Our general terms and conditions of business are as follows:
1. Services
1.1 Yellowbrick Tracking Limited will provide the Services and you the customer must pay the current monthly access fees, call and message/data charges and all associated fees and charges (“Fees”) to Yellowbrick Tracking Limited (hereinafter known as Yellowbrick) in accordance with Yellowbrick’s payment terms. For the most part fees will be charged in advance of device usage via an online payment, and will reside on your account until used (subject to clause 1.10 below).
1.2 Yellowbrick will use its reasonable endeavours to provide the Services to you as specified in the application and as otherwise requested by you from time to time, subject to the following:
- the means of provision of the Services will be as Yellowbrick from time to time in it absolute discretion considers appropriate;
- the supply of the Services is conditional on your meeting any Yellowbrick credit policy applicable to the Services; and
- the Services may be provided only within those areas where coverage is available as publicised by Yellowbrick from time to time; and
- Provision of the Services is conditional upon availability of the Iridium service to Yellowbrick, from Iridium Satellite LLC via their global suppliers.
1.4 It is technically impractical to provide the Services free of fault or error. You acknowledge that the Services have technical and coverage limitations, including (without limitation), reception problems, possible faults in transmission network, human errors including errors of any carrier and third parties and the physical location of Equipment in relation to the transmission network.
1.5 Yellowbrick may, without liability to you, suspend the Services immediately for repairs, for maintenance of any part of a network, or where Yellowbrick is obliged to comply with the requirements of any relevant authority.
1.6 You acknowledge that you do not own any website address, IMEI, SBD ID, pager or telephone number issued by Yellowbrick and that Yellowbrick may need to alter any such number without any liability to you for the alteration.
1.7 Title to any SIM (subscriber identity module) issued to you is retained by Yellowbrick at all times.
1.8 Yellowbrick may upgrade your monthly service fee or security deposit if your usage increases above the agreed monthly allowance. This change will be notified to you in writing prior to the increase coming into effect.
1.9 The Customer may suspend paying monthly fees using their administrative login system. Monthly fees must be paid if the unit is to be active for any part of a calendar month. To suspend a contract, you would simply choose not to pay any monthly fee in advance for that period.
1.10 If a unit remains suspended for more than 12 months then any message credit left on the account will be automatically removed.
2. If you purchase Equipment from Yellowbrick
2.1 Yellowbrick agrees to sell and you agree to purchase the Equipment and pay the Purchase Price.
2.2 Risk in the Equipment passes to you on delivery. Title to the Equipment is retained by Yellowbrick until you have paid the full Purchase Price.
3. If you rent Equipment from Yellowbrick
3.1 You agree to rent the Equipment and pay the Rental Fees in accordance with Yellowbrick’s payment terms.
3.2 Title to the Equipment is retained by Yellowbrick at all times. Risk with the Equipment passes to you on delivery unless otherwise agreed.
3.3 Yellowbrick do not offer insurance. You accept that you are liable to Yellowbrick for any loss or theft of or damage to the equipment. In the event of damage to the Equipment, Yellowbrick will invoice you the cost of repair. In the event of loss or theft, Yellowbrick will invoice you the replacement cost and any expenses incurred in recovering this.
3.4 You:
- Must permit Yellowbrick to inspect the Equipment at all reasonable times;
- are responsible at all times for the safe custody and use of the Equipment and are liable to Yellowbrick for any loss or damage to the Equipment, which must be notified to Yellowbrick immediately. If the Equipment is lost or destroyed or becomes non-functional, you must pay Yellowbrick the cost of replacing it if not insured; and
- Must not sell, sub-let, mortgage, pledge, or grant any security interest or dispose or part with possession of or encumber the Equipment.
3.5 On termination or expiry of this Agreement for any reason, you must immediately cease using the Equipment and return it in good condition to Yellowbrick. Failing this, Yellowbrick may enter your premises during business hours for the purpose of removing the Equipment, or charge you the value of the Equipment.
4. Contract Term and Termination
4.1 Except for rentals, the initial term of this Agreement is one year from commencement of the Services. After that time, this Agreement will be automatically extended for additional terms of one year unless terminated by you giving Yellowbrick 1 months’ notice in writing. You must pay Yellowbrick the Fees incurred by you in respect of the period up to the expiry of the one month notice period (including any such Fees that are charged by Yellowbrick after the expiry of the one month notice period).
4.2 Yellowbrick may terminate this Agreement with immediate effect by giving notice to you at any time if, in Yellowbrick’s reasonably held opinion:
- You fail to make any payment or breach any other term of this Agreement;
- You breach any licence, permit, authorisation or law of any jurisdiction relating to the use of Equipment or Services;
- Yellowbrick’s right or any carrier’s right to provide the Services ceases for any reason;
- Your use of the Equipment or the Services is unlawful, improper or otherwise objectionable;
- You fail to pass Yellowbrick’s credit checks or become an unacceptable credit risk; or
- Your conduct is likely to adversely affect any communications network.
5 Interference with Services
5.1 You must not, either by act or omission, interfere with or threaten the operation, stability, viability or integrity, or do anything likely to interfere with or threaten the operation, stability, viability or integrity of the Yellowbrick network.
5.2 You must comply with any written notice which Yellowbrick may give in relation to modifications required to any apparatus, or action necessary to be taken, to eliminate any actual or likely interference or threat to the operation, stability, viability or integrity of the Yellowbrick network or the Services.
5.3 Yellowbrick reserves the right to suspend provision of the Services to you or to terminate this Agreement if your operation of the Equipment or use of the Services (whether by high usage levels or otherwise) in Yellowbrick opinion threatens the operation, stability, viability or integrity of the Yellowbrick network or causes an unreasonable delay in that network.
6 Use of Equipment and Services
6.1 You must not use, or permit another person to use the Services or the Equipment provided by Yellowbrick in respect of: (a) the breach of the laws of any jurisdiction;
(b) the transmission of any obscene, mischievous or blasphemous message where such transmission in the opinion of Yellowbrick
infringes the provisions of any law of any jurisdiction; or
(c) The conduct of a business or other operation that is illegal or perceived as unethical or may compromise Yellowbrick or its staff, in any other way.
7 General Provisions
7.1 Yellowbrick is not liable to you in any circumstances for:
- any economic loss or damage including, any loss of revenue, profits, actual or potential business opportunities, contracts or anticipated savings or profits; or
- any indirect or consequential loss or damage; or
- any loss or damage relating to the acts or omissions of any carrier or other third party, and all other matters beyond Yellowbrick control.
7.2 To the extent permitted by law, Yellowbrick excludes all liability for breach of any express or implied term or warranty and also excludes all liability for negligence in connection with the performance of Yellowbrick obligations under this Agreement.
7.3 Where liability for any term implied by law cannot be excluded, and to the extent permitted by law, Yellowbrick’s liability for any breach of such an implied term is limited to (at Yellowbrick’s election)
- in the case of services, the cost of having the services supplied again; and
- in the case of goods, the lowest of the cost of replacing the goods, acquiring equivalent goods or having the goods repaired
7.4 You authorise Yellowbrick to obtain from or give to any carrier, any other supplier of telecommunications services or any collection agency any customer information about you in circumstances where there are grounds to suspect that you are seeking to avoid making any payment under this or any other agreement for telecommunications services.
7.5 You authorise Yellowbrick to:
- exchange information with the owner of any Equipment purchased or used by you in connection with the Services and authorise that owner to use the information in the ordinary course of business; and
- obtain from or give to any credit providers or credit reporting agency information about your credit arrangements, such as information about your credit worthiness and history.
7.6 You authorise Yellowbrick to provide additional Equipment and Services and vary the Services and Fees if Yellowbrick is requested to do so by any person quoting your PIN number or password. Yellowbrick will confirm this on your next invoice (if any). Any additional Equipment and Services and any variations are provided subject to this Agreement.
7.7 All other variations to this Agreement must be in writing signed by both parties.
7.8 Where you comprise more than one person, this Agreement binds each of those persons jointly and severally.
7.9 This Agreement constitutes the entire agreement between Yellowbrick and you in relation to its subject matter. All previous negotiations and representations are excluded.
7.10 Yellowbrick may at any time assign or deal with the whole or any part of this Agreement. You must not assign or deal with its rights or obligations under this Agreement without Yellowbrick’s prior written consent.
7.11 Terms used in this document have a corresponding meaning to those in the application. “You” means the Customer specified in the application form. “Your” has a corresponding meaning.