Last Updated: September 29, 2023
By using this website, you are agreeing to these Terms and Conditions
1. Definitions
a. "Provider" refers to EQUIPMENT DATA SOLUTIONS LLC, a company registered under the laws of Idaho.
b. "Client" refers to the entity that has a signed Agreement with Provider and authorized User's account to be established.
c. "User" refers to you, the person intending to access this website.
d. "signed Agreement" refers to the notarized paper form of the Agreement that was signed by both the Provider and the Client.
e. "SaaS" refers to Software-as-a-Service, which includes any software applications, platforms, or services provided by the Provider through an online
subscription model, including but not limited to this website.
f. "User Data" refers to any data or information provided or generated by the User while using the SaaS.
g. "Terms" refers to these Terms and Conditions of Use, which you are now reading.
2. Grant of License
a. Provider grants User a non-exclusive, non-transferable license to access and use the SaaS solely for Client's internal business purposes while Client authorizes User to do so.
b. User agrees not to:
i. Copy, modify, or distribute the SaaS or any part thereof.
ii. Reverse engineer, decompile, or disassemble the SaaS.
iii. Use the SaaS to develop a competing product or service.
iv. Use the SaaS in any way that violates applicable laws or regulations.
v. Use the SaaS in any way that will do harm, may do harm, or attempts to do harm to the SaaS, the server(s) that host the SaaS, the server(s) that host the SaaS's database(s), or the bandwidth needed to operate the SaaS in a speedy and normal fashion.
3. User Responsibilities
a. User is responsible for maintaining the confidentiality of any login credentials or access codes provided by the Provider and ensuring that unauthorized parties do not gain access to the SaaS.
b. User agrees to use the SaaS in compliance with all applicable laws, regulations, and industry standards.
c. User acknowledges that User and Client are solely responsible for verifying the accuracy, legality, and reliability of any User Data transmitted or stored while using the SaaS.
d. User acknowledges that User and Client are solely responsible for verifying the accuracy, legality, and reliability of any reports or charts transmitted, generated, or stored by the SaaS.
e. User acknowledges that Provider may make changes (updates) to these Terms at any time at Provider's sole discretion.
f. User agrees to check for updates to these Terms each time accessing this website.
g. User acknowledges that by approving any electronic form while using the SaaS, (e.g. approving a requisition), it is the same as providing an official approval signature.
h. User acknowledges that if User "Self-Approves" a form (e.g. a requisition), by sending or submitting the electronic form while using the SaaS, (e.g. sending a requisition), it is the same as providing an official self-approval signature.
4. Intellectual Property Rights
a. Provider retains all ownership rights, title, and interest in the SaaS and any related intellectual property.
b. User acknowledges that User has no ownership rights in the SaaS and agrees not to challenge or infringe upon the Provider's intellectual property rights.
c. Any User data or information added to the SaaS shall be the sole and exclusive property of the Client.
5. Confidentiality
a. Both parties (Provider and User) agree to keep any confidential information received from the other party confidential and use it solely for Client's internal business purposes.
6. Termination
a. Upon termination of a signed contract between Provider and Client, User's access to the SaaS will be immediately revoked.
b. Provider reserves the right to deactivate accounts of any User(s) or Client(s) who violate these Terms.
7. Limitation of Liability and Disclaimer of Warranties
a. Provider shall not be liable for any indirect, incidental, consequential, or punitive damages arising out of or in connection with these Terms.
b. Provider will take necessary steps to ensure all User information and data is protected with up-to-date security measures. However, Provider shall not be
responsible for any damages, inconvenience, data loss, or other results from a data breach.
c. Provider's total liability to User for any claim under these Terms shall be zero.
d. SaaS and all information, content, materials, products (including software) and other services included on or otherwise made available to you through the SaaS are provided by Provider on an "as is" and "as available" basis, unless otherwise specified in writing.
e. Provider makes no representations or warranties of any kind, express or implied, as to the operation of the SaaS, or the information, content, materials, products or other services included on or otherwise made available to User through the SaaS, unless otherwise specified in writing.
f. User expressly agrees that use of the SaaS is at User's sole risk.
g. To the full extent permissible by applicable law, Provider disclaims all warranties, expressed or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose.
h. Provider does not warrant that the SaaS, information, content, materials, products (including software) or other services included on or otherwise made available to you through the SaaS, Provider's servers or electronic communications sent from Provider are free of viruses or other harmful components.
i. Provider will not be liable for any damages of any kind arising from the use of SaaS, or from any information, content, materials, products or other services included on or otherwise made available to User through the SaaS, including, but not limited to direct, indirect, incidental, punitive, and consequential damages, unless otherwise specified in writing.
j. Provider, its affiliates, and agents assume no responsibility for any consequence relating directly or indirectly to any action or inaction you take based on the materials located on any of the Provider's websites.
8. Indemnity
a. User agrees to indemnify, defend, and hold Provider and its employees, its agents, its affiliates, and its advertisers harmless from and against any and all liabilities, legal fees, damages, losses, costs and other expenses in relation to any claims or actions brought against Provider arising out of any breach by User of these Terms and Conditions of Use or other liabilities arising out of use of SaaS.
9. Governing Law and Jurisdiction
a. This Agreement shall be governed by and construed in accordance with the laws of Idaho.
b. Any dispute arising out of or in connection with this Agreement shall be submitted to the exclusive jurisdiction of the courts of Bannock County, Idaho.
10. Correspondence
a. Any correspondence with Provider must be in English.
11. Entire Agreement
The signed Agreement between Provider and Client constitutes the entire understanding between Provider and Client, and supersedes any prior agreements or understandings, whether written or oral, relating to the subject matter herein. Each item in these Terms still apply as long as the item in question does not conflict with the signed Agreement.