Terms of Service

Last modification: January 17th, 2019

Introduction

These Terms of Service (“Terms”, “Terms of Service”) govern the relationship between the Customer (“you”, “your”) and the Propel Your MSP application (the “Service”), which is operated by Propel Solutions Inc. (“us”, “we”, or “our”).

By using our Service, you agree to the following terms. Please read them carefully. These Terms apply to all visitors, users and others who access or use the Service. If you do not agree to these Terms, in whole or in part, please do not use the Service.

Acceptable Use

You must not purposely misuse our Service. Do not try to use or access the Service in another way then the provided web interface. You may use our Service only as permitted by law, including applicable export and re-export control laws and regulations. We may suspend your account or stop providing the Service to you if you do not comply with these Terms or if we are investigating suspected misuse.

Accounts

To use the Service, you must create an account and provide information that is accurate, complete, and current at all times. You also confirm that you are allowed to disclose the provided information. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of your account.

You are responsible for safeguarding passwords and secrets that you use to access the Service and for any activities or actions undertaken under your password or secret, whether your password or secret is with our Service or a third-party service.

You agree not to disclose your passwords and secrets to any third party. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.

Content

In order to deliver the Service, we may integrate and import data from your Systems. You are responsible for the Content that you import in the Service, including its legality, reliability, and appropriateness. You retain any and all of your rights to any Content you submit, import, display on or through the Service and you are responsible for protecting those rights.

You represent and warrant that: (i) the Content is yours (you own it) or you have the right to use it and grant us the rights and license as provided in these Terms, and (ii) using your Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person.

Confidentiality

We will not look into your Content, unless this is necessary and in line with our Privacy Policy, for instance to provide you with technical support you requested, or if we are by law obliged to do so.

External Services

By importing, posting or uploading data into the Service, you accept that it will make queries to external services, such as, but not limited to, Manufacturer’s Warranty API, using the information provided in order to provide you the Service.

Fees

The Service is subscription-based, billed on a monthly or yearly basis. A valid credit card in required to subscribe to the Service. Fees are billed in US Dollars (USD) and payment is due at the beginning of the covered period.

Fees are non-refundable, except in case of an administrative error made by Propel Solutions, or when one of our representatives explicitly offers a refund.

If payment is not received by the due date for the Service, either due to a declined credit card charge, an expired card, or any other reason, your account may be suspended. If the outstanding fees are not paid in full within 30 days, we may terminate and permanently delete all your data.

Termination of Subscription

You may decide to discontinue using our Service at any time. All access to the data will then be revoked, and the account’s data will be deleted from our system within a reasonable amount of time. A cancelled account cannot be reactivated.

Propel Solutions reserves the right to stop providing Service to you for any reason. In this case, we will try to give you reasonable forenotice and we may offer to refund the prorated fees for the unused period covered by the paid fees. If the subscription termination is due to a breach of these Terms, no forenotice will be given and no refund will be offered.

Intellectual Property

The Service and all its content, including but not limited to text, images, graphics or computer code are the property of Propel Solutions Inc. and are protected by copyright, trademarks, database and other intellectual property rights. You may not, or attempt to, copy, reverse-engineer, decompile, or otherwise manipulate the Service. These Terms do not grant you a license to use any trademark of Propel Solutions Inc or its affiliates. You further agree not to use, change or delete any proprietary notices from materials downloaded from the Service. Though, any document generated by the Service from your Content, for your exclusive use, once downloaded, belongs to you and may be used in any way you desire.

Indemnification

You agree to indemnify, defend and hold harmless Propel Solutions Inc., its principals, officers, directors, representatives, employees, contractors, licensors, licensees, suppliers and agents, from and against any claims, losses, damages, losses, obligations, costs, actions or demands.

These include but are not limited to: (a) legal and accounting fees resulting from your use of the Service; (b) your breach of any of these Terms; (c) anything you post, import on or upload to the Service; and (d) any activity related to your account. This includes any negligent or illegal conduct by you, any person or entity accessing the Service using your account whether such access is obtained via fraudulent or illegal means.

If you are using the Service on behalf of a business, that business also accepts these Terms and indemnification.

Limitation Of Liability

Though we take care and pride in our Service and strive to provide a bug-free and data-correct application, Propel Solutions, its directors, employees, partners and affiliates will not be held liable for any loss or damage, either direct or indirect, incidental, special, consequential or punitive damages, including without limitation, economic loss, loss or damage to electronic media or data, goodwill, or other intangible losses, resulting from (i) your access to or use of the Service; (ii) your inability to access or use the Service; (iii) any conduct or content of any third-party on or related to the Service; (iv) any content obtained from or through the Service; (v) any assumption made based on the usage of the Service.

Disclaimer And Non-Waiver of Rights

Propel Solutions Inc makes no guarantees, representations or warranties of any kind as regards the website and associated technology. Any purportedly applicable warranties, terms and conditions are excluded, to the fullest extent permitted by law. Your use of the Service is at your sole risk. The Service is provided on an “AS IS” and “AS AVAILABLE” basis. The Service is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance, except as provided for under the laws of the province of Quebec, Canada. In such cases, the provincial law shall apply to the extent necessary.

Propel Solutions Inc, its subsidiaries, affiliates, and its licensors do not warrant that a) the Service will function uninterrupted, secure or available at any particular time or location; b) any errors or defects will be corrected; c) the Service is free of viruses or other harmful components; or d) the results of using the Service will meet your requirements and desires.

If you breach any of these Terms and Propel Solutions Inc chooses not to immediately act, or chooses not to act at all, we will still be entitled to all rights and remedies at any later date, or in any other situation, where you breach these Terms. Propel Solutions Inc does not waive any of its rights. Propel Solutions Inc shall not be responsible for any purported breach of these Terms caused by circumstances beyond its control. A person who is not a party to these Terms shall have no rights of enforcement.

You may not assign, sub-license or otherwise transfer any of your rights under these Terms.

External Links

The Service may contain links to third-party web sites or services that are not owned or controlled by Propel Solutions Inc. We have no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party web sites or services. You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such websites or services.

We strongly advise you to read the terms and conditions and privacy policies of any third-party web sites or services that you visit.

Exclusions

As set out, above, some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you. Provincial laws of Canada may apply to certain products and service provided.

Governing Law

These Terms shall be governed by, and interpreted and enforced in accordance with, the laws of the province of Quebec, Canada, as applicable.

If any provision of these Terms is held to be invalid or unenforceable by a court of competent jurisdiction, then any remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between us regarding our Service, and supersede and replace any prior agreements, oral or otherwise, regarding the Service.

Changes

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is consequential, we will make reasonable efforts to provide at least 30 days’ notice prior to any new terms taking effect. What constitutes a consequential change will be determined at our sole discretion.

By continuing to access or use our Service after those revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, in whole or in part, please stop using the website and the Service.

Contact

If you have any questions about these Terms, you can contact us at support@propelyourmsp.com.

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