Terms & Conditions
for Etaprise LLC
ACKNOWLEDGEMENT & ACCEPTANCE
By accessing or using the Service, you represent that you have read, understood, and agree to be bound by these Terms of Service (the “Terms of Service” or “Agreement”). This Agreement, together with the Privacy Policy, applies to customers who access, enroll in, or use the Service (“Users,” used interchangeably with “you” throughout this Agreement). “User” means you as an individual, as well as the employer or entity on whose behalf you are using the Service, and you represent and warrant that you are authorized to enter into this Agreement on behalf of yourself and such employer or entity. “User” also includes consumers that use any of our services, as applicable.
You acknowledge and agree that we may amend this Agreement at any time by posting a revised version of this Agreement on the Service or Our Website or by notifying you directly in our sole discretion. Your continued use of the Service after any changes are made to this Agreement shall constitute your consent to such changes. We do not and will not assume any obligation to notify Users of any changes to this Agreement. You are responsible for remaining knowledgeable about the terms of the Agreement.
You further acknowledge that Etaprise services are designed solely for businesses, and not for consumers, and that purchase and use of Etaprise services constitutes a business-to-business transaction.
THE SECTION BELOW LABELED “DISPUTE RESOLUTION; MANDATORY ARBITRATION” OF THESE TERMS OF SERVICE CONTAINS PROVISIONS GOVERNING HOW CLAIMS THAT YOU AND WE HAVE AGAINST EACH OTHER ARE RESOLVED, INCLUDING, WITHOUT LIMITATION, ANY CLAIMS THAT AROSE OR WERE ASSERTED PRIOR TO THE EFFECTIVE DATE OF THIS AGREEMENT. IN PARTICULAR, THESE TERMS OF SERVICE CONTAIN AN ARBITRATION AGREEMENT WHICH WILL, WITH LIMITED EXCEPTIONS, REQUIRE DISPUTES BETWEEN US TO BE SUBMITTED TO BINDING AND FINAL ARBITRATION. UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT, AND SUBJECT TO CERTAIN PROVISIONS BELOW: (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AND SEEK RELIEF AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING; AND (2) YOU ARE WAIVING YOUR RIGHT TO SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL ON YOUR CLAIMS.
ETAPRISE SERVICES
Etaprise offers you the use of our mobile and web-based Services which consist of field service management services and tools, subject to our various types and levels of subscription plans, as well as add-ons for additional fees. We also offer Customers the ability to process payments and access certain other services through Etaprise via our Third-Party Providers (defined below), including but not limited to GenerativeAI, Maps, VoiceAI, Bookkeeping Services. Your use of our Service is solely authorized for supporting your business, and for consumers, solely for your personal use.
USE OF THE SERVICE
The Service is offered to Users who are 18 years of age or older and reside in the United States, Canada, Australia, New Zealand, Singapore, Malaysia, Indonesia, Philippines & India. Use of the Service is permitted only by individuals who can form legally binding contracts under applicable law. If you do not qualify, do not use the Service. By using the Service, you represent and warrant that you are 18 years of age or older and otherwise meet all eligibility requirements herein. You further represent that all information you provide to us (including any customer and employee information) or any of our Third-Party Providers and vendors shall be accurate, and that you shall have all necessary rights to provide and use such information for use as contemplated herein. In addition, you represent and warrant that you will comply with all applicable federal, state and local laws, rules and regulations with respect to your use of the Service.
LICENSE
Subject to User’s compliance with this Agreement, Etaprise hereby grants User a revocable, non-exclusive, non-transferable right to access and use the Service, solely in the conduct of User’s normal course of business, and in accordance with this Agreement. User understands and agrees that the Service is provided under license to User, not being sold to User, and User does not gain any ownership interest of any kind in the Service under this Agreement.
Etaprise will not be liable if, for any reason, all or any part of the Service is unavailable at any time or for any period. From time to time, Etaprise may restrict access to some parts of the Service, or the entire Service, to Users. Etaprise does not make any representations or guarantees regarding uptime or availability of the Service.
SERVICE DATA YOU PROVIDE AS A CUSTOMER
In using the Service, You may provide us, directly or indirectly, with information about you or your business, including but not limited to the following types of information (which shall be referred to collectively as “Service Data”):
Business Profile
We require Customers to complete a profile (“Company Profile”). We do not review or verify the information or representations set forth in Company Profiles.
Licenses
Customers are requested to post licensing information in their Company Profile. Different jurisdictions may require state and/or local (county or municipal) level licensing for certain services, work, and/or project amounts.
Insurance and Bonding
Customers may post information and documents concerning insurance policies and/or bonds covering their operations. We do not verify the accuracy of this information.
Account Data
Individual Account data entered or imported by customers shall remain the property of the customer. User grants Etaprise and its affiliates and service providers the right to use, reproduce, modify, perform, display, distribute and otherwise disclose to third parties any such customer data as may be necessary to provide the Service, including any third-party Apps you choose to download from our App store, to you and other customers, and for Etaprise internal business uses, and any other uses permitted by law, subject to the Etaprise privacy policy.
Job Pricing Data
Job pricing data entered or imported by Customer shall remain the property of the Customer. We will not share the individual price data with a third party without the consent of the customer, however, we reserve the right to anonymize and aggregate pricing data and use such data for our business purposes.
Feedback
In the event that you provide us with any feedback regarding the Service, including without limitation, any flaws, errors, bugs, anomalies, problems with and/or suggestions for the service or the Service (“Feedback”), you hereby assign to us all rights, including intellectual property rights, in the Feedback, including but not limited to, the right to use such Feedback and related information in any manner we deem appropriate.
Login information
You are responsible for maintaining the confidentiality of your account password. You are also responsible for all activities that occur in connection with your account, including but not limited to any unauthorized transactions involving any hacking or unauthorized access to or use of your account or account information. Etaprise has no liability for any funds paid that were charged from your account or using your credit or debit card information or paid or transferred to the account or card on file in your Etaprise account. You agree to notify us immediately of any unauthorized use of your account. User is responsible and liable for: (i) User’s conduct; and (ii) any use of the Service through User’s information technology systems or environment, whether authorized or not. We have the right to disable any username, password, or other identifier, whether chosen by User or provided by Etaprise, at any time if, in our opinion, User has violated any provision of this Agreement.
Data from Other Accounts
We may have access to financial and transactional data that you provide us via an import from your accounts with one or more other service providers, including Quickbooks, including data in such an account that is captured before or after any integration with Etaprise (“Other Account Data”). You authorize us to share your Other Account Data with our Third-Party Providers for the purposes of providing the Services and Third-Party Services to you.
Geolocation Data
We may have access to certain geolocation data of you and/or your vehicles, obtained from mobile devices including mobile phones, and third-party vehicle tracking devices, offered as a service by us. You acknowledge that you have all necessary consents and rights to convey any and all rights granted hereunder to us.
Payment Processing Information
You may provide certain payment processing information including but not limited to dates, amounts and forms of payments you receive. Users warrant that all information they provide or submit, including but not limited to Service Data, is complete, accurate and current.
Third-Party Vendor Login
In the event you elect to share your login and password information for a vendor of yours with Etaprise to allow Etaprise to take actions on your behalf upon your instructions, you represent and warrant that you are authorized to share such information with us, and that you are hereby authorizing us to take any actions that you direct us to take.
LICENSE TO SERVICE DATA / HOW WE USE SERVICE DATA
By submitting Service Data or any other content on or through our Service, you hereby grant us a non-exclusive, royalty-free, perpetual, irrevocable, worldwide, fully paid license (with the right to sublicense) to use, copy, transmit, modify, display and distribute such content (i) to the extent necessary to provide the Service; (ii) for internal business purposes; (iii) to evaluate your eligibility to use our Service and Third-Party Services, in our sole discretion, as well as to create and present to you relevant new offerings from Etaprise and our partners, (iv) to improve, modify and adapt our Service, and (v) for any other lawful purpose. You represent and warrant that you have all the rights, power and authority necessary to grant the rights granted herein to the Service Data and any content or materials that you submit to your Etaprise account or the Service.
Such use is subject to our rights and obligations set forth in our privacy policy in effect as posted at www.etaprise.com/privacy. Examples of use may include, without limitation, the following:
- Provide relevant data to our Service and Third-Party Providers (defined below), vendors and applications (“Apps”) that utilize functionality from your account to fulfill their services and evaluate your eligibility for additional services;
- Send communications on your behalf to effect the intended purposes of the applicable Service, e.g., sending job scheduling emails, sending en-route text notifications, offering your marketing promotions;
- Make your services available on our and third-party Booking Services that we partner with;
- Generate invoices to you and collect payment thereon;
- Verify your identity, and prevent fraud or other unauthorized or illegal activity;
- Analyse and create anonymized aggregate industry trends and analytics to improve the Service and create new features and offerings;
- Provide customer support to you;
- Use the names, trademarks, service marks and logos associated with your company to promote the Service;
- Provide you with job applicants potentially looking for jobs in your industry;
- Send you offers and marketing materials from Etaprise and any of our partners or affiliates that we believe may be of interest to you, and
- any other use that we, or a third-party App or Third-Party Provider, describes at the point where we collect data or information with your consent.
Aggregated & Statistical Service Data Rights. Notwithstanding any other provision of this Agreement, Etaprise shall own all right, title and interest to any anonymized, aggregated and statistical data created, generated and/or derived from the Service Data and use of the Service. If Etaprise does not automatically own any anonymized aggregated and statistical data upon its creation, you hereby assign all right, title and interest, including intellectual property rights, in and to such aggregated and statistical data to Etaprise.
You hereby grant to Etaprise a non-exclusive, irrevocable, perpetual, unlimited, worldwide license to use and permit others to use, at no cost, your name, photograph, video and voice (from any recordings you provide or upload, or recordings made by us that include you), statements, likeness, and personal characteristics (“Materials”) in connection with Etaprise’s business purposes, including but not limited to, advertising and commercial exploitation, in any format now known or hereafter developed at Etaprise’s sole discretion. Such uses of the Materials may include, but are not limited to: use on Our Website, use on social media, use of Materials within advertising, promotional, and educational communications, use for training, and any other public use in furtherance of Etaprise business purposes.
COMMUNICATING WITH YOU/TCPA CONSENT; WITHDRAWING CONSENT; HELP
You authorize Etaprise, inclusive of its agents, affiliates and independent contractors, to contact you at the email address(es) and telephone number(s) that you have provided to Etaprise for advertisement, telemarketing, solicitation or other purposes, using an automated telephone dialing system or a pre-recorded or artificially-generated voice to deliver a message, or texting you, even if you have previously requested to be placed on our Do-Not-Call list, or your phone number appears on a state or federal Do-Not-Call list, or you have previously opted-out from receiving marketing emails from us. You can withdraw your consent to receive text messages at any time by replying with a text saying “STOP”. After you send a message “STOP” to us, we may send you a text message to confirm that you have been unsubscribed. After this, you will no longer receive text messages from us, unless you thereafter provide consent. If you are experiencing issues with the text messaging program you can reply with the keyword “HELP” for more assistance, or you can get help directly at support@etaprise.com. Neither the carriers, nor Etaprise are liable for delayed or undelivered messages. As always, message and data rates may apply for any messages sent to you from us, and to us from you. Message frequency may vary. If you have any questions about your text or data plan, it is best to contact your wireless provider. If you have any questions regarding privacy, please read our privacy policy at https://etaprise.com/privacy. Consent to receive marketing messages is not a condition to using our services, and if you choose not to consent, you may opt out by calling +1 669 777 5279.
You also agree that all personal information you provide to register with the Service is governed by our Privacy Policy, and you consent to all actions Etaprise takes with respect to your personal information consistent with its Privacy Policy. Where it is permitted by law, Etaprise may rely on implied consent. You also represent and warrant that you have obtained all necessary consents for any communications to your employees and customers that are facilitated by or delivered via our Service.
SUBSCRIPTION FEE FOR USE OF ETAPRISE
Subscription fee
Etaprise has various levels of service that are billed on a subscription basis for the term as specified when you subscribed. When you sign up for a subscription-billing based account, you agree to pay for, and to allow us to bill your credit card (or other payment method provided by you) for, all due charges, including all taxes and other applicable charges, in advance, at regular intervals, in accordance with the term of the Services to which you subscribed. The subscription period can be month-to-month, annual, or another duration described more fully on https://etaprise.com/pricing/. You understand and agree that we may elect to modify your billing frequency at any time, without notice, including, for example, billing a monthly subscription on a weekly basis. ALL SUBSCRIPTIONS AUTOMATICALLY RENEW, IF NOT TERMINATED PRIOR TO SUCH AUTO-RENEWAL FOR A PERIOD EQUAL TO THE SUBSCRIPTION PERIOD. For renewals, Etaprise will automatically charge your payment method in the amount of the then-current fee for your type of account, plus applicable taxes. You hereby authorize us to re-bill for any failed billing or past-due amounts, including charging any alternate forms of payment that you have provided. Subscription fees will not be prorated or refunded, except as expressly set forth in this Agreement. We will bill you a full period’s subscription fee and you are responsible for payment of such fee. We reserve the right to revise pricing, for any or all of our offerings, at any time, and such revised pricing shall become effective upon our provision of notice or as otherwise provided in such notice. Any fees not paid when due may incur late payment fee equal to the lesser of 1.5% per month or the maximum amount allowed by law.
Customer Service
You are solely responsible for all customer service issues between you and your customers relating to your services, including pricing, fulfilment, cancellation by you or customer, returns, refunds and adjustments, rebates, functionality and warranty, technical support, and feedback, reviews, or ratings concerning experiences with your personnel, policies or processes. In performing customer service, you will always present yourself as a separate entity from us.
Taxes – Sales & Use
To protect our customers and comply with all local laws, we will collect and remit sales tax where required. Not all states enforce sales tax on products and services like Etaprise, so you may not be affected.
Taxes – Withholding
You are responsible for determining any and all taxes assessed, incurred, or required to be collected, paid, or withheld for any reason in connection with your use of our Service (“Taxes”). You also are solely responsible for collecting, withholding, reporting, and remitting correct Taxes to the appropriate tax authority. If in a given calendar year you receive more than $600 in gross amount of payments, we will report annually to the Internal Revenue Service (“IRS”), as required by law, your name, business name, address, Tax Identification Number, the total dollar amount of the payments you receive in a calendar year, and the total dollar amount of the payments you receive for each month in a calendar year. It is your responsibility to ensure that your business name and Tax Identification Number as provided to Etaprise are accurate and up to date.
Refunds and Returns
You agree to process returns, and provide refunds and adjustments, for your goods or services through your Pro account in accordance with these terms and any applicable Card Association Rules. Card Association Rules may require that you will (a) maintain a fair return, cancellation or adjustment policy, (b) disclose your return or cancellation policy to customers at the time of purchase, (c) not give cash refunds to a customer in connection with a Card sale, unless required by law and (d) not accept cash or any other item of value for preparing a Card sale refund. You are responsible for knowing and adhering to the Card Association Rules applicable to you, and Etaprise will not be liable for any violation by you of the Card Association Rules. The amount of the refund/ adjustment must include any associated taxes required to be refunded, and all Payment Processing Fees, and cannot exceed the amount shown as the total on the original sales data except by the exact amount required to reimburse the customer for postage that the customer paid to return merchandise. If you accept returns and are making an uneven exchange of merchandise (e.g., the sales price is not the same), you must issue a credit for the total amount of the merchandise being returned and complete a new sale for any new merchandise. Please be aware, if your refund policy prohibits returns or is unsatisfactory to the buyer, you may still receive a Chargeback relating to such sales. You can process a refund through your account up to sixty (60) days from the day you accepted the payment. If the balance in your account is insufficient to cover the refund, we will withdraw up to the requested refund amount from your bank account and credit it back to your customer’s Card. Because you are responsible for all Payment Processing Fees, in the event of a refund, Etaprise Pro may retain the Payment Processing Fees previously paid for the transaction, however, you are responsible for refunding to your customer the full amount paid by your customer (including the Payment Processing Fees), and you authorize Etaprise to refund all such amounts to the consumer from your account. We have no obligation to accept any returns of any of your goods or services on your behalf.
Account History
We provide you an online transaction history of all of your authorized transactions. Except as required by law, you are solely responsible for (a) compiling and retaining permanent records of all transactions and other data associated with your account and your use of the Service and (b) reconciling all transactional information that is associated with your account.
INTELLECTUAL PROPERTY
Ownership
We or our licensors or partners own the intellectual property rights in the content and materials displayed on Our Website(s), including but not limited to any materials to which you have access via your use of Conquer services (“Site Content”). You may use Our Website(s) (including any Site Content) for your own personal, non-commercial use, but you may not use it for commercial purposes. You may not modify, copy, reproduce, republish, upload, post, transmit, translate, sell, create derivative works, exploit, or distribute in any manner or medium (including by email or other electronic means) any Site Content unless explicitly authorized in these Terms of Service or by the owner of the materials. You may, however, from time to time, download and/or print one copy of individual pages of Our Website for your personal, non-commercial use, provided that you keep intact all copyright and other proprietary notices.
ACCEPTABLE USE OF OUR SERVICE
Certain uses of our Service are inconsistent with our mission to improve the experience of our customers. The following activities are prohibited:
1. Child exploitation: You may not post or upload Materials that exploit or abuse children, including but not limited to images or depictions of child abuse or sexual abuse, or that present children in a sexual manner.
2. Harassment, bullying, defamation and threats: You may not post or upload Materials that harass, bully, defame or threaten any person.
3. Hateful content: You may not use the Service to promote or condone hate or violence against people based on race, ethnicity, color, national origin, religion, age, gender, sexual orientation, disability, medical condition, veteran status or other forms of discrimination. You may not use the Service to promote or support organizations, platforms or people that: (i) promote or condone such hate; or (ii) threaten or condone violence to further a cause.
4. Illegal activities: You may not post or upload Materials that violate any applicable laws.
5. Privacy or Intellectual property: You may not post or upload Materials that infringe on the privacy or intellectual property rights of others.
6. Obscene or offensive content. You may not post or upload any Materials that we find in our sole discretion to be obscene, indecent or offensive in any way.
7. Malicious and deceptive practices: You may not use the Service to transmit malware or host phishing pages. You may not perform activities or upload or distribute Materials that harm or disrupt the operation of the Service or other infrastructure of Etaprise or others, including any of our third-party providers. You may not use the Service for deceptive practices or activities.
8. Personally identifiable or confidential information. You may not post or upload any Materials that contain personally identifiable information, sensitive personal information, or confidential information, such as credit card numbers, or account passwords unless you have consent from the person to whom the information belongs or who is otherwise authorized to provide such consent.
9. Self-harm: You may not offer goods or services, or post or upload Materials that promote self-harm.
10. Spam: You may not use the Services to transmit unsolicited commercial electronic messages.
11. Terrorist organizations: You may not offer goods or services, or post or upload Materials that imply or promote support or funding of, or membership in, a terrorist organization.
12. Service Bureau: You may not, directly or indirectly, use any of our Services for timesharing or service bureau purposes or otherwise for the benefit of a third party, other than as specifically authorized herein;
We may, at any time and without notice, remove any Materials, and suspend or terminate your Account or your access to the Service if you engage in activities that violate this Agreement.
ETAPRISE PRODUCTS AND SERVICES
Etaprise offers all of its products, services and content on an “as-is” basis. This includes any products, services or content including but not limited to those relating to booking, scheduling, invoicing, job pricing, payroll processing, coaching, Job Plans and agreements, training, virtual assistant, websites, ratings, inventory, parts ordering, sales proposals, blog posts, and social media posts. We may change terms, including pricing, for any products or services, and discontinue any products or services, including Third-Party Services, upon prior notice to you.
Pricebook
If you use our Pricebook feature, you understand and acknowledge that prices generated from Pricebook do not guarantee any particular outcome. Many factors are involved in the profitability of a business, and the Pricebook service is offered merely as a tool to assist you with evaluating your pricing of jobs.
Beta Testing
You may from time to time be invited to participate in the alpha or beta testing of a new proposed product or service (“Beta Product”), which may be free, or for which there may be fees. Unless you enter into a separate beta agreement with regard to any such Beta Product, you acknowledge and agree that: (a) the Beta Product is not an official product and has not been commercially released for sale by Etaprise; (b) the Beta Product is provided “as is”, and may not operate properly or be fully functional; (c) the Beta Product may contain errors, design flaws or other problems; (d) use of the Beta Product may result in unexpected results, loss of data or communications, or other unpredictable damage or loss; and (e) Etaprise has the right to abandon development of the Beta Product at any time and without any obligation or liability to you. You are solely responsible for maintaining and protecting all data and information that is retrieved, extracted, transformed, loaded, stored or otherwise processed by the Beta Product.
Forms and Templates
We may offer or provide access to certain forms or templates as part of the Services (“Forms”). These Forms are provided for information purposes only, and do not constitute legal, tax, accounting or business advice. While such Forms may assist you in complying with applicable laws and regulations, it is solely your responsibility to ensure that your business complies with all applicable laws and regulations. Etaprise makes no representations about such Forms. You should consult with appropriate professionals before using any such Forms.
INTERACTIONS AND DISPUTES WITH CONSUMERS
No Warranty or Endorsement of your Services
WE DO NOT ENDORSE OR RECOMMEND THE SERVICES OF ANY PARTICULAR USER. THE DECISION TO ENTER INTO AN AGREEMENT FOR WORK BELONGS ENTIRELY TO THE CONSUMER. WE DO NOT WARRANT USER’S PERFORMANCE ON THE JOB OR THE QUALITY OF GOODS, MATERIALS, EQUIPMENT OR SERVICES FURNISHED BY USER. WE DO NOT CONTRACT FOR OR PERFORM, AND ARE NOT RESPONSIBLE FOR, ANY OF THE SERVICES REQUESTED BY THE CONSUMER IN THE SERVICE REQUEST. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. WE MAKE NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF ANY USER OR THE USER’S ABILITY TO PROVIDE A SERVICE COMPLIANT WITH THE CONSUMER’S SERVICE REQUEST. YOU EXPRESSLY ACKNOWLEDGE THAT WE MAKE NO WARRANTIES, EITHER EXPRESS OR IMPLIED, REGARDING THE QUALITY OF SERVICES RENDERED BY ANY USER.
NO REPRESENTATIONS OR WARRANTIES
WE MAKE NO REPRESENTATION ABOUT THE SUITABILITY OF THE CONTENT ON OR SERVICES OF THIS SERVICE FOR ANY PURPOSE. WE DO NOT PROMISE THAT THE SERVICE WILL BE ERROR-FREE, UNINTERRUPTED, OR THAT IT WILL PROVIDE SPECIFIC RESULTS FROM USE OF THE SERVICE OR ANY CONTENT, SEARCH OR LINK ON IT. WE MAKE NO REPRESENTATION THAT YOUR WEBSITE WILL SATISFY ANY REQUIREMENTS OF THE AMERICANS WITH DISABILITIES ACT OR OF ANY OTHER LAW, REGULATION OR ORDINANCE GOVERNING ACCESSIBILITY OF WEBSITES OR PLACES OF PUBLIC ACCOMMODATION OR OF ANY PRODUCTS OR SERVICES. THE SERVICE AND ITS CONTENT ARE DELIVERED ON AN “AS-IS” AND “AS-AVAILABLE” BASIS. WE SHALL NOT HAVE ANY LIABILITY OR RESPONSIBILITY FOR ANY ERRORS OR OMISSIONS IN THE CONTENT OF THIS SERVICE, DOWNTIME OF THE SERVICE, FOR YOUR ACTION OR INACTION IN CONNECTION WITH THIS SERVICE OR FOR ANY DAMAGE TO YOUR COMPUTER OR DATA OR ANY OTHER DAMAGE YOU MAY INCUR IN CONNECTION WITH THIS SERVICE. WE SPECIFICALLY DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. WE MAKE NO GUARANTEES OF ANY SPECIFIC RESULT FROM USE OF THIS SERVICE. YOUR USE OF THIS SERVICE IS AT YOUR OWN RISK.
WE MAY FROM TIME TO TIME RECOMMEND, PROVIDE YOU WITH ACCESS TO, OR ENABLE THIRD-PARTY SOFTWARE APPLICATIONS, PRODUCTS, SERVICES, CONTENT OR WEBSITE LINKS INCLUDING THIRD-PARTY SERVICES (“ADDITIONAL SERVICES”) FOR YOUR CONSIDERATION OR USE. SUCH ADDITIONAL SERVICES ARE FOR YOUR CONVENIENCE ONLY AND WE MAKE NO REPRESENTATION OR WARRANTY OF ANY KIND WHATSOEVER REGARDING SUCH ADDITIONAL SERVICES.
NO ADVICE
WE MAY PROVIDE YOU WITH ACCESS TO CERTAIN CONTENT, MATERIALS, INFORMATION, COACHING, AND PARTNER AND THIRD-PARTY SERVICES, REGARDING OR RELATING TO YOUR BUSINESS, TAXES, ACCOUNTING, PAYROLL, HUMAN RESOURCES COMPLIANCE, RETIREMENT PLAN SERVICES, BUSINESS AND OTHER INSURANCE SERVICES OR LEGAL INFORMATION, BUT YOU ACKNOWLEDGE AND AGREE THAT NEITHER WE, NOR ANY OF OUR PARTNERS OR THIRD-PARTY SERVICE PROVIDERS ARE PROVIDING ANY TAX, LEGAL, ACCOUNTING, BUSINESS OR OTHER ADVICE TO YOU, AND YOU AGREE AND ACKNOWLEDGE THAT YOU ARE NOT ENTITLED TO RELY UPON ANY SUCH INFORMATION YOU RECEIVE FROM US OR OUR PARTNERS OR THIRD-PARTY SERVICE PROVIDERS, WHETHER VIA OUR WEBSITE, THE SERVICE OR ANY COMMUNICATIONS WITH US, OR ANY SOCIAL MEDIA OR OTHER INTERNET POSTS. YOU AGREE THAT YOU WILL CONSULT APPLICABLE OUTSIDE PROFESSIONALS WITH REGARD TO ANY TAX, ACCOUNTING, LEGAL OR BUSINESS ADVICE.
LIMITATIONS OF LIABILITY
IN NO EVENT SHALL WE, OUR OFFICERS, DIRECTORS, AFFILIATES, PARTNERS, PARENT COMPANIES, EMPLOYEES AND/OR AGENTS BE LIABLE FOR ANY DAMAGES WHATSOEVER, UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, INCLUDING WITHOUT LIMITATION, DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, GENERAL, SPECIAL OR CONSEQUENTIAL DAMAGES, ARISING OUT OF OR RELATING TO (1) THIS AGREEMENT, OR THE USE OF, CONTENT IN, DELAY OR INABILITY TO USE, OR OTHERWISE ARISING IN CONNECTION WITH THIS SERVICE, (2) THE CONDUCT OF A USER OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE SERVICE, INCLUDING WITHOUT LIMITATION, BODILY INJURY, EMOTIONAL DISTRESS, AND/OR ANY OTHER DAMAGES, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES. WE ARE NOT LIABLE FOR ANY LOST DATA RESULTING FROM THE OPERATION OF THE SERVICE OR THE ENFORCEMENT OF THE TERMS. WE EXPRESSLY DISCLAIM ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD-PARTY PROVIDERS, THIRD-PARTY USERS, CONSUMER USERS, ADVERTISERS AND/OR SPONSORS ON THE SERVICE, IN CONNECTION WITH THE SERVICE OR OTHERWISE RELATED TO YOUR USE OF THE SERVICE. BY USING THE SERVICE, YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL INTERACTIONS WITH OTHER USERS OF THE SERVICE. IN NO EVENT WILL ETAPRISE’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR STRICT LIABILITY, EVEN IF FORESEEABLE, EXCEED THE SUM OF ALL FEES PAID BY YOU TO ETAPRISE IN THE PREVIOUS SIX (6) MONTHS. TO THE EXTENT YOUR STATE DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
SECURITY
We have implemented technical and organizational measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration or disclosure. However, we cannot guarantee that unauthorized third parties will not be able to defeat those measures or use your personal information for improper purposes. You acknowledge that you provide such information at your own risk, and that we have no liability to you or any third parties due to any unauthorized access to your Etaprise account.
Blocking of IP Addresses and UDIDs
In order to protect the integrity of the Service, we reserve the right, at any time, in our sole discretion, to block Users from certain IP addresses and UDIDs from accessing the Service.
TERMINATION OF ACCOUNT
This Agreement will remain in full force and effect while you use the Service and if applicable, after termination of such use. Some provisions of this Agreement survive termination. Unless otherwise explicitly agreed to, you may terminate your account at any time, for any reason. To cancel an account, please send an email to cancellations@etaprise.com. If you terminate your account, your account will be disabled within 14 days, however, you shall not receive any refund of any fees, including but not limited to subscription fees, unless explicitly stated otherwise herein. We may terminate your account or this Agreement at any time, with or without cause, by sending notice to you at the email address you provide in your account registration, or such other email address as you may later provide to us. All decisions regarding the termination of accounts shall be made in our sole discretion. We are not required to provide you notice prior to terminating your account. We are not required, and may be prohibited, from disclosing a reason for the termination of your account. The provisions of these Terms of Service shall survive and continue to apply after our relationship expires or has been terminated for any reason, except where otherwise required by the context. If you are due a refund for canceling your paid account, a refund will generally be issued to you within 14 days of request to cancel. Upon termination of your account, we may retain your information, including Service Data, but we have no obligation to do so.
JURISDICTION AND CHOICE OF LAW
This Agreement is governed by and construed in accordance with the laws of the State of California without giving effect to any choice or conflict of law provision or rule. If there is any legal suit, action, proceeding or other dispute arising out of this Agreement or the use of the Service, by using the Service you expressly agree that any such dispute shall be governed by the laws of the State of California, without regard to its conflict of law provisions. You further agree that any dispute that is not required or eligible to be submitted to arbitration, as described below, shall be resolved in the state and federal courts located in California, and you agree to sole and exclusive jurisdiction in California.
INDEMNIFICATION
You agree to indemnify, defend and hold harmless Etaprise, its parents, subsidiaries, affiliates, officers, agents, partners and employees, from and against any loss, liability, claim, demand or suit, including reasonable attorney’s fees, resulting from or arising out of (a) any of your acts or omissions, (b) any violation or breach by you of this Agreement, (c) claims from your employees or customers, or (d) any claim that your Domain Name or any of the Materials, or your use of the Service or any Third-Party Services, violates any law or regulation or any right of any third party, including any right of privacy, or infringes upon any intellectual property rights of any third party.
NO THIRD-PARTY BENEFICIARIES
Except as otherwise set forth expressly herein, nothing contained in this Agreement, express or implied, is intended to confer upon any person or entity, other than Etaprise and the users, any benefit, right or remedy.
RELATIONSHIP OF THE PARTIES
Etaprise and Customers are separate and independent entities, and the employee of one of those entities is not an employee of the other entity. We are not an agent of the customer and vice versa. In no event will Etaprise be considered a general contractor, construction manager, project manager, joint employer, joint venturer, or partner of Pros or any of its affiliates or their respective personnel.
ENTIRE AGREEMENT
These Terms of Service constitute the entire agreement between you and Etaprise and supersede all oral and written negotiations, communications, or representations of the parties, whether verbal or in writing, with respect to the subject matter hereof, except as may provided in a written agreement signed by you and an authorized officer of Etaprise. These Terms of Service may not be modified or amended other than by an agreement signed by both parties. No employee, agent, or other representative of Etaprise has any authority to bind Etaprise with respect to any statement, representation, warranty, or other expression unless the same is specifically set forth in these Terms of Service.
MISCELLANEOUS
If any provision of this Agreement is found to be unlawful or unenforceable, then that provision will be deemed severable from this Agreement and will not affect the enforceability of any other provisions. The failure by Etaprise to enforce any right or provision of this Agreement will not prevent Etaprise from enforcing such right or provision in the future. No delay, failure or default, other than a failure to pay fees when due, will constitute a breach of this Agreement to the extent caused by an acts of war; terrorism, hurricanes, earthquakes and other acts of God or of nature, fire or flood; strike or labor unrest; degradation of telecommunications service; degradation of computer services not under the direct control of such party; or other causes beyond the performing party’s reasonable control. Etaprise may assign its rights and obligations under this Agreement, including in connection with a merger, acquisition, sale of assets or equity, any other business combination or restructuring, or by operation of law. Users may not assign rights and obligations under this Agreement, including in connection with a merger, acquisition, sale of assets or equity, or by operation of law, without Etaprise’ s prior written consent. Etaprise may send notices pursuant to this Agreement to User’s email and phone number contact points provided by User, and such notices will be deemed received at the time they are sent. It is the User’s obligation to keep User’s contact information up to date. Users may send notice pursuant to this Agreement to the email address below.
Any and all dollar amounts in this Agreement refer to U.S. dollars.
Contact Information
If you have questions or comments about the Service or this Agreement, please contact us at termsofservice@etaprise.com.
