Terms of Service

1. Agreement to These Terms

By using this website, by sending an enquiry through the contact page, or by engaging QSX Transport Ltd for any of the services described on the services page, a person or organisation agrees to these Terms of Service. A person who does not agree to these terms should not use the website and should not engage the company.

Where a client has signed a written contract with the company, that contract takes precedence over these terms to the extent of any conflict. These terms then operate as the general framework that supports the contract, covering matters that the contract does not address. The company will point out any significant difference between a contract and these terms before work begins.

These terms apply to the person who accesses the website and to the organisation on whose behalf that person acts. A person who sends an enquiry confirms that they have authority to do so for the organisation they name. If the company later finds that authority was not held, the company may suspend the work until the position is confirmed.

2. Definitions

The following words have the meanings given below. The definitions apply throughout these terms.

• Company means QSX Transport Ltd, operating from 66 Paul Street, London - EC2A 4NA, United Kingdom (GB).
• Client means the person or organisation that engages the company for a service.
• Services means the dispatch planning work described on the services page, including route card planning, shelter rotation desks, driver roster cycles, timetable sheet checks, shelter maintenance windows and lost property logs.
• Board means the shelter board kept at the Paul Street office and the digital copy that supports it.
• Records means the route cards, stop tags, rotation sheets, rosters, check registers, maintenance notes, lost property entries and related documents produced for a client.
• Plan means a combination of a route card, a rotation and a roster that the company prepares for a service day.
• Business day means a day other than Saturday, Sunday or a public holiday in England and Wales.

A reference to writing includes email. A reference to a person includes an organisation and a reference to an organisation includes a person. The headings are for convenience and do not affect the interpretation of a clause.

3. The Services

The company prepares dispatch records for shuttle operations. The work centres on the board at Paul Street, where a route card, a shelter rotation and a driver roster are arranged so that a reader can move from one to another without confusion. The company delivers the services in the sequence that a client requires, and it will explain that sequence before any work begins.

Route card planning

The company writes route cards that name the stops, the intended pull away moments and an alternate stand for each stop. A card is reviewed with the client before it becomes live. A card remains the property of the client for its internal use, subject to the licence described later in these terms.

Shelter rotation desks

The company prepares rotation sheets that describe the hours of attention for each shelter and the alternate stand that receives passengers while a shelter is closed. The rotation is adjusted when a maintenance window is placed or when a client changes a stop.

Driver roster cycles

The company arranges roster cycles so that early and late work is distributed fairly and so that cover is named in advance. The company does not employ drivers and does not direct a driver in the conduct of a journey. The roster is a planning record supplied to the client.

Timetable sheet checks

The company compares timetable sheets with the current route card, marks a sheet as confirmed or replaces it, and records the check in a register. A check is a comparison of documents. It is not a guarantee that a shuttle will run at a particular second.

Shelter maintenance windows

The company coordinates short maintenance windows between rotations and records the window, the crew and the bench board note. Repairs are carried out by the maintenance provider that the client has appointed or by a provider introduced by the company with the client approval.

Lost property logs

The company records items handed in against the route card and shelter where they were found, and it matches an owner enquiry to a log entry when the description agrees. The company stores an item at the Paul Street office until it is returned or disposed of in a lawful and responsible way.

4. Scope and Limits

The company designs and maintains planning records. It does not act as a licensed passenger carrier in every region, and these terms do not create a carriage contract between the company and a passenger. Where a client needs a carrier, the carriage arrangement is made through the appropriate operator, and the client remains responsible for choosing an operator that holds the required licence and insurance.

The company does not guarantee a road condition, a traffic time or a journey that depends on a third party. A route card states an intended pull away moment based on the information available at the time of planning. Actual times may change because of traffic, weather, a road closure or an event outside the control of the company.

The company does not provide legal, tax, insurance or regulatory advice. A client should obtain its own advice on those matters. Where the company mentions a legal requirement in a planning note, it does so for information only and does not accept responsibility for the client decision that follows.

The company does not provide emergency response, medical assistance or security services. A client that requires such a service must arrange it separately with a qualified provider. The desk can record a contact in a plan where a client asks, but recording a contact is not the same as providing the service.

5. How an Engagement Starts

An engagement begins with a written enquiry or a telephone call to the desk. The company will ask for the stops, the shelters, the shift window and the number of drivers expected. It may also ask whether the client already holds printed timetable sheets and whether those sheets are current.

The company will then send a short proposal that describes the records it will produce, the sequence of the work, the time it expects to need and the fee. The proposal is not a binding offer until the client accepts it in writing and the company confirms the acceptance. Until that confirmation, either side may withdraw.

A client who asks for urgent work should say so at the start. The company will say whether it can meet the requested date and, if it cannot, will offer the earliest date it can hold. The company will not accept a date that it cannot support, even where a client is prepared to pay a premium.

For a recurring service, the proposal will describe a review point at the close of each cycle. The review is part of the service and is not an additional fee unless the client asks for a scope that goes beyond the proposal.

6. Client Responsibilities

A client is responsible for providing accurate information about its stops, its shelters and its team. The company bases its plan on the information it receives, and an error in that information will affect the plan.

A client must tell the company promptly about a change that affects a plan. This includes a stop that has moved, a shelter that has closed, a driver who has left and a shift window that has changed. The company will adjust the plan once it has the new information, but it cannot correct a record that it has not been told about.

A client must have a lawful right to share any information that it sends to the company about its drivers or staff. The client is responsible for telling those people that the information has been shared and for answering their questions about it.

A client must pay the agreed fee on time and must keep the company informed of any change to its billing contact. A client that disputes an invoice should raise the dispute within fourteen days of receipt so that the company can review the record before the next cycle begins.

A client must not use a plan for a purpose that is unlawful, and must not ask the company to prepare a record that would mislead a passenger, a regulator or an insurer. The company may decline such a request and may end the engagement if it is repeated.

7. Company Responsibilities

The company will carry out the services with reasonable care and skill, in line with the standards of its profession and with the records described in the proposal. The company will keep the board at Paul Street readable and will explain a plan to a client on request.

The company will name a contact for each engagement and will reply to a client question within two business days where the question concerns an active plan. A question that requires research into a past cycle may take longer, and the company will say when it expects to reply.

The company will keep client records separate from the records of another client. It will not merge two contracts into one board and will not use the information of one client to plan the service of another. The company will take reasonable steps to prevent unauthorised access to the records, as described in the privacy policy.

The company will tell a client promptly if it becomes aware of a mistake in a plan that could affect a service day. It will correct the record, update the board and confirm the correction in writing. The company will not conceal an error in the hope that it will go unnoticed.

8. Fees and Payment

The fee for a service is set out in the proposal. It may be a fixed fee for a defined piece of work, a fee for a cycle of planning, or a fee for a period of desk support. The proposal will say which form applies and what the fee covers.

Unless the proposal says otherwise, invoices are issued monthly in arrears and are payable within fourteen days of the invoice date. The company may charge interest on a late payment at a rate permitted by law in England and Wales, and it will give notice before doing so.

A client is responsible for any tax that applies to the fee, other than tax on the profits of the company. Where a client is based outside the United Kingdom, the company may ask for confirmation of the tax treatment before an invoice is issued.

Where a client cancels work that has already begun, the company may charge for the work carried out up to the date of cancellation and for any cost that cannot be recovered. The company will provide a short statement of the charge so that the client can see how it was calculated.

The company reviews its fees at the start of each year. A change to a fee for a recurring service will be notified at least thirty days before it takes effect, and a client may end the service before the change if the client does not accept it.

9. Changes to a Plan

A plan is a working record and will change during its life. The company expects changes and does not treat a change as a failure of the planning process. The way a change is handled matters more than the fact that it occurred.

A client may request a change by email or by telephone. The company will record the request, test it against the existing intervals and tell the client whether it can be accommodated without disrupting another stop. Where a change would create a large gap or a clash, the company will offer an alternative rather than simply applying the request.

A change that affects a live service day is handled as a priority. The company will update the board, notify the named cover and confirm the new arrangement in writing. A change that is not confirmed in writing is not part of the plan, even if it has been discussed on the telephone.

The company may make a minor change to the format of a record without the approval of the client, provided that the change does not alter the information that the record contains. A change of format that alters the meaning requires the agreement of the client.

10. Records and Intellectual Property

The company owns the design of its board, its templates, its dispatch system and the written materials that it has created for its own use. The client owns the information that it supplies and the planning records that are produced specifically for the client under a contract.

The company grants the client a licence to use the records for the internal management of the client service. The licence covers copying, printing and sharing within the client organisation for that purpose. It does not permit the client to sell a record, to publish it as its own product or to provide it to a competing dispatch provider.

The company may keep a copy of a record for the purpose of answering a question, meeting a legal obligation or reviewing the quality of its work. A copy kept for a review is handled in line with the privacy policy and is not used for a purpose that the client has not approved.

If a client wants to use a record in a context that is not covered by the licence, the client should ask the company in writing. The company will normally agree where the use is reasonable and does not expose the company to a risk that it cannot manage. A refusal will be explained.

The company respects the intellectual property of others. A client who supplies a document that belongs to a third party confirms that the client has permission to share it. The company will remove such a document if a valid concern is raised.

11. Confidentiality

Each side will keep the confidential information of the other side private. Confidential information includes a plan, a fee, a driver roster, a shelter condition note, a client contact and any other information that a reasonable person would regard as private.

A side may share confidential information with a person who needs it to carry out the work, provided that the person is bound by a duty of confidence. The company shares information with its professional advisers on that basis and only to the extent that the adviser needs it.

A side may disclose confidential information where the law requires it or where a court order is validly served. Where the law allows, the side that receives such a request will tell the other side before disclosing, so that the other side can respond.

The duty of confidence continues after the engagement ends. It does not apply to information that is already public through no fault of the side receiving it, or to information that a side develops independently without using the confidential information of the other side.

The company treats the contents of a client plan as confidential. It does not name a client in a case study, a proposal or a public page without written permission. A client may ask the company to remove a reference at any time, and the company will do so promptly.

12. Personal Data

The company handles personal data in line with its privacy policy, which is published separately and forms part of these terms. The privacy policy describes the information that the company collects, the purposes for which it is used, the period for which it is kept and the rights of a person whose information is held.

Where a client sends information about its drivers or staff, the client is responsible for the lawful basis on which that information is shared. The company uses the information only to prepare a roster or a rotation and does not use it for a purpose that the client has not requested.

The company will tell a client promptly if it becomes aware of a personal data incident that affects the client information. The company will describe the incident, the action it has taken and any step that the client should take. The company will cooperate with the client in any notification that the law requires.

A client that acts as a controller and asks the company to act as a processor will be offered a written data processing agreement. The agreement will set out the instructions that the company will follow and the security measures that the company will apply.

13. Third Party Operators

A shuttle service is delivered by an operator. The company prepares the plan that an operator follows, but it does not control the operator and does not employ the operator drivers. A client is responsible for choosing an operator that holds the required licence and insurance for the route and the region.

Where the company introduces an operator, it does so as an introduction and not as a guarantee of the operator performance. A client should satisfy itself that the operator meets its standards and should keep its own contract with the operator.

The company is not responsible for a delay, a cancellation or an incident that is caused by an operator, by a road authority or by an event outside the control of the company. Where such an event affects a plan, the company will help the client to review the plan and to adjust the records for the days that follow.

A client must not rely on the company to enforce a term of the client contract with an operator. The company can record a concern in a planning note and can raise it with the client, but the enforcement of an operator contract is a matter between the client and the operator.

14. Liability

Nothing in these terms limits a liability that cannot be limited by law, including a liability for death or personal injury caused by negligence and a liability for fraud. The clauses below apply only to the extent that the law permits.

The company is responsible for a loss that is a foreseeable result of its failure to carry out the services with reasonable care and skill. A loss is foreseeable where it was obvious at the time the engagement began that it could result from the failure.

The company is not responsible for a loss of profit, a loss of business, a loss of opportunity or an indirect loss, except where such a loss is the direct and foreseeable result of a breach that the company could have avoided with reasonable care. The company is not responsible for a loss caused by information that a client supplied in error.

Where liability is not excluded, the total liability of the company under an engagement is limited to the fee paid for the service that gave rise to the claim, or to a higher amount set out in a written contract. The limit applies to the total of all claims under the engagement and not to each claim separately.

A client should tell the company about a claim as soon as it becomes aware of it. The company will investigate the claim and will respond in writing. A claim that is raised more than twelve months after the client became aware of the matter may be refused, unless the law provides otherwise.

15. Indemnity

A client will indemnify the company against a loss that the company suffers because the client supplied information that was not accurate, because the client did not have the right to share a document, or because the client used a record in a way that the licence does not permit.

The indemnity covers a reasonable legal cost and a reasonable settlement cost, provided that the company tells the client promptly about the claim and allows the client to take part in the defence. The company will not settle a claim in a way that admits fault without the agreement of the client, unless the company decides that a settlement is necessary to protect its interests and informs the client of the reason.

The company will indemnify a client against a loss that the client suffers because the company used a document without permission or because the company disclosed confidential information in breach of these terms. The same conditions apply, with the roles reversed.

An indemnity under this section is a remedy of last resort. The parties will first try to resolve a concern through the review process described in the disputes section. An indemnity claim does not remove the duty of the parties to act in good faith.

16. Term and Termination

An engagement continues for the period set out in the proposal. Where no period is set, the engagement continues until either side ends it with thirty days of written notice. A notice may be sent by email to the contact named in the proposal.

Either side may end an engagement immediately if the other side commits a serious breach and does not correct it within fourteen days of a written notice that describes the breach. A serious breach includes a failure to pay, a failure to keep information confidential, or a use of a record that is unlawful.

Either side may end an engagement immediately if the other side becomes insolvent or is unable to pay its debts. The company will provide a final statement of the work carried out and of any amount due, and the client will pay that amount in line with the fee section.

On termination the company will return or destroy the client records as the client directs, subject to any record that the company must keep by law. The company will confirm in writing what it has returned and what it has kept. A record kept for a legal reason will be held under the privacy policy and will not be used for another purpose.

The clauses that by their nature should survive termination will continue to apply. These include the clauses on confidentiality, intellectual property, liability, indemnity and disputes.

17. Events Outside Control

Neither side is responsible for a failure to perform a duty that is caused by an event outside its reasonable control. Such an event includes a severe weather condition, a flood, a fire, a strike, a civil disturbance, a failure of a public network, an epidemic, a government restriction or a road closure that prevents access to a shelter.

A side that is affected by such an event will tell the other side as soon as it can and will describe the effect on the work. The affected side will take reasonable steps to reduce the effect and to resume the work when it can.

If the event continues for more than thirty days, either side may end the engagement by written notice. The company will provide a statement of the work carried out before the event and of any amount due, and the client will pay that amount.

An event outside control does not excuse a failure to pay an amount that was already due before the event began. It also does not excuse a side from a duty that could have been performed despite the event.

18. Disputes and Governing Law

The parties will first try to resolve a dispute by discussion. A party that wishes to raise a dispute should send a written notice that describes the matter, the outcome it seeks and the facts it relies on. The other party will reply within ten business days.

If discussion does not resolve the matter within thirty days, the parties may agree to ask a mediator to help. A mediation is voluntary and confidential, and the cost is shared equally unless the parties agree otherwise. A party may still take a matter to court if a mediation does not produce a settlement.

These terms are governed by the law of England and Wales. The courts of England and Wales have exclusive jurisdiction over a dispute that arises from these terms or from an engagement, unless a written contract provides for a different jurisdiction. A client based outside the United Kingdom submits to that jurisdiction by engaging the company.

Before a formal step is taken, the company will try to resolve a concern in good faith. A dispute about a planning record can often be answered by a short review of the board, and the company prefers that route to a formal process whenever it is available.

19. Website Use

This website is provided so that a person can learn about the company and its services and can contact the desk. A person may read, print and share a page for a lawful purpose. A person may not copy the design of the site, remove a notice from it, or use it in a way that interferes with the access of another person.

A person must not attempt to gain unauthorised access to the site or to the digital board. A person must not send a message that contains malicious code or that is designed to overload the service. The company may block an address that is used for abuse and may report a serious incident to the relevant authority.

The information on this website is provided in good faith. The company does not warrant that every page is complete or current at every moment, and it may update a page without notice. A person who relies on a page for a decision should confirm the position with the desk before acting.

The website may contain a link to a third party resource. The company does not control that resource and is not responsible for its content or its practices. A link is provided for convenience and does not imply an endorsement.

A person who sends a message through the contact form should not include sensitive information. The form prepares a message in the mail program of the person and does not submit data to a remote service from the page itself.

20. General Provisions

These terms, together with the privacy policy and any signed contract, form the whole agreement between the parties on the matters they cover. They replace an earlier discussion or understanding on those matters.

If a clause of these terms is found to be invalid or unenforceable, the rest of the terms remain in force. The invalid clause will be replaced by a valid clause that comes as close as possible to the intended effect.

A failure to enforce a clause on one occasion is not a waiver of the right to enforce it later. A waiver must be in writing to be effective.

A party may not transfer its rights under these terms without the written agreement of the other party, except as part of a re organisation or a transfer of the whole business.

No third party has a right to enforce a clause of these terms. A person who is not a party to an engagement cannot claim a benefit from it.

A notice under these terms must be in writing and sent to the contact named in the proposal or to the address at the end of this page. A notice sent by email is treated as received on the next business day after it is sent, provided that no error message is received.

The company may update these terms from time to time. An updated version is published on this page with a new effective date, and a material change is notified to an active client at least thirty days before it takes effect. A client that does not accept a material change may end the engagement before the change takes effect.

21. Contact Details

Questions about these terms, a notice under an engagement, or a request for a copy of an agreement can be sent to the dispatch desk. Please include the contract reference and the service that the question concerns, so that the desk can find the record quickly.

These terms are written in plain English so that a client can understand the conditions without a glossary. Where a phrase has a technical meaning in law, the company has tried to explain it in the surrounding sentence. If a sentence is unclear, the desk would rather answer a question than leave a client uncertain.

Thank you for reading these Terms of Service. The company looks forward to supporting your dispatch board and to keeping the route cards, rotations and rosters readable for the life of the engagement.