Broker, OTA and Distribution Partner Terms

Version 1.1 — Effective date: 3 October 2026

1. Introduction

These Broker, OTA and Distribution Partner Platform Terms and Conditions ("Terms") govern access to and use of the Hannk website, platform, software, APIs, links, interfaces, digital rental services and associated technology and services (collectively, the "Hannk Platform") by brokers, online travel agents, comparison websites, booking platforms, distributors, affiliates and other commercial partners ("Broker", "you" or "your").

The Hannk Platform is operated by Hannk Ltd ("Hannk", "we", "us" or "our").

By creating an account, accessing the Hannk Platform, integrating with the Hannk Platform, displaying or distributing a Hannk service, or clicking "I Agree", you confirm that:

• you are acting in the course of business and not as a consumer;
• you have authority to bind the business or organisation on whose behalf you are accepting these Terms;
• you have read and understood these Terms; and
• you agree that these Terms constitute a legally binding agreement between you and Hannk.

If you do not agree to these Terms, you must not access, integrate with or use the Hannk Platform.

2. Role of Hannk

Hannk provides technology designed to facilitate and support digital vehicle rental journeys and related services.

Depending on the particular service, Hannk may provide technology including digital customer journeys, identity and document processing, vehicle access technology, communications, payment-related integrations, telematics, video assistance and integrations with rental companies and third-party service providers.

Unless expressly agreed otherwise in writing, Hannk is not the vehicle rental company, vehicle owner, fleet operator or supplier of the underlying vehicle rental.

The rental agreement for a vehicle is entered into between the customer and the relevant rental company.

The rental company remains responsible for the vehicle rental service, including vehicle availability, vehicle condition, rental eligibility, local operating requirements, deposits, excesses, insurance arrangements, rental charges and compliance with applicable vehicle-rental laws.

Hannk does not assume the obligations of a rental company merely because a booking or rental journey uses the Hannk Platform.

3. No Guarantee of Rental Performance

Hannk does not guarantee that:

• a rental company will accept or fulfil a booking;
• a particular vehicle will be available;
• a vehicle will be roadworthy or suitable for a customer's requirements;
• a customer will satisfy a rental company's eligibility requirements;
• a rental company will honour a quoted rate or rental condition;
• a customer will successfully complete a rental;
• a particular digital function will be available at all times;
• third-party systems, networks or services will operate without interruption; or
• the use of Hannk will result in any particular level of bookings, revenue, conversion, savings or profitability.

The Broker acknowledges that the underlying rental service is provided by independent rental companies and that Hannk does not control every aspect of their operations.

4. Broker Responsibilities

The Broker is responsible for ensuring that all information supplied to Hannk is accurate, complete and current.

The Broker must ensure that its systems, websites, applications and integrations are appropriately maintained and compatible with the applicable Hannk integration requirements.

The Broker must not:

• misuse the Hannk Platform;
• attempt unauthorised access to any Hannk system;
• interfere with the operation or security of the Hannk Platform;
• reverse engineer or attempt to extract Hannk proprietary technology except where expressly permitted by law;
• introduce malware, malicious code or other harmful technology;
• misrepresent Hannk's services;
• make promises or warranties concerning Hannk that Hannk has not authorised in writing;
• use Hannk trademarks, branding or intellectual property without permission; or
• use the Hannk Platform for unlawful, fraudulent or abusive purposes.

The Broker is responsible for the conduct of its employees, contractors, agents and users who access Hannk through the Broker's account or credentials.

5. Customer Information

The Broker is responsible for ensuring that customer information supplied to Hannk has been collected and transferred lawfully and that all required notices, permissions, consents or other lawful bases are in place.

The Broker must not knowingly provide false, misleading, fraudulent or unlawfully obtained customer information.

Where personal data is processed in connection with the Hannk Platform, each party must comply with applicable data protection legislation and any applicable Data Processing Agreement or other data protection terms agreed between the parties.

6. Third-Party Services

The Hannk Platform may connect to, rely upon or interact with third-party systems and services.

These may include, without limitation: rental-company systems; rental management systems; telecommunications networks; mobile network operators; mapping and navigation services; vehicle manufacturers; telematics providers; identity-verification providers; payment providers; banking services; parking providers; EV charging networks; toll services; insurance and protection providers; cloud and hosting providers; and other technology and infrastructure providers.

Hannk is not responsible for the acts, omissions, availability, performance, security or failure of an independent third-party service except to the extent that responsibility cannot lawfully be excluded.

A failure of a third-party service does not automatically constitute a failure by Hannk.

7. Platform Availability

Hannk aims to provide a reliable service but does not warrant that the Hannk Platform will be uninterrupted, continuously available, error-free or free from delays.

Access may be interrupted because of maintenance, upgrades, telecommunications failures, internet failures, cyber incidents, third-party failures, technical faults, emergency maintenance or circumstances outside Hannk's reasonable control.

Hannk may temporarily suspend or restrict access where reasonably necessary for maintenance, security, legal, operational or technical reasons.

8. Integrations and APIs

Where the Broker connects to Hannk through an API or other technical integration, the Broker is responsible for the operation and security of its side of the integration.

Hannk is not responsible for losses resulting from:

• incorrect API implementation by the Broker;
• incorrect data submitted by the Broker;
• duplicate transmissions;
• corrupted or incomplete data;
• failure by the Broker to process a response;
• incorrect credentials;
• unauthorised access caused by the Broker's systems or credentials;
• failure to follow Hannk technical documentation; or
• changes made by third-party systems outside Hannk's control.

The Broker must promptly notify Hannk of any suspected compromise of credentials or security incident affecting the integration.

9. No Warranty

To the fullest extent permitted by law, the Hannk Platform and related services are provided on an "as available" basis.

Except where expressly stated in these Terms or agreed in writing, Hannk does not give any representation, warranty or guarantee regarding the continuous availability, compatibility, accuracy, performance or fitness for a particular commercial purpose of the Hannk Platform.

Nothing in these Terms excludes any warranty or obligation that cannot lawfully be excluded.

10. Limitation of Liability

This section is an important part of these Terms.

To the fullest extent permitted by applicable law, Hannk shall not be liable to the Broker for any: loss of profit; loss of revenue; loss of business; loss of bookings; loss of anticipated savings; loss of opportunity; loss of goodwill or reputation; loss or corruption of data; business interruption; or indirect or consequential loss, arising from or connected with the use of, inability to use, interruption of or reliance upon the Hannk Platform.

Hannk shall not be responsible for losses resulting from the acts, omissions, failures or defaults of a rental company, customer, Broker or independent third-party service provider.

Hannk shall not be responsible for any loss resulting from inaccurate, incomplete or incorrect information supplied by the Broker, customer, rental company or another third party.

Hannk shall not be liable merely because a rental booking, vehicle collection, vehicle return, payment, identity verification, vehicle-access request or other digital process cannot be completed through the Hannk Platform.

Where a digital process cannot be completed, the relevant rental company remains responsible for determining and operating appropriate alternative procedures for fulfilling its obligations to the customer.

Maximum Liability

Subject to the exclusions below and to the extent permitted by law, Hannk's total aggregate liability to the Broker arising out of or in connection with these Terms and the Hannk Platform during any twelve-month period shall not exceed the total fees actually paid by the Broker directly to Hannk during the twelve months immediately preceding the event giving rise to the claim.

Where the Broker has paid no fees directly to Hannk during that period, Hannk's total aggregate liability shall not exceed GBP 1,000.

Liability That Is Not Excluded

Nothing in these Terms excludes or limits liability where such exclusion or limitation is prohibited by law, including liability for:

• death or personal injury caused by negligence;
• fraud or fraudulent misrepresentation; or
• any other liability that cannot lawfully be excluded or restricted.

11. Broker Indemnity

To the extent permitted by law, the Broker shall indemnify Hannk against losses, liabilities, damages, reasonable costs and expenses arising from third-party claims resulting from:

• the Broker's breach of these Terms;
• unlawful or unauthorised use of the Hannk Platform by the Broker;
• information supplied by the Broker which is inaccurate, unlawful or misleading;
• infringement of third-party intellectual property rights by materials supplied by the Broker;
• the Broker's breach of applicable data protection legislation; or
• fraud, wilful misconduct or unlawful conduct by the Broker or its personnel.

12. Rental Company Disputes

Any dispute relating to the physical vehicle, rental agreement, rental charge, deposit, excess, fuel charge, damage charge, traffic fine, toll, vehicle condition, vehicle availability, insurance product or conduct of rental-company personnel is principally a matter between the customer and the relevant rental company.

Hannk may provide information or technical assistance where appropriate but is not required to assume the rental company's contractual obligations.

13. Customer Claims

Nothing in these Terms makes Hannk responsible for a claim merely because the customer accessed the rental journey through Hannk technology.

Each party remains responsible for its own acts and omissions and for obligations imposed upon it by applicable law.

14. Force Majeure

Hannk shall not be liable for delay or failure to perform caused by circumstances outside its reasonable control.

Such circumstances may include natural disasters, severe weather, fire, flood, war, terrorism, civil disturbance, governmental action, sanctions, industrial disputes, power failures, telecommunications failures, internet failures, cyberattacks, failures of third-party infrastructure, epidemics, pandemics and other events beyond Hannk's reasonable control.

15. Intellectual Property

All intellectual property rights in the Hannk Platform, including its software, source code, APIs, databases, designs, interfaces, processes, documentation, branding, trademarks and technology, belong to Hannk or its licensors.

No ownership rights are transferred to the Broker.

Hannk grants the Broker a limited, non-exclusive, non-transferable and revocable right to access and use the Hannk Platform solely for the agreed commercial purpose and subject to these Terms.

16. Confidentiality

Each party must keep confidential any non-public commercial, technical, financial or operational information received from the other party.

The Broker must not disclose Hannk technical documentation, pricing, API information, security information, credentials or proprietary technology except where authorised by Hannk or required by law.

17. Security

The Broker must maintain reasonable technical and organisational security measures appropriate to its use of the Hannk Platform.

Login credentials and API credentials must be kept secure and must not be shared with unauthorised persons.

The Broker must notify Hannk promptly if it becomes aware of any actual or suspected unauthorised access, security breach or compromise affecting Hannk systems or information.

18. Suspension

Hannk may suspend or restrict access to the Hannk Platform where reasonably necessary because of: suspected fraud; security concerns; unlawful activity; material breach of these Terms; non-payment of sums properly due; misuse of the Platform; risk to customers or other users; legal or regulatory requirements; or conduct which may materially damage Hannk's systems or services.

Where reasonably practicable, Hannk will provide notice of a suspension.

19. Termination

Either party may cease using the Hannk Platform subject to any separately agreed commercial agreement or notice period.

Hannk may terminate access immediately where the Broker commits a material breach which cannot be remedied, engages in fraud or unlawful activity, creates a material security risk, becomes insolvent, or repeatedly breaches these Terms.

Termination does not affect rights or liabilities accrued before termination.

Provisions intended by their nature to survive termination, including confidentiality, intellectual property, liability, indemnity and governing-law provisions, shall continue after termination.

20. Changes to the Platform

Hannk continually develops its technology and may add, remove, modify or replace functionality.

Hannk does not guarantee that every feature available at a particular time will remain permanently available.

Where a change would materially affect an existing paid service, Hannk will use reasonable efforts to provide appropriate notice where practicable.

21. Changes to These Terms

Hannk may amend these Terms from time to time to reflect changes in its services, technology, commercial arrangements, security requirements, law or regulation.

The current version will be made available electronically.

Where Hannk makes a material change, Hannk may require the Broker to accept the updated Terms before continuing to use the Platform.

Continued use following any required acceptance constitutes agreement to the updated Terms.

22. Relationship of the Parties

Nothing in these Terms creates a partnership, joint venture, employment relationship, fiduciary relationship or agency between Hannk and the Broker.

Neither party has authority to bind the other except where expressly agreed in writing.

23. Entire Agreement

These Terms, together with any applicable commercial agreement, Data Processing Agreement, service schedule or other agreement expressly incorporated into them, constitute the agreement governing the Broker's use of the Hannk Platform.

Where a separately signed agreement expressly states that one of its provisions takes precedence over these Terms, that provision shall prevail to the extent of the conflict.

24. Severability

If any provision of these Terms is held to be invalid, illegal or unenforceable, that provision shall be modified to the minimum extent necessary or, where modification is not possible, treated as deleted.

The remaining provisions shall continue in full force and effect.

25. No Waiver

A failure or delay by Hannk in exercising any contractual right does not constitute a waiver of that right.

26. Assignment

The Broker may not assign, transfer or otherwise dispose of its rights or obligations under these Terms without Hannk's prior written consent.

Hannk may assign or transfer its rights and obligations as part of a corporate restructuring, financing, sale of business, transfer of assets or transfer to an affiliated company.

27. Third-Party Rights

Except where expressly stated otherwise, a person who is not a party to these Terms shall have no right to enforce them.

28. Governing Law and Jurisdiction

These Terms and any dispute or claim arising from or relating to them, their subject matter or formation shall be governed by the laws of England and Wales.

The parties submit to the exclusive jurisdiction of the courts of England and Wales, unless otherwise expressly agreed in writing.

29. Electronic Acceptance

The Broker agrees that electronic acceptance of these Terms has the same contractual effect as signing a written agreement.

Hannk may retain an electronic record of acceptance including: the Broker's business name; account identifier; name of the person accepting; email address; date and time of acceptance; IP address; version number of the Terms; and other technical information reasonably necessary to evidence acceptance.

The person accepting these Terms confirms that they are authorised to accept them on behalf of the Broker.

30. Contact

Questions concerning these Terms should be directed to Hannk Ltd using the contact information published on the Hannk website.

31. Authorised access and prohibition on sharing

The Broker must not give, sell, lend, transfer or otherwise make available administrative accounts, passwords, API keys, tokens, security credentials or access to Hannk systems to any unauthorised person, other business, competitor or third-party service provider. Each staff user must use their own assigned account where supported. Shared credentials, impersonation and bypassing access controls are prohibited.

Only personnel authorised for the agreed business purpose may access the relevant functions, on a least-privilege basis. Contractor or external supplier access requires Hannk’s prior written approval. Access must be revoked promptly when authorisation or employment ends. The Broker must take reasonable steps to prevent unauthorised access and notify Hannk immediately of any suspected credential exposure or misuse.

This restriction does not prevent customers and additional drivers using the customer-facing journey, digital keys or sharing functions as expressly authorised by Hannk. It does not permit sharing staff or administrative credentials with them.

32. No copying, extraction or replication

Except with Hannk’s prior written consent, or to the extent expressly permitted by applicable law that cannot be excluded by contract, the Broker must not, and must not assist or permit another person to:

• copy, reproduce, modify, distribute, publish, sell, sublicense or create derivative works of Hannk software, source code, interfaces, proprietary workflows, documentation, databases or other protected materials;
• reverse engineer, decompile, disassemble or attempt to discover source code, algorithms, security controls or proprietary technical architecture;
• scrape, harvest, systematically extract or bulk download platform materials, other customers’ information or databases outside expressly authorised functionality;
• use non-public Hannk materials or access to develop, train or assist a competing or substantially equivalent system, including uploading those materials to an AI service;
• remove ownership notices, circumvent technical restrictions, share unauthorised demonstrations or provide competitors with access to non-public platform functions.

Authorised API integration, use of supplied SDKs in accordance with their licence, and ordinary export, retention and backup of the Broker’s own records remain permitted within the agreed service scope. These Terms do not transfer ownership of the Broker’s data to Hannk or prevent independent development without misuse of Hannk’s protected materials or confidential information.

33. Service failures and operational continuity

Subject to the liability provisions and mandatory law, and except for an express obligation in a separately agreed service-level agreement, Hannk does not accept responsibility for loss arising from an outage, delay, failed unlock or lock command, connectivity loss, unavailable feature, failed verification or payment process, inaccurate third-party data, interrupted integration or other failure of a digital journey. Hannk does not guarantee uninterrupted availability or that a remote command has taken effect merely because it has been submitted.

The Broker must maintain reasonable contingency procedures, check relevant confirmations and take reasonable steps to mitigate loss. Rental operators remain responsible for customer assistance, lawful vehicle access, alternative collection and return procedures, safe vehicle operation and their contractual rental obligations. Brokers must maintain customer communication and escalation to the responsible rental operator.

These provisions do not override expressly agreed service commitments, or exclude death or personal injury caused by negligence, fraud, fraudulent misrepresentation or any other liability that cannot lawfully be excluded. Every exclusion and liability cap is subject to applicable statutory requirements, including reasonableness where required. A statement that a service may fail does not remove an obligation that the law requires Hannk to perform.

34. Enforcement and confidentiality safeguards

Unauthorised access, credential sharing, copying or disclosure is a material breach. Hannk may immediately restrict affected access where reasonably necessary to protect systems or information, and may terminate in accordance with these Terms. Hannk may seek available injunctive relief and recover losses or costs to which it is legally entitled. No automatic fine or predetermined penalty is imposed by this provision.

Confidential information may be disclosed to authorised personnel with a need to know and equivalent confidentiality obligations, or where legally required, with advance notice where lawful. Confidentiality does not apply to information lawfully public, previously known without restriction, lawfully obtained independently, or independently developed without use of confidential information. Trade secrets remain protected while confidential; other confidentiality duties continue for five years after termination.