TERMS AND CONDITIONS OF:
CABWATCH LTD (Trading as Diplomat)
Pinewood Chineham Business Park
Basingstoke RG24 8AL
(PROVISION OF ACCOUNT AND BOOKING SERVICES)
A. “CABWATCH” Means CABWATCH Limited.
B. “Customer” Means the Customer named on the order forms
C. “Transportation Provider” Means the provider to the Customer of transportation services, including without limitation any drivers or vehicle operators licensed in accordance with national or wherever applicable, regional or local regulations, whichever has precedence in law.
D. “Booking Services” Means the services set forth in paragraph 3 which shall be provided to the Customer by CABWATCH acting as the agent of the Transportation Provider.
E. “User” Means the Customer’s employees, associates, agents, customers and authorised personnel who access or use the Booking Services.
F. “Apparatus or Equipment” Means any equipment provided by CABWATCH
G. “Services” Means any service that including the Booking Services that CABWATCH makes available
H. “Fee” Means an administration charge for the provision of Services
I. “Unit Charge” Means a predetermined charge previously documented
J. “Monthly Charge” Means relevant sums set out on the order or Price list
K. “Connections” Means physical or wireless connections to the apparatus
L. “Vehicle” Means any transporting vehicle including a human or animal
2. Acceptance of Order
CABWATCH will only be bound by the order shown on the Order Form when the legal name of the customer has been established and the order has been duly signed by an authorised Customer representative and CABWATCH.
3. THE PROVISION OF BOOKING SERVICES BY CABWATCH
CABWATCH provides certain services through the Website (www.TaxiForce.co.uk), Booking App (which may be either installed on the Users GPS-enabled smartphones), or, a web browser based portal. The Booking Services provided by CABWATCH include:
The acceptance of electronic Bookings at its registered address in accordance with paragraph 4 below, but without prejudice to CABWATCH’s right at its sole and absolute discretion to decline any Booking the customer and, or, users seek to make;
Allocating each accepted Booking to the appropriate Transportation Provider via such means as CABWATCH may choose;
Remotely monitoring (from CABWATCH’s operations centre) the performance of the Booking by the Transportation Provider;
Receipt of and dealing with feedback, questions and complaints relating to Bookings, which may be made by email: firstname.lastname@example.org. CABWATCH encourages the customer to provide feedback if any of the transportation services provided by the Transportation Provider do not conform to their expectations.
4. CABWATCH’s ACCEPTANCE OF BOOKINGS AS AGENT OF THE TRANSPORTATION PROVIDER.
CABWATCH accepts Bookings acting as disclosed agent for the Transportation Provider (as principal). Such acceptance by CABWATCH as agent for the Transportation Provider gives rise to a contract for the provision to the Customer of transportation services between the Customer and the Transportation Provider (the “Transportation Contract”). For the avoidance of doubt: CABWATCH does not itself provide transportation services, and CABWATCH is not a Transportation Provider. CABWATCH acts as intermediary between the Customer and the Transportation Provider. The Customer acknowledges and agrees that the provision to the Customer of transportation services by the Transportation Provider is pursuant to the Transportation Contract and that CABWATCH accepts the Customer’s booking as agent for the Transportation Provider, but is not a party to that contract.
The Booking Services are provided by CABWATCH to the Customer for a fee that will include the settlement requested by the Transportation Provider,
A) The Customer will pay CABWATCH the invoice amount in full under the agreed terms
B) The Customer will pay the Monthly Charge and all other charges strictly within the agreed term, by Direct Debit or Standing Order or such other method as CABWATCH may allow.
C) Any sums due to CABWATCH from the Customer which are unpaid for more than thirty (30) days shall bear interest at the reference rate of the bank of England plus 8% plus 5% administration fee.
D) Where an advanced payment or security deposit has been taken by CABWATCH it is not interest bearing and this deposit may be retained and appropriated in whole or in part by CABWATCH towards payment of sums due.
E) CABWATCH shall be entitled to recover all costs incurred by CABWATCH in or about the enforcement of any obligations of the customer hereunder, including but not limited to all costs which CABWATCH incurs as a result of Customers failure at any time to provide accurate information as and when required hereunder or in connection herewith.
(F) Cancellation of a direct debit or standing order for the payment of our charges will incur an administration charge of 5% and a surcharge may be applied to reflect our additional costs for payments that are unpaid.
(G) You shall notify us of any billing queries within one month of the date of the invoice upon which the query arises and shall not withhold payment of any service charges set out in the queried invoice, or any invoice, by reason of your billing query until it has been resolved by us.
(I) All figures in this agreement are expressed exclusive of local taxes.
6. LIMITATION OF LIABILITY.
CABWATCH will not be liable to you in respect of any acts or omissions of its employees, agents or sub-contractors, whether such liability arises in contract (by way of indemnity or otherwise), tort (including negligence), misrepresentation, breach of statutory duty, restitution or otherwise, provided that nothing in these Terms and Conditions will limit or exclude CABWATCH’s liability to the Customer or Users for personal injury or death caused directly by CABWATCH’s negligence.
This agreement shall commence on the date of acceptance by CABWATCH and shall continue unless or until terminated by CABWATCH giving notice to the Customer under clause 12 below, or by the Customer at any time giving CABWATCH not less than 30 days written notice of termination which must be acknowledged an accepted by CABWATCH in writing.
8. Customer Acknowledgement
The customer acknowledges and agrees that:
A) Service quality available to the Customer may from time to time be adversely affected by third party contractors, networks and equipment.
B) Notwithstanding CABWATCH’s acceptance of liability as set out in clause 9(b) below, it would be prudent for the Customer to insure against all loss or damage the Customer may suffer as a result of CABWATCH’s acts or omissions whether negligent or not on the basis that CABWATCH’s potential liability hereunder could be disproportionate to the sum or sums the Customer has agreed to pay CABWATCH hereunder.
C) Delivery of any Goods or Services will be subject to availability from manufacturers and the provision of any necessary third party services and licence from the appropriate authorities, CABWATCH will not be liable for any delays caused by external suppliers, their Suppliers, Agents or Licensing Authorities.
A) This clause 9 specifies the entire liability of CABWATCH including liability for negligence and particular but without limitation all other statutory express implied or collateral terms conditions or warranties are excluded.
B) CABWATCH accepts liability:
i) where the Customer deals as consumer for any breach of any obligation implied by statute to use reasonable skill and care in the provision of the Service (with regard to the fact that CABWATCH itself is not operating the Services);
ii) for direct physical damage to loss of property resulting from the negligence of CABWATCH up to the limit specified in clause 9(f) below.
C) The Customer is required to notify CABWATCH of any claim under Clause 9(b) above as soon as reasonably possible except that any claim under Clause 9b)(ii) above must be notified to CABWATCH within ten (10) days of the Customer suffering any alleged loss or damage.
D) Except as provided in Clause 9(a)(b) and (c) above CABWATCH shall not be under any liability (including liability for negligence) for any loss or damage or injury to the Customer whatsoever no matter when or how arising out of the services or otherwise whether direct or indirect consequential or contingent and whether foreseeable or not and in particular shall not be liable for financial loss or profits contracts business anticipated saving use or goodwill.
E) Except as provided in Clause 9(b)(i) above the Customer will indemnify CABWATCH against any liability (including liability for negligence) no matter when or how arising out of any claim by any third party against CABWATCH together with all legal costs relating to any such claim that insofar as the claim relates to direct physical damage to loss of property resulting from the negligence of CABWATCH this indemnity shall only apply if and to the extent that the said liability and/or legal costs exceed the sum for which CABWATCH is liable pursuant to Clause 9(b)(ii) above.
F) Under no circumstances except as provided in Clause 9(b)(i) above will CABWATCHs liability whether in contract tort or otherwise exceed a sum equal to the Minimum charge current at the date of claim multiplied by a factor of two (2) or £1000 whichever sum is the lesser.
10. Use of the Services
The Customer should be aware that the scope of the services are limited to:
A) Providing booking services to the customer and users to facilitate the placement of bookings for transport services in connection with the customer’s business activities when in the locality of the customers UK offices or when the customer or users require transportation to and from regional transport hubs.
B) An account facility whereby the cost of the transport services and associated administration fees pertaining to bookings made through the booking services will be charged to the customer under the terms of Clause 5 above.
In addition, the Customer must:
C) Not use, or allow others to use, the Services for any improper, immoral or unlawful purpose; and
D) Comply with any reasonable instructions issued by CABWATCH which concern the Customers use of the Services, or connected matters; and
E) Provide CABWATCH with all information that CABWATCH may reasonably require.
CABWATCH may from time to time and without notice suspend the Services (and at CABWATCHs discretion disconnect the subscribers’ apparatus or discontinue the service) in any of the following circumstances:
A) During any technical failure, modification or maintenance of the System provided that CABWATCH will use its reasonable endeavours to procure the resumption of the services as soon as reasonably practicable; or
B) If the customer fails to comply with any of these terms and conditions (including failure to pay charges due) until the breach (if capable of remedy) is remedied, or does, or allows to be done, anything which in CABWATCH’s reasonable option may have the effect of jeopardising the operation of the Services.
C) CABWATCH reserves the right to apply extra charges or to withdraw or suspend the service from any individual at any time.
D) Notwithstanding any suspension of the Services under this Clause 11, the Customer shall remain liable for all charges due hereunder throughout the period of suspension unless CABWATCH at its sole discretion determines otherwise.
A) Without prejudice to any other claims or remedies which CABWATCH may have against the Customer CABWATCH may by notice terminate this Agreement immediately in any of the following circumstances:
(i) if the Customer fails to comply with any of the terms of this Agreement or with the terms of any other agreement made between the Customer and either CABWATCH or CABWATCH’s distributor or representative, or
(ii) if the Customer makes or offers to make any arrangement or composition with creditors or commits any act of bankruptcy or if any petition or receiving order in bankruptcy is presented or made against the Customer, or if the Customer is a limited company and any resolution to wind up that company is passed or if a receiver is appointed over the whole or any part of such company’s assets or if CABWATCH reasonably anticipates that any of the events in this Clause 12(a)(ii) are imminent; or
(iii) if for any reason, CABWATCH ceased to make the system available or the Services are substantially reduced for a continuous period exceeding sixty (60) days
B) CABWATCH shall be entitled to recover as a debt upon invoice therefore addressed to the Customer at his last known address all costs incurred by CABWATCH or in or about the enforcement of any obligations of Customer hereunder, including but not limited to all costs which CABWATCH incurs as a result of Customers failure at any time to provide accurate information as and when required hereunder or in connection herewith.
This Agreement is personal to the Customer and may not be assigned to anyone else. CABWATCH may at any time assign this Agreement to any third party.
14. Excusable Events
CABWATCH will not be liable to the Customer for any breach of these terms and conditions or failure on CABWATCH’s part to perform any obligation as a result of technical problems relating to the system, termination of any licence to operate or use the system, acts of god, Government control, restrictions or prohibitions, or any other Government act or omission whether local or national, act or default of any supplier, agent or sub-contractor, industrial disputes of any kind or any other similar or dissimilar cause beyond CABWATCH’s control.
15. Variation of Charges and Terms.
A) CABWATCH may vary all or any of its Charges by publishing any such variation in schedule or tariffs, such variation to have immediate effect unless otherwise stipulated therein.
B) CABWATCH reserves the right to vary the terms of this agreement as a direct result of new legislation, statutory instruments, Government regulations and licences, amendments to the standard terms and conditions of CABWATCH or similar events provided that such variation shall be limited to the extent necessary for these purposes. CABWATCH at its sole discretion may elect to notify the Customer of any such variation in writing or by publishing such variation at its principal place of business.
C) CABWATCH reserve the right without cost or penalty to itself, to alter the name, number or address of any subscriber equipment or any other name, code or number allocated by CABWATCH from time to time for use in connection with the Services.
The Customer agrees that this agreement is the complete and exclusive statement of the agreement between the parties which supersedes all understanding or prior agreements, oral or written, and all representations or other communications between the parties relating to the subject matter of this agreement.
The Customer must promptly advise CABWATCH of any change of address. Any notice hereunder sent by CABWATCH to the Customer shall be deemed served within forty-eight (48) hours of posting.
C) DISCONNECTION AND RE-CONNECTION FEES
Except in the circumstances of disconnection described in Clause 11(a) above CABWATCH, having regard to the circumstances at the time of disconnection or re-connection may elect to charge a reasonable fee for disconnection or re-connection of the Subscriber Apparatus.
D) LAW AND ARBITRATION
This agreement shall be governed construed and shall take effect in accordance with the laws of England, and shall be subject to the jurisdiction of the English Courts.