1 – This Trial (including the licence to use the Insight Optimisation Services which are available as part of the Trial) is subject to the following terms:
- a) The Trakm8 Limited Optimisation Terms and Conditions (as updated by Trakm8 Limited from time to time) (the “Terms and Conditions”).
- b) The following Trial Terms set out herein (as updated by Trakm8 Limited from time to time) (which shall prevail over anything inconsistent in the Terms and Conditions) (the “Trial Terms”).
2 – The application of these Trial Terms vary depending upon whether the Customer is using the Insight Optimisation Services for
a) Four or fewer vehicles (Small Fleet); or
b) Five or more vehicles (Large Fleet).
In the event that the Customer is using the Insight Optimisation Services for a Small Fleet, then clauses 1 to 16 (inclusive) of these Trial Terms shall apply, but not clauses 17 to 19 (inclusive).
In the event that the Customer is using the Insight Optimisation Services for a Large Fleet, then clauses 1 to 12 (inclusive) and 17 to 19 (inclusive) of these Trial Terms shall apply, but not clauses 13 to 16 (inclusive).
3 – The Insight Optimisation Services are and will remain at all times Trakm8 Limited’s intellectual property and is licensed (not sold) to the Customer on a limited, non-exclusive, non-transferable basis.
4 – The Customer is entitled to use the Insight Optimisation Services solely for its internal business operations in the United Kingdom and the Insight Optimisation Services may not otherwise be used or exploited by the Customer (whether on a commercial basis or otherwise) including in relation to any third parties and/or on a resale or similar/equivalent basis.
5 – Trakm8 Limited may (automatically or otherwise) disable the Customer’s login details/access and/or delete any and all data which has been submitted into the Insight Optimisation Services from its systems and servers at any time (including without limitation on termination) without liability.
6 – This Trial is subject to such limits as are notified to the Customer from time to time by being posted on Trakm8 Limited’s website and which the Customer must adhere to at all times. At the date of this notice (which may be updated at any time) the limits are as follows:
- a) Maximum number of jobs per Customer per optimisation request: 500
- b) Maximum number of requests per Customer per day: 5
- c) Only named users with Trakm8 Limited supplied logins may use the Insight Optimisation Services.
7 – If and to the extent the Customer wishes to increase any of the above parameters it must ask permission from Trakm8 Limited who will review such request on a case-by-case basis acting in its sole discretion.
8 – It is expressly acknowledged by the Customer that the Insight Optimisation Services may not be suitable in all instances or for all purposes and the Customer assumes sole responsibility for results obtained from the use of the Insight Optimisation Services and for conclusions drawn from such use. Without prejudice to the foregoing, Insight Optimisation Services should not be used
- a) for public transport or emergency / blue-light requirements in any circumstances; or
- b) for HGVs (unless used in conjunction with a suitable HGV Satellite Navigation system for planning individual routes).
9 – The Customer agrees that Trakm8 Limited may monitor use of the Insight Optimisation Services at any time(s) including without limitation to verify compliance with these Trial Terms. Trakm8 Limited may also limit the number of requests that the Customer and/or its authorised users may make from time to time.
10 – The Customer is responsible for compliance by its authorised users with these terms.
11 – Use of this Trial by existing Trakm8 Limited and Route Monkey Limited customers does not alter the terms of any existing contractual commitments (including, without limitation, the payment of existing subscription/licence fees) that they may have with Trakm8 Limited and/or Route Monkey Limited.
12 – Whilst Trakm8 Limited endeavours to ensure that the Insight Optimisation Services are free from technical or other errors, it provides any software/services comprised in the Insight Optimisation Services ‘as is’ without any other additional warranties and to the maximum extent permitted by law, all representations, warranties, conditions and other terms including any condition implied by statute of satisfactory quality, fitness for purpose and the use of reasonable care and skill which but for these Trial Terms would have effect are excluded. Further, the Insight Optimisation Services may be unavailable at any time(s) including, without limitation, for planned, routine and emergency maintenance.
Clauses 13-16 to apply to Small Fleets only (Vehicle Fleets of 1 to 4 vehicles)
13 – This Trial for Small Fleets shall commence once Trakm8 Limited has delivered the Insight Optimisation Services via its portal (“Trial Commencement Date”) and shall continue, unless terminated earlier in accordance with clause 14 below, for 30 days from the Trial Commencement Date (“Trial Period”). If no notice of termination has been served by either party in accordance with clause 14 below prior to the expiry of the Trial Period, then Trakm8 Limited’s supply and the Customer’s use of the Insight Optimisation Services will automatically continue and convert to a paid subscription that is governed by the Terms and Conditions set out in clause 1(a) above save for the following variations to those Terms and Conditions:
- the “Effective Date” shall be the Trial Commencement Date;
- the “Initial Term” shall be for one month;
- the “Subscription Fees” shall be £30 plus VAT per vehicle per month unless the Customer notifies Trakm8 Limited before the expiry of the Trial Period that it wishes to pay such subscription fees on an annual basis in which case the Subscription Fees shall be £330 plus VAT per vehicle per year.
The Terms and Conditions provide that the Subscription Fees are paid periodically in advance and accordingly the Subscription Fees will be paid by the Customer by direct debit in advance, the first such payment being made on the date immediately following the expiry of the Trial Period. The Customer’s attention is specifically drawn to the fact that the pre-paid Subscription Fees are non-refundable, whether on termination or otherwise, subject to one exception, as set out in clause 9.5.2 of the Terms and Conditions.
In the event that this Trial is not terminated in accordance with clause 14 below, then following expiry of the Trial Period these Trial Terms shall no longer apply to the continued supply of the Insight Optimisation Services, save for this clause 13.
14 – Either party shall be entitled to terminate this free Trial (without liability) by giving to the other party notice to terminate at any time prior to the expiry of the Trial Period. The Customer’s notice to terminate shall be sent by email to info@trakm8.com; Trakm8 Limited’s notice to terminate may be sent by email to any email address of the Customer provided to Trakm8 Limited in connection with this Trial or by post or by courier to Customer’s registered office or principal place of business.
15 – The Customer agrees to stop using the Insight Optimisation Services immediately on termination of the Trial. Upon termination of this Trial for any reason, the Customer shall ensure that it permanently deletes or removes any instances of the same from all computer equipment and documentation in its possession.
16 – No fees are payable by the Customer to Trakm8 Limited during the Trial Period, but for the avoidance of doubt subscription fees shall be payable by the Customer to Trakm8 Limited when the supply and use of the Insight Optimisation Services automatically continues after the Trial Period in accordance with clause 13 above. Further, it is expressly acknowledged that the Customer is responsible for its own costs in terms of using and installing the Insight Optimisation Services.
Clauses 17 to 19 to apply to Customers with Large Fleets only (ie Vehicle Fleets of 5 or more vehicles)
17 – This Trial for Large Fleets shall commence once Trakm8 Limited has delivered the Insight Optimisation Services via its portal (“Trial Commencement Date”) and shall continue, unless terminated earlier in accordance with the further provisions of this clause 17, until 30 days from the Trial Commencement Date when it shall terminate automatically without notice (Trial Period). Either party shall be entitled to terminate this free Trial (without liability) by giving to the other party notice to terminate at any time prior to the expiry of the Trial Period. The Customer’s notice to terminate shall be sent by email to info@trakm8.com, Trakm8 Limited’s notice to terminate may be sent by email to any email address of the Customer provided to Trakm8 Limited in connection with this Trial or by post or by courier to Customer’s registered office or principal place of business.
18 – The Customer agrees to stop using the Insight Optimisation Services immediately on expiry or termination of the Trial or if any of the termination circumstances set out in the Terms and Conditions arise. Upon termination of this Trial for any reason, the Customer shall ensure that it permanently deletes or removes any instances of the same from all computer equipment and documentation in its possession unless and to the extent the parties have agreed to extend the use of the Insight Optimisation Services beyond this Trial (subject to agreement by the Customer of appropriate contract terms and payment of the appropriate subscription fees).
19 – No fees are payable by the Customer to the Supplier during the term of this Trial; however, it is expressly acknowledged that the Customer is responsible for its own costs in terms of using and installing the Insight Optimisation Services.