CONDITIONS OF SUPPLY OF Asset Monitoring Solutions by PRIME TRACK (PTY) LTD

  1. Definitions
  2. In these conditions the following expressions shall have the following meanings:
    (a) “the agreement” means the agreement arising on the acceptance by PRIME TRACK 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 to the Customer incorporating these Conditions and no other additional terms except those agreed in writing by PRIME TRACK.
    (c) “the Trial Period” means the period specified in the Customer’s order during which the System will be made available to the Customer.
    (d) “the System” means the GPS Tracking Solution 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-Site.
    (f) “the asset(s)” means the assets identified in the Customer’s Order in which the System is designed to monitor.
    (g) “the Web-Site” means the website on the internet from time to be nominated by PRIME TRACK.

(h) “The APP’s” means either the IOS or Android applications developed by PRIME TRACK  for the monitoring of GPS trackers.

(i) “The Contract” refers to the document between PRIME TRACK and customers, pertaining to the specific use of the GPS trackers with its terms and conditions highlighting monthly cost, rental period and other information pertinent to the transaction.

(j) “Tracker” refers to the said chosen fixed or mobile GPS/ Satellite tracker offered as per the terms of the contract.

 

  1. Agreement to Supply

2.1Subject to the Customer complying with these Conditions and entering into and complying with a rental agreement or an outright purchase sale, PRIME TRACK agrees to ensure that the System will be made available to the Customer during the said contract Period.
2.2 PRIME TRACK 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.
2.3 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 PRIME TRACK form part of any contract between PRIME TRACK and the Customer except to the extent expressly attached to and made part of the agreement.
2.4 Title in and to the System will remain with PRIME TRACK Title in and to the system will remain with PRIME TRACK until invoices are paid in full.
2.5 The Lease/hire 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 PRIME TRACK in good condition, fair wear and tear only excepted.

  1. Web-Site Access

3.1 Subject to compliance by the Customer of the Conditions, PRIME TRACK will during the Contract Period provide the Customer with access to the Web-Site which will enable the Customer to use the System in relation to the asset(s).
3.2 Access to certain pages of the Web-Site and or APP’s may be restricted by a username and a password and unless otherwise notified by PRIME TRACK, the Web-Site will be designed to run using Google Chrome. Any computer that does not meet these specifications will not gain the full benefit of the System.
3.3 Access to the Website and or APP’s and the 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 the Contract then PRIME TRACK may immediately on notice either terminate or suspend without liability on its part the Contract or the use and access by the Customer of the Web-Site and or APPS by invalidating its username and password or any other appropriate means.
3.4 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.
3.5 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 and APP’s) any software or hardware not approved in writing by PRIME TRACK and shall keep PRIME TRACK 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 PRIME TRACK where such damage is caused by the Customer and also in respect of any losses, costs, damages, claims and expenses suffered by PRIME TRACK resulting from any breach by the Customer of the agreement.
3.6 PRIME TRACK reserves the right to remove any material placed on its servers by the Customer that PRIME TRACK, in its reasonable opinion, believes violates these Conditions or is otherwise harmful to its interests or those of any other users of the Web-Site.

  1. Installation and upkeep of GPS Tracker

4.1 The client is responsible for the placement of the GPS Tracker within the assets to be monitored, the client will also be responsible for retrieving said GPS tracker after the assets have reached their desired destination.

4.2 The client is also responsible for maintaining sufficient battery charge in the said GPS Tracker and making sure it has sufficient charge for the task at hand.

4.3 The client is responsible for monitoring the Tracker using either the website or the APPs unless otherwise agreed to in writing with PRIME TRACK.  PRIME TRACK makes both the web portal and Apps available to the client for said monitoring.

4.4 The client is responsible for responding to and retrieving said assets and property in the event of a theft or Hi-Jacking. PRIME TRACK does not offer response unless agreed to in writing.

 

  1. Charges

5.1 All rental charges or other quoted prices are net.
5.2 Unless otherwise specified, the cost of installation is not included in the rental charges.
5.3 Rental and other charges shall be paid strictly monthly in Advance when due and may be invoiced in respect of any Trackers(s) which have been contracted out.

5.4 Monthly rental charges and fees are irrespective of whether the tracker is used during the month, this charge is fixed as per the contract and not conditional to the tracker being deployed in the field
5.5 Monthly Payments not received by the 5th of each month will result in all services being suspended immediately. A R250-00 reconnection fee will be required for all reconnections as a result of default on the client’s behalf.
5.8 Once an order is placed any cancellation after 24 hours will result in R250-00 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.

 

 

 

  1. PRIME TRACK Liability

6.1 PRIME TRACK 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. PRIME TRACK 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 PRIME TRACK 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 PRIME TRACK 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, PRIME TRACK 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 or Assets.
(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 PRIME TRACK 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 PRIME TRACK but this is without prejudice to its obligations.

6.6 The customer is solely responsible for the placement of the unit in the said assets and as such all efforts should be made to ensure that the unit is placed in such a manner to reduce all risks of loss and damage.

6.7 The client is solely responsible for making sure that the unit has sufficient battery charge at all times to cover the needs of the client in the specific application. The battery level is indicated on both the web platforms and Apps and as such should be monitored regularly.

6.8 The client is solely responsible for the response to any event such as Theft, robbery and so forth. PRIME TRACK does not offer a response service unless so stated in your contract however we will do everything in our power to assist at the time of said activation.

6.9 All tracking units remain the property of PRIME TRACK at all times unless purchased outright and paid for in full. In saying so the client is responsible for the safety of said unit while in their custody and any losses or damages not withstanding normal wear and tear will be billed to the client at the prevailing replacement cost at the time.
6.10 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.

 

  1. 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 Website (including but not limited to copyright, design rights, trademarks and patentable inventions throughout the world) are the property of PRIME TRACK or its suppliers. None of this material may be reproduced in any manner without the prior written consent of PRIME TRACK.

7.2 The mark “PRIME TRACK” is owned by PRIME TRACK and the Customer shall not use such mark in any way. The Customer shall keep PRIME TRACK advised if it becomes aware of any use by a third party of the mark “PRIME TRACK” or any similar or colourable imitation of such mark.

7.3 All drawings, design specifications and the like which are supplied by PRIME TRACK 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.

  1. Force Majeure

8.1 PRIME TRACK 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

9.1 PRIME TRACK 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.

9.2 PRIME TRACK may suspend the provision of the system in whole or part if payments of outstanding invoices which have been raised and not settled within agreed credit terms.

 

  1. Data Protection

10.1 The Customer recognises and accepts that PRIME TRACK may record some or all of the data captured by the Website and the System for the purposes of enabling it to monitor, enhance and market the System and accordingly authorises PRIME TRACK to pass on such data to third parties provided that the identity of the Customer is not revealed.

  1. Installations

11.1 All installation service work must be completed by PRIME TRACK approved engineers. Any use of unauthorised engineers will result in all warranties being void.

  1. Miscellaneous

12.1 These terms and conditions are governed by and shall be construed in accordance with the laws of South Africa. Any dispute will be under the exclusive jurisdiction of the South African 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 PRIME TRACK.

12.3 PRIME TRACK 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 PRIME TRACK 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.

  1. Cancellation of service by customer or PRIME TRACK.

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 balance will be paid in full.

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 PRIME TRACK.

13.3 Reconnection of cancelled or suspended units will incur a reconnection charge of R250-00

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 7 days of trial end date.