Terms of Service

1. The Service

The Provider offers a multi-tenant, cloud-based fleet-management platform together with optional telematics hardware and connectivity, enabling the Customer to monitor vehicles, drivers, maintenance, safety and related operations.

The Provider may improve, modify or discontinue features of the Service from time to time. Material adverse changes to core functionality will be notified in advance where reasonably practicable.

2. Accounts, access and security

The Customer's administrator is responsible for managing users, roles and permissions within its workspace, and for all activity conducted under its accounts.

The Customer must keep credentials confidential, use the multi-factor authentication and access controls the Service provides, and promptly notify the Provider of any suspected unauthorised access.

The Customer is responsible for the accuracy of the data it enters and for obtaining any consents required from its drivers and personnel for processing their data through the Service.

3. Subscription, fees and billing

The Service is provided on a subscription basis. Fees, the number of vehicles, the plan and the term are set out in the applicable order or subscription agreement. Unless stated otherwise, software subscriptions are billed annually in advance and hardware is payable up front.

All fees are exclusive of Value Added Tax (VAT), which will be added at the prevailing rate (currently 15%) and shown on a compliant tax invoice.

Subscriptions renew for successive terms unless cancelled before the renewal date. Fees for a term are non-refundable except where required by applicable law.

If an invoice is not paid by its due date, the Provider may, after notice and a grace period, suspend the Service until payment is received, and may charge for the collection of overdue amounts as permitted by law.

4. Hardware and connectivity

Where the Provider supplies telematics devices, cameras or SIM connectivity, title and risk, warranty terms and any usage limits are as set out in the relevant order. The Customer must use hardware in accordance with the Provider's instructions and applicable law, including rules on in-vehicle recording where cameras are used.

5. Acceptable use

The Customer must not misuse the Service, including by attempting to gain unauthorised access, interfering with its operation, reverse-engineering it, using it to break the law, or using it to track individuals other than for the lawful management of the Customer's own fleet and personnel.

The Provider may suspend access to protect the Service or third parties where it reasonably believes these Terms have been materially breached.

6. Customer data and ownership

As between the parties, the Customer owns all data it or its users submit to the Service, including vehicle, driver, telematics and operational data ("Customer Data").

The Customer grants the Provider a limited licence to host, process and transmit Customer Data solely to provide, secure, support and improve the Service, and as otherwise instructed by the Customer.

On termination, the Customer may export its Customer Data as described in Section 8. The Provider will delete or retain Customer Data in accordance with the applicable plan's retention settings and Section 8.

7. Data protection (PDPL)

The Provider processes personal data in accordance with the Personal Data Protection Law of the Kingdom of Saudi Arabia ("PDPL") and its regulations. In respect of Customer Data, the Customer is the controller and the Provider acts as its processor, processing personal data only on the Customer's documented instructions and as needed to provide the Service.

The Provider applies appropriate technical and organisational measures to protect personal data, hosts Customer Data within the Kingdom of Saudi Arabia unless otherwise agreed, and will assist the Customer, taking into account the nature of processing, with data-subject requests and security obligations.

The Provider will not sell Customer Data and will only engage sub-processors under confidentiality and data-protection obligations no less protective than these Terms. A separate Data Processing Agreement, where executed, prevails over this Section to the extent of any conflict.

8. Retention, export and offboarding

Operational data (such as positions, trips, events and video) is retained for the periods defined by the Customer's plan. The Provider may delete data older than those periods.

During the subscription and for a reasonable period after termination, the Customer may request a full export of its Customer Data in a common format. After that period, the Provider may permanently delete Customer Data, subject to any longer retention required by law (including statutory retention of tax and financial records).

9. Confidentiality

Each party will protect the other's confidential information with the same care it uses for its own (and no less than reasonable care) and will use it only to perform under these Terms. This does not apply to information that is public, independently developed, or required to be disclosed by law.

10. Service availability and support

The Provider will use commercially reasonable efforts to keep the Service available and to provide support during its normal support hours. Any specific service levels apply only where expressly agreed in an order or a separate service-level agreement.

11. Warranties and disclaimers

The Provider warrants that it will provide the Service with reasonable skill and care. Except as expressly stated in these Terms, the Service and any hardware are provided "as is" and "as available", and the Provider disclaims all other warranties, whether express or implied, including fitness for a particular purpose and non-infringement, to the fullest extent permitted by law.

The Service supports the Customer's operations but does not replace the Customer's own legal, safety and compliance responsibilities.

12. Limitation of liability

To the fullest extent permitted by law, neither party is liable for indirect, incidental, special or consequential loss, or for loss of profits, revenue, data or goodwill.

Each party's total aggregate liability arising out of or related to these Terms will not exceed the total fees paid or payable by the Customer for the Service in the twelve (12) months preceding the event giving rise to the claim.

Nothing in these Terms limits liability that cannot be limited under applicable law.

13. Suspension and termination

Either party may terminate for material breach that is not cured within thirty (30) days of written notice. The Provider may suspend or terminate for non-payment as described in Section 3, or where continued provision would breach the law.

On termination, the Customer's right to access the Service ends, subject to the export rights in Section 8. Fees already due remain payable.

14. Changes to these Terms

The Provider may update these Terms to reflect changes in the Service or the law. The Provider will notify the Customer of material changes and, where required, seek renewed acceptance. Continued use after the effective date of updated Terms constitutes acceptance.

15. Governing law and jurisdiction

These Terms are governed by the laws of the Kingdom of Saudi Arabia. The parties submit to the exclusive jurisdiction of the competent courts of the Eastern Province of the Kingdom of Saudi Arabia.

16. Contact and notices

Notices to the Provider may be sent to the contact address the Provider designates for legal notices. Notices to the Customer may be sent to the administrator email associated with its workspace.