These terms are for businesses. They apply to a mobile tyre fitter or other business (the "Customer") that agrees an order form with Mediant Partners Ltd, trading as TyreStack ("we", "us"). They do not apply to consumers.
1. The agreement
1.1 The agreement between us is made up of (a) the order form we both accept (the "Order Form"), (b) these terms, and (c) our data protection and processing terms, which are incorporated into these terms. If they conflict, the Order Form prevails over these terms, except that the data protection terms prevail on personal data.
1.2 The agreement starts on the date the Order Form is accepted (the "Start Date"). Nothing on tyrestack.com is an offer; a contract is formed only when an Order Form is accepted. Our own terms apply to the exclusion of any terms the Customer proposes or that appear in its purchase documents.
1.3 We are Mediant Partners Ltd, a company registered in Scotland, company number SC889184, registered office 5 South Charlotte Street, Edinburgh, EH2 4AN, Scotland. The person accepting for the Customer confirms they have authority to bind it.
2. The service
2.1 We will provide the TyreStack services described in the Order Form (the "Services") with reasonable skill and care, and in accordance with these terms. The Services are a hosted, web-based job-management platform for mobile tyre fitters. They may include handling enquiries and messages, building jobs and quotes, scheduling, map and route views, a fitter mobile view, stock tracking, payment status and reconciliation, and reporting, as the Order Form specifies.
2.2 Only features listed in the Order Form and then available in the live service are part of the Services. Anything described as planned, in development or "coming soon", on our website or elsewhere, is not part of the Services until we make it available and the Order Form covers it.
2.3 We may improve and change the Services. We will not make a change that materially reduces the core functionality the Customer is paying for without giving at least 30 days' notice, and, if the change is adverse to the Customer, the Customer may terminate the affected Services under clause 13.
2.4 Availability. We will use reasonable endeavours to keep the Services available. We do not promise uninterrupted or error-free operation, and any service level in the Order Form is the only service level that applies. We may suspend the Services for planned maintenance (with reasonable notice where possible) or urgently to protect security or the integrity of the platform.
2.5 Support. We provide email support at hello@tyrestack.com during UK business hours, unless the Order Form says otherwise.
3. Customer-connected services
3.1 Some features work only if the Customer connects its own accounts and systems, such as a WhatsApp Business number and account (Meta), accounting software for quotes and invoices, read-only bank data for payment reconciliation, Google Business Profile and Google Ads, and its tyre supplier account (together "Connected Services").
3.2 The Customer is responsible for (a) holding and paying for those accounts, (b) agreeing and complying with the providers' own terms and policies (including Meta's WhatsApp Business terms and messaging policies), (c) granting the permissions needed, and (d) the accuracy of what it sends through them. We connect to Connected Services using the permissions the Customer grants and can only offer the related features while the provider makes its interface available on reasonable terms. We are not responsible for the provider's service, changes, charges, suspension of the Customer's account or any outage on their side, and failure of a Connected Service is not a breach by us.
3.3 Bank data. Where the Customer enables read-only bank connectivity, it is provided through an account information service provider authorised by the Financial Conduct Authority and chosen with the Customer's consent. Access is read-only. We cannot move money, make payments or change accounts, and we do not hold the Customer's funds. We are not a bank, payment institution or financial adviser. Reconciliation suggestions are a bookkeeping aid; the Customer remains responsible for checking its own records and accounts.
3.4 Accounting and quotes. Quotes, invoices and figures produced through the Services are generated from information the Customer supplies and connects. The Customer is responsible for reviewing them, its prices, its tax treatment (including VAT) and its legal obligations to its own customers before they are sent or relied on.
4. The Customer's responsibilities
4.1 The Customer must: (a) provide accurate information and keep it up to date; (b) keep login details confidential and tell us promptly of any suspected unauthorised access; (c) ensure its users comply with these terms and are responsible for their acts; (d) use the Services only for lawful business purposes; and (e) have, and keep, the lawful basis and privacy notices it needs for the personal data it puts into the Services.
4.2 The Customer must not: (a) copy, modify or reverse engineer the Services except as the law permits; (b) resell or provide the Services to others; (c) upload unlawful, infringing, abusive or malicious content; (d) send unsolicited marketing or spam, or breach the Privacy and Electronic Communications Regulations or any platform's messaging rules (see our PECR notice); (e) interfere with or overload the Services or attempt to bypass security or tenant separation; or (f) use the Services in a way that puts our other customers or our systems at risk.
4.3 We may suspend access, on notice where practicable, if the Customer is in material breach, if its use threatens the security or availability of the Services, or if an amount is overdue by more than 14 days after a reminder. We will restore access promptly once the cause is resolved.
5. Fees and payment
5.1 The Customer will pay the fees in the Order Form. Unless the Order Form says otherwise, fees are quoted exclusive of VAT, which the Customer pays in addition at the applicable rate, and are invoiced in advance for each billing period.
5.2 We will invoice electronically. The Customer must pay within 14 days of the invoice date unless the Order Form states another term, by the method stated. If the Customer disputes an invoice in good faith it must tell us within 14 days of the invoice date, pay the undisputed part on time, and we will work together promptly to resolve it.
5.3 If an undisputed amount is not paid on time, we may charge interest and compensation under the Late Payment of Commercial Debts (Interest) Act 1998, and suspend the Services under clause 4.3.
5.4 We may increase fees at the end of the initial term or any renewal term by giving at least 60 days' written notice before the renewal date. If the Customer does not accept the increase it may give notice of non-renewal under clause 13.1 and the increase will not apply to it before the end of the current term.
5.5 Fees for third-party services the Customer connects (for example WhatsApp conversation charges, accounting software, banking data providers, tyre-data lookups where charged) are not included unless the Order Form says so, and are payable by the Customer to the provider.
6. Customer data and personal data
6.1 As between us, the Customer owns all data and content it puts into the Services ("Customer Data"). The Customer grants us a non-exclusive licence to host, copy, transmit and process it only as needed to provide and support the Services and as the agreement permits.
6.2 For the personal data of the Customer's own customers the Customer is controller and we are its processor under the data protection and processing terms. For account and billing data we are controller; see our privacy notice.
6.3 We will keep Customer Data secure as set out in those terms. We may use anonymised and aggregated data that does not identify the Customer or any person to run, secure and improve the Services.
6.4 On request, and for 90 days after termination, the Customer may export its data in a standard machine-readable format. After that period we will delete it as described in the data protection terms.
7. Intellectual property
7.1 We and our licensors own all intellectual property rights in the Services, our software, documentation and branding. The Customer receives only a non-exclusive, non-transferable right to use the Services during the term for its own internal business purposes under the agreement.
7.2 If the Customer gives us feedback, we may use it without restriction or payment.
7.3 We will defend the Customer against a third-party claim that the Services, used as permitted, infringe that party's UK intellectual property rights, and pay damages finally awarded or agreed in settlement, provided the Customer promptly notifies us, lets us control the defence and settlement, and gives reasonable help. We may modify or replace the Services to avoid infringement or, if that is not reasonably possible, terminate the affected Services and refund prepaid fees for the unused period. This clause sets out our entire liability for infringement claims. It does not apply to claims arising from Customer Data, Connected Services, or use outside the agreement.
8. Confidentiality
Each party will keep the other's confidential information confidential, use it only to perform or receive the benefit of the agreement, and disclose it only to those of its staff, contractors and advisers who need to know and are bound to equivalent duties, or as the law or a regulator requires. This does not apply to information that is public other than through breach, was already lawfully known to the recipient, or is independently developed. This clause survives termination for five years.
9. Warranties
9.1 Each party has the power and authority to enter into the agreement.
9.2 Except as set out here, and to the fullest extent the law allows, we give no warranties or conditions, express or implied, including that the Services will meet all the Customer's requirements, be uninterrupted or error-free, or that output such as quotes, schedules, estimated arrival times, reconciliation matches or reports will be accurate or complete. The Customer is responsible for checking them before relying on them.
10. Liability
10.1 Nothing in the agreement limits or excludes either party's liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot lawfully be limited or excluded.
10.2 Subject to 10.1, neither party is liable to the other, whether in contract, delict (tort), breach of statutory duty or otherwise, for: loss of profit, revenue, anticipated savings, business, contracts or goodwill; loss or corruption of data (except as covered by our security and backup obligations); or any indirect or consequential loss, in each case however caused.
10.3 Subject to 10.1, each party's total liability to the other arising in any contract year under or in connection with the agreement is limited to the fees paid and payable by the Customer for that contract year. This does not limit the Customer's obligation to pay the fees due.
10.4 We are not liable for a failure or delay caused by the Customer, a Connected Service, a third-party provider outside our reasonable control, or the Customer's breach of the agreement.
11. Term
The agreement starts on the Start Date and continues for the initial term in the Order Form. It then renews automatically for successive renewal terms of the same length (or monthly, if the Order Form is monthly) unless either party gives notice of non-renewal under clause 13.1.
12. Events outside our control
Neither party is liable for delay or failure caused by events beyond its reasonable control (including power or telecommunications failure, outage of a major cloud or network provider, industrial action, war, terrorism, epidemic or government action), provided it tells the other promptly and uses reasonable endeavours to limit the effect. This clause does not excuse a payment obligation. If the event lasts more than 60 days, either party may terminate on written notice.
13. Termination
13.1 Notice. Either party may end the agreement at the end of the initial term or a renewal term by giving at least 30 days' written notice before it ends. (If the Order Form is monthly, 30 days' notice may be given at any time.)
13.2 Cause. Either party may end the agreement immediately by written notice if the other (a) commits a material breach that is not remedied within 30 days of notice requiring it; (b) commits a material breach that cannot be remedied; or (c) becomes insolvent, enters administration, liquidation or a voluntary arrangement, has a receiver or similar appointed, or ceases business.
13.3 Consequences. On termination the Customer's right to use the Services ends; the Customer must pay all fees due up to the termination date (and, on termination by us for the Customer's breach, fees for the remaining committed term); we will refund prepaid fees for any period after termination if the Customer terminates under 13.2 or 2.3 (or if we terminate other than for the Customer's breach); and clause 6.4 applies to data. Accrued rights, and clauses that by their nature survive (including 6, 7, 8, 9, 10, 13.3, 15 and 16), continue.
14. General
14.1 Entire agreement. The agreement is the whole agreement between us on its subject and replaces all earlier discussions, proposals and understandings. Neither party has relied on any statement not set out in it, but nothing limits liability for fraudulent misrepresentation.
14.2 Variation. Except as these terms allow, a change to the agreement must be in writing and agreed by both parties. We may update these terms for future renewal terms and for legal or regulatory reasons, by giving at least 30 days' written notice.
14.3 Assignment and subcontracting. The Customer may not assign or transfer its rights or obligations without our written consent. We may assign the agreement to a successor to our business on notice, and may use subcontractors and sub-processors as set out in the data protection terms, remaining responsible for them.
14.4 Waiver and severance. A failure or delay in enforcing a right is not a waiver of it. If a provision is found unenforceable, the rest remains in force and the parties will agree a valid replacement that most nearly achieves the intended effect.
14.5 Third-party rights. No one other than the parties has any right to enforce the agreement, including under the Contract (Third Party Rights) (Scotland) Act 2017.
14.6 Relationship. The parties are independent contractors. Nothing creates a partnership, agency or employment relationship.
14.7 Notices. Notices must be in writing. Notices to us go to hello@tyrestack.com and, for formal notices, to our registered office. Notices to the Customer go to the email address in the Order Form or its account contact. An email is treated as received the next business day after sending unless a delivery failure message is returned.
14.8 Counterparts and electronic signature. The agreement may be accepted and signed electronically and in counterparts.
14.9 Anti-bribery and sanctions. Each party will comply with applicable anti-bribery, anti-corruption, sanctions and export laws in connection with the agreement.
15. Complaints and disputes
If you have a complaint, email hello@tyrestack.com. We will acknowledge it within 2 working days and aim to give a substantive response within 10 working days. If a dispute is not resolved that way, senior representatives of each party will meet or speak within 14 days to try to settle it in good faith before either starts court proceedings, without preventing urgent relief.
16. Governing law and jurisdiction
The agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) are governed by the law of Scotland, and the courts of Scotland have exclusive jurisdiction.