Acceptance of terms
Definition of CUSTOMER
CUSTOMER is a person or entity authorized to access TruckPerfect Service because of an existing contractual agreement between Certusoft and CUSTOMER. Certusoft, at its sole discretion, may give temporary access to a non-CUSTOMER for demonstration purposes with sample Certusoft data.
Description of TruckPerfect Service
Certusoft Proprietary Materials
“CERTUSOFT Proprietary Materials” shall mean the TruckPerfect Service and any other system or technology used by Certusoft in connection with the provision of the TruckPerfect Service to CUSTOMER hereunder, including, without limitation, all software, proprietary information, documentation, records and other trade secrets or know-how related to any of the foregoing, including but not limited to any and all copyrights, trademarks, patents, trade secrets and other intellectual property rights relating thereto, and any and all modifications, enhancements, improvements, updates and upgrades thereto which are designed, developed or actually reduced to practice by CERTUSOFT.
Representations and Warranties and Disclaimers
(a) CERTUSOFT represents and warrants that the TruckPerfect Service and CERTUSOFT’S provision of the services described herein shall at all times remain in compliance with all applicable laws, rules and regulations.
(b) CUSTOMER represents and warrants that its access to and use of the TruckPerfect Service hereunder shall at all times remain in compliance with all applicable laws, rules and regulations. CUSTOMER hereby consents to CERTUSOFT’S monitoring, inspection, auditing and collection of any information provided by CUSTOMER in connection with its access to or use of the TruckPerfect Service.
(c) CERTUSOFT HEREBY DISCLAIMS ALL EXPRESS AND IMPLIED REPRESENTATIONS AND WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, OR FITNESS FOR A PARTICULAR PURPOSE. CERTUSOFT DOES NOT WARRANT THAT THE SERVICES, DELIVERABLES OR THE SOFTWARE WILL BE ERROR-FREE OR OPERATE WITHOUT INTERRUPTION.
CUSTOMER shall take all reasonable steps to ensure that no unauthorized persons have access to the TruckPerfect Service, and to ensure that no persons authorized to have such access shall take any action that would be in violation of this Terms and Conditions of Use.
Limitation of liability
CERTUSOFT DISCLAIMS ANY AND ALL LIABILITY AND SERVICE CREDITS, INCLUDING SUCH LIABILITY RELATED TO A BREACH OF SECURITY OR DISCLOSURE, RESULTING FROM ANY EXTERNALLY INTRODUCED HARMFUL PROGRAM (INCLUDING VIRUSES, TROJAN HORSES, AND WORMS), CUSTOMER’S CONTENT OR APPLICATIONS, THIRD PARTY UNAUTHORIZED ACCESS OF EQUIPMENT OR SOFTWARE OR SYSTEMS, OR MACHINE ERROR.
(c) CERTUSOFT agrees to use its commercially reasonable efforts to provide CUSTOMER with access to and use of the TruckPerfect Service at all times and shall perform such services in good faith and in accordance with standard industry practices.
(e) Subject to the further terms and conditions provided herein, the TruckPerfect Service will be accessible to CUSTOMER 24 hours per day, 7 days a week, except for scheduled times allocated for maintenance, backups or updates.
(j) CERTUSOFT agrees to use its commercially reasonable efforts to monitor and update the TruckPerfect Service with respect to any changes in applicable laws, rules or regulations which affect the TruckPerfect Cloud Service or the performance of its services hereunder. Notwithstanding the foregoing, CERTUSOFT reserves the right to suspend or otherwise refuse to provide any services under this Addendum in the event that (i) CUSTOMER’S requirements change and such change materially and adversely affects CERTUSOFT’S performance of such services hereunder, or (ii) changes in applicable laws, rules or regulations materially and adversely affect CERTUSOFT’S performance of the services hereunder.
(l) At all times during the Term, CERTUSOFT shall use its commercially reasonable efforts to prevent and deflect third party attacks with respect to the TruckPerfect Service or any components thereof; provided, however, that CERTUSOFT expressly disclaims and shall not be responsible for any such third party attacks which are outside of its reasonable control.
Changes to these Terms and Conditions of Use
Certusoft, at any time, and at its sole discretion, modify these Terms and Conditions of Use. Any such modification will be effective immediately upon public posting. CUSTOMER continued use of the TruckPerfect Service and this Site following any such modification constitutes your acceptance of these modified Terms.