1. About These Terms
   1. These terms of use set out the rules for the use of platerpal-connect.co.uk/Portal or such other Portal as determined by PlaterPal Ltd (hereinafter PPL) from time to time. Use of PPL’s Portal is to enable those businesses requiring vehicles to be moved (“Advertisers”) to publicise those requirements on our Portal to logistics providers who are registered on the Portal to commit to complete each vehicle movement (“Suppliers”).
   2. PPL’s role is solely to make the Portal available for your use and PPL is not party to any contract between Advertisers and Suppliers. PPL is not responsible for the performance of any of the vehicle movements or other services or arrangements entered into between the parties using PPL’s Portal.
   3. By using PPL’s Portal, you confirm that you accept these terms of use and that you agree to comply with them. These terms of use apply to your usage of the Portal (including those terms specifically applicable to your subscription to an account as an Advertiser or Supplier) to the exclusion of any other terms that you seek to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.

Section 1: General Terms of Portal Use

1. Information About Us
   1. www.PlaterPal.co.uk, is a Portal owned by PlaterPal Ltd. (“We”, “our”, “PPL”). PPL is registered in England and Wales under company number 11328099 and has its registered office at Oak Tree House, Harwood Road, Northminster, York, YO26 6QU. PPPL’s trading address is BluePit Mill, Queensway, Castleton, Gtr Manchester OL11 2YW .Our VAT number is 295848439.
2. Changes to These Terms
   1. We may revise these terms of use at any time by amending this document. Display of the modified terms of use shall be deemed notice to you. It is your responsibility to check this document from time to time to take notice of any changes we have made, as they are binding on you.
3. Access
   1. Access to our Portal and any services we provide via our Portal is permitted on a temporary basis requiring you have completed an Account Agreement with PPL. We reserve the right to suspend, withdraw or amend the services we provide on our Portal without notice.
   2. From time to time, we may restrict access to some parts of our Portal, or our entire Portal, to users who have an account registered with us. We will not be liable to you if for any reason our Portal is unavailable at any time or for any period.
   3. You are responsible for making all arrangements necessary for you to have access to our Portal. The Portal is intended for use only by those who can access it from within the UK. If you choose to access the Portal from locations outside the UK, you are responsible for compliance with local laws where they are applicable.
   4. You are also responsible for ensuring that all persons who access our Portal through your internet connection are aware of these terms of use and other applicable terms and conditions, and that they comply with them.
4. Availability
   1. We do not guarantee that our Portal, or any content on it, will always be available or be uninterrupted although we intend to provide high availability.
   2. You are solely responsible for evaluating the suitability of any downloads, text or programmes available through this Portal.
5. Data Protection
   1. Any information that we collect about you in respect of your use of the Portal and any services we provide via our Portal will be processed in accordance with our Privacy Policy which is located at https://www.PlaterPal.co.uk/PrivacyPolicy. By using our Portal, you acknowledge that you have read and accept our Privacy Policy and you warrant that all data provided by you is accurate.
   2. Like most interactive Portals, our Portal uses cookies to ease the retrieval of user details for each visit. Cookies are used in some areas of our Portal to enable the functionality of this area and ease of use for those people visiting. Please view our Cookie Policy at www.PlaterPal.co.uk/cookie-policy for more information. 
6. Intellectual Property Rights
   1. We are owner or the licensee of all intellectual property rights in our Portal, and in the material we publish on it. Those works are protected by copyright laws and treaties around the world. All such rights are reserved. Redistribution or republication of any part of this Portal is prohibited, without our written consent.
   2. Nothing in these terms grants you any legal rights in the Portal other than as necessary to enable you to access the Portal. You agree not to adjust, to try to circumvent or delete any notices contained on the Portal (including any intellectual property notices).
7. Content on our Portal
   1. Whenever you make use of a feature that allows you to upload content to our Portal, or to contact other users of our Portal, you must use our site only for lawful purposes. You may not use our Portal:
      1. in any way that breaches any applicable local, national, or international law or regulation.
      2. in any way that is unlawful or fraudulent or has any unlawful or fraudulent purpose or effect.
      3. for the purpose of harming or attempting to harm minors in any way.
      4. to transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam); or
      5. to knowingly transmit any data, send or upload any material that contains viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware.
   2. You also agree not to access without authority, interfere with, damage, or disrupt:
      1. any part of our Portal.
      2. any equipment or network on which our Portal is stored.
      3. any software used in the provision of our Portal; or
      4. any equipment or network or software owned or used by any third party.
   3. Any content you upload to our Portal will be considered non-confidential and non-proprietary, and we have the right to use, copy, distribute and disclose to third parties any such content for any purpose.
   4. We also have the right to disclose your identity to any third party who is claiming that any content posted or uploaded by you to our Portal constitutes a violation of their intellectual property rights, or of their right to privacy.
   5. We will not be responsible, or liable to any third party, for the content or accuracy of any content posted by you or any other user of our Portal. Furthermore, we cannot promise that the Portal will be fit or suitable for any purpose. Any reliance that you may place on the information on the Portal is at your own risk.
8. Disclaimer, Exclusions and Limitations
   1. We shall not be responsible to you for any communication sent by email which is either received late or not received at all. This includes but is not limited to job acceptance emails, job cancellation emails, job change emails, general business emails.
   2. Given the nature of our role in the relationship between Supplier and Advertiser (as further described at Clause 13 below), we accept no liability in connection with a breach of these terms of use by any Supplier or Advertiser. In accordance with Clause 13, the transactions made between Suppliers and Advertisers using the Portal are made at their own respective risk and responsibility.
   3. To the extent permitted by law we hereby expressly exclude:
      1. All conditions, warranties and other terms which might otherwise by implied by statute.
      2. Any liability for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, incurred by any user in connection with our Portal or in connection with the use, inability to use, use of or reliance on any content displayed on the Portal or results of the use of our Portal, any Portals linked to it and any materials posted on it; and
      3. any liability for:
         1. loss of income or revenue.
         2. loss of business.
         3. loss of profits or contracts.
         4. loss of anticipated savings.
         5. loss of use or corruption of software, data, or information.
         6. business interruption.
         7. loss of goodwill.
         8. wasted management or office time; and
         9. any indirect or consequential loss or damage.
   4. Our liability to you shall be limited as follows:
      1. If you are an Advertiser, our liability in respect of any job listing shall be limited to the listing fee paid or payable in respect of that listing and
      2. If you are a Supplier, our liability shall be limited to the fees paid or payable in respect of the job on which the liability arises.
   5. The exclusions and limitations under clauses 9.2, 9.3 and 9.4 do not affect our liability for death or personal injury arising from our negligence, or our liability for fraudulent misrepresentation or misrepresentation as to a fundamental matter, or any other liability which cannot be excluded or limited under applicable law.
   6. You agree to indemnify us against all liabilities, losses, expenses, costs, or other damage suffered or incurred by us (including in respect of any third-party claims against us) as a consequence of your breach of these terms.
9. Links to and from Third Party Sites
   1. We do not monitor or review the content of other parties Portals which are linked to or from this Portal. Opinions expressed or materials appearing on such Portals are not necessarily shared or endorsed by us and we should not be regarded as the publisher of such opinions or material.
   2. Please be aware that we are not responsible for the privacy practices, or content, of these Portals. We encourage our users to be aware when they leave our Portal and to read the privacy statements of these Portals.
   3. If you decide to access any of the third-party websites linked to this Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.

Section 2: Terms Applicable to Account Holders

Where you enter into an Account Agreement, the terms of this section form the basis of the agreement that you enter into with us and Suppliers (where you subscribe to a Portal account as a Advertiser) or with us and Advertisers (where you subscribe to a Portal account as a Supplier).

1. Account Registration
   1. Only those in a position to form legally binding contracts under English law may register for an account. Registration is not open to individuals. If you are an individual registering an account on behalf of a business, you represent that you have the authority to bind the business to these terms.
   2. Responsibility for the security of any passwords issued rests with you and you are responsible for all actions taken with your username and password. You must not disclose your username or password to any third party.
2. Jobs
   1. PPL do not guarantee access to set volumes of job listings per month, nor access for Suppliers to all Advertisers’ jobs but will endeavour to facilitate access where reasonably possible. Each Supplier acknowledges however that access to an Advertiser’s jobs is subject to the Supplier accepting and adhering to the Advertiser’s service levels.
   2. Once the vehicle has arrived at the arranged destination the Supplier shall indicate that the job is complete on its account to inform the Advertiser of the delivery by completing the POD in PP and uploading the relevant POD documentation.
3. Our Role
   1. The purpose of our Portal is to facilitate the movement of vehicles between locations to meet the needs of individuals and organisations within the motor trade and logistics industries, by providing a Portal in the market place where they can be introduced and communicate. Advertisers can contract with Suppliers to conclude transactions which have been facilitated via the Portal.
   2. We hold no control over the quality, safety, or legal aspects of the transactions that are made through the Portal nor do we hold any liability on the transport of any vehicle. It is the responsibility of both the Advertisers and Suppliers to negotiate the terms of the transaction.
   3. We are not obliged to assist in any disputes between any Suppliers and Advertisers. We may, however, at our sole discretion, take action (including for breach of contract) against any Advertiser or Supplier that fails to comply with these terms.
4. Suppliers – Your Role & Responsibilities
   1. A Supplier registering for a logistics account agrees and undertakes that:
      1. it enters into these terms in the course of its business, ensuring its full capacity to meet and carry out its obligations under these terms.
      2. it understands and agrees to its responsibilities under the applicable laws concerning the protection of personal information, including the Data Protection Act 2018, the General Data Protection Regulations ((EU) 2016/679) (GDPR), the Privacy and Electronic Communications Directive 2002/58/EC (as updated by Directive 2009/136/EC), the Privacy and Electronic Communications Regulations 2003 (SI 2003/2426) as amended, and any amendments or updates to the same (the “Data Protection Laws”);
      3. all information and documents provided as part of its registration as a Supplier with PPL are complete and accurate and it will inform PPL of any changes to such information in writing immediately.
      4. all information it provides in connection with listings on the Portal is complete and fully accurate.
      5. it shall perform any jobs secured via the Portal in accordance with the request and any additional reasonable requirements communicated to it in writing or phone by the Advertiser and/or PPL.
      6. in the absence of anything agreed to the contrary pursuant to clause 13.2 above, it shall accept the risk in (and assume the liability for) the vehicle from the point that a proof of collection document is signed by the Advertiser (or the party from whom the vehicle is being moved, if not the Advertiser) until the point that the proof of delivery document is signed by the Advertiser (or recipient of the vehicle, if not the Advertiser);
      7. it shall not rely on any automated emails sent, including but not limited to, job acceptance, job completion, job cancellation emails, but shall use them in conjunction with information in its account.
      8. it shall read thoroughly and strictly follow any requests or procedural actions noted in the delivery notes section for each job. Failure to do so may result in the delay or non-payment of invoices.
      9. it shall read, sign and store copies of all relevant Advertiser service levels and comply with those service levels.
      10. it shall not subcontract any job in whole or part, or re-list any job on any third-party Portals or logistics system.
      11. it shall carry out each job in accordance with all applicable laws and regulations, including health and safety legislation and compliance with HSE (Health and Safety Executive) and DVSA (Driver & Vehicle Standards Agency) guidance.
      12. it shall comply with all rules, regulations, and statutes in relation to goods vehicle operators licensing and tachographs where applicable.
      13. it shall display trade plates on all vehicles.
      14. it shall not, nor shall any personnel, smoke in or near to any Advertiser’s vehicles.
      15. it shall employ personnel who are suitably qualified and experienced to perform the tasks assigned to them and in sufficient number to ensure that its obligations under these terms are fulfilled.
      16. it has in place all necessary licences for the operation of its business and provision of the job and shall provide evidence of such licences to the Advertiser and/or PPL immediately upon request.
      17. it has in place and shall maintain such insurances with reputable insurers against those risks and to the extent that is usual for a transport supplier of its size and sufficient to cover the liabilities accepted under these terms. The Supplier shall provide evidence of such insurances to PPL on request and ensure that these are updated upon each renewal and change to the insurance policies so that at all times PPL holds an up to date copy of such insurances;
      18. it shall perform each job with reasonable skill and care in accordance with the commercial practices and to the standard expected of a competent and experienced provider of such services.
      19. it shall, as often as is possible, pick up and deliver vehicles on the dates specified on the job listing.
      20. it shall before each scheduled vehicle pick up speak with a representative of the Advertiser with sufficient authority to organise the collection of the vehicle, and obtain confirmation that the vehicle will be ready for collection at the scheduled pick up time;
      21. it shall ensure that it has adequate processes in place for secure vehicle storage and trade plate storage to prevent theft or damage when the vehicle is left unattended at any point.
      22. it shall, for every job, ensure a proof of collection and proof of delivery is issued, signed by relevant personnel and uploaded to each job, using paper, or electronic methods, depending on the Advertiser’s specific requirements (and it shall ensure that the signature matches the name of the corresponding individual on any such documentation);
      23. it shall not (and shall procure that its personnel shall not) use any vehicles for personal use. Mileage will be checked against the job listing mileage, and any excessive additional mileage may result in invoices not being paid.
      24. it shall notify the Advertiser of any accident, damage or breach of provision relating to any job being carried out, immediately upon becoming aware of it. Such notification shall include all the relevant information to enable the Advertiser to investigate the matter fully.
      25. it shall inform the Advertiser if, when undertaking a job, it receives any penalty charge notice, including but not limited to parking fines, congestion charges, tolls or bus lane infringements.
      26. it shall, where applicable, pay any fine within the statutory time period to avoid penalty escalation or legal action.
      27. it shall use its best endeavours to support and assist PPL in any claim PPL brings against the Advertiser in connection with a job, including providing all requested information and documents.
      28. it shall not withhold vehicle deliveries for ANY reason. Failure to deliver vehicles or to ‘maintain guardianship’ of them due to disputes either with PPL or Advertisers may result in a Supplier’s PPL account being suspended or terminated.
      29. it shall not allow anyone other than its employees or personnel to access or transport any Advertiser vehicle in its possession or under its control; and
      30. it shall not permit any employees or related personnel to be abusive either verbally or physically to any PPL employee or those of any Advertisers. Any instances of doing so may result in the Supplier’s PPL account being suspended or terminated.
   2. The Supplier shall indemnify on demand and hold harmless PPL from and against all third party demands, fines, penalties or charges (including interest) arising out of or in connection with the performance of any vehicle movements or other services arrangements entered into between the Supplier and the Advertiser.
5. Advertisers – Your Role
   1. An Advertiser registering for an Advertiser’s Account agrees and undertakes to both PPL and any Supplier that:
      1. all information and documents provided as part of its registration as an Advertiser with PP is complete and accurate and it will inform PPL of any changes to such information in writing immediately.
      2. it has full capacity to meet and carry out its obligations under these terms.
      3. it understands and agrees to its responsibilities under the applicable laws concerning the protection of personal information, including the Data Protection Act 2018, the General Data Protection Regulations ((EU) 2016/679) (GDPR), the Privacy and Electronic Communications Directive 2002/58/EC (as updated by Directive 2009/136/EC), the Privacy and Electronic Communications Regulations 2003 (SI 2003/2426) as amended, and any amendments or updates to the same (the “Data Protection Laws”);
      4. all information it provides when listing and in connection with the job, including within any change or amend requests, is complete and accurate.
      5. it shall not duplicate jobs or list jobs for quote purposes only and then cancel.
      6. it will endeavour to make its committed Supplier aware immediately of any cancellation/change requests for a job.
      7. it shall pay the Supplier the price of the job in full if a job is cancelled less than 24 hours prior to the earliest collection date and time specified on the job listing, or otherwise if a job is not ready by the earliest collection date and time specified on the job listing.
      8. it shall ensure that each vehicle is ready to collect on the date and at the time specified on the job listing.
      9. it is not aware of any issues which may affect the ability of a Supplier transporting any vehicle in the manner requested.
      10. where it requests that a vehicle is to be driven to a specified delivery location (“driven plate move”), each vehicle is fully roadworthy.
      11. it shall sign a proof of collection/delivery form provided by the Supplier upon collection/delivery of each vehicle.
      12. within one business day of delivery, it shall report any issues with the job.
      13. where applicable, it shall comply with the terms of access and cancellation as set out in these terms.
      14. it will regularly check its account activity by logging into its PPL account.
      15. it shall pay Suppliers for jobs properly performed and completed (or aborted);
      16. it shall deal directly with the Supplier in relation to any damage, accidents, or invoicing queries.
      17. it shall use its best endeavours to support and assist PPL in any claim it brings against the Supplier in connection with a job, including providing all requested information and documents.
      18. it shall make its service levels available to Suppliers reasonably in advance of a job listing.
      19. it understands and accepts that PPL is not liable for any damage to vehicles or cost of repair for any damage caused during collection, transit or delivery (see ‘Our Role’ section); and
      20. it shall not permit any employees or related personnel to be abusive either verbally or physically to any PPL employee or those of any Suppliers. Any instances of doing so may result in your PPL account being suspended or terminated.
6. Payment
   1. Each Supplier is charged a fee for each accepted job secured via the Portal. Each Advertiser is charged a listing fee for each job once accepted. Invoices detailing these charges will be sent via email on a weekly basis and payment shall be made by bank transfer by the due date specified on such invoices.
   2. All fees are subject to VAT at the prevailing rate.
   3. We reserve the right to change the payment details at our absolute discretion.
7. Cancellations
   1. Accounts. The Supplier shall not accept any jobs after giving notice to terminate its account.
   2. Transactions. After a quote for a job from a Supplier has been accepted by a Advertiser, an agreement has been made between those parties incorporating the obligations imposed on the Advertiser and the Supplier under these terms, unless otherwise agreed between the Advertiser and the Supplier. We do not take responsibility once the job is accepted via the Portal.
   3. Where a job is terminated after acceptance of a quote, or is cancelled less than 24 hours prior to the earliest collection date and time specified on the job listing, or otherwise if a job is not ready by the earliest collection date and time specified on the job listing, the full price of the job shall still be charged to the Advertiser.
8. Confidentiality
   1. During the period of your account subscription we may disclose to you, or you may otherwise learn of or discover information relating to our business, affairs, processes, Advertisers, clients, or suppliers. You hereby agree that any of this information is confidential and shall be our sole and exclusive property. Any disclosure of our information to a third party is strictly prohibited. You shall not use our confidential information for any purpose other than to exercise your rights and perform your obligations under or in connection with your account.
9. Personal Data
   1. The Advertiser is required to upload to the Portal certain personal data relating to the Advertiser’s personnel and/or the vehicle recipient (“Data Subject”) in respect of a job listing. It is acknowledged and agreed that the Advertiser is the “Controller” of the personal data and PPL is the Advertiser’s “Processor” (as those terms are defined by the Data Protection Laws). The Private Policy at  https://www.PlaterPal.co.uk/PrivacyPolicy shall apply in respect of PPL’s processing of the personal data. 
   2. The processing of personal data to be undertaken by PPL (as referred to in clause 19.1) shall be as set out in the sub-clauses below:

1. 1. 1. SCOPE AND PURPOSE OF PROCESSING: the processing of personal data belonging to the Advertiser’s personnel and/or the vehicle
      2. NATURE OF PROCESSING: means collection of the data; transfer of limited personal data (i.e. postcode for delivery and vehicle registration number) to Suppliers for the purposes of them committing to complete a vehicle movement; transfer of the full personal data (i.e. the name, email address, full address for delivery and vehicle registration number) to the committing Supplier for the purpose of the committing Supplier carrying out the delivery; storage; and erasure or destruction of the personal data in accordance with the Data Processing Terms;
      3. DURATION OF THE PROCESSING: shall be as set out in the Data Processing Terms.
      4. TYPES OF PERSONAL DATA: means the name, email address, postcode, full address for delivery and vehicle registration number; and
      5. CATEGORIES OF DATA SUBJECT: means the Advertiser’s personnel and/or the recipient of the vehicle (who may or may not be a consumer).
   2. The Advertiser shall be responsible for ensuring that it fully complies with is obligations as Controller under the Data Protection Laws. Without limitation, this means that the Advertiser will ensure that it provides all necessary privacy information to the Data Subjects and has a proper legal basis to enable the lawful transfer of the personal data to PPL, and the lawful processing of the personal data by PPL, for the duration and purposes of these terms.
   3. In respect of each job listing, PPL shall make available to the Suppliers the postcode for delivery and the vehicle registration number, for the purpose of the Suppliers committing to complete a vehicle movement. In respect of such personal data, the Advertiser acknowledges and agrees that the Suppliers shall act as PPL’s sub-processors. Without prejudice to the generality of clause 14.1.2 above, each of the Suppliers shall, in relation to its processing of such personal data:

1. 1. 1. process that personal data only for the purpose of considering and committing to complete a vehicle movement in respect of a job listing unless the Supplier is required to process such personal data otherwise by Applicable Laws. Where the Supplier is relying on Applicable Laws as the basis for processing personal data, the Supplier shall promptly notify PPL of this before performing the processing required by the Applicable Laws unless those Applicable Laws prohibit the Supplier from so notifying PPL. “Applicable Laws” means (for so long as and to the extent that they apply to the Supplier) the laws of the European Union, the laws of any member state of the European Union and/or Domestic UK Law; and “Domestic UK Law” means the Data Protection Laws and any other law that applies in the UK;
      2. ensure that it has in place appropriate technical and organisational measures to protect against unauthorised or unlawful processing of personal data and against accidental loss or destruction of, or damage to, personal data, appropriate to the harm that might result from the unauthorised or unlawful processing or accidental loss, destruction or damage and the nature of the data to be protected, having regard to the state of technological development and the cost of implementing any measures;
      3. ensure that all its personnel (including, without limitation, employees) who have access to and/or process the personal data are legally obliged to keep the personal data confidential.
      4. not transfer any of the personal data outside of the European Economic Area unless the prior written consent of PPL has been obtained and the following conditions are fulfilled:
         1. the Supplier or PPL has provided appropriate safeguards in relation to the transfer.
         2. the Data Subject has enforceable rights and effective legal remedies.
         3. the Supplier complies with its obligations under the Data Protection Laws by providing an adequate level of protection to any personal data that is transferred; and
         4. the Supplier complies with any other reasonable requests by PPL in respect of the transfer.
      5. assist PPL or the Advertiser in responding to any request from a Data Subject and in ensuring compliance with its obligations under the Data Protection Laws with respect to security, breach notifications, impact assessments and consultations with supervisory authorities or regulators.
      6. notify PPL without undue delay, and in any case within 48 hours, on becoming aware of any personal data breach or other security incident affecting or relating to the personal data.
      7. promptly delete all copies that they have made of the personal data on any vehicle movements where they considered committing to complete the vehicle movement, or at the written direction of PPL at any other time, unless required by Applicable Law to store the personal data; and
      8. maintain complete and accurate records and information to demonstrate its compliance with this clause 19.4 and relevant provisions of the Data Protection Laws and allow for audits by PPL or PPL’s designated auditor in respect of the same.
   2. Where the Advertiser contracts with the committing Supplier in respect of a delivery (facilitated via the Portal), the Advertiser agrees that PPL can transfer the full personal data (i.e. name, email address, full address for delivery and vehicle registration number) to the committing Supplier. It is the responsibility of the Advertiser and committing Supplier to ensure that they enter into appropriate data processing clauses to cover the processing of this personal data by the Supplier on the Advertiser’s behalf (where the Advertiser is the Controller and the Supplier is the Processor). PPL accepts no responsibility for the processing of this personal data by the committing Supplier once the personal data has been transferred from PPL to the committing Supplier in accordance with this clause. 
2. Termination or Suspension of Account
   1. We reserve the right to reject, terminate or suspend your account, or otherwise restrict your access to our Portal at any time for any reason and without notice to you.
   2. If your account is rejected, terminated or suspended, or otherwise restricted you may appeal our decision by submitting a written statement stating the reasons why your account should be approved or reinstated. Your appeal may be reviewed at our discretion and any determination as to your reinstatement will be at our sole discretion. We are not obligated to give you any reasoning as to our decision, which shall be final.
3. Applicable Law
   1. These terms of use, its subject matter and its formation (and any non-contractual disputes or claims) are governed by English law and subject to the exclusive jurisdiction of the English courts.
4. Other Important Terms
   1. If any provision or part-provision of these terms is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of these terms.
   2. These terms (and any document referred to by them) constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.
   3. Each party agrees that it shall have no remedies in respect of any statement, representation, assurance, or warranty (whether made innocently or negligently) that is not set out in these terms. Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in these terms. These terms do not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any of these terms.