Effective date: 12 Jan 2021
Important notice: These terms apply to business customers only. They are intended for business-to-business supply of GPS tracking, telematics, SIM connectivity, vehicle and asset monitoring, software access, support and related services. They are not intended for consumer contracts.
These Terms and Conditions (“Terms”) govern all orders, customer order forms, service agreements, renewals, invoices, device rentals, SIM/connectivity services, portal access, software access, support, continued use of services and continued possession or control of Trackmatic equipment between Lynsco Group Limited trading as Trackmatic (“Trackmatic”, “we”, “us”, “our”) and the customer, business, organisation, buyer, user, successor, assignee, purchaser, operator or account holder receiving, using, retaining or benefitting from the Services (“Customer”, “you”, “your”).
These Terms replace and update earlier Trackmatic terms for new orders, renewals and continued service use from the Effective Date. For legacy or pre-existing customers, these Terms apply to the fullest extent permitted by any existing agreement, previous terms, course of dealing, renewal, continued use of Services, continued possession of Devices, continued receipt of invoices, continued access to Trackmatic systems, or continued benefit from Trackmatic equipment or connectivity after the Effective Date. Nothing in these Terms limits Trackmatic’s accrued rights, unpaid invoices, device ownership rights, recovery rights, or remedies arising under any earlier agreement, order form, invoice, previous terms, common law, statute or course of dealing.
Account means the Customer’s Trackmatic account, billing account, payment account, portal account or any account through which Services, Devices, SIMs, invoices or support are supplied.
Agreement means these Terms together with any order form, signed document, online acceptance, email acceptance, quotation accepted by the Customer, invoice, statement of account, service schedule, written variation, renewal, continued use, or course of dealing between Trackmatic and the Customer.
Associated Components means all antennas, cables, wiring, relays, connectors, looms, brackets, batteries, casings, sensors, keypads, driver ID readers, cameras, accessories and other components supplied with or for use with a Device.
Business Hours means Monday to Friday, 9:00am to 5:30pm, excluding UK, Irish and local public holidays unless otherwise agreed in writing.
Customer includes the named customer on an order form or invoice, any business trading style used by that customer, any successor, purchaser, transferee, assignee, operator, affiliate, related company or person who uses, retains, controls, benefits from or receives Services or Devices.
Device or Devices means any GPS tracker, telematics unit, SIM-enabled device, vehicle tracking unit, asset tracker, camera, gateway, router, hardware, associated component, accessory, SIM or other item supplied, configured, leased, rented, installed, activated, shipped or made available by Trackmatic.
Fees means all charges payable by the Customer, including recurring service fees, rental fees, SIM/connectivity fees, licence fees, portal fees, hardware charges, replacement charges, non-return charges, installation fees, de-installation fees, recovery costs, administration fees, interest, legal costs, enforcement costs and other sums due.
Plan means the Services, prices, Devices, users, vehicles, assets, SIMs, features, billing frequency and commercial terms selected or agreed by the Customer or applied through course of dealing.
Services means all GPS tracking, telematics, SIM connectivity, data communications, software, web portal, reporting, alerts, stolen vehicle tracking, asset tracking, vehicle monitoring, fleet management, camera, router, remote access, support, maintenance, hosting, data storage, integrations and related services supplied by Trackmatic.
Software means any platform, portal, application, API, hosted service, tracking software, reporting tool, firmware, configuration, dashboard, integration or other software used in connection with the Services.
Term means the initial contract period stated on the order form or agreed with the Customer, together with any renewal period, automatic renewal period, period of continued use, period during which Devices remain unreturned, and any period during which Services remain active or available.
Website means www.trackmatic.co.uk, www.trackmatic.ie and any other website, portal or customer platform operated or used by Trackmatic.
2.1 The Customer accepts these Terms by any of the following: signing or electronically signing an order form; approving a quotation; sending a purchase order; paying an invoice; receiving Devices; allowing installation; using the Services; accessing the Software; retaining Devices; requesting support; continuing to receive Services; continuing to receive invoices; or failing to return Devices after request.
2.2 A binding Agreement may arise by signature, email, conduct, payment, use of Services, continued possession of Devices, continued use of SIMs, portal access, acceptance of invoices, or any course of dealing showing that the Customer has accepted or continued to benefit from the Services.
2.3 The Customer confirms that any person signing an order form, accepting a quotation, requesting Services, arranging installation, receiving Devices, corresponding from the Customer’s email domain, using the Services, or requesting changes has authority to bind the Customer unless Trackmatic is notified in writing before Trackmatic acts on that instruction.
2.4 Trackmatic may correct obvious typographical, clerical, spelling, formatting, address, company name, trading name or administrative errors in an order form, invoice, statement or account record, provided the correction does not alter the commercial substance of the Agreement.
2.5 Customer purchase order terms, procurement terms, portal terms, tender terms, framework terms, supplier onboarding terms, or other customer-supplied terms are rejected and do not apply unless expressly accepted in writing and signed by a director of Trackmatic.
2.6 Trackmatic may update these Terms from time to time for legitimate business reasons, including changes in law, technology, telecoms, hosting, security, compliance, insurance, payment practices, device supply, recovery costs or operational requirements. Updated Terms will be published at www.trackmatic.co.uk/terms and will apply to new orders, renewals, continued use, continued possession of Devices and ongoing Services from the date of publication unless prohibited by law.
3.1 Unless a Trackmatic invoice expressly states that a Device is “sold outright” and that invoice has been paid in full, all Devices remain the sole legal and beneficial property of Trackmatic at all times.
3.2 Possession, installation, use, payment of service charges, payment of rental charges, payment of connectivity charges, or the passage of time does not transfer ownership of Devices to the Customer.
3.3 The Customer receives only a limited, non-exclusive, non-transferable licence to use Devices and Software for the purpose of receiving the Services during the Term.
3.4 The Customer must not sell, transfer, pledge, charge, abandon, dispose of, destroy, alter, open, tamper with, remove, reprogram, reverse engineer, de-brand, conceal, withhold, lease, sublease, assign, lend, market or otherwise deal with any Device as owner.
3.5 Risk of loss, theft, fire, damage, water ingress, misuse, unauthorised removal, accidental disposal, vehicle sale, vehicle scrappage, repossession, transfer, insolvency, employee misuse or third-party interference passes to the Customer when the Device is delivered, installed, collected, received, shipped, or otherwise made available to the Customer or its agent.
3.6 The Customer must insure all Devices for full replacement value and must provide evidence of insurance on request. Failure to insure Devices does not reduce the Customer’s liability.
3.7 If a vehicle, asset or site containing a Device is sold, transferred, scrapped, repossessed, returned, stolen, abandoned, exported, moved, disposed of or otherwise leaves the Customer’s control, the Customer remains liable for the Device, all Services, all Fees and all losses until the Device is returned to Trackmatic or Trackmatic confirms release in writing.
3.8 The Customer must immediately identify the location of each Device on request and must provide vehicle registration numbers, driver details, site addresses, contact details, asset details and access arrangements reasonably required for inspection, recovery or de-installation.
4.1 Delivery and installation dates are estimates only unless expressly agreed in writing. Delay in delivery or installation does not release the Customer from payment obligations where Services, Devices or SIMs have been supplied or reserved.
4.2 The Customer must provide safe access, suitable vehicles, assets, keys, power, staff availability and site conditions required for installation, inspection, maintenance, removal or recovery.
4.3 Trackmatic may use approved subcontractors or installers. The Customer accepts that installation may involve wiring, drilling, connection to power supplies, fitting of antennas, mounting of components or other normal installation activity.
4.4 The Customer must not remove a Device unless Trackmatic has given written permission or unless removal is carried out by a Trackmatic-approved installer.
4.5 On termination, cancellation, expiry, default, business sale, vehicle disposal, replacement of equipment, or Trackmatic’s written request, the Customer must make Devices available for de-installation or return within 14 days unless Trackmatic agrees otherwise in writing.
4.6 De-installation, deactivation, SIM suspension, account closure, data export, data deletion, device inspection, restocking, administration and return handling may be charged at Trackmatic’s then-current rates or as stated on an invoice, quotation or price schedule.
5.1 The Customer must return all Trackmatic-owned Devices and Associated Components within 14 days of termination, expiry, cancellation, suspension for non-payment, Trackmatic’s demand, or cessation of use.
5.2 Devices must be returned at the Customer’s cost, securely packaged, insured, tracked and in good working condition, fair wear and tear excepted.
5.3 An account is not closed and recurring charges do not cease until all Trackmatic-owned Devices have been returned, inspected, identified and accepted by Trackmatic, and all outstanding sums have been paid.
5.4 If Devices are not returned within 14 days, Trackmatic may charge, without limiting any other remedy:
5.5 Unless a different price is stated in the order form, invoice or price list, the replacement value of a standard GPS tracking Device is the greater of: (a) Trackmatic’s then-current replacement cost; (b) the original cost of the Device; or (c) GBP £389 plus VAT or EUR €449 plus VAT per standard Device. Custom, camera, refrigeration, PTO, driver ID, asset, router or specialist Devices may be charged at their full replacement value.
5.6 The Customer agrees that the charges in this clause are commercially justified and represent Trackmatic’s legitimate interests in recovering its property, maintaining continuity of service, preserving network/SIM allocations, replacing lost equipment, investigating device status, administering account closure and recovering losses arising from non-return.
6.1 Services are supplied for business tracking, monitoring, reporting, alerts, connectivity and related fleet or asset management purposes. They are not guaranteed emergency, life-safety, theft-prevention, crime-prevention or security-response services unless expressly agreed in writing.
6.2 Services depend on mobile networks, GPS, data connectivity, hosting, third-party platforms, maps, antennas, power supply, vehicle condition, customer usage and other factors outside Trackmatic’s complete control. Trackmatic does not guarantee uninterrupted, error-free or universal coverage.
6.3 Trackmatic may suspend or restrict Services where invoices are overdue, usage is excessive, a SIM or Device is misused, a telecoms provider requires suspension, security risk exists, the Customer is in breach, or Trackmatic has reasonable concerns about payment, legality or network use.
6.4 SIM cards supplied by Trackmatic remain Trackmatic property unless expressly sold outright in writing. SIMs must not be removed, swapped, copied, resold, used in unauthorised equipment, used outside the agreed purpose, used for high-volume data, used for unlawful activity, or used in a manner that risks network suspension.
6.5 The Customer is responsible for ensuring that its employees, drivers, contractors and users know that vehicles, assets or equipment may be tracked and that location, journey, speed, event, diagnostic or usage data may be processed.
7.1 The Customer must pay all Fees in accordance with the order form, invoice, statement, Plan or course of dealing. Unless otherwise agreed in writing, recurring Fees are payable in advance.
7.2 Invoices are payable on the due date stated on the invoice. If no due date is stated, invoices are payable immediately on issue.
7.3 The Customer must pay all invoices in full without set-off, deduction, withholding or counterclaim unless Trackmatic has agreed otherwise in writing.
7.4 Any invoice dispute must be raised in writing within 14 days of the invoice date, identifying the invoice number, amount disputed, full reasons and supporting evidence. Any invoice not disputed within 14 days is deemed accepted, subject to manifest error.
7.5 If the Customer says it did not receive an invoice, it must still pay all properly due sums once a copy or statement is provided. Internal record-keeping failure, staff change, acquisition, restructuring, email deletion, accounting-system change or absence of invoices from the Customer’s system does not extinguish liability.
7.6 Invoices, statements, demands and notices sent to any email address provided by the Customer, used by the Customer, used by the Customer’s accounts team, associated with the Customer’s domain, used during prior dealings, or reasonably believed by Trackmatic to be connected with the Customer shall be deemed received unless Trackmatic receives a delivery failure or bounce-back.
7.7 Trackmatic may claim contractual interest, statutory interest, fixed compensation, reasonable recovery costs, administration charges, legal costs and enforcement costs to the maximum extent permitted by applicable law.
7.8 For business customers in England, Wales, Scotland or Northern Ireland, Trackmatic may claim interest and recovery costs under the Late Payment of Commercial Debts (Interest) Act 1998 and related regulations, where applicable.
7.9 For business customers in Ireland, Trackmatic may claim interest and compensation under the European Communities (Late Payment in Commercial Transactions) Regulations 2012 and any replacement or amending legislation, where applicable.
7.10 Trackmatic may increase recurring Fees on renewal or on not less than 30 days’ written notice to reflect increases in telecoms, network, SIM, hosting, map, security, compliance, insurance, energy, supplier, support or other business costs.
8.1 The initial Term is as stated in the order form or otherwise agreed. If no initial Term is stated, the initial Term is 36 months from the earlier of installation, activation, shipment, SIM activation, portal access or first use.
8.2 At the end of the initial Term or any renewal Term, the Agreement automatically renews for successive 12-month periods unless either party gives at least 30 days’ written notice before the renewal date.
8.3 Notice of termination is not effective unless all Devices are returned, all outstanding invoices are paid, all de-installation and return obligations are complied with, and Trackmatic confirms closure in writing.
8.4 Early termination by the Customer does not remove liability for Fees due for the remainder of the Term, device return obligations, non-return charges, replacement value, interest, costs or accrued liabilities.
8.5 Trackmatic may terminate, suspend or restrict Services immediately if the Customer fails to pay on time, fails to return Devices, transfers Devices without consent, becomes insolvent, ceases trading, sells or transfers a business, disposes of vehicles containing Devices, misuses Services, breaches these Terms, or gives Trackmatic reasonable concern as to payment or equipment recovery.
9.1 The Customer must notify Trackmatic in writing before any sale, acquisition, merger, restructuring, business transfer, asset sale, change of control, insolvency process, administration, liquidation, dissolution, trading-name change, vehicle sale or transfer affecting the Customer, the Services, invoices, Devices or any vehicle/asset containing a Device.
9.2 The Customer may not assign, novate or transfer the Agreement or any Device without Trackmatic’s prior written consent, except where Trackmatic has been notified in writing and has expressly agreed the transfer or release.
9.3 The Customer remains liable for all obligations, Devices, Fees, non-return charges, losses and accrued liabilities unless Trackmatic expressly releases the Customer in writing.
9.4 Any purchaser, successor, transferee, assignee, parent, affiliate, operator or other person who continues to use, retain, control, possess, benefit from, receive invoices for, access, operate, dispose of or fail to return Devices or Services after a business sale, acquisition, transfer or restructuring is deemed to have accepted these Terms and shall be jointly and severally liable with the original Customer for all continuing charges, equipment return obligations, replacement charges, losses, interest and costs to the fullest extent permitted by law.
9.5 If the Customer alleges that liability did not pass to a purchaser, successor or related entity, the Customer must provide documentary evidence identifying the transaction, date, parties, assets/liabilities transferred, treatment of supplier contracts, treatment of leased/rented equipment, and arrangements for Trackmatic Devices.
10.1 The Customer is in default if it fails to pay any sum when due, fails to return Devices, breaches these Terms, disputes invoices without proper basis, becomes insolvent, ceases trading, transfers Devices, sells vehicles containing Devices, fails to provide device locations, misuses Services, or gives Trackmatic reasonable concern about payment or recovery of Devices.
10.2 On default, Trackmatic may do any of the following without limiting any other remedy:
10.3 Failure by Trackmatic to act immediately, suspend, sue, recover Devices or enforce payment does not waive Trackmatic’s rights or release the Customer from liability.
11.1 Trackmatic’s records, including invoices, account statements, device allocation records, IMEI/SIM records, installation records, platform records, GPS records, support tickets, email logs, payment history, portal records and CRM/account notes, shall be admissible evidence of supply, use, billing, device allocation, service status, account activity and sums due unless the Customer proves manifest error.
11.2 The Customer must preserve all documents, emails, invoices, purchase records, due diligence records, vehicle records, asset registers, device records and communications relevant to any dispute once a dispute is reasonably contemplated.
12.1 Trackmatic will use reasonable skill and care in supplying the Services. No service is guaranteed to be uninterrupted, error-free, immune from network failure, immune from GPS limitation, or suitable for emergency use unless expressly agreed in writing.
12.2 The Customer is responsible for vehicle condition, power supply, employee notification, lawful use, driver compliance, insurance, safe use, keeping Devices secure, reporting faults promptly, making vehicles/assets available, and following Trackmatic instructions.
12.3 The Customer must report installation issues, faults or billing disputes promptly and in writing. Trackmatic must be given a reasonable opportunity to investigate and remedy any alleged defect before the Customer incurs third-party costs or alleges breach.
12.4 Support is provided during Business Hours unless otherwise agreed. Out-of-hours support, additional support, training, site visits, reconfiguration, data exports, bespoke reports and installation/de-installation assistance may be charged at Trackmatic’s then-current rates.
13.1 The Customer is responsible for ensuring it has a lawful basis to use tracking, monitoring, camera, telematics, location and driver-related Services and for informing employees, drivers, contractors and other users as required by applicable data protection and employment laws.
13.2 Trackmatic may process personal data to provide the Services, manage accounts, issue invoices, provide support, maintain security, comply with law, manage disputes, recover debts and protect its property.
13.3 Trackmatic may retain account, billing, device, legal and evidence records where necessary for legitimate business, legal, tax, regulatory, accounting, dispute resolution, debt recovery or enforcement purposes.
13.4 Data export, deletion, certification, account closure or bespoke data handling may be charged at Trackmatic’s reasonable administration and technical rates.
14.1 All intellectual property rights in Trackmatic names, trademarks, systems, Software, portal design, configurations, documentation, reports, methods, databases, processes and related materials remain owned by Trackmatic or its licensors.
14.2 The Customer must not copy, reverse engineer, reproduce, scrape, resell, sublicense, imitate, modify, interfere with, misuse or attempt to derive the source code, structure, functionality or commercial methods of the Software or Services.
15.1 Nothing in these Terms limits liability where limitation is prohibited by law.
15.2 Subject to clause 15.1, Trackmatic shall not be liable for indirect, consequential, special, punitive or exemplary losses, loss of profit, loss of revenue, loss of goodwill, loss of contract, business interruption, loss of data, vehicle downtime, fines, driver conduct, customer internal costs or losses caused by network/GPS/third-party failure.
15.3 Subject to clause 15.1, Trackmatic’s total liability arising out of or in connection with the Agreement shall not exceed the Fees paid by the Customer for the affected Services in the 12 months before the event giving rise to the claim.
15.4 The Customer must mitigate all losses and must give Trackmatic prompt written notice of any issue or claim.
16.1 Notices to Trackmatic must be sent to info@trackmatic.ie or such other address as Trackmatic publishes or notifies.
16.2 Notices to the Customer may be sent to any postal address, registered office, trading address, billing address, installation address, accounts email, domain email, director email, employee email or other contact used by the Customer or reasonably appearing to relate to the Customer.
16.3 Email notices are deemed received on sending unless Trackmatic receives a delivery failure. Postal notices are deemed received two working days after posting in the UK or Ireland and five working days after international posting.
17.1 Unless otherwise agreed in writing, where the Customer is based in England or Wales, these Terms and the Agreement shall be governed by the laws of England and Wales and the courts of England and Wales shall have non-exclusive jurisdiction.
17.2 Where the Customer is based in Scotland, Trackmatic may elect that Scottish law and Scottish courts apply where appropriate, without prejudice to any right to sue in another competent jurisdiction.
17.3 Where the Customer is based in Northern Ireland, Northern Irish law and courts shall apply unless otherwise agreed or unless another competent jurisdiction is more appropriate.
17.4 Where the Customer is based in Ireland, Irish law shall apply and the Irish courts shall have jurisdiction.
17.5 Trackmatic may bring proceedings in any jurisdiction where the Customer is domiciled, carries on business, holds assets, retains Devices, received Services, or where enforcement or recovery of Devices is required.
18.1 These Terms, together with the order form, invoices, statements, service schedules and any written amendments signed by Trackmatic, form the entire agreement between the parties in respect of the Services.
18.2 No waiver is effective unless given in writing by Trackmatic. Delay in enforcing any right is not a waiver.
18.3 If any provision is invalid or unenforceable, it shall be limited or severed to the minimum extent required and the rest of the Terms shall remain in force.
18.4 Trackmatic may assign, transfer, subcontract or novate its rights and obligations to any group company, successor, purchaser, service provider or assignee.
18.5 The Customer may not assign, transfer, novate or subcontract its rights or obligations without Trackmatic’s prior written consent.
18.6 Clauses relating to payment, ownership, return of Devices, non-return charges, confidentiality, intellectual property, data, limitation of liability, indemnities, records, evidence, costs, governing law and enforcement survive termination or expiry.
18.7 In the event of conflict between these Terms and any Customer terms, these Terms prevail unless Trackmatic expressly agrees otherwise in writing and signed by a director.
18.8 Trackmatic’s current contact email is info@trackmatic.ie. Customers should use that address for formal account, billing, dispute, termination and return communications unless Trackmatic notifies a different address.
Trackmatic aims to provide a professional and reliable service. Any complaint or query should be sent in writing to info@trackmatic.ie, identifying the Customer name, account number, invoice number, Device details and full details of the issue.
End of Terms and Conditions.
