Terms And Conditions
Last Updated: 15-Nov-2022
Thank you for using the Torque360 platform. We are fully dedicated to providing you with services based on our website (the “Website”) and service management Software (the “Software”) that will allow you to manage schedules, create invoices, confirm approvals, manage part orders and accept debit/credit card payments on the go. These Terms & Conditions (“Terms”) govern your use of the services provided on our Software and which is remotely accessible through our Website, and includes all the text, data, information, software, graphics, and more (collectively the “Service”), and are entered into by you and Torque360 Inc. and/or its Affiliates (collectively “Torque360”, “Provider”, “we” or “us”). By continuing to browse and use the Website and/or the Software, you agree to comply with and be bound by the following Terms, which govern Torque360’s relationship with you in relation to the Terms. The term ‘you’ refers to the user or viewer of our Website, Software, and/or Service.
Acceptance and Variation of Terms
Using our Service through this Website and/or the Software or accessing any part of the Service means you assent to these Terms. We reserve the right to make changes to these Terms at any time without prior notice. You agree to check these Terms periodically for changes. Your use of Torque360’s Service following the posting of changes to these terms and conditions will mean that you accept those changes. IF AT ANY TIME YOU DO NOT ACCEPT ALL THESE TERMS AND CONDITIONS, YOU MUST IMMEDIATELY DISCONTINUE ACCESSING OR USING THE SERVICE.
Additional terms presented in conjunction with certain programs or features offered by the Service, and certain areas within these and/or other Services (“Additional Terms”), may govern these programs, features or areas. You must agree to those Additional Terms before using those programs, features or areas. The Additional Terms and this Agreement, taken together, apply to your use of those programs, features or areas. If there is an inconsistency between the Additional Terms and this Agreement, the Additional Terms shall control.
You also acknowledge and agree that, unless expressly provided otherwise in these Terms or a separate agreement between you and Torque360, Torque360 does not form any employment or agency relationship with you.
In all activities undertaken pursuant to this Term, you covenant and agree that you will in all material respects comply with such Federal, state and local laws and statutes as may be in effect at the time of performance and all valid rules, regulations and orders thereof regulating such activities.
You agree to indemnify, defend and hold harmless Torque360, its officers, directors, employees, agents, licensors, suppliers and any third party information providers to the Service from and against all losses, expenses, damages and costs, including reasonable attorneys’ fees, resulting from any violation of these Terms (including negligent or wrongful conduct) by you or any other person accessing the Service.
BY ACCESSING OR USING THE SERVICE, YOU REPRESENT AND WARRANT THAT: (A) YOU ARE EITHER AT OR ABOVE THE LEGAL AGE OF MAJORITY IN YOUR JURISDICTION OF RESIDENCE; (B) YOU OWN OR HAVE SUFFICIENT AUTHORIZATION TO USE THE COMPUTER, MOBILE DEVICE, TECHNOLOGY OR OTHER DEVICE YOU USE TO ACCESS THE SERVICES; AND (C) YOU WILL ACCESS AND USE THE SERVICE IN ACCORDANCE WITH THESE TERMS.
IF YOU ARE USING THE SERVICE ON BEHALF OF AN ORGANIZATION OR ENTITY (“ORGANIZATION”), THEN YOU AGREE TO THESE TERMS ON BEHALF OF THAT ORGANIZATION, AND YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO BIND THE ORGANIZATION TO THESE TERMS. IN THAT CASE, “YOU” AND “YOUR” REFERS TO YOU AND THE ORGANIZATION.
SERVICE IS PROVIDED ON AN “AS IS” AND “WHERE-IS” BASIS, AND TORQUE360 MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES, OF ANY KIND RELATED TO THE SERVICE AND THE MATERIALS CONTAINED THEREIN. ADDITIONALLY, NOTHING CONTAINED ON THE WEBSITE AND THE SOFTWARE SHALL BE CONSTRUED AS PROVIDING PROFESSIONAL GUIDANCE OR ADVICE TO YOU. WE DO NOT WARRANT THAT THE SERVICE WILL BE ERROR-FREE OR UNINTERRUPTED.
Any time estimate for completion of the Service which may be given to you is an estimate only and does not form any obligation under the Terms. Your continued use of the Service constitutes your agreement to all such terms, conditions, and notices, and any changes to the Terms.
Disclosure To Law Enforcement
Torque360 may disclose any customer information to law enforcement agencies without further consent or notification to the customer upon lawful request from such agencies. We will cooperate fully with law enforcement agencies.
Subject to the Terms, Torque360 grants you a limited, non-transferable right to use our Service to manage your business operations for the Term unless terminated, provided that you may not use our Service in a resale capacity or process third party data. Torque360 has all rights, title and interest in the Service and any materials supplied to you by us.
These Terms do not permit or entitle you to obtain and use software upgrades (“Upgrades”). You may request to purchase an Upgrade to an existing subscription by submitting a separate order for our approval (such approval not to be unreasonably withheld).
Intellectual Property Rights
Other than the content you own, under these Terms, Torque360 owns all rights to the intellectual property and material contained in the Service, including on this Website, and all such rights are reserved. You are granted a limited license only, subject to the restrictions provided in these Terms, for purposes of viewing the material contained on this Website and using the Service. Except as otherwise expressly provided in these Terms, you may not copy, distribute, transmit, display, perform, reproduce, publish, license, modify, rewrite, create derivative works from, transfer, or sell any material contained on the website without the prior consent of Torque360.
You are expressly restricted to do any of the following:
- Sell or resell, transfer, distribute or otherwise exploit or give access to any third party to our Service except as permitted under the Terms to develop your own business;
- Modify or make derivatives based upon our Service;
- Create “links” to our Service or “frame” or “mirror” any portion of our Service on any other server or wireless or Internet-based device;
- Or Access our Service in order to
(a) Build a competitive product,
(b) Build a product or service using similar functionality, ideas or graphics incorporated in our service, or
(c) Copy any functionality, ideas or graphics represented by or incorporated in our Service.
Torque360 will provide and operate the cloud-based servers including our application functionality available to you as provided in these Terms.
Subject to the Terms, Torque360 will use reasonable efforts to provide our Service for 24/7. You agree that from time to time our Service may be inaccessible or not possible to use for different reasons, like periodic maintenance procedures or upgrades, service malfunctions and reasons beyond our control or which are anticipated by us, that might include the interruption or failure of telecommunications or digital transmission links, hostile network attacks or network jamming or any other failures. Torque360 will make reasonable efforts to reduce any disturbance, inaccessibility or inoperability of our Service in connection with these downtimes. Torque360 will not be responsible for any damages or costs incurred, lost profits, if any, that may be incurred due to downtime.
Terms And Termination
Your browsing and use of the Website, the Software and/or the Service will commence the Term and shall continue until it is terminated by either party for breach of its terms. For violations of the Terms, Torque360 has the authority to terminate your access to our Service. Any violation of your payment obligations or unauthorized use of our service will adjudge to be a material breach of the Terms. We may terminate your account or use of our Service if you breach or otherwise fail to meet the terms within these Terms. You may terminate a subscription of our Service at any time; however, you must pay all amounts due and owing before the termination is effective. Please refer to our ‘Payment and Refund Policy’ above.
Deletion Of Your Information
Your personal information, as well as any User Content you make available to us, belongs to you. If you wish to delete your information from our system, all you need to do is just contact us. We will confirm your request (to verify that it’s really you) and we will delete your information as promptly as possible. Once your requested information is deleted, we will notify you.
Third-Party Services And Content
Should you have any queries or comments, please don’t hesitate to drop us an email at [email protected] or contact us at +1 (917) 920-6645.
If any provision of these Terms is found to be unenforceable or invalid under any applicable law, such unenforceability or invalidity shall not render these Terms unenforceable or invalid as a whole, and such provisions shall be deleted without affecting the remaining provisions herein.
Torque360 shall be permitted to assign, transfer, and subcontract its rights and/or obligations under these Terms without any notification or consent required. However, you shall not be permitted to assign, transfer, or subcontract any of your rights and/or obligations under these Terms.
These Terms, including any legal notices and disclaimers contained on this Website, constitute the entire agreement between Torque360 and you in relation to your use of this Website and supersede all prior agreements and understandings with respect to the same.
Governing Law & Jurisdiction
These Terms will be governed by and construed in accordance with the laws of the State of Delaware, United States of America and you submit to the non-exclusive jurisdiction of the state and federal courts located in Delaware for the resolution of any disputes.
YOU MUST FIRST GIVE TORQUE360 AN OPPORTUNITY TO RESOLVE THE DISPUTE IN QUESTION which is first done by emailing us the following information: (1) Your name, (2) Your address, (3) A written description of your claim, and (4) A description of the specific relief you seek. If Torque360 does not resolve the dispute within 45 days after receiving your notification, then you may pursue your dispute as per governing law & jurisdiction, as enumerated above.
Torque360 reserves the right to cancel customer accounts at any time with or without notice. Providing false or invalid account information may result in the termination of your account.
If you would like to cancel your Torque360 account, please reach out to us via email ([email protected]) and we will help you through the process. We will confirm the cancellation of your subscription within 3 business days after receipt of your cancellation request. You should inform us 48 hours prior to cancellation of your count so avoid accidental subscription charges. Torque360 is not responsible for any charges incurred due to negligence of the customer.
We do not offer any refunds for our monthly subscriptions.
When paying annually, we do not offer refunds on annual plans.
Torque360 customers agree to supply appropriate payment for the Service received, in advance of the time period during which such services are provided.
Changes Site Content And Service
Torque360 reserves the right to revise its Service and Website content at any time without notice.
You agree to pay Torque360 fees specified in the plan corresponding to the service level to which you have subscribed through the Service. Torque360 reserves the right to charge fee(s) for the use of the Services at any time in the future, and Torque360 may notify you of such fee(s). Your access to or use of any particular Service does not entitle you to further access or use of such Service without additional charge(s) in the future. We may change the fee for any Service used or unused from time to time and will notify you of such change. By being enrolled and/or registered to use the Service after the fee change takes effect, you accept the new fee.
Torque360’s liability in respect of any single cause of action arising out of or in connection with the Service (whether for breach of contract, tort, including negligence, statute or otherwise at all) shall be limited, to the extent that the cause of action related to our supply of the Service, at our option to (a) supplying the Service again; (b) payment of the cost of having the Service supplied again; or (c) repaying to you any amount that you have paid in respect of the Service.
Torque360 shall not be liable for any claim arising under the Service unless you give Torque360 written notice of any claim within a month of becoming aware of the circumstances giving rise to the claim or if earlier, one month from the time you ought reasonably to have become aware of such circumstances.
Any data or information that you may have stored on the Software or the Website shall remain your sole responsibility and we accept no liability for loss or corruption of such data howsoever caused. It is your responsibility to keep a record of any such data.
In no circumstance shall Torque360 be liable to you for any indirect, special or consequential loss arising out of or in connection with the Service and the Terms, including any loss of business, revenue, profits, anticipated savings, goodwill or any other indirect or consequential loss or damage howsoever arising.
All representations, conditions and warranties, whether express or implied (by statute or otherwise) as related to in the Terms are excluded to the fullest extent permitted by law.
Torque360 shall not be liable to you for any delay in or failure of performance of our obligations for the Service and the Terms arising from any reason beyond Torque360’s reasonable control. Torque360’s failure to exercise or enforce its rights or the giving of any forbearance, delay or indulgence, will not be construed as a waiver of such rights.