1. Parties and application
These Terms & Conditions apply to all quotations, proposals, order requests, software subscriptions, implementation sessions, onsite training days and related services supplied by Trail Systems to business customers. By placing an order, requesting that Trail Systems proceed, or using the software after Trail Systems has accepted your order, the customer agrees to be bound by these terms.
2. Business customers only
Trail Systems is supplied for business use only. The customer confirms that it is acting wholly or mainly for the purposes of its trade, business, craft or profession and that the person placing the order is authorised to bind the customer.
3. Quotations, order requests and contract formation
All pricing shown on the website or in a quote is subject to Trail Systems confirming scope, user levels, modules, onboarding requirements and service availability. A contract is only formed when Trail Systems confirms acceptance of the order in writing. A quote request or buy now submission on the website is a request to contract and is not, by itself, Trail Systems' acceptance of the order.
4. Software licence
Once Trail Systems accepts an order and the customer has met all agreed payment conditions, Trail Systems grants the customer a limited, non-exclusive, non-transferable, revocable licence to access and use the subscribed software modules for the customer's own internal business purposes only. The licence does not include any right to resell, sublicense, distribute or make the system available to any third party except where Trail Systems has expressly agreed this in writing.
5. Intellectual property and copying restrictions
Trail Systems retains all intellectual property rights in the software, workflows, layouts, pricing logic, branding, written content, training material, documents, code, databases, visual assets and supporting materials. Except to the limited extent required by law, the customer must not copy, reproduce, adapt, translate, reverse engineer, decompile, disassemble, mirror, republish, scrape, benchmark, extract, distribute or create derivative works from any part of the system without Trail Systems' prior written consent. Unauthorised copying or misuse of the system may constitute copyright infringement, breach of confidence and/or other civil or criminal offences, and Trail Systems reserves the right to take enforcement action through the courts where appropriate.
6. Fees, billing and VAT
Unless expressly stated otherwise, all prices are exclusive of VAT. Setup fees, subscription fees, training charges and implementation charges are payable in accordance with the accepted order. Subscription terms shown as 6 months or 12 months refer to the minimum commitment period selected at order stage. Where a 12-month offer states that one month is free, the customer is billed for 11 months across the agreed annual commitment. Additional users, bespoke scope, integration work, data migration and non-standard support are chargeable separately unless expressly included in writing.
7. Training and implementation
Online implementation sessions are charged at GBP 350 plus VAT for up to 4 hours. Onsite training and implementation sessions are charged at GBP 1,100 plus VAT for up to 9 hours within the United Kingdom. Where the customer chooses "No training required" at order stage but later requests training after first live use, Trail Systems may apply a surcharge of 25% above the prevailing training rate. Training dates and implementation dates are subject to Trail Systems' confirmation and availability.
8. Customer responsibilities
The customer must provide timely access to the information, personnel, systems and decisions reasonably needed for setup, implementation and onboarding. The customer is responsible for the accuracy of the data it enters into the system, the lawfulness of its use of the platform, the suitability of its internal processes, and maintaining the confidentiality of its logins and user access.
9. Acceptable use
The customer must not use Trail Systems in any way that is unlawful, fraudulent, misleading, harmful, abusive, defamatory, security-testing without authority, or likely to damage the service, its infrastructure, or the rights of Trail Systems or any third party.
10. Data protection and confidentiality
Each party must keep the other party's confidential information secure and must not disclose it except where necessary for the contract, as required by law, or with the disclosing party's consent. Where Trail Systems processes personal data for the customer, the parties will comply with applicable data protection laws and any separate data processing terms agreed between them.
11. Suspension and termination
Trail Systems may suspend access immediately where the customer fails to pay amounts due, materially breaches these terms, infringes Trail Systems' intellectual property rights, creates a security risk, or uses the service unlawfully. Trail Systems may terminate the agreement by written notice for material breach if the breach is not remedied within a reasonable period after notice, or immediately where the breach is incapable of remedy.
12. Warranties and service scope
Trail Systems will provide the software and services with reasonable care and skill. Except as expressly stated in writing, the service is supplied on an ongoing software basis and Trail Systems does not warrant that the platform will be uninterrupted, error-free, or suitable for every customer workflow without configuration, onboarding and user adoption.
13. Liability
Nothing in these terms limits or excludes liability for death or personal injury caused by negligence, fraud, fraudulent misrepresentation, or any other liability that cannot lawfully be limited or excluded. Subject to that, Trail Systems' total aggregate liability arising out of or in connection with the contract, whether in contract, tort, breach of statutory duty or otherwise, shall not exceed the total fees paid by the customer to Trail Systems in the 12 months preceding the event giving rise to the claim. Trail Systems shall not be liable for indirect or consequential loss, loss of profit, loss of revenue, loss of anticipated savings, loss of business opportunity, loss of goodwill or loss or corruption of data except to the extent such exclusion is not permitted by law.
14. Website materials and pre-contract content
Website text, screenshots, module descriptions and pricing illustrations are provided for general information and sales guidance. They do not override the final written order confirmation, implementation plan or agreed commercial scope.
15. Governing law and jurisdiction
These terms and any non-contractual obligations arising from them are governed by the laws of England and Wales. The courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these terms, the software or the related services.