Smartapp.com Zone Terms of Use Agreement

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING THIS SERVICE. 

BY USING THE SERVICE OR CLICKING THE AGREE CHECKBOX, THE USER IS AGREEING TO BE BOUND BY THIS AGREEMENT. IF USER IS AGREEING TO THIS AGREEMENT ON BEHALF OF OR FOR THE BENEFIT OF THEIR EMPLOYER, THEN USER REPRESENTS AND WARRANTS THAT THEY HAVE THE NECESSARY AUTHORITY TO AGREE TO THIS AGREEMENT ON THEIR EMPLOYER’S BEHALF. IF YOU ARE UNDER THE AGE OF MAJORITY, YOU MUST MAKE SURE THAT YOUR PARENT OR GUARDIAN ACCEPTS THIS AGREEMENT ON YOUR BEHALF.

This agreement is between the Service provider Smartapp.com, Inc a Delaware corporation (Smartapp.com), and you the user (User) of the service which you can also be a buyer (Buyer) of the service are agreeing to all following terms.

Note:  User and Buyer are collectively referred to as “User”  going forward in this agreement.

If you do not agree with this Agreement immediately stop using the Service. Access to the Service is permitted only to those that fully agree with all  the terms and conditions of this Terms of Service agreement.

  1. SERVICE
    This agreement provides User access and usage of the related Smartapp.com project management, work management, document management, data collection and automation features collectively or in part (Service) delivered as either a Project Zone or Enterprise Zone  subscription.

  2. A Project is defined as a single jobsite location (address), with a defined list of team members that are working on a construction or fabrication  initiative that can be defined with specific start and end dates (duration).

    Smartapp.com (service provider) reserves the right to update and change the Terms of Service from time to time without notice. Any new features that augment or enhance the current Service, including the release of new tools and resources, shall also be subject to the Terms of Service. Continued use of the Service after any such changes shall constitute your consent to such changes.

    You can always review the most current version of the Terms of Service at any time at:

    https://Smartapp.com/Smartapp.com-terms-of-use-agreement/

    Violation of any of the terms will result in the termination of your Account.

    While the service provider prohibits certain conduct and content on the Service, you understand and agree that the service provider cannot be responsible for all of the content posted on the Service and you nonetheless may be exposed to such materials. You agree to use the Service at your own risk.

  3. USE OF SERVICE

    1. Your use of the Service is at your sole risk. The Service is provided on an “as is” and “as available” basis.

    2. You consent that we can set and use Cookies in your browser, and that your consent is universal throughout the Service. Cookies are essential in being able to create, sustain, improve, and optimize your experience when using our service, including but not limited to:
      • Keeping you signed in
      • Tracking State to assure functionality works
      • Storing your settings and preferences

    3. Among other things the Service Provider does not represent and warrant to the User that:
      • the User's use of the Service will meet the User's requirements;
      • the User's use of the Service will be uninterrupted, timely, secure or free from error;
      • any information obtained by the User as a result of the User's use of the Service will be accurate, correct, reliable and up to date;
      • defects in the operation or functionality of the Service will be corrected.

    4. User Responsibilities. User (i) must keep passwords secure and confidential; (ii) is solely responsible for User Data and all activity in its account in the Service; (iii) must use commercially reasonable efforts to prevent unauthorized access to account, and notify Smartapp.com promptly of any such unauthorized access; and (iv) may use the Service only in accordance with applicable law. Any use, reproduction, modification or distribution of the Service not expressly authorized by the terms of the Agreements is expressly prohibited.

    5. Your Login. User login may only be used by one person – a single login shared by multiple people is not permitted.

    6. You are responsible for all content posted and activity that occurs under your account (even when content is posted by others who have accounts under your account)

    7. You may not use the Service for any illegal or unauthorized purpose. You must not, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).

    8. The User undertakes not to harass, threaten, abuse or harm the Service Provider or other users of the Service in any way.

    9. You must not modify, adapt or hack the Service or modify another website so as to falsely imply that it is associated with the Service.

    10. You understand that Service Provider uses third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Service.

    11. You agree not to directly or indirectly by aiding others to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service including but not limited to the user interface, the functionality, features and packaged apps, the use of the Service, or access to the Service. In doing so you may cause irreparable and significant damage to the Service Provider and the Service provider reserves the rights to pursue any and all legal remedies allowable under the law.

    12. We may, but have no obligation to, remove content and accounts containing content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Service.

    13. You understand that the technical processing and transmission of the Service, including your Content, may involve unencrypted (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.

    14. You must not upload, post, host, or transmit unsolicited email, SMSs, or “spam” messages.

    15. You must not transmit any worms or viruses or any code of a destructive nature.

    16. The User agrees not to create, transmit, display or make otherwise available any content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, invasive of another's privacy, or hateful (incl. viruses, worms and any other destructive codes).

    17. The failure of Service Provider to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision.

    18. User Data. Data, content and files uploaded or entered by users remains the property of the paying User who may have granted access to the users to access their Smartapp.com Zone. User grants Smartapp.com the right to use the User Data for purposes of performing under this agreement. During and after the term of this agreement, Smartapp.com may use User data for purposes of enhancing the Service, aggregated statistical analysis, technical support, and other business purposes, without any liability or fee to User, and even if such data or information contains any confidential information of User.

    19. Support. Service provider may provide online forums, help aids and usage support for account-related, payment-related and general usage related questions. No User content posted on the Support Forums should be construed as official support provided by Smartapp. ANY CONTENT PROVIDED OR MADE AVAILABLE ON THE SUPPORT FORUM BY SMARTAPP.COM IS PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND. USER/CUSTOMER ACKNOWLEDGE THAT OPINIONS EXPRESSED IN THE FORUMS ARE THOSE OF CONTRIBUTORS AND DO NOT REFLECT THE OPINIONS OR POLICIES OF SMARTAPP.COM.

    20. Apps Marketplace. Service provider may provide an online Apps Marketplace that allows users for certain editions and during their trial period to be able to download and install Apps (Smartapps) into their zone. ANY APP PROVIDED OR MADE AVAILABLE ON THE APPS MARKETPLACE BY SMARTAPP.COM ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND. They should not be construed as compliant with any local, state or federal regulations.
  4. DISCLAIMER - NO WARRANTIES. SMARTAPP.COM DISCLAIMS ALL WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE AND FITNESS FOR A PARTICULAR PURPOSE. WHILE SMARTAPP.COM TAKES REASONABLE PHYSICAL, TECHNICAL AND ADMINISTRATIVE MEASURES TO SECURE THE SERVICE, SMARTAPP.COM DOES NOT GUARANTEE THAT THE SERVICE CANNOT BE COMPROMISED. USER UNDERSTANDS THAT THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” AND MAY NOT BE ERROR FREE, AND USE MAY BE INTERRUPTED.

  5. CONFIDENTIALITY.
    1. Definition of Confidential Information. Confidential Information means all non-public information disclosed by Smartapp.com to User, whether orally, visually or in writing (Confidential Information). For the elimination of any doubt Confidential Information also includes without limitation the Service itself whole or in part.

    2. Protection of Confidential Information. User must not disclose or use any Confidential Information for any purpose outside the scope of this agreement.

  6. SMARTAPP.COM PROPERTY.
    1. Reservation of Rights. The software including but not limited to the user interface, features, functionality, designs and other technologies provided by Smartapp.com as part of the Service are the proprietary intellectual property of Smartapp.com along with all exclusive rights, title and interest in and to such property. Smartapp.com reserves all rights unless expressly granted in this agreement.
    2. Service Restrictions. User may not (i) sell, resell, rent or lease the Service (whole or in part)or use it in a service provider capacity; (ii) use the Service to store or transmit infringing, unsolicited marketing emails, libelous, or otherwise objectionable, unlawful or tortious material, or to store or transmit material in violation of third-party rights; (iii) interfere with or disrupt the integrity or performance of the Service; (iv) attempt to gain unauthorized access to the Service or related systems or networks; (v) reverse engineer the Service; or (vi) access the Service or allow others to access or observe the Service to build a competitive service or product, or copy any feature, function or user interface for competitive purposes. Violations of any Service Restriction may cause irreparable and significant damage to the Service Provider and the Service provider reserves the rights to pursue any and all legal remedies allowable under the law.
    3. Use of User Data. During and after the term of this agreement, Smartapp.com may use User data for purposes of enhancing the Service, aggregated statistical analysis, technical support, and other business purposes, without any liability or fee to User, and even if such data or information contains any confidential information of User.
    4. Apps Marketplace Apps(Smartapps): Service provider may provide Apps to Users for download/install via an online Apps Marketplace for certain editions and during user trial into their zone. ANY APPS PROVIDED OR MADE AVAILABLE ON THE APPS MARKETPLACE BY SMARTAPP.COM ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND. They should not be construed as compliant with any local, state or federal regulations. The Apps are the proprietary intellectual property of Smartapp.com along with all exclusive rights, title and interest in and to such property. Smartapp.com reserves all rights unless expressly granted in this agreement.
    5. Hardware. During the term of this agreement, the User may add physical Hardware Add-ons (ie. Interactive Boards, Joysticks, Camera, Plotters, etc.) to their subscription. The Hardware is the sole and exclusive property of Smartapp.com and its design, packaging, integration and functional features are the proprietary intellectual property of Smartapp.com along with all exclusive rights, title and interest in and to such property. Smartapp.com reserves all rights unless expressly granted in this agreement. Violations of this may cause irreparable and significant damage to the Service Provider and the Service provider reserves the rights to pursue any and all legal remedies allowable under the law. The Hardware terms of conditions are governed by the JobSite SmartBoard Hardware Property Receipt Form Agreement (or the terms of agreement as named at time of ordering and acceptance of the Hardware add-ons.)
  7. LIMITATION OF LIABILITY. YOU AGREE THAT SMARTAPP.COM TOTAL LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT (WHETHER IN CONTRACT, TORT, STATUTE OR ANY OTHER LEGAL THEORY) IS LIMITED TO THE LESSER OF (i) THE AMOUNT PAID BY BUYER TO USE THE SERVICE FOR A 3-MONTH PERIOD PRIOR TO THE EVENT THAT GAVE RISE TO THE LIABILITY OR (ii) $885. IN NO EVENT WILL SMARTAPP.COM BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT (INCLUDING, WITHOUT LIMITATION, COSTS OF DELAY; LOSS OF DATA, RECORDS OR INFORMATION; AND LOST PROFITS, REVENUE OR ANTICIPATED COST SAVINGS), WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE OR ANY OTHER LEGAL THEORY, EVEN IF IT KNOWS OF THE POSSIBILITY OF SUCH DAMAGE OR LOSS.

  8. INDEMNIFICATION. To the fullest extent permitted by applicable law, User indemnifies and holds Smartapp.com harmless from and against all damages, losses, and expenses of any kind (including reasonable attorney fees and costs) arising out of: User’s breach of this agreement; any User Data; any activity in which User engages on or through the Service; and User’s violation of any law or the rights of a third party when using the Service.

  9. DISPUTE RESOLUTION.
    1. Law and Location. This agreement is governed by the laws of the State of Rhode Island in the United States of America (without regard to conflicts of law principles) for any dispute between the parties arising out of or relating to the subject matter of this agreement. Any suit or legal proceeding must be exclusively brought in the federal or state courts for Providence County, Rhode Island, and User submits to this personal jurisdiction and venue. Nothing in this agreement prevents either party from seeking injunctive relief in a court of competent jurisdiction.
    2. Optional Arbitration for Claims Less than $10,000. Notwithstanding the foregoing, for any claim (excluding claims for injunctive or other equitable relief) where the total amount of the award sought is less than $10,000, the party requesting relief may choose to resolve the dispute in a more cost-effective manner through binding non-appearance-based arbitration. If a party elects arbitration, they must initiate such arbitration through an established nationally recognized alternative dispute resolution (ADR) provider mutually agreed upon by the parties. The ADR provider and the parties must comply with the following rules: (i) the arbitration will be conducted by telephone, online and be solely based on written submissions, the specific manner will be chosen by the party initiating the arbitration; (ii) the arbitration will not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and (iii) any judgment on the award rendered by the arbitrator is final and may be entered in any court of competent jurisdiction.
  10. PAYMENT & REFUND TERMS. User/Customer/Buyer (Subscriber) must pay the fees specified in the applicable online or invoiced order, unless Subscriber is under a free trial period. Subscriber is responsible for the payment of all sales, use, withholding, VAT and other similar taxes. All fees are in U.S. Dollars.

    1. There is a free 14 day trial for all plans. No credit card required for signing up. The trial period duration may change from time to time.
    2. The Service is billed in advance on a monthly or annual basis and is non-refundable. There will be no refunds or credits for partial or unused months of service.

    3. A valid credit card is required for paying accounts. If any payment is not able to be processed and is more that 30 days overdue Service access will be automatically suspended.
    4. If User/Customer selects the payment option by invoice, payment terms are NET 30. If any payment is not able to be processed and is more that 30 days overdue Service access may be automatically or manually suspended.

    5. There is a free 14 day trial for all plans. No credit card required for signing up.

    6. All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities if not stated otherwise. The Customer will be responsible for payment of all such taxes, levies, or duties.

    7. For any upgrade or add-on added or removed from your Project subscription plan level, the credit card that you provided will automatically be charged at the new rate at time of checkout and for your subsequent next billing cycles.

    8. Removal of user accounts by Customer may cause the loss of Content, features, or capacity of your Account. The service provider does not accept any liability for such loss.

  11. CANCELLATION AND TERMINATION

    1. You are solely responsible for properly cancelling your account. An email or phone request to cancel your account is not considered cancellation. You can cancel your account at any time by clicking on the Manage Subscription Settings link in Project Central or under Project Settings.

    2. If you cancel the Service before the end of your current paid up to month, your cancellation will take effect immediately, you will continue to have access to the service through the paid up to month and you will not be charged again.

    3. You are responsible to proactively cancel your subscription even if your debit/credit card has been replaced since your last payment.
      Our third-party payment service, Stripe, offers “Smarter saved cards” which means that saved card details can continue to work even if the physical card has been replaced by the issuing bank. Stripe works with card networks and automatically attempts to update saved card details whenever a customer receives a new card. Automatic card updates require card issuers to participate with the network and provide this information. It’s widely supported in the United States, allowing Stripe to automatically update most American Express, Visa, MasterCard, and Discover cards issued there. International support varies from country to country. It’s not possible to identify which cards can be automatically updated.

    4. The service provider, in its sole discretion, has the right to suspend or terminate your account and refuse any and all current or future use of the Service for any reason at any time. Such termination of the Service will result in the deactivation or deletion of your Account or your access to your Account, and the forfeiture and relinquishment of all Content in your Account.

    5. Smartapp.com may suspend access to the Service in the event of nonpayment or non-compliance with any law or this Agreement.

  12. OTHER TERMS.
    1. The Service Provider reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice.
    2. Prices of all Services, including but not limited to monthly subscription plan fees to the Service, are subject to change upon 30 days notice from us. Such notice may be provided at any time by posting the changes to the website( www.smartapp.com) or through the Service itself.
    3. The Service Provider shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Service.
    4. The User acknowledges and agrees that the form and nature of the Service may change from time to time without prior notice to the User due to the fact that the Service Provider is constantly innovating and improving the Service. Also, the User acknowledges and agrees that the Service Provider may stop (permanently or temporarily) providing the Service (or any features within the Service) to the User at the Service Provider's sole discretion, without prior notice to the User.
    5. In case the Agreement has been translated into some other language than English and there are contradictions between the English version and the translation, then the English version shall prevail over the translation.
    6. Entire Agreement and Changes. This Agreement and the terms of any order constitute the entire agreement between the parties and supersede any prior or contemporaneous negotiations or agreements (including, but not limited to, any prior versions of the Terms of Service), whether oral or written, related to this subject matter. User is not relying on any representation concerning this subject matter, oral or written, not included in this agreement. No representation, promise or inducement not included in this Agreement is binding. The Service provider reserves the right to update and change the Terms of Service from time to time without notice. Any new features that augment or enhance the current Service, including the release of new tools and resources, shall also be subject to the Terms of Service. Continued use of the Service after any such changes shall constitute your consent to such changes.
    7. Electronic Notice. For purposes of service messages and notices about the platform Service, Smartapp.com may place a banner notice across its pages to alert users of important notices. Alternatively, notice may consist of an email to an email address associated with a User's account. User understands that Smartapp.com has no liability associated with User’s failure to maintain accurate contact or other information, including, but not limited to, User’s failure to receive critical information about the Service.
    8. No Assignment. Neither party may assign or transfer this Agreement or an order to a third party, except that this Agreement with all orders may be assigned, without the consent of the other party, as part of a merger, or sale of substantially all the assets, of a party.
    9. Enforceability and Force Majeure. If any term of this agreement is invalid or unenforceable, the other terms remain in effect. Except for the payment of monies, neither party is liable for events beyond its reasonable control, including, without limitation, force majeure events.
    10. Money Damages Insufficient. Any breach by User of this Agreement or violation of the Smartapp.com’s intellectual property rights could cause irreparable injury or harm. Smartapp.com may seek a court order to stop any breach or avoid any future breach.
    11. Survival of Terms. Any terms that by their nature survive termination of this Agreement for a party to assert its rights and receive the protections of this agreement, will survive. The UN Convention on Contracts for the International Sale of Goods does not apply.
    12. Feedback. By submitting ideas, suggestions or feedback to Smartapp.com regarding the Service, User agrees that such items submitted do not contain confidential or proprietary information, and User hereby grants Smartapp.com an irrevocable, unlimited, royalty-free and fully-paid perpetual license to use such items for any business purpose.
    13. Promotional codes. If there is an actively advertised and valid Promotional code it applies to ONLY new Project zones purchased.

Questions about the Terms of Service should be sent to termsinfo@smartapp.com.

Last Modified: November 11th, 2020

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