You and any Authorized Users indicate your agreement to these Terms by downloading, installing or otherwise using or accessing the Services or by clicking or otherwise acting to manifest your consent hereto. If you will be using the services on behalf of an organization, you agree to these Terms on behalf of that organization and you represent that you have the authority to do so. In such case, “you” and “your” will refer to that organization.
1. AGREEMENT FOR SERVICES: This Agreement describes the terms governing your use of the TruckViewer online services provided to you on this website or via a TruckViewer application, including content, software, updates and new releases (collectively, the “Services”).
2. LIMITS ON YOUR RIGHTS TO USE THE SERVICES: The Services are protected by copyright, trade secret, and other intellectual property laws. You are only granted the right to use the Services you have paid for, and only for the purposes described by TruckViewer. TruckViewer reserves all other rights in the Services including ownership of all intellectual property rights in any software provided by Truckviewer that you may use in conjunction with the Services. Until termination of this Agreement and as long as you meet any applicable payment obligations and comply with the terms of this Agreement, TruckViewer grants to you a personal, limited, nonexclusive, nontransferable right and license to use the Services. You may not reproduce, modify, copy, deconstruct, sell, trade or resell the Services without the prior written consent of Truckviewer.
3. PAYMENT TERMS: Services are offered on a payment or subscription basis, and the following terms apply:
4. USE WITH PORTABLE ELECTRONIC DEVICES: Use of these Services may be available through a variety of compatible portable electronic devices, including Elecronic Logbooks, and may require software or hardware requirements to be maintained on such device in order to access or use the Services. You agree that you are solely responsible for these requirements, including any applicable changes, updates and fees as well as the terms of your agreement with your mobile device and telecommunications provider.
TRUCKVIEWER MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED AS TO:
5. YOUR PERSONAL INFORMATION: You can view TruckViewer’s Privacy Statement. You agree to the applicable TruckViewer Privacy Statement, and any changes published by TruckViewer. You agree that TruckViewer may use and maintain your Content according to the TruckViewer Privacy Statement, as part of the Services. You give TruckViewer permission to combine non-identifiable information you enter or upload to the Services with that of other users of the Services and/or other TruckViewer services. For example, this means that TruckViewer may use your and other users’ non-identifiable, aggregated data to improve the Services.
7. ADDITIONAL TERMS:
9. LIMITATION OF LIABILITY AND INDEMNITY: TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE ENTIRE LIABILITY OF TRUCKVIEWER, ITS AFFILIATES AND DISTRIBUTORS FOR ALL CLAIMS RELATING TO THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT YOU PAID FOR THE SERVICES DURING THE TWELVE (12) MONTHS PRIOR TO SUCH CLAIM. SUBJECT TO APPLICABLE LAW, TRUCKVIEWER, ITS AFFILIATES AND SUPPLIERS ARE NOT LIABLE FOR ANY OF THE FOLLOWING: (A) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES; (B) DAMAGES RELATING TO FAILURES OF TELECOMMUNICATIONS, THE INTERNET, ELECTRONIC COMMUNICATIONS, CORRUPTION, SECURITY, LOSS OR THEFT OF DATA, VIRUSES, SPYWARE, LOSS OF BUSINESS, REVENUE, PROFITS OR INVESTMENT, OR USE OF SOFTWARE OR HARDWARE THAT DOES NOT MEET TRUCKVIEWER SYSTEMS REQUIREMENTS. THE ABOVE LIMITATIONS APPLY EVEN IF TRUCKVIEWER AND ITS AFFILIATES AND SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS AGREEMENT SETS FORTH THE ENTIRE LIABILITY OF TRUCKVIEWER, ITS AFFILIATES AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO THE SERVICES AND ITS USE.
You agree to indemnify and hold TruckViewer and its affiliates and Suppliers harmless from any and all claims, liability and expenses, including reasonable attorneys' fees and costs, arising out of your use of the Services or breach of this Agreement (collectively referred to as "Claims"). TruckViewer reserves the right, in its sole discretion and at its own expense, to assume the exclusive defense and control of any Claims. You agree to reasonably cooperate as requested by TruckViewer in the defense of any Claims.
10. CHANGES: We reserve the right to change these terms at any time, for a variety of reasons, such as to reflect changes in applicable law or updates to Services, and the changes will be effective when posted through the Services, on our website for the Services or when we notify you by other means. We may also change or discontinue the Services, in whole or in part. Your continued use of the Services indicates your agreement to the changes. If you do not want to agree to any changes made to the terms of service or to changes to a Service, you should stop using that Service, because by continuing to use the Services you indicate your agreement to be bound by the updated terms and Services.
11. TERMINATION: TruckViewer may immediately, in its sole discretion and without notice terminate this Agreement or suspend the Services if you fail to comply with this Agreement or if you no longer agree to receive electronic communications. Upon termination you must immediately stop using the Services and any outstanding payments will become due. Any termination of this Agreement shall not affect TruckViewer’s rights to any payments due to it.
12. DISCLAIMER OF WARRANTIES:
13. GOVERNING LAW: Delaware state law governs this Agreement.
14. DISPUTES: ANY DISPUTE OR CLAIM RELATING IN ANY WAY TO THE SERVICES OR THIS AGREEMENT WILL BE RESOLVED BY MEDIATION, THE COSTS OF WHICH SHALL BE BORN EQUALLY BY THE PARTIES. FAILURE TO ENGAGE IN MEDIATION SHALL PRECLUDE A PARTY COMMENCING ANY LITIGATION OR ARBITRATION FROM THE RIGHT TO RECOVER ATTORNEY FEES EXCEPT THAT IN LIEU OF MEDIATION AND ARBITRATION, YOU OR TRUCKVIEWER MAY ASSERT CLAIMS IN SMALL CLAIMS COURT IF YOUR OR TRUCKVIEWERS OTHERWISE SO CLAIMS QUALIFY. Following any mediation which does not result in an agreed resolution, the matter may be brought for Arbitration. The arbitrator shall apply Delaware law. Notwithstanding anything to the contrary, any party to the arbitration may at any time seek injunctions or other forms of equitable relief from any court of competent jurisdiction. WE EACH AGREE THAT ANY AND ALL DISPUTES MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. BY ENTERING INTO THIS AGREEMENT AND AGREEING TO ARBITRATION, YOU AGREE THAT YOU AND TRUCKVIEWER ARE EACH WAIVING THE RIGHT TO FILE A LAWSUIT AND THE RIGHT TO A TRIAL BY JURY. IN ADDITION, YOU AGREE TO WAIVE THE RIGHT TO PARTICIPATE IN A CLASS ACTION OR LITIGATE ON A CLASS-WIDE BASIS. YOU AGREE THAT YOU HAVE EXPRESSLY AND KNOWINGLY WAIVED THESE RIGHTS.
To begin an arbitration proceeding, send a letter requesting arbitration and describing your claim to TruckViewer Inc. in care of our registered agent: The Incorporating Company LLC, 42 Read’s Way, New Castle, DE, 19720. The costs of the Arbitration shall be born equally and the non-prevailing party shall reimburse the prevailing party as determined by the Arbitrator. This Section 14 shall survive expiration, termination or rescission of this Agreement.
15. ENTIRE AGREEMENT AND ASSIGNMENT: This Agreement, including the Additional Terms below, is the entire agreement between you and TruckViewer and replaces all prior understandings, communications and agreements, oral or written, regarding its subject matter. If any court of law, having the jurisdiction, rules that any part of this Agreement is invalid, that section will be removed without affecting the remainder of the Agreement. The remaining terms will be valid and enforceable. You cannot assign or transfer ownership of this Agreement to anyone without written approval of TruckViewer. However, TruckViewer may assign or transfer it without your consent to (a) an affiliate, (b) a company through a sale of assets by TruckViewer or (c) a successor by merger. Any assignment in violation of this Section shall be void.