Effective Date: August 21, 2020
We reserve the right to modify the contents of the Site at any time, including the features, availability, or operation of the Site, these Terms, and/or any policy or notice posted on the Site. You agree to monitor the Site for any changes and agree that your continued use of the Site following the posting of any changes signals your understanding of and agreement to such changes. EACH TIME YOU USE THE SITE, THIS AGREEMENT AS IT THEN READS WILL GOVERN YOUR USE.
This Agreement is effective as of the date of acceptance by the user.
Ability to Accept Terms
By using the Site, you signify your agreement, and the agreement of all persons you represent, without limitation or qualification, to be bound by these Terms, and you represent and warrant that you have the legal authority to agree to and accept these Terms on behalf of yourself and all persons and entities you represent. If you do not agree with each provision of these Terms, or you are not authorized to agree to and accept these Terms, you may not use the Site. You also affirm that you are over the age of legal majority, can form legally binding agreements under applicable law, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms, and to qualify under, abide by, and comply with these Terms. Accuracy, Completeness and Timeliness of Information
INDUSTRACK cannot guarantee that the information and content presented is entirely accurate, complete, timely, or authentic. Although INDUSTRACK makes reasonable efforts to ensure that all information included on the Site is correct, accuracy and integrity cannot be guaranteed and INDUSTRACK does not assume any responsibility or obligation for the accuracy, completeness, timeliness, or authenticity of information included on the Site. INDUSTRACK is under no obligation to post, forward, transmit, distribute or otherwise provide any information and/or material available from the Site.
Regardless of any information presented on the Site, INDUSTRACK reserves the right, without prior notice, to discontinue services, and remove or alter content at any time without incurring any obligations.
Use of the Site
All individual users of the Site (including you and your employees, agents, or others acting on your behalf) must have their own unique log-in credentials to use the Site, and neither you nor such users may share those credentials with anyone for any purpose. Individual users must safeguard their log-in credentials. You and each individual user must immediately report to INDUSTRACK any incident or occurrence that causes them to suspect their log-in credentials, the Site, or any information made available through the Site has been compromised, disclosed, or adversely impacted in any way. You and all individual users that are issued log-in credentials on your behalf are deemed to have actual and apparent authority to act on your behalf, and you assume all risk of use of login credentials by such individual users and any unauthorized use of such login credentials, and you are responsible for any contract made through the use of the login credentials by any person or entity.
All content included on the Site, such as text, design, graphics, logos, icons, images, audio clips, downloads, interfaces and code, software, any intellectual property held by INDUSTRACK, and the selection and arrangement of any of these, are the exclusive property of INDUSTRACK, its affiliates, its licensors and/or its content providers and is protected by copyright, trademark, and other applicable laws. The copying, downloading and/or printing of information and/or material included on the Site, other than as otherwise expressly permitted by INDUSTRACK, is for your use in managing, receiving or delivering service trade work as administered by the Site only and is conditioned on your prohibition from modifying or deleting any copyright, trademark or other proprietary notice that appears on the information and/or material accessed, copied, downloaded or printed from the Site. Any other use of information and/or material contained on the Site, including, but not limited to, the modification, distribution, transmission, performance, broadcast, publication, licensing, reverse engineering, transfer or sale of, or the creation of derivative works from, any material, information, software, products or services obtained from the Site, is expressly prohibited. INDUSTRACK retains full and complete title to the information and material provided on the Site, including all associated intellectual property rights. INDUSTRACK neither warrants nor represents that use of information and/or material from the Site will not infringe rights of third parties not affiliated with INDUSTRACK.
Improper use of information provided on the Site and improper use of any hardware or software, including the intent to damage or interfere with the proper working of the Site or to surreptitiously intercept any system, data or personal information from the Site, is strictly prohibited. You may not interrupt or attempt to interrupt the operation of the Site in any way and INDUSTRACK reserves the right, in its sole discretion, to terminate access to or use of the Site at any time without notice. Termination of access or use of the Site will not waive or affect any right or relief to which INDUSTRACK may be entitled at law or in equity. You hereby acknowledge responsibility for any information and/or material submitted via the Site, including the legality, reliability, appropriateness, originality and copyright of any such information and/or material. Content that: (i) is false, fraudulent, libelous, defamatory, obscene, threatening, invasive of privacy or publicity rights, infringing on intellectual property rights, abusive, illegal or otherwise objectionable, (ii) constitutes or encourages a criminal offense, violates the rights of any party or otherwise gives rise to liability or violations of any law, or (iii) contains software viruses, political campaigning, chain letters, mass mailings, or any form of “spam” may not be uploaded to, distributed or otherwise published through the Site. You may not provide false e-mail addresses or other personally identifying information, or impersonate any person or entity, or otherwise mislead as to the origin of any content, their identity, or their education, background and job qualifications. You may not upload marketing content onto the Site.
When you enter content information into the application, you grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to exercise any and all copyright, trademark, publicity, and database rights (but no other rights) you have in the content, in any media known now or in the future.
Access to and Use of Information
You may use Confidential and Proprietary Information available on this Site only if you are an authorized user and only to facilitate the management, receipt or delivery of service trade work and related purposes. Any use of Confidential and Proprietary Information obtained from this Site by you must be consistent with these purposes and in compliance with these Terms. You warrant and represent that personal and other information supplied to or obtained from this Site was collected, disclosed to INDUSTRACK and otherwise processed only in strict compliance with applicable law, including privacy and data protection requirements and restrictions. You warrant and represent that any personal or confidential business information you access, manage or maintain on behalf of INDUSTRACK or in connection with your use of the Site is subject to reasonable and appropriate security measures that comply with all applicable laws and include, at minimum, administrative, physical and technical safeguards that protect against the loss, misuse, or unauthorized access, acquisition, alteration or destruction of information.
After your use of the Site ends or your user credentials are terminated (regardless of the manner or cause of such termination), for as long as permitted by applicable law, you will not directly or indirectly disclose, reveal, publish, communicate, divulge or describe any of INDUSTRACK’s Confidential and Proprietary Information to any person or entity, other than INDUSTRACK and its employees, without the prior written consent of INDUSTRACK, and you will not use any such Confidential and Proprietary Information for your own benefit or for any purposes other than those authorized by INDUSTRACK.
For purposes of this Agreement, INDUSTRACK’s “Confidential and Proprietary Information” shall include (without limitation): (i) all trade secrets of INDUSTRACK and any of its customers or suppliers; (ii) the names, addresses, contact information and special requirements or preferences of any of INDUSTRACK’s customers and suppliers; (iii) know-how related to INDUSTRACK’s business and services; (iv) INDUSTRACK’s contractual relationships and business activities with its customers and suppliers; (v) all information regarding INDUSTRACK’s services, business and marketing, its pricing, its methods of contract administration and other business methods; (vi) all information regarding INDUSTRACK’s internal affairs, reports, research and financial information, and its personnel matters; (vii) all customer lists and prospective customer lists; and (viii) any information obtained from the Site.
Confidential and Proprietary information does not include any information that is generally known by the public or generally available from a published source.
Fees and Services
Depending upon the type of account you use, we may charge monthly or annual fees for Technician Users which enable our customers that are vendors of maintenance services to create, schedule, log time, invoice, and report on job delivery. We may also charge for using other services, such as the ability to subcontract jobs to other users of the application. If such fees apply, you have an opportunity to review and accept the fees that you will be charged based upon our Fees schedule, which we may change from time to time. Changes to that schedule are effective after we provide you with fourteen (14) days notice. Unless otherwise stated, all fees are quoted in U.S. Dollars. You are responsible for paying all fees and applicable taxes associated with our site and services in a timely manner with a valid payment method. If your payment method fails or your account is past due, we may collect fees owed using other collection mechanisms. (This includes charging other payment methods on file with us, retaining collection agencies and legal counsel).
The Site may contain links to other websites which are provided only as a convenience and as an additional avenue of access to the information contained therein. INDUSTRACK has not necessarily reviewed all of the information on the other websites as mentioned on the Site and is not responsible for the content of any other websites, information, material, products or services that may be offered through any of these other websites. Inclusion of links to other websites should not be viewed as an endorsement of the content of linked websites and different terms and conditions apply to the use of any linked websites. INDUSTRACK is not responsible for any losses, damages, or other liabilities incurred as the result of the use of any of the websites referenced on the Site.
INDUSTRACK’s intellectual property, including trademarks, logos, and service marks as displayed on the Site are registered and unregistered trademarks of INDUSTRACK, its affiliates, its licensors, its content providers, and other third parties. All such trademarks, logos, and service marks are the property of their respective owners. Nothing on the Site shall be construed as granting by implication, estoppel, or otherwise, any license or right to use any trademark, logo, or service mark displayed on the Site without the owner’s prior written permission, except as otherwise described herein. INDUSTRACK reserves all rights not expressly granted in and to the Site and its content.
INDUSTRACK respects the intellectual property rights of others and requests that each User do the same. If there are concerns about possible infringement of intellectual property rights, please notify us in writing at:
Attention: Legal Department
10700 W Hwy 55, suite 280
Plymouth, MN 55441
To be effective, the notification must include ALL of the following:
1. a physical or electronic signature of the trademark/copyright owner or the person authorized to act on the owner’s behalf;
2. a description of the trademarked/copyrighted work claimed to have been infringed;
3. information reasonably sufficient to locate the material in question on the Site;
4. name, address, telephone number, e-mail address and all other information reasonably sufficient to permit INDUSTRACK to contact the person reporting alleged infringement;
5. a statement in good faith that the disputed use is not authorized by the trademark/copyright owner, its agent or the law; and
6. a statement made under penalty of perjury that the information in the notice, as submitted, is accurate and that the person reporting infringement is the trademark/copyright owner or is otherwise authorized to act on behalf of the trademark/copyright owner.
USE OF THE SITE IS AT YOUR SOLE RISK. THE SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE RESERVE THE RIGHT TO RESTRICT OR TERMINATE ACCESS TO THE SITE OR ANY FEATURE OR PART THEREOF AT ANY TIME. INDUSTRACK EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED INCLUDING, BUT NOT LIMITED TO: IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTIES THAT MATERIALS ON THE SITE ARE NONINFRINGING, AS WELL AS WARRANTIES IMPLIED FROM A COURSE OF PERFORMANCE OR COURSE OF DEALING; THAT ACCESS TO THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE; THAT THE SITE WILL BE SECURE; THAT THE SITE OR THE SERVER THAT MAKES THE SITE AVAILABLE WILL BE VIRUS-FREE; OR THAT INFORMATION ON THE SITE WILL BE COMPLETE, ACCURATE, TIMELY, OR AUTHENTIC. IF ANY CONTENT IS DOWNLOADED FROM OR UPLOADED TO THE SITE, IT IS DONE AT YOUR SOLE RISK AND DISCRETION. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR UPLOAD OF ANY SUCH MATERIALS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM INDUSTRACK OR THROUGH OR FROM THE SITE SHALL CREATE ANY WARRANTY OF ANY KIND. INDUSTRACK DOES NOT MAKE ANY WARRANTIES OR REPRESENTATIONS REGARDING THE USE OF THE CONTENT ON THE SITE IN TERMS OF THEIR COMPLETENESS, CORRECTNESS, ACCURACY, ADEQUACY, USEFULNESS, TIMELINESS, RELIABILITY, AUTHENTICITY, OR OTHERWISE.
LIMITATION OF LIABILITY
BY USE OF THE SITE, YOU HEREBY ACKNOWLEDGE THAT ANY INFORMATION SENT OR RECEIVED DURING USE OF THE SITE MAY NOT BE SECURE AND MAY BE INTERCEPTED OR OBTAINED BY UNAUTHORIZED PARTIES. YOU UNDERSTAND AND ACKNOWLEDGE FULL RESPONSIBILITY FOR USE OF THE SITE AND THAT SUCH USE IS AT YOUR SOLE RISK AND DISCRETION; INDUSTRACK, ITS AFFILIATES OR BUSINESS PARTNERS WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR OTHER DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO THE SITE OR WITH THE DELAY OR INABILITY TO USE THE SITE, OR FOR ANY INFORMATION, PRODUCTS, OR SERVICES ADVERTISED IN OR OBTAINED THROUGH THE SITE, INDUSTRACK’s REMOVAL OR DELETION OF ANY MATERIALS SUBMITTED OR POSTED ON ITS SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF INDUSTRACK OR ANY OF ITS AFFILIATES OR SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. THIS DISCLAIMER APPLIES, WITHOUT LIMITATION, TO ANY DAMAGES OR INJURY ARISING FROM ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUSES, FILE CORRUPTION, COMMUNICATION-LINE FAILURE, NETWORK OR SYSTEM OUTAGE, ANY LOSS OF PROFITS, OR THEFT, DESTRUCTION, UNAUTHORIZED ACCESS TO, ALTERATION OF, LOSS OR USE OF ANY RECORD OR DATA, AND ANY OTHER TANGIBLE OR INTANGIBLE LOSS. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT INDUSTRACK, ITS AFFILIATES OR SUPPLIERS SHALL NOT BE LIABLE FOR ANY DEFAMATORY, OFFENSIVE, ILLEGAL, OR OTHERWISE INAPPROPRIATE OR OBJECTIONABLE CONDUCT OF ANY USER OF THE SITE. YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY OF THE ABOVE CLAIMS OR ANY DISPUTE WITH INDUSTRACK IS TO IMMEDIATELY DISCONTINUE USE OF THE SITE. YOU AND INDUSTRACK AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SITE MUST COMMENCE WITHIN SIX MONTHS (6) MONTHS AFTER THE CAUSE OF ACTION ACCRUES OR THE CAUSE OF ACTION IS PERMANENTLY BARRED. BECAUSE SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, OR THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, ALL OR A PORTION OF THE ABOVE LIMITATIONS MAY NOT APPLY.
You agree to indemnify, defend and hold harmless INDUSTRACK and its affiliates, and their officers, directors, employees, contractors, agents, licensors, service providers, subcontractors and suppliers, from and against any and all losses, liabilities, expenses, damages and costs, including reasonable attorneys’ fees and court costs, arising or resulting from use of the Site and any violation of these Terms. If technical disruption of the Site or the systems supporting the Site occurs due to your action or inaction, you agree to be responsible for any and all losses, liabilities, expenses, damages and costs, including reasonable attorneys’ fees and court costs, arising or resulting from that disruption. INDUSTRACK reserves the right, at its own expense, to assume exclusive defense and control of any matter otherwise subject to indemnification and, in such case, you agree to cooperate with INDUSTRACK in defense of such matter.
The Site is controlled by INDUSTRACK from its offices located within the United States of America. INDUSTRACK is a Minnesota limited liability company in the United States of America, and the Site has been designed to comply with the laws of the United States. The laws of the State of Minnesota govern these Terms and use of the Site. If the Site is accessed from a location outside of the United States, it is done at your sole risk and discretion with the understanding that laws applicable in a foreign location may not be applicable to the Site. Enforcement and/or any action related to enforcement of these Terms are governed by the jurisdiction of courts located in the State of Minnesota.
Any controversy or claim arising out of or relating to these Terms, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The arbitration will be before a single arbitrator. The place of arbitration shall be Minneapolis, Minnesota, United States of America. Notwithstanding the foregoing, you or INDUSTRACK may seek injunctive relief from an appropriate court located in Minneapolis, Minnesota prior to or during arbitration.
These Terms along with any posted agreements, policies or operating rules constitute the entire understanding of INDUSTRACK and you regarding the use of the Site and supersede any prior or contemporaneous communications and proposals, whether oral or written, between the parties with respect to the Site.
If any provision of these Terms is unlawful, void or unenforceable, the remaining provisions of these Terms shall remain in full force.
You and the persons you represent may not assign this Agreement or the rights and obligations under this Agreement without the express prior written consent of INDUSTRACK, which may be withheld in INDUSTRACK’s discretion. INDUSTRACK may assign this Agreement and its rights and obligations under this Agreement without your consent or the consent of any persons you represent.
How to Contact Us
Questions or comments about these Terms or the Site may be directed to INDUSTRACK at 612-746-4017
Attention: Legal Department
10700 W Hwy 55, suite 280
Plymouth, MN 55441