Commercial Terms & Conditions

North Route Systems Ltd, company number SC893550, supplies North Route Operations and related services. References to “North Route Systems”, “we”, “us” or “our” mean North Route Systems Ltd. “Customer”, “you” or “your” means the business identified in the applicable order or acceptance record.

These Terms form a binding agreement when they are accepted by a person authorised to act for the Customer or are incorporated into an order, quotation or other written agreement. The accepting person confirms that the Customer is acting for business purposes and that they have authority to bind it.

The agreement may include an order form, these Terms, the Subscription, Cancellation & Support Policy, the Acceptable Use Policy, a data processing addendum, service-specific schedules and any statement of work.

Unless a document expressly says otherwise, priority is: an individually signed agreement or order form; a data processing addendum for data-processing matters; these Terms; the Subscription, Cancellation & Support Policy; the Acceptable Use Policy; and then any other incorporated schedule.

The Privacy Notice and Cookie & Storage Technologies Notice explain information handling. They are transparency documents and are not treated as consent to unrelated processing.

North Route Operations is commercial Software-as-a-Service for transport operations. Depending on the agreed scope, it may include Operations, North Route Drivers, Workshop workflows, customer and job records, communications, accounts, compliance records, reporting, mapping, location features and integrations.

Features shown on the website, in development environments or during a demonstration are descriptive. The order form and enabled production configuration determine the service supplied to a particular Customer. Features may be improved, replaced or retired where the overall contracted service is not materially reduced.

Products or features marked as in development, preview, beta, trial or demonstration are not production commitments unless expressly included in writing.

During the paid subscription term, we grant the Customer a limited, non-exclusive, non-transferable and revocable right for its authorised personnel to use the service for the Customer’s internal business operations.

The Customer must keep user records current, remove access promptly when it is no longer required, apply appropriate permissions and protect authentication credentials. Accounts are personal to the authorised user and must not be shared.

The Customer must not resell, sublicense, copy, scrape, reverse engineer, circumvent access controls or use the service to build or assist a competing product, except to the limited extent that applicable law does not permit that restriction.

Pricing, fleet band, included services, payment schedule and commencement date are set out in the applicable order or written quotation. Published website prices are monthly prices and may change for future orders.

Unless the order states otherwise, the standard subscription has an initial minimum term of 12 months and then continues on a monthly rolling basis until validly cancelled. Charges remain payable throughout the committed term.

Fees must be paid through the agreed payment method. The Customer must maintain valid payment authority and promptly correct failed or rejected payments. VAT or other taxes will be added only where legally required.

The detailed cancellation and support position is set out in the Subscription, Cancellation & Support Policy.

All subscription fees, setup charges and other amounts are non-cancellable and non-refundable once due or paid, except where a refund is expressly required by applicable law or North Route Systems Ltd agrees otherwise in writing.

No pro-rata refund or account credit is due for unused time, non-use, partial use, a change of mind, failure to complete onboarding, lack of staff adoption, incompatible customer equipment, poor connectivity, customer cancellation, suspension for breach or termination caused by the Customer.

Any goodwill credit, subscription extension, workaround or concession is discretionary, applies only to the specific matter for which it is given and does not create an ongoing entitlement.

Customer care requests may be submitted through the official North Route Systems WhatsApp support channel 24 hours a day, seven days a week.

Unless a separate written service-level agreement says otherwise, availability of the channel does not guarantee an immediate human response, a fixed response time, a fixed resolution time or resolution through WhatsApp.

WhatsApp is operated by a third party. We do not control its continuous availability. The support channel is not an emergency service and must not replace the Customer’s emergency, roadside, workshop, incident or statutory reporting procedures.

Customers must not send passwords, payment-card details or unnecessary sensitive personal information through WhatsApp.

The Customer is responsible for its business, personnel, vehicles, equipment, records, instructions, permissions and decisions. It must provide accurate and lawful information, maintain suitable devices and connectivity, train users and comply with applicable transport, employment, data protection, tax and other laws.

The Customer must independently verify information that could affect safety, legality, payment, employment or regulatory compliance. It must maintain appropriate backup, business-continuity and manual fallback procedures.

The Customer is responsible for acts and omissions carried out through its account, except to the extent directly caused by our proven breach.

North Route Operations is an administrative and operational management platform. North Route Systems Ltd does not become the transport operator, operator-licence holder, transport manager, fleet manager, workshop manager, vehicle examiner, maintenance provider, driver, employer, tachograph analyst, accountant, insurer, legal adviser or emergency service.

The Customer remains solely responsible for operating safely and lawfully, including operator-licence compliance, vehicle roadworthiness, inspections, defect decisions, maintenance intervals, MOT requirements, driver licensing, Driver CPC, drivers’ hours, working time, tachographs, route suitability, vehicle allocation, passenger safety, insurance and legal record keeping.

Alerts, dashboards, calculations, reminders, reports and automated checks are supplementary tools. They do not replace physical inspection, professional judgement, statutory checks, qualified advice or active transport-management supervision.

Hours counters, working-time summaries, reminders and tachograph-related information depend on the data supplied and may be incomplete or delayed. The Customer and driver must verify compliance using the legally required records and equipment.

Walkaround checks, defect reports, photographs and workshop records document information entered by users. The service does not physically inspect a vehicle, confirm roadworthiness, certify a repair, approve a vehicle for service or guarantee that a check was genuinely or competently completed.

The Customer remains responsible for preventing an unsafe vehicle from being used, employing competent personnel, inspecting completed work and releasing vehicles back into service.

The Customer must verify journey dates, times, passenger numbers, seat requirements, pickup points, destinations, access restrictions, route suitability, parking, vehicle dimensions and operational instructions.

Mapping, routing, live traffic, parking and location information may depend on third-party services, GPS, device permissions, mobile coverage and user configuration. Information may be delayed, incomplete or inaccurate and is not a guarantee that a route is lawful or physically suitable for a coach, bus or other vehicle.

Drivers remain responsible for road signs, restrictions and safe driving decisions. The Customer remains responsible for establishing a lawful basis for workforce tracking, giving appropriate privacy information and limiting location access to authorised users.

AI-generated or automated suggestions, summaries, recognition, risk flags, route assistance, reminders and drafted text may be incomplete or incorrect. A competent person must review them before use.

Automated output must not be the sole basis for a safety, disciplinary, employment, compliance, legal, accounting or financial decision. The Customer remains responsible for every decision made using that output.

The service may send or display email, SMS, push notifications, WhatsApp communications, alerts and in-application messages. Delivery, timing and receipt are not guaranteed.

The Customer must keep contact details current and must not rely on an electronic alert as its only safety, compliance or operational control. Delivery may be affected by spam filtering, network failure, recipient blocking, device settings, disabled permissions or third-party provider outages.

Offline-capable records may not reach Operations until the device reconnects and synchronisation completes successfully. Users must verify that important records, evidence and updates have synchronised.

The Customer must maintain contingency procedures for loss of power, devices, mobile data, internet connectivity or service access.

The service may interoperate with hosting, database, authentication, mapping, payment, email, SMS, app-store, push-notification, file-storage, communications and other third-party providers.

Third-party services are subject to their own availability, technical limits and terms. We are not responsible for an outage, change, inaccuracy, delay or failure caused by a third party outside our reasonable control, although we will use reasonable efforts to manage integrations supplied as part of the contracted service.

Usage charges imposed by a third party may be payable in addition to the subscription where the order or feature description says so.

The Customer retains ownership of information it or its users enter into the service. The Customer grants us the rights reasonably necessary to host, copy, transmit, secure, back up, support and otherwise process that information to provide and protect the service.

The Customer warrants that it has the rights, authority, notices and lawful bases required to supply the information and instruct its processing. The Customer is responsible for data accuracy and for responding to people whose information it controls, subject to our processor-assistance obligations where applicable.

Data-processing terms may be set out in a separate data processing addendum. Nothing in these Terms removes a statutory data-protection responsibility that cannot lawfully be excluded.

Each party must protect confidential information using reasonable care and use it only for the agreement, except where disclosure is required by law or to professional advisers and service providers bound by suitable obligations.

We will maintain reasonable technical and organisational measures appropriate to the service and the risks presented. No internet-connected service can be guaranteed completely secure.

The Customer must secure its devices, accounts and internal access, use strong authentication, promptly report suspected compromise and avoid uploading information that is unnecessary for the relevant purpose.

North Route Systems Ltd and its licensors retain all rights in North Route Operations, North Route Drivers, Workshop functionality, source and object code, database design, interfaces, workflows, documentation, branding, logos, graphics, models, templates and proprietary technology.

No ownership transfers to the Customer. Feedback may be used to improve the service without payment or restriction, provided we do not identify the Customer or disclose its confidential information without permission.

Customer ownership of Customer data is unaffected.

The Customer and its users must comply with the Acceptable Use Policy. They must not attempt cross-customer access, manipulate audit or compliance records, defeat permissions, introduce malware, perform unauthorised security testing, scrape the service or use it unlawfully.

We may investigate suspected misuse and may restrict or suspend access where reasonably necessary to protect the platform, another customer, data, security or legal compliance.

We will use reasonable commercial efforts to make the service available, but do not promise uninterrupted or error-free operation or a particular uptime percentage unless a separate written service-level agreement expressly provides one.

Access may be affected by planned maintenance, emergency maintenance, security work, releases, third-party outages, internet or mobile failures, force majeure or suspension reasonably required to protect the service.

We may make changes necessary for security, legal compliance, performance, supportability or product improvement.

We warrant that we will provide the contracted service with reasonable skill and care. Except as expressly stated and to the fullest extent permitted by law, all other conditions, warranties and representations are excluded.

We do not warrant that the service will identify every error, defect, legal deadline, safety risk or compliance issue; that information will always be accurate or complete; or that use of the service alone will make the Customer compliant with any law, licence, standard or contract.

Nothing excludes or restricts liability where exclusion or restriction is prohibited by law, including liability for death or personal injury caused by breach of duty where applicable, fraud, fraudulent misrepresentation or any other liability that cannot lawfully be limited.

Subject to that paragraph, North Route Systems Ltd is not liable for indirect or consequential loss, or for loss of profit, revenue, business, contracts, anticipated savings, goodwill, opportunity, data, business continuity, passenger compensation, missed journeys, replacement transport, vehicle downtime, regulatory penalties or operational disruption.

We are not liable for loss caused by inaccurate or late Customer data, Customer misuse, shared credentials, Customer security failures, failure to follow instructions, lack of contingency arrangements, third-party systems, connectivity, mapping or location inaccuracies, notification failure, or reliance on an alert, calculation or AI output as the sole control.

Subject to the exclusions above, our total aggregate liability arising from all connected events under the agreement is limited to the greater of £100 and the subscription fees paid by the affected Customer to North Route Systems Ltd during the 12 months immediately before the first event giving rise to the claim.

The cap does not limit the Customer’s obligation to pay charges due. It does not prevent a regulator, data subject or other third party exercising rights granted directly by law.

The Customer will indemnify North Route Systems Ltd against reasonable losses, costs and third-party claims arising from the Customer’s unlawful transport operations, breach of these Terms, unlawful instructions, misuse of location or personal information, content it had no right to upload, infringement of third-party rights, fraudulent records, unauthorised users or failure to comply with applicable law.

We will give reasonable notice of a covered third-party claim, allow the Customer reasonable involvement in its defence and take reasonable steps to mitigate recoverable loss. The Customer may not settle a claim in a way that admits fault by or imposes an obligation on North Route Systems Ltd without our written agreement.

We may suspend access where charges are overdue, the Customer breaches the agreement, use creates a security or legal risk, continued access could harm the service or another customer, or suspension is required by law or a provider we reasonably depend on.

Either party may terminate for a material breach that is not remedied within a reasonable written cure period where the breach can be remedied. We may terminate immediately for serious illegality, fraud, deliberate security abuse, insolvency or repeated material breach.

Ending the agreement does not remove charges already due or create a refund. Access, data export, return, retention and deletion are handled under the order, data processing terms, documented retention arrangements and applicable law.

We may update these Terms to reflect legal, security, technical or commercial changes. The published version and effective date identify the current text.

A cosmetic or clarifying change does not require renewed acceptance. Where a material change requires renewed agreement, an authorised Customer representative may be asked to accept the new version before continued use.

Neither party is responsible for delay caused by events beyond its reasonable control, except that this does not excuse payment obligations already due. The Customer may not assign the agreement without our written consent. We may assign it as part of a genuine reorganisation, financing or sale of the relevant business.

If a provision is unenforceable, it will be adjusted or removed only to the minimum extent necessary and the remainder will continue. Delay in enforcing a right is not a waiver. The agreement records the entire agreement concerning its subject matter and excludes reliance on statements not included in it, except in the case of fraud.

No person other than the parties has a right to enforce the agreement unless it expressly says otherwise.

The agreement and any non-contractual dispute are governed by the law of Scotland. The Scottish courts have exclusive jurisdiction, subject to any mandatory law that cannot be displaced.

Before starting proceedings, the parties should attempt in good faith to resolve the matter through commercial discussion. We may seek urgent protective relief where security, confidential information or intellectual property is threatened.

Legal questions and notices may be sent to Jay@northroutesystems.com. North Route Systems Ltd is registered in Scotland under company number SC893550, with registered office at 65 Glensax Road, Peebles, Scottish Borders, EH45 9AP, United Kingdom.