FLEETCHECK SERVICE AGREEMENT

1. Background

1.1 Fleetcheck provides a fleet management system and optional GPS tracking hardware and services.
1.2 The Customer wishes to use the Services.
1.3 This Agreement sets out the terms on which the Services will be provided.

2. Definitions

In this Agreement:

Agreement means this Service Agreement, as amended from time to time.
App means the Fleetcheck mobile application.
Commencement Date means the date the Customer completes the Direct Debit Authority or otherwise begins using the Services, whichever is later.
Customer means the business or entity using the Services.
Data means all information entered by the Customer into the Website or App, provided by the Customer to Fleetcheck, or supplied by third parties with the Customer’s consent.
Direct Debit Authority means the GoCardless authority allowing Fleetcheck to debit the Customer’s nominated bank account.
Fleetcheck means Fleetcheck Limited and its subsidiaries.
GPS Units means any GPS tracking hardware supplied by Fleetcheck.
GST means goods and services tax under the Goods and Services Tax Act 1985.
Intellectual Property means all patents, trademarks, copyright, trade secrets, software, know-how and related rights.
Prices means the fees for the Services as advised to the Customer, as amended from time to time.
Privacy Policy means Fleetcheck’s privacy policy available on the Website.
Services means the Fleetcheck fleet management system, GPS tracking services, and any associated features.
Website means www.fleetcheck.nz or any other Fleetcheck-operated domain.

3. Commencement & Term

3.1 This Agreement commences on the Commencement Date and continues until terminated under clause 12.
3.2 By accessing or using the Services, the Customer agrees to be bound by this Agreement.

4. Provision of Services

4.1 Fleetcheck grants the Customer a non-exclusive, non-transferable licence to access and use the Services according to this Agreement.
4.2 Fleetcheck may carry out credit checks prior to activating the Services.
4.3 Fleetcheck may request a director’s guarantee if required.
4.4 Fleetcheck may update, modify, or improve the Services at any time.

5. Customer Responsibilities

The Customer must:

5.1 Use the Services only for lawful purposes and in accordance with this Agreement.
5.2 Follow all reasonable instructions given by Fleetcheck.
5.3 Not interfere with, reverse engineer, copy, or modify the Website, App, GPS Units, or Services.
5.4 Keep all login credentials confidential.
5.5 Ensure all Data provided is accurate and complete.
5.6 Ensure installation, use, and monitoring of GPS Units complies with all applicable laws, including employment and privacy laws.

6. Price, Payment & Direct Debit

6.1 Prices

All prices are in New Zealand dollars and exclude GST.

6.2 Direct Debit (GoCardless)

6.2.1 All payments must be made via Direct Debit through GoCardless.
6.2.2 The Customer must complete a valid Direct Debit Authority before access to the Services is activated.
6.2.3 The Customer authorises GoCardless to debit the Customer’s nominated bank account for all charges under this Agreement.
6.2.4 The Customer agrees to all terms of the Direct Debit Authority and applicable banking rules.
6.2.5 If a payment fails, Fleetcheck may charge any related bank or GoCardless fees and may suspend access until payment is made.

6.3 Invoicing

Invoices are issued monthly and payment is taken on the 20th of the month following invoice date.

6.4 Administration Fee

Fleetcheck may charge an administration or payment processing fee to recover Direct Debit or related payment costs. Fee amounts may be updated from time to time.

6.5 Default

If the Customer does not pay any amount when due:
(a) Fleetcheck may suspend the Services;
(b) Default interest of 8% above Fleetcheck’s bank base rate may apply;
(c) The Customer must pay all recovery and legal costs;
(d) All outstanding amounts become immediately due.

7. Service Reminders Disclaimer

7.1 Convenience Only

Fleetcheck provides reminders for WOF, COF, Registration, RUC, servicing, maintenance, and other tasks as a convenience only.

7.2 No Guarantee

Fleetcheck does not guarantee the accuracy, timing, or delivery of any reminder.

7.3 Customer Responsibility

The Customer remains solely responsible for ensuring all vehicles comply with legal requirements and service schedules.

7.4 No Liability

Fleetcheck is not liable for any loss, fine, penalty, cost, or damage arising from missed reminders, incorrect dates, data errors, system delays, or user-input errors.

8. Confidentiality & Data

8.1 Fleetcheck will take reasonable steps to keep Customer Data safe and secure.
8.2 Fleetcheck may use Data to provide the Services.
8.3 Fleetcheck may disclose Data where required by law or with the Customer’s consent.

9. Intellectual Property

9.1 All Intellectual Property in the Services and GPS Units is owned by Fleetcheck.
9.2 The Customer receives a limited licence to use the Services during the term only.

10. Warranties

Fleetcheck excludes all warranties to the maximum extent permitted by law, including any implied warranties of fitness for purpose, accuracy, or uninterrupted availability.

11. Liability & Indemnity

11.1 The Customer indemnifies Fleetcheck against all losses arising from a breach of this Agreement.
11.2 Fleetcheck is not responsible for data errors, reminder failures, GPS inaccuracies, system downtime, installation faults, or customisations made by the Customer.
11.3 Fleetcheck’s total liability is limited to the amount paid by the Customer in the previous 12 months.
11.4 Fleetcheck is not liable for any indirect, consequential, or special loss.

12. Termination

12.1 Either party may terminate this Agreement with 30 Working Days’ written notice.
12.2 Fleetcheck may suspend or terminate the Services immediately if the Customer breaches this Agreement.
12.3 Termination does not affect rights accrued up to that date.

13. Disputes

13.1 The parties will first attempt to resolve any dispute through good faith negotiation.
13.2 If unresolved, the dispute may be referred to mediation.
13.3 If still unresolved, the dispute will be determined by arbitration under the Arbitration Act 1996.

14. General

14.1 If any clause is invalid, the remainder remains enforceable.
14.2 Fleetcheck may update this Agreement; Customers will be notified of material changes.
14.3 Notices may be delivered by email and are deemed received when sent.
14.4 This Agreement is governed by New Zealand law.

15. GPS Hardware & Tracking Services

15.1 Supply of GPS Units

Fleetcheck may supply GPS tracking units and related hardware (“GPS Units”) to the Customer. Ownership of GPS Units remains with Fleetcheck unless otherwise stated in writing.

15.2 Installation

The Customer is responsible for arranging installation of GPS Units by a qualified technician unless Fleetcheck agrees to carry out installation. Fleetcheck is not responsible for faults arising from incorrect or unqualified installation.

15.3 GPS Service Functionality

The Customer acknowledges that GPS tracking relies on satellite systems, mobile data coverage, vehicle power, and correct installation. Fleetcheck does not guarantee continuous or uninterrupted GPS tracking.

15.4 Accuracy of GPS Data

GPS data may be delayed, unavailable, or inaccurate. Fleetcheck does not warrant the accuracy, completeness, or timeliness of GPS information.

15.5 Use of GPS Data

The Customer is solely responsible for ensuring the lawful use of GPS data, including compliance with all privacy and employment laws.

15.6 GPS Unit Warranty

GPS Units supplied by Fleetcheck carry a 12-month warranty against manufacturing defects. This warranty does not cover damage caused by misuse, incorrect installation, tampering, vehicle electrical faults, accidents, water damage, or unauthorised repairs.

15.7 Faulty Units

Where a GPS Unit has a manufacturing defect within the warranty period, Fleetcheck will repair or replace the unit at its discretion. Labour, removal, reinstallation, travel, and downtime costs are the responsibility of the Customer.

15.8 Loss or Damage

The Customer is responsible for any loss, theft, or damage to GPS Units after delivery or installation.

15.9 Suspension of GPS Service

Fleetcheck may suspend GPS tracking services if payments are overdue or if the Direct Debit Authority is cancelled.