Terms & Conditions
TRUTRAK LTD (TruTrak) CONDITIONS OF SUPPLY
1. Contract Definitions
In these conditions the following expressions shall have the following meanings:
(a) “the agreement” means the agreement arising on the acceptance by TruTrak of the Customer’s Order.
(b) “the Customer’s Order” means the order (or an equivalent document such as a master contract) signed by the Customer for the supply of the System by the Customer incorporating these Conditions and no other additional terms except those agreed in writing by TruTrak.
(c) “the Leasing Company” means the company nominated by TruTrak which will be invited to rent the hardware and other elements of the System to the Customer if this method is selected.
(d) “the Trial Period” means the period specified in the Customer’s order during which the System will be made available to the Customer.
(e) “the System” means the vehicle management system (or systems) as set out in the Customer’s Order and which may comprise, amongst other things, a global positioning satellite receiver, modem, hardware and software and access to the Web-Portal.
(f) “TruTrak” means TruTrak Ltd.
(g) “the vehicle(s)” means the vehicles in which the System is to be installed.
(h) “the Web-Site” means the website on the internet from time to be nominated by TruTrak.
2. Web-Portal Access
2.1 Subject to compliance by the Customer of the Conditions, TruTrak will during the Contract Period provide the Customer with access to the Web-Portal which will enable the Customer to use the System.
2.2 Access to certain pages of the Web-Portal may be restricted by a username and a password and unless otherwise notified by TruTrak, the Web-Portal will be designed to run using Google Chrome. Any computer that does not meet these specifications will possibly not gain the full benefit of the System.
2.3 Access to the Web-Portal and Customer’s right to use the System is granted in return for the Customer abiding by these Conditions. If the Customer is in breach of these Conditions or the terms of any agreement with any Leasing Company then TruTrak may immediately on notice either terminate or suspend without liability on its part the agreement or the use and access by the Customer of the Web-Portal by invalidating its username and password or any other appropriate means.
2.4 The Customer will not use the System for any of the following:
(a) the transmission of any material that is defamatory, offensive or of an abusive, obscene or menacing character;
(b) to cause anxiety to, annoy, or inconvenience any other person, business, or organisation:
(c) to violate or infringe the rights of any person, business, company, or other organisation; or
(d) to send any message that might otherwise be unlawful.
2.5 The Customer agrees to keep its user name and password in a secure place and not disclose it to any third party. The Customer shall not connect to the System (which expression includes the Web-Site) any software or hardware not approved in writing by TruTrak and shall keep TruTrak fully indemnified against all losses, costs, damages, claims and expenses resulting from any damage (including without limitation any damage caused by any virus or other disruptive software) to the System or to the business carried on by TruTrak where such damage is caused by the Customer and also in respect of any losses, costs, damages, claims and expenses suffered by TruTrak resulting from any breach by the Customer of the agreement.
2.6 TruTrak reserves the right to remove any material placed on its servers by the Customer that TruTrak, in its reasonable opinion, believes violates these Conditions or is otherwise harmful to its interests or those of any other users of the Web-Portal.
3. Agreement to Supply
3.1Subject to the Customer complying with these Conditions and entering into and complying with a rental/lease agreement or remaining within the credit terms on an outright purchase sale, TruTrak agrees to ensure that the System will be made available to the Customer during the Rental/Lease Period.
3.2 TruTrak reserves the right to vary at any time and without notice the specifications and design of the System and to supply the System as so varied in performance of any order.
3.3 Descriptions and illustrations of, and other information relating to, the supply of the System contained or referred to in any publicity material are for general guidance only; neither they nor any representation made by any of the employees or agents of TruTrak form part of any contract between TruTrak and the Customer except to the extent expressly attached to and made part of the agreement.
3.4 Title in and to the System will remain with TruTrak during the Rental/lease period. Title in and to the system will remain with TruTrak until invoices are paid in full.
3.5 The Lease customers shall keep those parts of the System which are installed in or on the vehicle(s) or otherwise in its possession in good care and condition and fully insured to their replacement value and shall on termination of the agreement for any reason return the same to TruTrak in good condition, fair wear and tear only excepted.
4.1 TruTrak will make every effort to keep installation dates and service level agreements , but accepts no liability for any financial or other loss, or damage (whether direct or indirect) if installation is delayed for any reason, nor shall any such delay entitle the Customer not to accept and pay for the System once it is installed.
4.2 If the location for installation of the System on the vehicle(s) is not set out in the Customer’s Order then the location for installation shall be determined by TruTrak.
4.3 The Customer will provide full access to the vehicle(s) and the premises where installation is to take place during normal business hours, and will ensure that the vehicle(s), premises, the plant and thereon, are in a fit condition for the safe carrying out of the installation work and indemnify TruTrak against all loss suffered by TruTrak, and against its employees agents or any damage to the property of TruTrak or loss caused by the unfitness of such premises, plant or equipment.
4.4 TruTrak shall carry out installations in accordance with the vehicle manufacturer’s recommendations. TruTrak accepts no liability for any personal injury or damage to property or other loss caused by the defective carrying out of installation work, otherwise than in circumstances of clear negligence on its part.
4.5 If installation work is carried out otherwise than in normal working hours the resultant overtime charges will be borne by the Customer unless specific prior agreements have been made. The Customer will be responsible for the arranging and carrying out of work required from ancillary trades to support the installation work carried out by TruTrak.
4.6 The Customer will ensure that a responsible representative of the Customer will be present at installation in order to confirm acceptance of the installation, failing which TruTrak will be entitled to give such confirmation on behalf of the Customer.
5.1 All charges or quoted prices are exclusive of VAT.
5.2 Unless otherwise specified, the cost of installation is not included in the Lease/Rental charges.
5.3 Lease/Rental and other charges shall be paid strictly when due and may be invoiced in respect of any vehicle(s) which has or has not been installed with the System through no fault of TruTrak.
5.4 Text messages will be charged at the rate of £0.10 per message when over 500 are sent to any one customer in any calendar month.
5.5 If you are on a monthly payment scheme any payments not made within our 30 day terms will attract a £15 administration charge. All monthly payment plans will continue until the contract is cancelled by the customer, cancellations can only be processed once the full contract term is met notice periods apply.
5.6 All payments must be received for the Contract prior to installation. If payment is not made and a booking for installation is cancelled there is a £40 cancellation fee per install.
5.7 Direct Debit is mandatory any non payment or cancellation of the direct debit will result in a £25 admin fee.
5.8 For Ltd Companies and Sole Traders only. Once an order is placed any cancellation after 24 hours will result in £35 admin fee per unit ordered as you will have been in receipt of services bespoke to your business as the tracker and SIM will be activated and accounts created.
5.9 For Consumers if you wish to cancel your order you have 14 days under your consumer rights. If the device has been installed by an engineer, you will be liable for the installation at your contract rate. You have the option to pay for the De-Install or complete this yourself. The device must be returned in the same condition as supplied or this will be billed at your contract rate.
6. TruTrak Liability
6.1 TruTrak will use reasonable skill and care to ensure that during the Contract Period the System will comply with its specifications at the time of installation. TruTrak will at its option repair or replace, free of charge within the 12 month warranty, or refund the unutilised portion of the net invoiced price (less for any scrap value) in respect of any elements of the System which are shown to have been defective and which thereby cause the System to be materially defective (provided always that the defect is not caused through undue wear and tear, accident, alteration or misuse) and the entire liability of TruTrak will be limited to the total of all rental payments made by the Customer with respect to the relevant System.
6.2 Condition 6.1 represents the full extent of the liability of TruTrak in respect of the supply of the System or other breach of its obligations under the agreement and is in place of any liability (including liability for negligence other than negligence resulting in death or personal injury) that would otherwise apply by operation of common law, statute or trade usage.
6.3 The Customer is solely responsible for ensuring that the System is fit for any particular purpose and is suitable for its needs and no warranty or condition of fitness for any particular purpose is given or is to be implied in these Conditions.
6.4 Notwithstanding anything to the contrary in these Conditions, TruTrak shall not be liable if the Customer suffers any of the following losses:
(a) any loss of data or information
(b) loss of opportunity to maximise use of any vehicle
(c) loss of profit or extra expense resulting from fluctuations in prices;
(d) any direct or indirect losses whatsoever;
(e) any loss that is caused by the Customer’s error or omission
(f) loss of productivity, loss of profit or any other consequential damage or indirect loss suffered by the Customer.
6.5 TruTrak cannot guarantee that the System will be uninterrupted and error free nor that the Service will be provided at a particular speed. If the System is unavailable to the Customer for a continuous period of more than one month the Customer has the right to terminate its agreement with TruTrak but this is without prejudice to its obligations to the Leasing Company. In no event shall TruTrak be liable for any of the actions of the Leasing Company.
6.6 Except as expressly set out in these terms, all conditions, representations warranties or other terms or obligations that may be implied or incorporated into the agreement by law or otherwise are expressly excluded to the maximum extent permitted by law.
7. Industrial Property Rights.
7.1 All of the rights in and to the look and feel, the written, photographic, design and audio content of the Web-Portal (including but not limited to copyright, design rights, trademarks and patentable inventions throughout the world) are the property of TruTrak or its suppliers. None of this material may be reproduced in any manner without the prior written consent of TruTrak.
7.2 The mark “TruTrak” is owned by TruTrak and the Customer shall not use such mark in any way. The Customer shall keep TruTrak advised if it becomes aware of any use by a third party of the mark “TruTrak” or any similar or colourable imitation of such mark.
7.3 All drawings, design specifications and the like which are supplied by TruTrak in connection with a quotation or order remain its property and are confidential and must not be disclosed to any third person without its written permission.
8. Force Majeure
8.1TruTrak shall be under no liability for any delay in carrying out, or for the non-performance of, any of its obligations under these Conditions caused by any circumstance (including, but not limited to, war, riot, accident, fire, storm, flood, disputes and supplier or labour shortages) beyond its direct and reasonable control.
9. Suspension of the System
9.1TruTrak may suspend the provision of the System in whole or in part upon giving notice to the Customer in order to comply with any order, instruction or request of Government, an emergency services organisation, or other administrative authority; or in order to carry out upgrades or maintenance of its network.
9.2TruTrak may suspend the provision of the system in whole or part upon giving the customer 7 days notice of outstanding invoices which have been raised and not settled within agreed credit terms.
10. Data Protection
10.1 The Customer recognises and accepts that TruTrak may record some or all of the data captured by the Web-Portal and the System for the purposes of enabling it to monitor, enhance and market the System and accordingly authorises TruTrak to pass on such data to third parties provided that the identity of the Customer is not revealed.
11.1 All installation service work must be completed by TruTrak approved engineers. Any use of unauthorised engineers will result in all warranties being void.
12.1 These terms and conditions are governed by and shall be construed in accordance with the laws of England and Wales. Any dispute will be under the exclusive jurisdiction of the English Courts.
12.2 The Agreement is personal to the Customer and it must not share or transfer the System with or to any other person without the written consent of TruTrak.
12.3 TruTrak has the right to assign, sub-contract or otherwise deal with all or any of its rights and obligations under this agreement to any third party without serving written notice on the Customer.
12.4 Each of these conditions shall be construed separately, applying and surviving (even if for any reason some other of those conditions are held inapplicable or unenforceable) in any circumstance and shall remain in force notwithstanding the termination or expiry of the agreement.
12.5 The headings included in these terms are for ease of reference only and do not form any part of an agreement with the Customer.
12.6 The failure of TruTrak to take any action with respect to any breach by the Customer of these conditions shall not be deemed to be a waiver of any of any of its rights.
13. Cancellation of service by customer or TruTrak
13.1 Cancellation or suspension of service must be given in writing with a minimum of 1 calendar month notice unless in a lease or rental plan whereby the terms of the specific Customer signed contract applies.
13.2 Recovery of equipment in the case of defaulted payment or the customer going into liquidation or ceasing to trade is the right of TruTrak.
13.3 Reconnection of cancelled or suspended units will incur a reconnection charge of £25.
13.4 TruTrak reserve the right to terminate this contract at any time if the service or hardware is compromised by the customer.
13.5 If the contract is terminated inside of the contract term and is subject to a TruTrak lease or rental the remaining term of the contract must be paid for in full. The customer has the option to pay for the device at the contract rate or return it at the contract completion date. The customer has the right to use the service to the end of the contract term. If the device is returned at the customers choice, prior to the end date, the device will be stored on behalf of the client until the contract completion date.
14. Trial completion
14.1 On completion of the trial and the customer does not wish to proceed to full contract, the customer will make available all assets for the removal of equipment with 14 days of trial end date.
14.2 On completion of the trial and the customer proceeds to full contract .A full refund of trial costs will occur within 14 days of master contract signature.