Terms of Use

Last Modified: March 5, 2017

Acceptance of the Terms of Use

These terms of use are entered into by and between you and Trax Data Refinery, Inc. (the “Company”, “we” or “us”).  The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, these “Terms of Use”), govern your access to and use of https://www.traxtech.com, including any content, functionality and services offered on or through https://www.traxtech.com (our “Website”).

Please read the Terms of Use carefully before you start to use our Website. By using our Website, you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy, found at http://www.traxtech.com/privacy-policy, incorporated herein by reference.  If you do not want to agree to these Terms of Use or the Privacy Policy, you must not access or use our Website.

By using our Website, you represent and warrant that you are of legal age to, and have the authority to, form a binding contract with the Company either on behalf of yourself or any entity you represent.  If you do not meet all of these requirements, you must not access or use our Website.

Changes to the Terms of Use

We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access and use of our Website thereafter.

Your continued use of our Website following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you.

Accessing our Website and Account Security

We reserve the right to withdraw or change our Website, and any service or material we provide on our Website, in our sole discretion without notice. We will not be liable if for any reason all or any part of our Website is unavailable at any time or for any period. From time to time, we may restrict access to some parts of our Website or the entire Website.

You are responsible for:

  • Making all arrangements necessary for you to have access to our Website.
  • Ensuring that all persons who access our Website through your internet connection are aware of these Terms of Use and comply with them.

It is a condition of your use of our Website that all the information you provide through our Website is correct, current and complete. You agree that all information you provide through our Website is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

If you are a current customer of the Company, you are able to access the customer support section of our Website.  To access the customer support section of our Website you will be asked to provide the user name and password you received from the Company when you became a customer of the Company. You must treat such user name and password as confidential, and you must not disclose it to any other person or entity. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security.

We have the right to disable any user name, password or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.

Intellectual Property Rights

Our Website and its entire contents, features and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof), are owned by the Company, its licensors or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws.

These Terms of Use permit you to use our Website only for legitimate business purposes relating to your status as a potential or current customer of or vendor to the Company. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit any of the material on our Website, except as follows:

  • Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
  • You may store files that are automatically cached by your Web browser for display enhancement purposes.
  • You may print or download one copy of a reasonable number of pages of our Website for legitimate business purposes related to your status as a potential or current customer of or vendor to the Company and not for further reproduction, publication or distribution.
  • If we provide access to our SaaS open logistics platform through our Website, you may access and use such platform as permitted by the services agreement for such platform and solely for legitimate business purposes relating to your status as a potential or current customer of or vendor to the Company, provided you agree to be bound by our services agreement for such platform and pay any associated subscription fees and other applicable fees for such platform.
  • If we provide desktop, mobile or other applications for download, you may download copies to your computer or mobile device as permitted by the end user license agreement for such applications and solely for legitimate business purposes relating to your status as a potential or current customer of or vendor to the Company, provided you agree to be bound by our end user license agreement for such applications and pay any associated licensing fee for such applications.

You must not:

  • Modify copies of any materials from our Website.
  • Use any illustrations, photographs, video or audio sequences from our Website, or any graphics from our Website, separately from the accompanying text.
  • Delete or alter any copyright, trademark or other proprietary rights notices from copies of materials on our Website.

If you wish to make any use of material on our Website other than that set out in this section, please address your request to: inforequest@traxtech.com.

If you print, copy, modify, download or otherwise use or provide any other person with access to any part of our Website in breach of the Terms of Use, your right to use our Website will cease immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title or interest in or to our Website or any content on our Website or any intellectual property rights in any way associated with our Website is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of our Website not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark and other laws.

Trademarks

The Company name, the terms TRAX, TRAX CERTIFIED, TRAX CERTIFIED INVOICE, TRAX SCORE, TRAX RISK SCORE, the Company’s logos and all related names, logos, product and service names, designs and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs and slogans on our Website are the trademarks of their respective owners.

Prohibited Uses

You may use our Website only for lawful purposes and in accordance with these Terms of Use. You agree not to use our Website:

  • In any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
  • To transmit, or procure the sending of, any advertising or promotional material, including any “junk mail”, “chain letter” or “spam” or any other similar solicitation.
  • To impersonate or attempt to impersonate the Company, a Company employee or any other person or entity (including, without limitation, by using e-mail addresses or screen names associated with any of the foregoing).
  • To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of our Website, or which, as determined by us, may harm the Company or users of our Website or expose them to liability.

Additionally, you agree not to:

  • Use our Website in any manner that could disable, overburden, damage or impair our Website or interfere with any other party’s use of our Website.
  • Use any robot, spider or other automatic device, process or means to access our Website for any purpose, including monitoring or copying any of the material on our Website.
  • Use any manual process to monitor or copy any of the material on our Website or for any other unauthorized purpose without our prior written consent.
  • Use any device, software or routine that interferes with the proper working of our Website.
  • Introduce to our Website any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful to our Website or to users who access our Website.
  • Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of our Website, the server on which our Website is stored, or any server, computer or database connected to our Website.
  • Attack our Website via a denial-of-service attack or a distributed denial-of-service attack.
  • Otherwise attempt to interfere with the proper working of our Website.

Reliance on Information Posted

The information presented on or through our Website is made available solely for general information purposes.  Unless provided otherwise in a separate written agreement between you and the Company, we do not warrant the accuracy, completeness or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to our Website, or by anyone who may be informed of any of its contents.

Our Website may include material provided by third parties. All statements and/or opinions expressed in such material are solely the responsibility of the third party providing such material. Such material does not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any material provided by any third parties.

Changes to our Website

We may update the content on our Website from time to time, but its content is not necessarily complete or up-to-date. Any of the material on our Website may be out of date at any given time, and we are under no obligation to update such material.

Information About You and Your Visits to our Website

All information we collect on our Website is subject to our Privacy Policy. By using our Website, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.

Online Purchases and Other Terms and Conditions

All purchases through our Website or other transactions for the sale of services formed through our Website or as a result of visits made by you to our Website are governed by the services agreement applicable to such purchases, which are hereby incorporated into these Terms of Use.

Additional terms and conditions may also apply to specific portions, services or features of our Website. All such additional terms and conditions are hereby incorporated by this reference into these Terms of Use.

Linking to our Website and Social Media Features

You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part without our express written consent.

Our Website may provide certain social media features that enable you to:

  • Link from your own or certain third-party websites to certain content on our Website.
  • Send e-mails or other communications with certain content, or links to certain content, on our Website.
  • Cause limited portions of content on our Website to be displayed or appear to be displayed on your own or certain third-party websites.

You may use these features solely as they are provided by us, solely with respect to the content they are displayed with and otherwise in accordance with any additional terms and conditions we provide with respect to such features. Subject to the foregoing, you must not:

  • Establish a link from any website that is not owned by you.
  • Cause our Website or portions of it to be displayed by, or appear to be displayed by, framing, deep linking or in-line linking, on any other website.
  • Link to any part of our Website other than the homepage.
  • Otherwise take any action with respect to the materials on our Website that is inconsistent with any other provision of these Terms of Use or to which we object.

You agree to cooperate with us in causing any unauthorized framing or linking immediately to cease. We reserve the right to withdraw linking permission without notice.

We may disable all or any social media features and any links at any time without notice in our discretion.

Links from our Website

If our Website contains links to other websites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those websites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third party websites linked to our Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.

Disclaimer of Warranties

You understand that, unless provided otherwise in a separate written agreement between you and the Company, we cannot and do not guarantee or warrant that files available for downloading from the internet or our Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our Website for any reconstruction of any lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF OUR WEBSITE OR, UNLESS PROVIDED OTHERWISE IN A SEPARATE WRITTEN AGREEMENT BETWEEN YOU AND THE COMPANY, ANY SERVICES OR ITEMS OBTAINED THROUGH OUR WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON OUR WEBSITE, OR ON ANY WEBSITE LINKED TO IT.

YOUR USE OF OUR WEBSITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH OUR WEBSITE IS, UNLESS PROVIDED OTHERWISE IN A SEPARATE WRITTEN AGREEMENT BETWEEN YOU AND THE COMPANY, AT YOUR OWN RISK. OUR WEBSITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, UNLESS PROVIDED OTHERWISE IN A SEPARATE WRITTEN AGREEMENT BETWEEN YOU AND THE COMPANY. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF OUR WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT OUR WEBSITE, ITS CONTENT OR ANY SERVICES OR ITEMS OBTAINED THROUGH OUR WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT OUR WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH OUR WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS, IN EACH CASE UNLESS PROVIDED OTHERWISE IN A SEPARATE WRITTEN AGREEMENT BETWEEN YOU AND THE COMPANY.

THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Limitation on Liability

UNLESS PROVIDED OTHERWISE IN A SEPARATE WRITTEN AGREEMENT BETWEEN YOU AND THE COMPANY, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, OUR WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON OUR WEBSITE OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH OUR WEBSITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Indemnification

You agree to defend, indemnify and hold harmless the Company, its affiliates, licensors and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Use or your use of our Website other than as expressly authorized in these Terms of Use or your use of any information obtained from our Website.

Governing Law and Jurisdiction

All matters relating to our Website and these Terms of Use and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Delaware without giving effect to any choice or conflict of law provision or rule (whether of the State of Delaware or any other jurisdiction).

Any legal suit, action or proceeding arising out of, or related to, these Terms of Use or our Website shall be instituted exclusively in the federal courts of the United States or the courts of the State of Arizona in each case located in the County of Maricopa although we retain the right to bring any suit, action or proceeding against you for breach of these Terms of Use in your country of residence or any other relevant jurisdiction. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

Arbitration

At the Company’s sole discretion, it may require you to submit any disputes arising from the use of these Terms of Use or our Website, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination, to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying Delaware law.

Limitation on Time to File Claims

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR OUR WEBSITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

Waiver and Severability

No waiver by the Company of any term or condition set forth in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.

If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.

Entire Agreement

The Terms of Use and our Privacy Policy constitute the sole and entire agreement between you and the Company with respect to our Website and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to our Website.

Your Comments and Concerns

This Website is operated by Trax Data Refinery, Inc., 14500 N. Northsight Blvd., Suite 113, Scottsdale, Arizona 85260.

All feedback, comments, requests for technical support and other communications relating to our Website should be directed to: inforequest@traxtech.com.