Simple Tech Inc. ("STI"), a Minnesota-based SaaS (Software as a Service) company, produces a job management platform for construction industry professionals on a subscription basis ("Subscription") including, but not limited to construction trade companies.
By using STI products and services, you (the "Client") agree to the following terms and conditions (the "Terms"), and any policies, guidelines or amendments thereto that may be presented to you from time to time, including but not limited to Program Policies and Legal Notices (collectively, the "Terms"). We may revise the Terms at any time without prior notice, which are posted at app.SimpleContractor.com/terms.
STI and its affiliated companies offer Subscription services to you, provided that you are of legal age to form a binding contract and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction. In order to access certain services, you may be required to provide current, accurate identification, contact, and other information as part of the registration process and/or continued use of STI services ("Services"). You are responsible for maintaining the confidentiality of your account password, and are responsible for all activities that occur under your account. You agree to immediately notify STI of any unauthorized use of your password or account or any other breach of security. STI cannot and will not be liable for any loss or damage arising from your failure to provide us with accurate information or to keep your password secure.
Customer support is provided by video chat, email, and phone during our standard business hours listed on the Support page. General support questions or issues related to errors in, or the improper functioning of, the services are provided at no cost by STI. All other requests for training, customization and/or other services will be billed based upon then current STI pricing.
You understand that all information, data, text, email, listings, photographs, graphics, video, messages or other materials ("Content") are the sole responsibility of the person from which such Content originated. STI reserves the right but shall have no obligation, to pre-screen, flag, filter, refuse, modify or move any Content available via STI services. You understand that you use STI services at your own risk. You agree that you are responsible for your own conduct and any Content that you create, transmit or display while using STI services and for any consequences thereof. You agree to use STI services only for purposes that are legal, proper and in accordance with the Terms and any applicable policies or guidelines. You agree that you will not engage in any activity that interferes with or disrupts STI services or servers or networks connected to STI services.
In addition to this agreement, your use of some specific STI services is governed by the policies or guidelines specific to those services and which are specifically incorporated into this agreement.
Notwithstanding anything to the contrary herein, Simple Tech Inc. does not make any representation or warranty with respect to compliance with any applicable law or regulation for the Services provided. You acknowledge and agree that it is your obligation to conduct your activities in compliance with all applicable laws and regulations.
By using STI services, you acknowledge and agree that STI may access, preserve, and disclose your account information and any Content associated with that account if required to do so by law or in a good faith belief that such access, preservation or disclosure is reasonably necessary to: (a) satisfy any applicable law, regulation, legal process or enforceable governmental request, (b) enforce the Terms, including investigation of potential violations hereof, (c) detect, prevent, or otherwise address fraud, security or technical issues (including, without limitation, the filtering of spam), or (d) protect against imminent harm to the rights, property or safety of STI, its users or the public as required or permitted by law.
You understand that the technical processing and transmission of STI Subscription services, including your Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks, devices or services.
You acknowledge and agree that STI services, and any necessary software code ("Software") used in connection with STI services, contain proprietary and confidential information that is protected by applicable intellectual property and other laws and treaties. Except as expressly authorized by STI or other proper third-party rights holders, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on Content, Services or Software, in whole or in part except as specifically authorized in a separate written agreement.
Subject to the Terms, you agree not to access STI services by any means other than through the interface that is provided by STI for use in accessing STI services except as specifically authorized in a separate written agreement. Except as expressly authorized by STI you agree not to use, copy, imitate, or incorporate any trademark, service mark, certification mark, trade dress, company name, or product name in a way that is likely to cause confusion among consumers. You also agree not to remove, obscure, or alter STI or any third party's copyright notice, trademarks, certification marks or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the STI services or Software.
STI claims no ownership or control over any Content submitted, posted or displayed by you on or through STI services, but once submitted, posted, or displayed by you, you grant STI the perpetual right to use the content in conjunction with any STI products and services. You or a third party licensor, as appropriate, retain all patent, trademark and copyright to any Content you submit, post or display on or through STI services and you are responsible for protecting those rights, as appropriate. By submitting, posting or displaying Content on or through STI services which are intended to be available to the members of the public, you grant STI a worldwide, non-exclusive, royalty-free license to reproduce, adapt, modify, publish and distribute such Content on STI services for the purpose of displaying, distributing and promoting STI services. STI reserves the right to syndicate Content submitted, posted or displayed by you on or through STI services and use that Content in connection with any Services offered by STI. STI furthermore reserves the right to refuse to accept post, display or transmit any Content in its sole discretion.
You represent and warrant that you have all the rights, power and authority necessary to grant the rights granted herein to any content submitted.
This Subscription Agreement permits you to use a single login. Each Subscription is a single product, for an individual user, or group of users for Multiple User Subscriptions. This Agreement requires that each user of the Software be a Subscriber, either individually, or as part of a group. A Multi-User Subscription provides for a specified number of users to use this Software at any time. This does not provide for concurrent use of a single Subscription by multiple individuals. Each user of this Software must be covered either individually, or as part of a group Multi-User Subscription. The Software is in use on a computer when it is accessed via web browser, a user logs in, or the software is hyperlinked from any source. The software may not be contained (whether built in or framed), unless specifically agreed upon in the service agreement.
Except as expressly set forth in this Agreement, no rights are granted to do any of the following, and you shall not, and shall not cause or allow anyone else, to do any of the following: (a) use, display, access, distribute, transfer, alter, or modify the Content, or otherwise create any derivative works of the Content, (b) download, distribute, export, deliver, or transmit any of the Content, including to any computer or other electronic device, (c) sell, grant access to, or sublicense the Content, or any portion of the Content, to any third party. You agree to take all reasonable steps necessary to protect the Content from unauthorized access, distribution, copying or use. Additionally, you agree to never use crawlers, rogue bots, site scrapers or any automated script/software or method that attempts to mine the listing content on your own or any other accounts in the system. You acknowledge that we may block access to our servers and/or membership, and if misuse is discovered, your account will be immediately terminated without prior notice, and without refund of any payments made to STI.
You hereby agree as follows: (i) you shall not use the Services for "spamming," as determined by STI in its reasonable discretion; (ii) you shall keep secure any identification, password and other confidential information relating to your site and shall notify STI immediately of any known or suspected unauthorized use of your site or breach of security, including loss, theft or unauthorized disclosure of passwords or other security information; (iii) you shall not use the services for any unlawful purpose; (iv) you shall not engage in any other conduct that restricts or inhibits any other person from using or enjoying the Services, or which, in the judgment of STI, exposes STI or any of its customers or suppliers to any liability or detriment of any type; and (vi) you shall be responsible for obtaining and maintaining all telephone, computer hardware and other equipment needed for access to and use of the services, and you shall be responsible for all charges related thereto.
STI may automatically report version number or other diagnostic information and may automatically apply upgrades to update, enhance and further develop STI services, including providing bug fixes, patches, enhanced functions, missing plug-ins and new versions.
You agree that STI has no responsibility or liability for the deletion or failure to store any Content and other communications maintained or transmitted by STI services. You acknowledge that STI may have set no fixed upper limit on the number of transmissions you may send or receive through STI services or the amount of storage space used; however, we retain the right, at our sole discretion, to create limits at any time with or without notice.
STI reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, STI services (or any part thereof) with or without notice. You agree that STI shall not be liable to you or to any third party for any modification, suspension or discontinuance of STI services.
Billing amounts and frequencies are as outlined on your product or service Order Form. Once payments are collected, refunds are not available.
All Subscription fees are exclusive of sales taxes, which STI will charge as applicable. You, the Client, agree to pay applicable taxes for your use of the Subscription and ancillary services.
If you are using a credit card or bank account to pay for any STI products or services, you acknowledge that you have the authority to enter into a credit card or bank account agreement and agree to pay for all charges from STI. In the event charges are refused / rejected by your credit card company or bank, your STI products / services may be disabled by STI without notice until remedied. Additionally, you explicitly authorize recurring charges for your subscription to STI products / services.
Pricing adjustments may occur from time to time.
We reserve the right to publish new customer signups and positive feedback at our corporate website and other public forums, such as news websites, blogs and other industry-specific websites. You, the Client, grant STI the right to use your name and logo in any publication, electronic or print, for promotional purposes. If you do not want us to quote your positive experiences or announce your use of our service you must notify us in advance. If notice is received after initial publication date, we will remove any notices generated from these said announcements promptly on www.SimpleContractor.com. You shall indemnify and hold harmless STI, its affiliated companies and third-party vendors against any and all claims, losses, damages, liabilities, costs, and expenses (including reasonable attorneys fees) arising out of or relating to these announcements.
You agree to hold harmless and indemnify STI, and its subsidiaries, affiliates, officers, agents, employees, advertisers, licensors, suppliers or partners, (collectively "STI and Partners") from and against any third party claim arising from or in any way related to your use of STI services, violation of the Terms or any other actions connected with use of STI services, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys' fees, of every kind and nature. In such a case, STI will provide you with written notice of such claim, suit or action.
YOUR USE OF STI SERVICES IS AT YOUR SOLE RISK. STI SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, STI AND PARTNERS EXPRESSLY DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
STI AND PARTNERS DO NOT WARRANT THAT (i) STI SERVICES WILL MEET YOUR REQUIREMENTS, (ii) STI SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF STI SERVICES WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH STI SERVICES WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF STI SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM STI OR THROUGH OR FROM STI SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT STI AND PARTNERS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF STI OR PARTNERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) RESULTING FROM: (i) THE USE OR THE INABILITY TO USE STI SERVICES; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM STI SERVICES; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON STI SERVICES; OR (v) ANY OTHER MATTER RELATING TO STI SERVICES.
NOTHING IN THIS AGREEMENT IS INTENDED TO EXCLUDE OR LIMIT ANY CONDITION, WARRANTY, RIGHT OR LIABILITY, WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, ONLY THE ABOVE LIMITATIONS, WHICH ARE LAWFUL IN YOUR JURISDICTION, WILL APPLY TO YOU AND OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
You agree that, except as otherwise expressly provided in the Terms, there shall be no third party beneficiaries to the Terms.
You agree that STI may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on STI services.
The Terms (including any policies, guidelines or amendments that may be presented to your form time to time such as Program Policies and Legal Notices) constitute the entire agreement between you and STI and govern your use of STI services, superseding any prior agreements between you and STI for the use of STI services. You also may be subject to additional terms and conditions that may apply when you use or purchase certain other STI services, partner services, third-party content or third-party Software.
The Terms and the relationship between you and STI shall be governed by the laws of the State of Minnesota without regard to its conflict of law provisions. You and STI agree to submit to the personal and exclusive jurisdiction of the courts located within Dakota County, Minnesota.
The failure of STI to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect.
The section headings in the Terms are for convenience only and have no legal or contractual effect.