GENERAL TERMS AND CONDITIONS FOR NORTHTRACKERS DRIVING JOURNAL, FLEET MANAGEMENT AND THEFT AGENCY
These general terms and conditions (“General Terms”) shall apply to the purchase of product and service from NorthTracker AB (corporate identity number 666826-4674) (“NorthTracker”). Contracting parties are NorthTracker and the customer (the “Customer”) who has signed the customer agreement with the NorthTracker (“Customer Agreement”).
The contractual relationship between NorthTracker and the Customer is governed by the Customer Agreement, these General Terms and Conditions and, where applicable, the Personal Data Assistant Agreement in accordance with the Data Protection Regulation (EU 2016/679) (GDPR, The General Data Protection Regulation). To the extent that any of the provisions of the documents are in conflict with each other, they shall take precedence in the said order, unless the circumstances clearly require otherwise.
The “Agreement” refers to the Customer Agreement, these General Terms and Conditions and the Personal Data Assistant Agreement, including all appendices, amendments, additions thereto and extensions and renewals thereof;
“Agreement Date” means the day on which the Customer Agreement is signed by NorthTracker and the Customer;
“Contract Period” means the Initial Contract Period and any subsequent extension of twelve (12) months as specified in clause 8 (Contract Period and Termination);
“Device” refers to NorthTracker hardware with GPS transmitters; and
“Initial Contract Period” refers to the initial binding period according to the Customer Agreement, which is specified in clause 8 (Contract Period and Termination).
2 Product description
2.1 The agreement refers to a logbook approved by the Swedish Tax Agency that includes map positioning and possible registration of travel for the object in which the Unit is located. The product also includes a theft protection approved by the Swedish Theft Protection Association (SSF), either as an independent service or as part of the logbook. The service is only compatible with the Device.
2.2 NorthTracker has the right, but no obligation, to update the service at any time with new and / or changed functionality, as long as this does not entail a significant negative change in the function of the service.
2.3 The unit is dependent on a functioning mobile network with GSM and GPS coverage and satellite reception for its function. Local and geographical conditions may mean restrictions on the coverage necessary for the functionality of the Unit and the service.
2.4 The Customer undertakes not to use the Device and the Service in violation of this Agreement and applicable law, including applicable data protection rules. Violation of this clause is considered a material breach of contract in accordance with clause 9 (breach of contract).
2.5 Delivery terms of the Unit are DDP (Incoterms®2010). NorthTracker retains ownership of the Unit until full payment has been made.
3.1 The customer is responsible for ensuring that the Unit is installed correctly in accordance with the applicable manual. Improper installation of the Device may result in incompletely registered data and deficiencies in the functionality of the Service.
3.2 After installation, the customer must test the device for function in accordance with the applicable manual and immediately notify NorthTracker if the device does not work.
3.3 The customer has the right to move the Unit between different vehicles and objects on their own. The customer is then responsible for ensuring that each new installation takes place correctly and in accordance with what is stated in this section 3.
NorthTracker offers support regarding the logbook system’s website and application as well as technical issues such as software, device and telematics errors. Support is offered via email email@example.com during non-holiday weekdays at 09-16.
5 Maintenance and faults
5.1 The device may only be used for NorthTracker services. It is the Customer’s responsibility to treat the Unit with care and in accordance with the manual or other instructions provided by NorthTracker or a partner designated by NorthTracker.
5.2 Maintenance and / or repair of the Device shall only be performed by NorthTracker or a partner designated by NorthTracker. It is the Customer’s responsibility to contact NorthTracker immediately if the Unit is in need of maintenance or repair due to a defect or damage. At NorthTracker’s request, the customer must send the Device to NorthTracker or the person designated by NorthTracker.
5.3 NorthTracker is responsible for the Unit functioning during the Contract Period, provided that the Unit is used in accordance with the prescribed instructions. This responsibility only applies if maintenance, repair or other action on the Device has been performed by NorthTracker or a partner designated by NorthTracker. NorthTracker’s liability does not apply to defects in the Device due to circumstances beyond NorthTracker’s control. NorthTracker is therefore not responsible for errors that have arisen as a result of defective or incorrect installation of the Unit, changes to the Unit in violation of instructions, normal wear and tear or the Customer’s incorrect use. In these cases, the Customer shall bear the costs that arise in connection with measures at the Unit.
5.4 NorthTracker’s liability for equipment manufactured by third parties is limited to the warranty period provided by such third party, but never more than twelve (12) months after delivery.
5.5 New batteries for the Device are ordered directly from NorthTracker. Cost for new batteries and shipping is not included in the agreed price according to the Customer Agreement.
5.6 NorthTracker reserves the right to downtime in the system to perform service, maintenance and software updates. The customer is not entitled to any compensation for the time such measures are implemented.
6 Price and payment terms
6.1 Price is stated in the Customer Agreement. The price is fixed during the Initial Contract Period and may thereafter, with the exception of what is stated in clause 6.2 below, only be changed by written agreement between the parties.
6.2 NorthTracker has the right to adjust the price annually in relation to Statistics Sweden’s producer price index (PPI), taking into account the change that has taken place in the last twelve months. The price change of the monthly fee may not exceed the percentage change that has taken place in PPI during the relevant period. NorthTracker also has, regardless of the just mentioned indexation, the right to unilaterally adjust the price in the Customer Agreement if it is caused by cost increases that are not reflected in PPI, for example NorthTracker’s increased purchase costs of mobile data and / or map services, compared to the agreement date. Written notification of price adjustment shall be sent to the Customer no later than four (4) months before the end of the current Agreement Period and shall apply from the Agreement Period that begins immediately after the notification.
6.3 Unless otherwise stated in the Customer Agreement, invoicing takes place annually in advance. The first invoice is issued after the Unit has been delivered from NorthTracker’s warehouse and the service has been made available to the Customer. Payment terms 30 days.
6.4 In the event of late payment, default interest is paid in accordance with the Swedish Interest Act (1975: 635). In the case of payment reminders, NorthTracker has the right to charge a reminder fee in accordance with the Act (1981: 739) on compensation for debt collection costs, etc.
6.5 The Customer is not entitled to set off against the overdue claim such claim that the Customer considers to have against NorthTracker, unless this has been acknowledged in writing by NorthTracker or established in a judgment.
6.6 If the Agreement has been financed, the finance company’s price regulations apply.
7 Limitation of liability
7.1 Registration of position data presupposes that the Unit has functioning GSM and GPS coverage and satellite reception, that the Unit can actually receive and send recordable data, that the Unit is correctly installed and used in a mainly appropriate manner. NorthTracker is not liable in any case for errors or damages caused by a defect in any of the aforementioned conditions.
7.2 NorthTracker shall not be liable for indirect damage or financial loss attributable to errors in the Device or Service, incorrect or non-delivery of data, computer viruses, bugs or similar circumstances or for errors that may result from the use of the Device or the Service, as long as as gross negligence can not be attributed to NorthTracker or NorthTracker employees.
7.3 NorthTracker’s liability for damage during the contractual relationship, including damages attributable to product liability, is in all circumstances limited to the total price under the Customer Agreement, but never more than SEK 50,000 per claim.
8 Contract period and termination
8.1 The Agreement runs from the Date of the Agreement and applies during the binding period specified in the Customer Agreement (“Initial Agreement Period”). At the end of the Initial Agreement Period, the Agreement is automatically extended by twelve (12) months at a time, unless the Agreement is terminated in accordance with this clause 8.
8.2 The Agreement shall be terminated in writing at least three (3) months before the end of the current Agreement Period.
8.3 Should the service be terminated or expire due to circumstances beyond NorthTracker’s control, NorthTracker has the right, without liability, to terminate the Agreement subject to thirty (30) days’ notice.
8.4 If the Agreement is terminated before the end of the Agreement Period, NorthTracker has the right to invoice the final amount for the remaining part of the Agreement Period, as applicable.
8.5 NorthTracker routinely stores and deletes data for the purpose of providing the Service under this Agreement and in accordance with applicable law. If the Customer has specific requirements regarding storage time and deletion of data, this must be agreed separately with NorthTracker.
8.6 Upon termination of the Agreement, NorthTracker’s liability for and rights to the storage of data generated or established through the Service will cease. The customer is responsible for possibly exporting and storing data from NorthTracker before the termination of the contractual relationship.
9 Breach of contract
Both parties have the right to terminate the Agreement with immediate effect in the event of the other party’s material breach of contract. A significant breach of contract is considered payment from a Customer that has not been received within 14 days after NorthTracker has sent a written payment reminder. NorthTracker’s liability is limited in accordance with clause 7 (Limitation of Liability).
10 Intellectual Property Rights
10.1 All intellectual property rights in the NorthTracker trademark and its products belong to NorthTracker, including the ownership of the name, trademark, Internet domain name and logo, and the Customer receives no rights to do so through this Agreement except as provided in clause 10.2.
10.2 During the Agreement Period, the customer has a non-exclusive right to use the service for his own use. The customer can download, display, save and print data that has been generated in the service for normal personal use in accordance with the purpose of the service. Any other use is prohibited.
11 Force Majeure
NorthTracker is exempt from the penalty for failure to fulfill a certain obligation under this Agreement, if the failure is based on a circumstance which is beyond NorthTracker’s control and which prevents its fulfillment (“Releasing Circumstance”). Such as Relief Circumstances shall be considered wars, natural disasters, lightning strikes, fires, floods, strikes, lockouts, faults in the telecommunications network and faults, damage, maintenance and repairs in call centers, and similar circumstances. NorthTracker shall notify the Customer of Liberating Circumstances as soon as practicable. The customer’s obligations within the contractual relationship are canceled during the corresponding period when NorthTracker’s obligations are canceled. Should the impediment due to force majeure last for more than three (3) months, the Customer has the right to terminate this Agreement with immediate effect.
12 Data processing
12.1 As a rule, the customer is responsible for personal data in accordance with the Data Protection Ordinance for all personal data processed by NorthTracker via the services.
12.2 NorthTracker’s responsibility as a personal data assistant is described in a personal data assistant agreement with the Customer, read more at www.northtracker.com.
12.3 When using NorthTracker’s products and services, it will be possible to generate data and other data that is anonymous. This anonymous information and data is the property of NorthTracker. NorthTracker reserves the right to transfer anonymized data to third parties.
13.1 If the Customer is a consumer, current consumer legislation will supplement and, if applicable, apply before these General Terms and Conditions.
13.2 If the Customer is a consumer, the Customer has in certain cases a right of withdrawal in accordance with the Act (2005: 59) on distance contracts and contracts outside business premises. Read more at www.northtracker.com.
14 Duty of confidentiality
14.1 A party undertakes not, without the other party’s prior written consent, itself, directly or indirectly, to use or disclose to outsiders confidential information that a party has gained access to through the contractual relationship. For the purposes of this provision, confidential information means any information – technical, commercial or otherwise – whether documented or not, which the other party wishes to keep secret, with the exception of information that is or becomes public knowledge or that has come to public knowledge in other ways. than by violation of this provision.
14.2 Nothing in this Agreement shall, however, prevent a party from disclosing confidential information or other data generated through the service if a party has been imposed such an obligation under law or a decision of an authority or court.
15.1 Amendments and additions to the Agreement shall be made in writing.
15.2 All notices in connection with this Agreement shall be sent either by registered letter or e-mail to the address specified in the Customer Agreement or to the address which the party later notified in writing to the other party, in compliance with the provisions of this clause. The message shall be deemed to have reached the recipient (i) if sent by registered letter with the delivery receipt: ten (10) days after the date of delivery for postal delivery; or (ii) if sent by e-mail: the day after the sending e-mail account has generated a confirmation showing that the e-mail has been sent in its entirety to the recipient’s e-mail address. The Customer is responsible for notifying NorthTracker by email firstname.lastname@example.org of any changes in contact information to the Customer.
15.3 Customer has no right to assign, assign or otherwise transfer its rights or obligations under this Agreement without NorthTracker’s written consent. If the Agreement has been financed, the finance company must also approve the transfer of the Agreement.
15.4 Swedish law shall apply to this Agreement and all non-contractual obligations arising out of or in connection with this Agreement. Disputes in connection with this Agreement or non-contractual obligations arising out of or in connection with this Agreement shall be decided by a general court with the Stockholm District Court as the first instance.