or apportioned between the Vendor and the Purchaser as the Inspector considers fit

4

THIRD SCHEDULE: Vehicle Criteria

4.1Overall Condition
4.1.1Vehicles should be complete and to the original manufacturers’ specification
4.1.2Any replacement components should conform to the manufacturers’ specification in force at that time and applicable to that specific vehicle
4.1.3All cars should be clean and free from dirt on both the interior and exterior
4.1.4Vehicles will be mechanically sound
4.1.5Paint colours will match and meet manufacturers’ original finish and specification.
4.2Bodywork
4.2.1All bodywork and paintwork must be maintained to a good standard commensurate with the age and mileage of the vehicle
4.2.2Acceptable as fair wear and tear:-
  • Minor stone chips to forward facing surfaces of bonnet valance wings and wheel arches
  • Minor scratches which can be polished out
  • Minor dents on any panel e.g. through careless opening of car doors in car parks which can be viewed on a bodyline check only
4.2.3Not acceptable:-
  • Scratches through to primer
  • Stone chips or scratches which have spread to adjacent areas
  • Dents which can be viewed over and above the bodyline check i.e. from a two metre side on appraisal
4.3Interior Trim
4.3.1The interior trim must be maintained to a good standard commensurate with the age and mileage of the vehicle
4.3.2All items of interior trim must be free of burns, stains, rips, tears and major scuffing
4.3.3Burns penetrating seat covers floor coverings or any other trim areas are not acceptable. Minor scorch marks if not in a prominent area are acceptable
4.3.4Any repairs to seat covers must be to an acceptable standard
4.4Windscreen
4.4.1Any cracks in the front windscreen are unacceptable
4.4.2Some chips other than in the area directly in line of sight of the driver are acceptable
4.4.3Any repair to the windscreen must comply with British Standard BS AU 242a 1998
4.5Rubbing Strips/Bumper Sections
4.5.1Acceptable as fair wear and tear:-
  • Light abrasions to bumpers and body protection mouldings are acceptable
4.5.2Not acceptable:-
  • Cracked, split, dented or loose bumpers or body protection mouldings are not acceptable
4.6Wheels
4.6.1The correct wheels tyres and/or wheel trims for the model must be fitted
4.6.2Tyres must be in good condition, free from cuts distortion and meet minimum legal requirement (taking into account the driven transportation to the Purchaser)
4.6.3Steel and alloy wheels and trims must be in good condition with only light rim damage due to kerb contact although only one such instance on any one wheel is acceptable
4.6.4Spare wheel (if applicable) must meet requirements as specified
4.6.5Where vehicles have locking wheel nuts, the associated key must be supplied with the vehicle
4.7Tools and Equipment
4.7.1Jack, tools and/or puncture repair equipment must be in working order and supplied with the vehicle to manufacturers’ original specification
4.8Electrical
4.8.1All fitted electrical equipment must be in good working order and as per manufacturers’ original specification
4.8.2All in Car Entertainment must be in good working order and be of the of the correct type relative to the manufacturers original specification
4.8.3Any removable items relating to electrical equipment (SD cards for Sat Nav etc) must be supplied with the vehicle
4.9Keys
4.9.1One remote key (if applicable) will be supplied as a minimum
4.10Service Book
4.10.1Will be supplied with the vehicle (if applicable)
4.11Number Plates
4.11.1Light cracks not affecting rigidity or security of fixings are acceptable. Heavily cracked distorted broken or holed plates are chargeable
4.11.2All plates must meet legal spacing requirements

5

Privacy Notice

5.1Introduction
5.1.1Detailed privacy notice for personal information collected by Autorola.
When you use Autorola services we use your personal information. This privacy notice tells you, the “data subject”, how we use your personal information. Protection of your personal information is important and we encourage you to read this privacy notice. If you have trouble reading this privacy notice or require help to understand it, please contact us (telephone: 01625 507000) and we will help you the best we can. We also use cookies. Please click on the Cookie Icon in the bottom left corner of the screen for details on how we use cookies.
5.2Contact
5.2.1The company collecting your data, known as the controller, is:

Autorola Ltd
Oakfield House
Tytherington Business Park
Macclesfield, Cheshire, SK10 2XA
Tel: 01625 507000
Email: dataprotectionmanager@autorola.co.uk


Autorola Ltd is part of a group of companies including:

Autorola A/S,
Skibhusvej 52A
DK-5000 Odense C
Denmark
Tel: +45 70 20 16 61
Email: kundecenter@autocom.dk

This Privacy Notice is issued on behalf of the Group so there may be times when the controller or ‘us’ or ‘we’ in this Privacy Notice means Autorola A/S, but we will tell you if this is the case. Autorola Ltd is the controller and responsible for the website https://www.Autorola.co.uk. We have appointed a data protection manager who is responsible for overseeing questions in relation to this privacy policy. If you have any questions about this privacy policy, including any requests to exercise your legal rights, please contact the data protection manager using the UK contact details set out above.
5.2.2If you have a complaint regarding the way we treat your information, which we cannot help you with, you should contact the data protection authority:

The Information Commissioner's Office
Water Lane, Wycliffe House
Wilmslow - Cheshire SK9 5AF
Tel: +44 1625 545 745
e-mail: international.team@ico.org.uk
Website: https://ico.org.uk

5.2.3Your personal information is protected by law through the General Data Protection Regulation (REGULATION (EU) 2016/679 OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation)
5.3People who sign up to Autorola services
5.3.1When signing up as a user of Autorola services you enter into an agreement in which Autorola requires your personal information to perform its obligations to you. Your information will be used for the performance of Autorola services to verify your identity and to provide you with access to relevant IT systems.

We collect your name, address, email, telephone number, and bank details.


Unless there is a legal claim we intend to delete, or anonymize, the data collected from you while browsing our sites 1 year after your last login or 5 years after you last purchased or sold any vehicle or goods. Please allow a margin of time as we do not check for information to delete every day.
5.3.2There are certain cases where we share your personal information, collected when signing up to Autorola services, with third parties in order to perform the agreed service. These cases include, but are not limited to, when you sell or purchase vehicles or goods, when you fail to pay legitimate invoices from Autorola, when we invoice, when we refund payment, when asked by the authorities in relation to crime investigations and more.

The categories of recipients are:

  • Financial auditors
  • Buyer of vehicles or goods you sell
  • Seller of vehicles or goods you buy
  • Our bank
  • Our debt collection company
  • Our debt recovery company
  • Digital contract signing company
  • Government or legal authorities
  • Our partners hosting our web sites and Internet services
  • Our data backup partners
  • SMS service providers
  • Car parks where you retrieve or deliver vehicles or goods
  • Transport companies transporting vehicles to or from you
5.3.3We will transfer the vehicle registration certificate to countries outside of the EU union in the cases where you sell vehicles or goods outside of the EU union. The Purchaser requires the vehicle registration certificate to transfer the vehicle to a new owner and therefore we transfer the certificate to the new owner in order for the new owner to establish the legal claim over the vehicle. Autorola uses a standard contractual clause to ensure proper protection of your personal information in absence of an adequate decision pursuant to Article 45(3) of the GDPR.
5.4People browsing our web sites
5.4.1We collect information on which pages you visit, which vehicles you look at, which vehicles you add to your favourite list, which campaign brought you to our sites etc. This is used to recommend relevant vehicles to you, for marketing purposes and to optimize the user experience and flow with the goal of improving sales. We also use the information collected to suggest potential Purchasers to our sales team.
5.4.2Unless there is a legal claim we intend to delete, or anonymize, the data collected from you while browsing our sites 1 year after your last login or 5 years after you last purchased or sold any vehicle or goods. Please allow a margin of time as we do not check for information to delete every day.

We have a legitimate interest in optimizing our sales which is a legal reason to collect and process your information based on your browsing our web sites.
5.4.3We use third party services to build anonymous statistics for usage of our websites. We also use cookies. Please see our Cookie Policy for details on how we use cookies.
5.5People using Autorola Service Desk or by other means asking for support
5.5.1Autorola offers support and help in order to ensure you have a good experience when using our IT systems and services and to ensure you can get issues resolved in a timely manner.

We are always happy to help when you have issues with our services. We have a legitimate interest in helping our customers to use our services.

We use third party systems for tracking our support requests and the personal information you provide for support purposes might be stored at an external partner.

In cases where you request support for a sub system we might have to share the personal information you provide for support purposes in order to get the required support from our partners.

We will delete, or anonymize, the personal information you provide for support purposes a maximum of two years after your requests have been resolved.
5.6People who act unprofessionally
5.6.1We keep an internal record of users who breach these terms and conditions. This includes but is not limited to: refusal to pay justified Buyers or Sellers fees; and fraudulent activity.

This information will be used to assess if we can continue to do business with the offending party.

We have a legitimate interest in keeping our services professional, which means that we try to ensure that our Purchasers and Vendors are acting professionally.
5.6.2In cases where a law has been broken or there is a legal claim, we will share this information with relevant parties like:

  • Government or legal authorities
  • Tax authorities
  • Lawyers
  • INTRASTAT

This information can also be relevant for financial auditing as it might be used as documentation for loss of profit. In this case the information will be shared with:

  • Financial auditors
5.6.3Unless there is a legal claim, or the offence is so severe that there is legal justification for a longer retention period, we intend to delete or anonymize this information 6 years after you last purchased or sold any vehicle or goods. Please allow a margin of time as we do not check for information to delete every day.
5.7People buying and selling vehicles
5.7.1When an auction ends, Autorola will try to contact potential Purchasers as well as the Vendor and try to negotiate the sale.
5.7.2We will transfer your contact information to countries outside of the EU union in the cases where you purchase or sell vehicles or goods outside of the EU union.

Autorola uses a standard contractual clause to ensure proper protection of your personal information in absence of an adequate decision pursuant to Article 45(3) of the GDPR.
5.7.3Unless there is a legal claim we intend to delete, or anonymize, the data collected from you after 5 years after you last purchased or sold any vehicle or goods. Please allow a margin of time as we do not check for information to delete every day.
5.7.4Autorola is legally obligated to report imported and exported goods to INTRASTAT in which case we provide them with the necessary personal information required by law.

Autorola is legally obligated to deregister vehicles before export or document that it has been done. When deregistering, your personal information will be shared with the relevant authorities.
5.8Your rights
5.8.1In accordance with the law you have the following rights in relation to your personal data used by Autorola:
5.8.2Right to request erasure
Autorola will delete or anonymize your personal information when requested. The deletion of your personal data will be done as soon as possible within one month of receiving your request.

Exceptions
Autorola is only obligated to delete your data if Autorola is not obligated by law to keep the information and one of the following applies:

  • The personal data are no longer necessary in relation to the purposes for which they were collected or otherwise processed;
  • You withdraw the consent given for the collection and processing, and where there is no other legal ground for the processing;
  • You object to the processing for direct marketing purposes;
  • Your personal data have been unlawfully processed;
  • Your personal data have to be erased for compliance with a legal obligation in law to which Autorola is subject;
5.8.3Right to restriction of processing
Autorola will stop processing your personal data on your request.

Exceptions
Autorola is only obligated to stop processing your data while one of the following applies:

  • The accuracy of the personal data is contested by you, for a period enabling Autorola to verify the accuracy of the personal data;
  • The processing is unlawful and you oppose the erasure of the personal data and requests the restriction of their use instead;
  • Autorola no longer needs the personal data for the purposes of the processing, but they are required by the data subject for the establishment, exercise or defence of legal claims;
  • You have informed Autorola of infringement on your interests, rights and freedoms pending the verification whether the legitimate grounds of Autorola override yours.
5.8.4Right to rectification
If you find that we have wrong personal information let us know and we will correct the information.
5.8.5Right of access by the data subject
It is your right to have a copy of the personal data Autorola has on you. We will provide it digitally unless requested otherwise. More rules apply for visibility into your personal data but all the required information should be covered above. The copy of your personal data will be delivered as soon as possible within one month of receiving your request.
5.8.6Right to withdraw consent
Where our collection and use of your personal data is based on your consent you can withdraw that consent at any time by contacting Autorola.
5.8.7Right to data portability
You are entitled to get a copy of your personal data in a machine readable format. Autorola can also send it directly to another company on your request.

Exceptions
Autorola is only obligated to provide your personal data where:

  • The data is provided to Autorola by you,
  • The data collection is based on your consent or a contract in which you are a party and
  • The processing is carried out by automated means (meaning no information on paper).
5.8.8Right to objection
You have the right to object to any processing in relation to direct marketing and where you believe your rights are being violated or there is threat to your freedom.

Exceptions
Autorola can continue to process your personal information where one of the following applies:

  • Autorola demonstrates compelling legitimate grounds for continued processing.
  • Autorola must process your personal information to establish, exercise or defend a legal claim.
  • The legal basis for the processing is not based on a legitimate interest or done in public interest.