ADDRESSBASE CORE – DISTRIBUTION OS CORPORATE LICENCE | ID NUMBER 201308

• GBG hosts the Supplier Data.
• No personal data is transferred to the Supplier.


The Supplier Data that GBG uses to provide Addressbase Core – Distribution OS CORP Lic Dataset is supplied by GBG’s Supplier, Ordnance Survey. GBG is obliged under the terms of its agreement with its Supplier to ensure that all End Users agree to comply with the following provisions:

1. DEFINITIONS
1.1. In these Additional Terms the following definitions shall apply, in addition to the definitions set out in the General Terms and Product Terms:
“Corporate Customer” means the End User that is licensed by GBG for Corporate Group Data Sharing.
“Corporate Group” means, in respect of any Corporate Customer: a) that Corporate Customer; b) each of that Corporate Customer’s wholly-owned subsidiaries; c) each holding company of which that Customer is a wholly-owned subsidiary; and d) each wholly-owned subsidiary of such holding companies, where the term ‘wholly-owned subsidiary’ shall have the meaning given to it by section 1159 of the Companies Act 2006.
“Corporate Group Member” means each member of the Corporate Customer’s Corporate Group (other than the Corporate Customer) that is licensed for Corporate Group Data Sharing.
“Corporate Group Data Sharing” means the Corporate Customer’s supply to a Corporate Group Member; or the Corporate Customer’s receipt from a Corporate Group Member; or the Corporate Group Member’s supply to another Corporate Group Member,
of copies of any Specified Supplier Data (which, for the avoidance of doubt, includes any of GBG and/or Supplier Intellectual Property Rights in any Data created using the Supplier Data).
“Corporate Use” means where the End User is licensed to enable access to the Supplier Data to 101 or more Users.
“Customer Created Analytics Data” means the Data created by the End User using the Supplier Data to provide analysis or an answer in response to a query, provided that the Data created by the End User (a) does not copy the Supplier Data and (b) can be used independently of the Supplier Data.
“End User Data” means any data provided to GBG by the End User for processing in accordance with the terms of the Agreement including where relevant any personal data
“National Coverage” means the whole of Great Britain.
“PAF Data” shall have the meaning given to the expression ‘PAF Data’ in the Royal Mail PAF Solutions Provider Licence available here: https://www.poweredbypaf.com/licence-our-products/licence-agreements/solutions-providers/.
“Permitted Purpose” means the purposes outlined by the Supplier for which the Dataset may be used as set out in clauses 2.3 to 2.9 below and clause 6 as applicable to the End User in addition to the Customer Use Case set out in the Agreement and clause 2.1 below.
“Royal Mail Corporate Licence” means the appropriate ‘PAF® Data Corporate Licence(s)’ made available by Royal Mail for the use of PAF® Data either internally within the licensee’s group or externally.
“Specified Supplier Data” means the Supplier Data which is at all times licensed to the Corporate Customer for: a) in the case of the Corporate Customers only, National Coverage; b) Corporate Use; and c) the Permitted Purpose.

2. USE OF THE DATASET
2.1. This Dataset may only be used for the Customer Use Cases detailed below, provided that such Customer Use Case is selected on the End User's Order Form and the End User complies with any use case restriction set out in the Agreement:
• Data Quality
2.2. In addition to the Customer Use Case restrictions contained within clause 2.1 (including any conditions that apply to that Customer Use Case) the following terms set out in clauses 2.3-2.9 also apply.
2.3. The End User may only use this Dataset for business use and limited external use.
2.4. Business use means the use of this Dataset solely for the internal administration and operation of the End User’s business. The business use does not entitle the End User to make available or to provide the Supplier Data to third parties.
2.5. The limited external use means the use of this Dataset:
(a) to promote or further the End User’s own business to demonstrate one or more of the following:
(i) the location of the premises and static assets which the End User owns, leases or manages;
(ii) the location of a bespoke event organised by the End User up to and for the duration of the event;
(iii) directions or routes (which are not specific to any particular customer or third party) to the premises or static assets in clause 2.5.(a)(i) or event in clause 2.5.(a)(ii);
(iv) the scope of the End User’s area of operation;
(b) to report on the End User’s own business by including location data in:
(i) an annual report on the affairs of the End User’s business or for accounting purposes, in each case produced to comply with a statutory obligation (including, without limitation, section 415 of the Companies Act 2006); and/or
(ii) a report to be submitted to a regulatory body to which the End User is subject in order to meet that regulatory body’s requirements; and/or
(c) in connection with the End User’s professional services but solely in the following ways, either:
(i) to include location data within any professional services provided by the End User to its clients, such location data only to be used (in the case of a business client) for the internal administration and operation of such client’s business; or
(ii) to include location data in an advertisement in respect of the sale or letting of a property which is owned or leased by any of the End User’s clients provided that any such advertisement may only be published either:
a. in a periodical published in paper format by a third party provided that any map contained in the End User’s advertisement may not feature in any electronic reproduction of such periodical which is published on the internet or in any other format;
b. in paper format within the End User’s own publication; or
c. in electronic format on the End User’s own website,
and for the avoidance of doubt, this clause 2.5.(c)(ii) does not permit the End User to publish any location data generated by the Supplier Data on any third-party website.
2.6. The limited external use is subject to the following conditions:
(a) any location data generated in accordance with clause 2.5 shall not comprise:
(i) a service or product in itself; or
(ii) a significant part of any product or service offered by the End User; or
(iii) a service or product (or significant part of any product or service) provided on behalf of a third party;
(b) the location data shall be in a raster format and the End User shall use its reasonable endeavors to prevent third parties from being able to edit the location data or from extracting the Supplier Data from the location data;
(c) the End User shall display additional information on or with the location data, which information facilitates the purposes in clause 2.5.; and
(d) the End User shall not receive any direct payment, credit or money’s worth as a result of allowing third parties to access, view or use the location data but, for location data generated in accordance with clause 2.5.(a), the End User shall be entitled to use the location data in conjunction with advertisements that are not illegal, deceptive, misleading, unethical or detrimental to the reputation of GBG and the Supplier.
2.7. The Supplier Data can be used for the Permitted Purpose by the End User’s contractors and agents when undertaking any activity for the End User which the End User is permitted to undertake itself under these Additional Terms, the General terms and the Product Terms but solely and explicitly to provide the Supplier Data for the purpose of enabling them to provide goods or services to the End User or to tender for the provision of such goods or services. The End User must require such contractor or agent to sign an agreement, which contains terms no less onerous than those contained within these Additional Terms, the General Terms and the Product Terms. For the avoidance of doubt, the supply of Supplier Data to the End User for provision to third parties as specified in this clause 2.6 is given on the basis that the End User remains responsible and primarily liable to GBG or its Supplier for the acts and omissions of such contractors and agents.
2.8. Permitted use of the Supplier Data does not extend to the use of the Supplier Data:
(a) by any associated undertaking of the End User, including associated, subsidiary, affiliated, holding or any parent or group companies or any other undertaking (save to the extent such associated undertaking is acting as a contractor or agent providing services pursuant to clause 2.7); or
(b) save in the case of contractors and agents providing services pursuant to clause 2.7., whether the Supplier Data are used on their own or in combination with any products or services of the End User, if the End User receives any revenue or credit for the publication or use of the Supplier Data in any format.
2.9. The following conditions shall apply to Corporate Group Data Sharing:
(a) the Corporate Customer shall hold the appropriate Royal Mail Corporate Licence;
(b) any licence granted for Corporate Group Data Sharing of any Dataset comprising the Specified Supplier Data shall terminate immediately upon the Corporate Customer ceasing to be party to an appropriate Royal Mail Corporate Licence;
(c) a User shall not be entitled to be a Corporate Group Member:
(i) if it is not a member of the Corporate Customer’s Corporate Group; and
(ii) until the Corporate Customer has ensured that each User it wishes to be a Corporate Group Member is aware of, and agrees to, the licensing terms applicable to its use of Specified Supplier Data under these Additional Terms.
(d) each Corporate Group Member may use the Specified Supplier Data in accordance with these Additional Terms as if (to the extent the context permits) references in those provisions to:
(i) the ‘End User’ or the ‘Corporate Customer’ were references to the relevant Corporate Group Member; and
(ii) ‘Supplier Data’ were references to the Specified Supplier Data supplied to such Corporate Group Member in accordance with these Additional Terms.
(e) the Corporate Customer shall maintain a written record of each Corporate Group Member and, upon written request, it shall provide a copy of that written record to GBG that is entitled to disclose the written record to the Supplier.
2.10. The End User warrants that it will not use the Dataset for any reason outside of the Customer Use Case and Permitted Purpose.

3. INTELLECTUAL PROPERTY RIGHTS
3.1. The End User assigns all the Intellectual Property Rights in the Customer Created Analytics Data to the Supplier to the extent it was created using the Supplier Data.
3.2. The End User is granted the right to a royalty free licence to use the Customer Created Analytics Data for the Permitted Purpose and to retain it in perpetuity solely for the Permitted Purpose without prejudice to clause 3.5.
3.3. The End User acknowledges the copyright and the source of the Customer Created Analytics Data by including the following attribution statement: © Crown copyright [and database rights] [insert year] OS [licence number].
3.4. The End User shall include the same acknowledgement requirement in any sub licences of the Customer Created Analytics Data that they grant, and a requirement that any further sub-licences do the same.
3.5. If the End User breaches any provision of this clause, the licence granted in clause 3.1 shall immediately terminate.
3.6. The End User shall indemnify and keep GBG and the Supplier indemnified from and against all costs, expenses, damages, losses or liabilities incurred or suffered by GBG or the Supplier arising out of any third party dispute or claim in connection with the Customer Created Analytics Data (including, without limitation, any product liability claim).

4. LIABILITY
4.1. The Supplier shall have no liability to the End User in respect of the Supplier Data, the Customer created Analytics Data, or these terms.
4.2. The Supplier has the right to directly enforce these terms pursuant to the Contracts (Rights of Third Parties) Act 1999.

5. DATA PROTECTION AND COMPLIANCE WITH RELEVANT LAWS
5.1. GBG does not transfer End User Data to the Supplier to provide this Dataset.

6. MISCELLANEOUS
6.1. The Dataset contains Intellectual Property Rights owned, in part, by Royal Mail. Accordingly, the Dataset is subject to the additional specific terms set out in the Royal Mail PAF Solutions Provider Licence: https://www.poweredbypaf.com/licence-our-products/licence-agreements/solutions-providers/.
6.2. The terms of Royal Mail PAF Solutions Provider Licence are incorporated to these Additional Terms by reference.
6.3. GBG excludes all liability with the End User in relation to such licence.
6.4. Where there is any conflict between the terms of the Royal Mail PAF Solutions Provider Licence and the terms of the Agreement (including these Additional Terms and the Product Terms), the Royal Mail PAF Solutions Provider Licence shall take precedence.