Sustainment Technologies Inc. General Terms of Use Agreement
For purposes of this agreement, “Sustainment” shall mean Sustainment Technologies, Inc. and its affiliates, and their officers, members, and employees. The “Site” shall mean the website of Sustainment located at www.sustainment.com, and other select domains operated by Sustainment including, without limitation, the “CompanyWeek” website and related US Manufacturing Report Newsletter. Sustainment is a software company that develops products that help manufacturers find new supply chain relationships and get work done together more efficiently, and it also operates a large market network to reinforce relationships and supplier discovery (together with the Site, the “Services”). If you wish to use our paid SaaS and professional services, including Sustainment SRM Software, Sustainment Supplier Sourcing AI, Sustainment Market Network, you shall also enter into a separate Saas Services Agreement and/or Professional Services Agreement, as applicable with the Company.
This General Terms of Use Agreement (the “Agreement”) describes your rights and responsibilities and states the terms and conditions under which you may use the Site. Please read this document carefully. The term “you” as used herein refers to all individuals and/or entities accessing the Site for any reason. By continuing to use the Site, you are indicating your acceptance to be bound by the terms and conditions of this Agreement between you and Sustainment Technologies. If you do not accept the terms and conditions stated here, Sustainment is not willing to allow you to use the Site and you should immediately stop using the Site.
You must be at least 18 years of age to use the Site. If you are not at least 18 years old, you should immediately stop using the Site.
PLEASE NOTE: THIS AGREEMENT GOVERNS HOW DISPUTES BETWEEN YOU AND SUSTAINMENT CAN BE RESOLVED. IT CONTAINS A BINDING AND FINAL ARBITRATION PROVISION AND CLASS ACTION WAIVER. PLEASE READ CAREFULLY AS IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING, IF APPLICABLE, YOUR RIGHT TO OPT OUT OF ARBITRATION.
Modification of Terms of Use
It is your responsibility to review this Agreement periodically. Sustainment reserves the right to modify this Agreement from time to time without notice and in its sole discretion at any time by updating this web page, and the latest version will be posted on the Site with the “Last revised” date reflecting the date of the latest version. It is your sole responsibility to check the Site from time to time to view any such changes in this Agreement. Your continued use of the Site after any modifications by Sustainment shall constitute your acceptance of such modifications and will signify your agreement to the updated Agreement. Any changes to this Agreement (other than as set forth in this paragraph) or waiver of Sustainment’s rights hereunder shall not be valid or effective except in a written agreement bearing the physical signature of an officer of Sustainment. No purported waiver or modification of this Agreement by Sustainment via telephonic or email communications shall be valid.
Scope of Use
The information, data and other content (the “Information”) provided on the Site is provided by Sustainment Technologies and its third party information providers (“Information Providers”) is for general informational purposes only and may not be redistributed by you except as expressly provided herein.
When using the Services, you may provide, upload, publish, or make otherwise available to the Services and our users or for use with AI Functions data, information, materials or content regarding you, your company, capabilities, products, services, offerings, or procurement requirements (“Your Content”) including, without limitation, when listing your business, capabilities or offerings on the Site for access, use and evaluation by potential clients, customers or buyers (collectively, “Buyers”), or for access, use or evaluation by potential vendors or suppliers (collectively, “Suppliers”), or for access, use or evaluation on behalf of vendors, suppliers, industry or trade support organizations, or other industry or trade associations. When providing Your Content, you represent and warrant that Your Content is accurate, current, correct, complete and not otherwise misleading.
You are solely responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness of Your Content, including compliance with applicable laws and this Agreement. You hereby represent and warrant to Sustainment that Your Content (i) will not be false, inaccurate, incomplete or misleading; (ii) will not infringe on any third party’s copyright, patent, trademark, trade secret or other proprietary right or rights of publicity, personality or privacy; (iii) will not violate any law, statute, ordinance, or regulation (including without limitation those governing export control, consumer protection, unfair competition, anti-discrimination, false advertising, anti-spam or privacy); (iv) will not be defamatory, libelous, unlawfully threatening, or unlawfully harassing; (v) will not be obscene or contain pornography (including but not limited to child pornography) or be harmful to minors; (vi) will not contain any viruses, Trojan Horses, worms, time bombs, cancelbots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; (vii) will not represent you being employed or directly engaged by or affiliated with Sustainment or purport you to act as a representative or agent of Sustainment; and (viii) will not create liability for Sustainment or cause Sustainment to lose (in whole or in part) the services of its ISPs or other suppliers, To the extent that any Your Content contains personal data of any individuals, you are responsible for making sure that that you have the appropriate permission and legal basis for us to collect and process information about those individuals. Sustainment makes no representation or warranty regarding any information, data, or content provided to or displayed on the Site by or for any Buyer, Supplier, or other users of the Site.
Sustainment reserves the right to modify the Site from time to time without notice and in its sole discretion at any time. You agree to use the Site and the Information provided thereon only for your own personal use or for your internal business purposes in evaluating potential Buyers or Suppliers for the purpose of engaging in business transactions as contemplated by the Site. Except for such limited purpose, you agree not to reproduce, retransmit, disseminate, license, sell, distribute, display, disclose, republish, broadcast, post, circulate, commercially exploit or otherwise make the Information on the Site available to any third party in any manner without the express written consent of Sustainment, nor to use the Information available on the Site for any unlawful purpose.
You may not attempt to gain unauthorized access to any portion or feature, or probe, scan or test the vulnerability of the Site or any network connected to the Site, nor breach the security or authentication measures on the Site or any network connected to the Site, or any other systems or networks connected to the Site or to any Sustainment server, or to any of the services offered on or through the Site, by hacking, password “mining” or any other illegitimate means.
When using the Site, you agree at all times to comply with Our Community Guidelines (“Our Community Guidelines”), published here: https://sustainment.com/community-guidelines/.
Representations and Warranties
You represent and warrant that: (i) you are 18 years of age or older or are at least of the legally required age in the jurisdiction in which you reside, and are otherwise capable of entering into binding contracts, and (ii) you have the right, authority and capacity to enter into this Agreement and to abide by the terms and conditions of this Agreement, and that you will so abide. Where you enter into this Agreement on behalf of a company or other organization, you represent and warrant that you have authority to act on behalf of that entity and to bind that entity to this Agreement.
You further represent and warrant that (i) you have read, understand, and agree to be bound by these Terms of Use, the Privacy Policy and Our Community Guidelines in order to access and use the Site, (ii) you will act professionally and responsibly in your interactions with other users, and (iii) when using or accessing the Site, you will act in accordance with any applicable local, state, or federal law or custom and in good faith.
You agree not to engage in any of the following prohibited activities, among others: (i) copying, distributing, or disclosing any part of the Site in any medium other than as allowed by the Site and these Terms of Use; (ii) using any automated system (other than any functionalities of the Site), including without limitation “robots,” “spiders,” “offline readers,” etc., to access the Site; (iii) transmitting spam, chain letters, or other unsolicited email or attempting to phish, pharm, pretext, spider, crawl, or scrape; (iv) attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Site; (v) violating any international, federal, provincial or state regulations, rules, laws, or local ordinances; (vi) conducting any unlawful purposes or soliciting others to perform or participate in any unlawful acts; (vii) uploading invalid data, viruses, worms, or other software agents through the Site; (viii) infringing upon or violate our intellectual property rights or the intellectual property rights of others; (ix) impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity; (x) harassing, insulting, harming, abusing, defaming, abusing, harassing, stalking, threatening, intimidating or otherwise violating the legal rights (such as of privacy and publicity) of any other users or visitors of the Site or staff member of Sustainment; (xi) interfering with or any activity that threatens the performance, security or proper functioning of the Site; (xii) uploading or transmitting viruses or any other type of malicious code; (xiii) attempting to decipher, decompile, disassemble or reverse engineer any of the software or algorithms used to provide the Site; (xiv) bypassing the security features or measures we may use to prevent or restrict access to the Site, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the Site or the content therein; (xv) attempting to access unauthorized Accounts or to collect or track the personal information of others; (xvi) using the Site for any purpose or in any manner that infringes the rights of any third party; or (xvii) encouraging or enabling any other individual to do any of the foregoing.
You hereby warrant and represent that, other than as fully and promptly disclosed to Sustainment as set forth below, you do not have any motivation, status, or interest which Sustainment may reasonably wish to know about in connection with the Site, including without limitation, if you are using or will or intend to use the Site for any journalistic, investigative, or unlawful purpose. You hereby warrant and represent that you will promptly disclose to Sustainment in writing any such motivation, status or interest, whether existing prior to registration or as arises during your use of the Site.
You may not attempt to reverse compile, decompile, decode, decrypt, disassemble, reverse engineer, or otherwise reduce to human-perceivable form any of the Site, except as may be allowed by applicable, which is incapable of exclusion by agreement between us.
You may not use the Site in any way which would be unlawful, objectionable, harmful, threatening, defamatory, obscene, infringing, harassing or offensive, including, but not limited to:
a. breaching any applicable law;
b. infringing any person’s rights in intellectual property or other legal rights;
c. giving rise to any cause of action against Sustainment, you or any third party.
Additional Representations and Warranties for Suppliers
By registering or using the Site to offer, post, or provide services, as a Supplier, you represent and warrant that you, and your employees and subcontractor, agents, assistants, or other personnel engaged by you who may perform work for you, are properly and fully qualified and experienced, and licensed, certified, bonded, and insured, as required by applicable laws or regulations to which you may be subject in the jurisdiction(s) in which you offer your services and in relation to the specific job you are performing.
Additional Representations and Warranties for Buyers
By registering or using the Site to offer, post, or provide services, as a Buyer, you represent and warrant while you may be introduced to Suppliers by Company as part of the Services or otherwise through the Services, including on the Site, the decision to contract with such Suppliers, and any liability associated with the entering into and management of such relationship, rests solely with Customer.
Account, Password, and Security
You must register and create an account to use the Site (an “Account”) and as part of that process you will be requested to provide certain information, including without limitation your name, full address, phone number and email address. By using the Site, you agree to provide true, accurate, current and complete information as prompted by the registration process and to maintain and promptly update the Account information to keep it accurate, current and complete. You are the sole authorized user of your Account. You are responsible for maintaining the confidentiality of any log-in, password, and Account number provided by you or given to you by Sustainment for accessing the Site. You are solely and fully responsible for all activities that occur under your password or Account, even if not authorized by you. Sustainment has no control over the use of any user’s Account and expressly disclaims any liability derived therefrom. Should you suspect that any unauthorized party may be using your password or Account or you suspect any other breach of security, you agree to contact Sustainment immediately.
The person signing up for the Site will be the contracting party (“Account Owner”) for the purposes of this Agreement and will be the person who is authorized to use any corresponding Account we provide to the Account Owner in connection with the Site; provided, however, that if you are signing up for the Site on behalf of your employer, your employer shall be the Account Owner. As the Account Owner, you are solely responsible for complying with this Agreement and only you are entitled to all benefits accruing thereto. Your Account is not transferable to any other person or account. You must immediately notify Sustainment of any unauthorized use of your password or identification or any other breach or threatened breach of our security or the security of your Account.
Purchases; Other Terms and Conditions
Payment and any other expenses may be paid through the third party payment processing system (the “PSP”) as indicated on the Site. You may be required to register with the PSP, agree to terms of service of the PSP, provide your payment details to the PSP and go through a vetting process at the request of the PSP to set up an account with the PSP (the “PSP Services Agreement”). By accepting this Agreement, you agree that you have downloaded or printed, and reviewed and agreed to, the PSP Services Agreement. Please note that Sustainment is not a party to the PSP Services Agreement and that you, the PSP and any other parties listed in the PSP Services Agreement are the parties to the PSP Services Agreement and that Sustainment has no obligations, responsibility or liability to any user or any other party under the PSP Services Agreement.
Additional terms and conditions may apply to purchases of services and to specific portions or features of the Site, all of which terms are made a part of this Agreement by this reference. You agree to abide by such other terms and conditions including, where applicable, representing that you are of sufficient legal age to use or participate in such service or feature. If there is a conflict between this Agreement and the terms posted for or applicable to a specific portion of the Site or for any service offered on or through the Site, the latter terms shall control with respect to your use of that portion of the Site or the specific service.
AI Features Your Content
“AI Functions” are features and capabilities offered as part of the Services that utilize artificial intelligence, machine learning or similar technologies developed by Sustainment and/or its third-party technology providers, including LLMs (collectively, the “AI Providers”). Sustainment and/or its licensors exclusively own all right, title, and interest in and to the Al Functions, including all associated Intellectual Property Rights (as defined below).
YOU UNDERSTAND AND AGREE THAT THE OUTPUT GENERATED BY THE SERVICES MAY BE SIMILAR OR IDENTICAL TO THE OUTPUT GENERATED BY THE SERVICES FOR OTHER USERS. FURTHERMORE, WE MAKE NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE ACCURACY OF THE OUTPUT, AND YOU SHOULD NOT RELY ON ANY OUTPUT INCLUDING, WITHOUT LIMITATION, OUTPUT THAT PURPORTS TO PROVIDE LEGAL, MEDICAL OR FINANCIAL ADVICE, WITHOUT INDEPENDENTLY CONFIRMING THEIR ACCURACY.
When you provide Your Content for use with Al Functions, you will receive output generated and returned by the Al Functions ("Output," and together with Your Content, "AI Content").
You hereby authorize Sustainment and its AI Providers to process your Your Content to provide you with the Al Functions. You acknowledge and agree that Sustainment (i) Is not involved in the creation or development of Your Content; (ii) disclaims any responsibility for the contents of Your Content, including any personal data included in Your Content; (iii) shall not be liable for claims arising out of or relating to AI Content; and (iv) is not obligated to monitor, review, or remove AI Content, but reserves the right to limit or remove AI Content on the Services at its sole discretion.
Copyright and Intellectual Property Right Ownership
All text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork and computer code, excluding AI Content, (collectively, “Our Content”), including but not limited to the design, structure, selection, coordination, expression, “look and feel” and arrangement of Our Content, contained on the Site is owned, controlled or licensed by or to Sustainment or its affiliates or Information Providers, and is protected by trade dress, copyright, patent and trademark laws, and various other intellectual property rights and unfair competition laws.
Notwithstanding the licenses granted in the terms of use, any technical data or proprietary information submitted through secure portals will be used and shared by Sustainment solely in the manner described, and for the purposes of providing the Services and capabilities contemplated, on the Site. We do not claim any ownership rights in any such Your Content, including any technical data you provide, and nothing in this Agreement will be deemed to restrict any rights that you may have to use and exploit any such Your Content.
Whether as a Buyer or Supplier, or other Site user, you grant Sustainment a perpetual, non-exclusive, worldwide, royalty-free and fully paid license to use, process, modify, enhance, display, distribute and publish Your Content both on the Site and in connection with the Site, the Services, and the operation of the Site including, without limitation, to provide, in connection with our Services Your Content and other information to potential Buyers or Suppliers and other Site Users including, without limitation, those that that may be interested in using or procuring your products, services, capabilities or offerings. You also acknowledge and agree that Sustainment may aggregate and anonymize Your Content to improve its services and develop new offerings, and You hereby assign all right, title and interest in and to such aggregated and anonymized data and information.
As a Buyer, you grant each potential Supplier and other Site users a perpetual, non-exclusive, worldwide, royalty-free and fully paid license to use, process, and distribute Your Content in connection with evaluating you as a Buyer and engaging in transactions.
As a Supplier, you grant each potential Buyer and other Site users a perpetual, non-exclusive, worldwide, royalty-free and fully paid license to use, process, and distribute Your Content in connection with evaluating you as a Supplier and engaging in transactions.
You agree that, other than the right to access the Site and view the Information contained on the Site under the terms and conditions set forth herein, you acquire no ownership, title, right or interest of any kind in or to the Site or any portion of any Information on the Site, and that all title, right and interest therein and thereto remains with Sustainment (and its Information Providers, as may be applicable).
Except as expressly provided in this Agreement, no part of the Site and none of Our Content may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted or distributed in any way (including “mirroring”) to any other computer, server, Web site or other medium for publication or distribution or for any commercial enterprise, without Sustainment's express prior written consent.
Additionally, you may choose to or we may invite you to submit comments, ideas, or feedback about the Services, including without limitation about how to improve our services or our products (“Feedback”). By submitting any Feedback, you agree that your disclosure is gratuitous, unsolicited, and without restriction and will not place Sustainment under any fiduciary or other obligation, and that we are free to use the Feedback without any additional compensation to you, and/or to disclose the Feedback on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, Sustainment does not waive any rights to use similar or related Feedback previously known to Sustainment, developed by its employees, or obtained from sources other than you. You acknowledge that all email and other correspondence that you submit to us shall become our sole and exclusive property.
Disclaimer of Warranties
EVERYTHING ON THE SITE IS PROVIDED “AS IS” WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND (WHETHER EXPRESS OR IMPLIED). TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, SUSTAINMENT AND ITS RESPECTIVE OFFICERS, MEMBERS, OFFICERS, EMPLOYEES, INFORMATION PROVIDERS, SUPPLIERS, AND AGENTS (COLLECTIVELY, THE “SUSTAINMENT PARTIES”) HEREBY DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ALL IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE, AND ALL REPRESENTATIONS AND WARRANTIES (1) RELATING TO THE ADEQUACY, TIMELINESS, ACCURACY OR COMPLETENESS OF ANY INFORMATION ON THE SITE OR THE CONTENT OF ANY SITES LINKED TO THE SITE, (2) THAT YOUR USE OF THE SITE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, (3) THAT DEFECTS WILL BE CORRECTED, (4) THAT THE SITE OR THE SERVERS ON WHICH THE SITE IS HOSTED ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF, OR RELIANCE ON, THE SITE AND ANY INFORMATION PROVIDED ON THE SITE. INFORMATION CONTAINED ON THE SITE IS SUBJECT TO CHANGE AT ANY TIME WITHOUT NOTICE, OR (5) REGARDING THE DECISION MADE BY YOU TO CONTRACT WITH ANY SUPPLIERS OR BUYERS, AS WELL AS ANY LIABILITY ASSOCIATED WITH THE ENTERING INTO AND MANAGEMENT OF SUCH RELATIONSHIP WITH SUCH SUPPLIERS AND BUYERS. SUSTAINMENT ASSUMES NO LIABILITY OR RESPONSIBILITY IN CONTRACT, WARRANTY OR IN TORT FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SITE, (III) ANY ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, AND (IV) EVENTS BEYOND OUR REASONABLE CONTROL.
Copyright Complaints and Copyright Agent
Sustainment respects the intellectual property of others, and expects users to do the same. If you believe, in good faith, that any materials provided on or in connection with the Services infringe upon your copyright or other intellectual property right, please send the following information to Sustainment’s Copyright Agent:
- A description of the copyrighted work that you claim has been infringed, including the URL (Internet address) or other specific location on the Services where the material you claim is infringed is located. Include enough information to allow Sustainment to locate the material, and explain why you think an infringement has taken place;
- A description of the location where the original or an authorized copy of the copyrighted work exists -- for example, the URL (Internet address) where it is posted or the name of the book in which it has been published;
- Your address, telephone number, and e-mail address;
- A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
- A statement by you, made under penalty of perjury, that the information in your notice is accurate, and that you are the copyright owner or authorized to act on the copyright owner’s behalf; and
- An electronic or physical signature of the owner of the copyright or the person authorized to act on behalf of the owner of the copyright interest.
Sustainment’s Copyright Agent can be reached as follows:
Sustainment Technologies, Inc.
4425 Falconhead Blvd.
Building E, Suite 100
Austin, TX 78738
Disclaimer of Damages and Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NO SUSTAINMENT PARTY SHALL BE RESPONSIBLE OR LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE OR OTHER LOSSES OR DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF BUSINESS, USE, DATA OR OTHER INTANGIBLE DAMAGES, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), UNDER ANY CONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE AND STRICT LIABILITY) OR OTHER LEGAL THEORY, HOWSOEVER CAUSED, ARISING OUT OF OR RELATING IN ANY WAY TO THE SITE AND/OR ANY INFORMATION CONTAINED ON THE SITE, OR ANY ERRORS OR OMISSIONS THEREIN, OR YOUR USE OF, OR INABILITY TO USE, OR RELIANCE ON, THE SITE. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE AND/OR INFORMATION CONTAINED ON THE SITE IS TO STOP USING THE SITE. IN THE EVENT THAT THE FOREGOING DISCLAIMER OF LIABILITY IS HELD TO BE INVALID OR UNENFORCEABLE, YOU AGREE THAT THE MAXIMUM CUMULATIVE AGGREGATE LIABILITY OF THE SUSTAINMENT PARTIES TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE AND STRICT LIABILITY), OR OTHERWISE) AT ANY TIME SHALL BE THE AGGREGATE CUMULATIVE AMOUNT PAID BY YOU TO SUSTAINMENT AT SUCH TIME, IF ANY, TO ACCESS THE SITE.
Indemnity
You agree to indemnify, defend and hold harmless the Sustainment Parties from and against any liability for loss, damages, costs, awards, proceedings, claims, actions, demands, expenses (including reasonable legal fees) and inconvenience due to or arising out of (i) your breach of this Agreement (ii) your violation of any law, or the rights of any user or third party and (iii) any content submitted by you or using your Account to the Services, including, but not limited to Your Content and the extent such content may infringe on the intellectual rights of a third party or otherwise be illegal or unlawful. You also agree to indemnify the Indemnified Parties for any Liabilities resulting from your use of software robots, spiders, crawlers, or similar data gathering and extraction tools, or any other action you take that imposes an unreasonable burden or loan on our infrastructure. Sustainment reserves the right, in its own sole discretion, to assume the exclusive defense and control at its own expense of any matter otherwise subject to your indemnification. You will not, in any event, settle any claim or matter without the prior written consent of Sustainment.
Confidentiality
The term "Confidential Information" shall mean any and all of Sustainment’s trade secrets, confidential and proprietary information and all other information and data of Sustainment that is not generally known to the public or other third parties who could derive value, economic or otherwise, from its use or disclosure. Confidential Information shall be deemed to include technical, financial, strategic and other proprietary and confidential information relating to Sustainment’s business, operations and properties, including information about its users or partners, or other business information disclosed directly or indirectly in writing, orally or by drawings or observation. You acknowledge that Confidential Information is a valuable, special and unique asset of Sustainment and agree that you will not disclose, transfer, use (or seek to induce others to disclose, transfer or use) any Confidential Information for any purpose other than disclosure to your authorized agents who are bound to maintain the confidentiality of Confidential Information. You shall promptly notify Sustainment in writing of any circumstances which may constitute unauthorized disclosure, transfer, or use of Confidential Information. You shall use best efforts to protect Confidential Information from unauthorized disclosure, transfer or use.
You agree to indemnify, hold harmless and keep indemnified and held harmless, the Sustainment Parties from and against any liability for any loss, damages, costs, awards, proceedings, claims, demands, expenses (including reasonable legal fees) and inconvenience which arise as a result of your breach of this clause.
Links to Other Websites
The Site may contain links to third-party internet websites or resources. These links are provided solely as a convenience to you and not an endorsement by Sustainment of the contents of such third-party websites. Sustainment neither controls nor endorses any such other websites, nor has it reviewed or approved any content that appears on such other websites. You acknowledge and agree that Sustainment shall not be held responsible for the legality, timeliness, accuracy, completeness or appropriate nature of any information, data or other content, advertising, products, or services located on or through any other third-party websites, nor for any loss or damages caused or alleged to have been caused by your use of, inability to use, or reliance on, any such content, information or data. If you decide to access a linked website, you do so at your own risk.
The use of any website controlled, owned or operated by third parties is governed by the terms and conditions of use and privacy policies for those websites. You access such third-party websites at your own risk. Sustainment expressly disclaims any liability arising in connection with your use and/or viewing of any websites or other material associated with links that may appear on the Services. You hereby agree to hold Sustainment harmless from any liability that may result from the use of links that may appear on the Services.
As part of the functionality of the Services, you may link your Account with online accounts you may have with third-party service providers, such as Google (each such account, a “Third-Party Account”) by either: (i) providing your Third-Party Account login information through the Services; or (ii) allowing Sustainment to access your Third-Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third-Party Account. You represent that you are entitled to disclose your Third-Party Account login information to Sustainment and/or grant Sustainment access to your Third-Party Account (including, but not limited to, for use for the purposes described herein), without breach by you of any of the terms and conditions that govern your use of the applicable Third-Party Account and without obligating Sustainment to pay any fees or making Sustainment subject to any usage limitations imposed by such third-party service providers. By granting Sustainment access to any Third-Party Accounts, you understand that (1) Sustainment may access, make available and store (if applicable) any content that you have provided to and stored in your Third-Party Account (the “SNS Content”) so that it is available on and through the Services via your Account, including without limitation any friend lists, and (2) Sustainment may submit and receive additional information to your Third-Party Account to the extent you are notified of this when you link your Account with the Third-Party Account. Unless otherwise specified in this Agreement, all SNS Content, if any, shall be considered to be Your Content. Depending on the Third-Party Accounts you choose, and subject to the privacy settings that you have set in such Third-Party Accounts, personally identifiable information that you post to your Third-Party Accounts may be available on and through your Account on the Services. Please note that if a Third-Party Account or associated service becomes unavailable or Sustainment’s access to such Third-Party Account is terminated by the third-party service provider, then SNS Content may no longer be available on and through the Services. You will have the ability to disable the connection between your Account on the Services and your Third-Party Accounts at any time, as set forth below. PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY PROVIDERS ASSOCIATED WITH YOUR THIRD-PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD PARTY PROVIDERS. Sustainment makes no effort to review any SNS Content for any purpose, including but not limited to, for accuracy, legality, or non-infringement, and Sustainment is not responsible for any SNS Content.
Privacy
Sustainment's policy with respect to the collection and use of your personal information is set forth in its Privacy Policy (“Privacy Policy”). Please click here to view Privacy Policy: https://sustainment.com/privacy-policy/. You acknowledge that by using the Site you have reviewed the Privacy Policy. The Privacy Policy is incorporated by reference into this Agreement.
Sustainment may disclose any information we have about you pursuant to its Privacy Policy. Please click here to view Privacy Policy: https://sustainment.com/privacy-policy/.
You acknowledge and agree that Sustainment may preserve any transmittal or communication by you with Sustainment through the Site or any service offered on or through the Site, and may also disclose such data pursuant to its Privacy Policy. Please click here to view Privacy Policy: https://sustainment.com/privacy-policy/
Termination
This Agreement, as amended by Sustainment from time to time in accordance with its terms, shall remain effective indefinitely until terminated by Sustainment. Sustainment shall have the right to terminate this Agreement, and/or your access to and use of the Site, at any time in its sole discretion and without the requirement of written notification.
Violation of These Terms of Use
You agree that Sustainment may, in its sole discretion and without prior notice, terminate your access to the Site and/or block your future access to the Site if we determine that you have violated this Agreement or other agreements or guidelines which may be associated with your use of the Site including, without limitation, Our Community Guidelines. You also agree that any violation by you of this Agreement or other agreements or guidelines which may be associated with your use of the Site including, without limitation, Our Community Guidelines, will constitute an unlawful and unfair business practice, and will cause irreparable harm to Sustainment, for which monetary damages would be inadequate, and you consent to Sustainment obtaining any injunctive or equitable relief that Sustainment deems necessary or appropriate in such circumstances. These remedies are in addition to any other remedies Sustainment may have at law or in equity.
You agree that Sustainment may, in its sole discretion and without prior notice, terminate your access to the Site, for cause, which includes (but is not limited to) (1) requests by law enforcement or other government agencies, (2) a request by you (self-initiated account deletions), (3) discontinuance or material modification of the Site or any service offered on or through the Site, or (4) unexpected technical issues or problems.
If Sustainment does take any legal action against you as a result of your violation of this Agreement or other agreements or guidelines which may be associated with your use of the Site including, without limitation, Our Community Guidelines, Sustainment will be entitled to recover from you, and you agree to pay, all reasonable attorneys’ fees and costs of such action, in addition to any other relief granted to Sustainment. You agree that Sustainment will not be liable to you or to any third party for termination of your access to the Site as a result of any violation of this Agreement.
Governing Law; Dispute Resolution
You agree that all matters relating to your access to or use of the Site, including all disputes, will be governed by the laws of the United States and by the laws of the State of Texas without regard to its conflicts of laws provisions. You agree to the personal jurisdiction by and venue in the state and federal courts in Travis County, Texas, and waive any objection to such jurisdiction or venue. The preceding provision regarding venue does not apply if you are a consumer based in the European Union. If you are a consumer based in the European Union, you may make a claim in the courts of the country where you reside. Any claim based on a cause of action arising from or related to this Agreement or the Site must be brought within one (1) year after the cause of action arises, and after such one (1) year period, such claim or cause of action is permanently barred. Claims made under the separate terms and conditions of purchase for services are not subject to this limitation. No recovery may be sought or received for damages other than out-of-pocket expenses, except that the prevailing party will be entitled to costs and attorneys’ fees. In the event of any controversy or dispute between Sustainment Technologies and you arising out of or in connection with your use of the Site, the parties shall attempt, promptly and in good faith, to resolve any such dispute. If we are unable to resolve any such dispute within a reasonable time (not to exceed thirty (30) days), then either party may submit such controversy or dispute to mediation. If the dispute cannot be resolved through mediation, then the parties shall be free to pursue any right or remedy available to them under applicable law.
Email May Not Be Used to Provide Notice
Communications made through the Site’s email and messaging system will not constitute legal notice to Sustainment or any of our officers, employees, agents, or representatives in any situation where notice to Sustainment is required by contract or any law or regulation.
User Consent to Receive Communications in Electronic Form
For all notices and communications relating to this Agreement, you (a) consent to receive communications from Sustainment in electronic form via the email address you have submitted; and (b) agree that this Agreement (including updates thereto), agreements, notices, disclosures, and other communications that Sustainment may provide to you electronically satisfy any legal requirement that such communications would satisfy if it were in writing. The foregoing does not affect your non-waivable rights.
Miscellaneous
We may assign or delegate this Agreement, in whole or in part, to any person or entity at any time with or without your consent. You may not assign or delegate any rights or obligations under this Agreement without our prior written consent, and any unauthorized assignment and delegation by you shall be void.
This Agreement, together with the Privacy Policy and Our Community Guidelines, represent the complete and exclusive understanding of the agreement between us and you regarding the Site, and that this Agreement supersedes any other prior or contemporaneous agreement, whether oral or written, and any other communications between us and you relating to the Site.
If any part of this Agreement is held invalid or unenforceable, that portion of the Agreement will be, to the maximum extent possible, construed consistent with applicable law. The remaining portions will remain in full force and effect. Any failure on the part of Sustainment to enforce any provision of this Agreement will not be considered a waiver of our right to enforce such provision. Our rights under this Agreement will survive any termination thereof to the extent necessary to give full effect to their intended purpose.
Void Where Prohibited
Sustainment administers and operates the www.sustainment.com Site from its location in the State of Texas, USA; other Sustainment sites may be administered and operated from various locations outside the United States. Although the Site is accessible worldwide, not all features, products or services discussed, referenced, provided or offered through or on the Site are available to all persons or in all geographic locations. Sustainment reserves the right to limit, in its sole discretion, the provision and quantity of any feature, product or service to any person or geographic area. Any offer for any feature, product or service made on the Site is void where prohibited. If you choose to access the Site from outside the United States, you do so on your own initiative and you are solely responsible for complying with applicable local laws.
Dispute Resolution – Arbitration & Class Action Waiver
PLEASE READ THIS SECTION CAREFULLY — IT AFFECTS YOUR LEGAL RIGHTS AND GOVERNS HOW YOU AND Sustainment CAN BRING CLAIMS AGAINST EACH OTHER. THIS SECTION WILL, WITH LIMITED EXCEPTION, REQUIRE YOU AND SUSTAINMENT TO SUBMIT CLAIMS AGAINST EACH OTHER TO BINDING AND FINAL ARBITRATION ON AN INDIVIDUAL BASIS.
You agree that, in the event any dispute or claim arises out of or relating to your use of the Services, you will contact us at support@sustainment.com or at Get in Touch | Sustainment Contact and you and Sustainment will attempt in good faith to negotiate a written resolution of the matter directly. You agree that if the matter remains unresolved for 30 days after notification (via certified mail or personal delivery), such matter will be deemed a “Dispute” as defined below. Except for the right to seek injunctive or other equitable relief described under the “Binding Arbitration” section below, should you file any arbitration claims, or any administrative or legal actions without first having attempted to resolve the matter by mediation, then you agree that you will not be entitled to recover attorneys' fees, even if you may have been entitled to them otherwise.
Binding Arbitration. You and Sustainment agree that any dispute, claim or controversy arising out of or relating to this Agreement or to your use of the Services (collectively “Disputes”) will be settled by binding arbitration, except that each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights. This means that you and Sustainment both agree to waive the right to a trial by jury. Notwithstanding the foregoing, you may bring a claim against Sustainment in “small claims” court, instead of by arbitration, but only if the claim is eligible under the rules of the small claims court and is brought in an individual, non-class, and non-representative basis, and only for so long as it remains in the small claims court and in an individual, non-class, and non-representative basis.
Class Action Waiver. You and Sustainment agree that any proceedings to resolve Disputes will be conducted on an individual basis and not in a class, consolidated, or representative action. This means that you and Sustainment both agree to waive the right to participate as a plaintiff as a class member in any class action proceeding. Further, unless you and Sustainment agree otherwise in writing, the arbitrator in any Dispute may not consolidate more than one person’s claims and may not preside over any form of class action proceeding.
Arbitration Administration and Rules. The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this “Dispute Resolution’ section. (The AAA Rules are available at http://www.adr.org or by calling the AAA at 1-800-778-7879).
Arbitration Process. A party who desires to initiate the arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of Texas and will be selected by the parties from the AAA’s roster of arbitrators with relevant experience. If the parties are unable to agree upon an arbitrator within seven days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with AAA Rules.
Arbitration Location and Procedure. Unless you and Sustainment agree otherwise, the seat of the arbitration shall be in Austin, Texas. If your claim does not exceed USD$10,000, then the arbitration will be conducted solely on the basis of documents you and Sustainment submit to the arbitrator, unless you request a hearing and the arbitrator then determines that a hearing is necessary. If your claim exceeds USD$10,000, your right to a hearing will be determined by AAA Rules. Subject to AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration. Hearings may be conducted by telephone or video conference, if requested and agreed to by the parties.
Arbitrator’s Decision and Governing Law. The arbitrator shall apply Texas law consistent with the Federal Arbitration Act and applicable statutes of limitations, and shall honor claims of privilege recognized by law. The arbitrator will render an award within the timeframe specified in the AAA Rules. Judgment on the arbitration may be entered in any court having jurisdiction thereof. Any award of damages by an arbitrator must be consistent with the “Disclaimers and Limitations of Liability” section above. The arbitrator may award declaratory or injunctive relief in favor of the claimant only to the extent necessary to provide relief warranted by the claimant’s individual claim.
Fees. Each party’s responsibility to pay the arbitration filing, administrative and arbitrator fees will depend on the circumstances of the arbitration and are set forth in the AAA Rules.