Compliance Assurance Services Terms of Service
Last Updated: July 15, 2017
Welcome to the Compliance Assurance Services, Inc. ("Compliance Assurance Services," “CAS”, "we" or "us") website located at trulogeld.com (the "Site"). Please read these Terms of Service (the "Terms") carefully because they govern your use of our Service (defined below). By using our Services, you agree to be bound by these Terms, further specified in Section 2. Contact us with any questions at firstname.lastname@example.org.
1. Description of Service
1.1. The "Service(s)" means Compliance Assurance Services’ (“CAS”) TruLog electronic logs and fleet management software (including our Website (“Site”), mobile device application ("App"), and any software embedded in the Electronic Logging Device (“ELD”) ("Software"), the hardware (including the Electronic Logging Device, cables, display devices, and accessories) ("Hardware"), the Paid Services (as defined in Section 9 of these Terms), and all of Our Content (defined below). The Service does not include Your Data (defined below) or any software application / service that is provided by you or a third party, which you use in connection with the Service, whether or not CAS designates them as official integrations (each a "Non-TruLog Product"). Any modifications and new features added to the Service are also subject to these Terms. All rights, title and interest in and to the Service and its components (including all intellectual property rights) will remain with and belong exclusively to CAS, including the rights to any text, graphics, images, music, software, audio, video, documents, works of authorship of any kind, de-identified and aggregated data collected by the Services, and information or other materials that are posted, generated, provided or otherwise made available by us through the Services ("Our Content").
3.1. You may access and use the Services only for lawful, authorized purposes and not misuse them in any manner (determined by CAS in its discretion). See Section 11 which describe prohibited uses. You must comply with ethical codes of conduct, policies, storage limitations, or other notices CAS provides you or publishes in connection with the Services from time to time, but if any of those policies materially change the Terms, we will provide you with reasonable notice per Section 5.
3.2. Any Software / Hardware or Our Content that is available by or on behalf of CAS in connection with the Service contains proprietary and confidential information protected by intellectual property laws. Subject to these Terms, CAS only grants you a personal/non-sublicensable/non-exclusive and revocable license to use the object code of Software solely in connection with the Service. Any rights not expressly granted herein are reserved to us.
3.3. Subject to your compliance with these Terms, CAS grants you a limited, non-exclusive, non-transferable, non-sublicensable and revocable license to download and install a copy of the App on a mobile device or computer that you own or control and to run such copy of the App. CAS reserves all rights in and to the App not expressly granted to you under these Terms.
3.4. You may not share your Account information with, or allow access to your Account by any third party. You are responsible for all activity that occurs under your access credentials, whether or not a third party accesses your Account.
3.5. Notwithstanding Section 3.4, you may allow other users, e.g. employees, independent contractors, and other third parties, ("End Users") to access the Services in accordance with these Terms. To the extent that you create any Accounts for other users, direct us to create any Accounts for End Users, or allow End Users to access the Services, you are responsible for all End Users' activity.
3.6. You may specify certain End Users as "Administrators" through the administrative console. Administrators may have the ability to access, disclose, restrict or remove Your Data in or from Services’ accounts. Administrators may also have the ability to monitor, restrict, or terminate access to Services’ accounts. CAS’ responsibilities do not extend to the internal management or administration of the Services.
3.7. To the extent that you allow End Users and Administrators to access the Services or create, or direct us to create, any Accounts for other users, you are responsible for (i) maintaining the confidentiality of usernames and passwords, (ii) managing access to End User Accounts and other Accounts which you create, and (iii) ensuring that all End Users, Administrators, and users of other Accounts which you create are in compliance with these Terms.
4.3. Your acceptance of these Terms does not grant us ownership of Your Data. Between CAS and you, whom grant us the rights necessary to provide to you, our Services, and any other services for which you have contracted through our resellers, business partners and affiliated businesses, our rights do not extend to ownership of your data. In order to provide Services to you, we need to transmit, store and copy Your Data to display it to you / those with whom you share it, to index it for searchability, to make backups to prevent data loss, to send your submissions and messages through our platform, and so on.
Example, if you submit documents / send messages to a Fleet User, you grant us a royalty-free, perpetual, sublicensable, irrevocable and worldwide license to transform, modify, reproduce, display, perform and distribute such documents and messages for you / Fleet User's use of our platform.
Your acceptance of these Terms gives us permission to do so and grants us the rights and licenses necessary to provide the Service / other services / products you ordered through our resellers, business partners and affiliated businesses. Example, if you agreed to share Your Data, or any other data we collect in connection with your use of the Services with our partners / affiliates /third party(s), you grant us the rights and licenses to share such data. This permission includes our use of third-party service providers (such as Amazon Web Services) for operation of the Service and the rights granted to us are extended to these third parties in order to complete their work.
If you authorize a third party to receive Your Data, we may provide Your Data to a third party. If we have an agreement with such third party to market the Services or otherwise provide services or products to you, either jointly or separately, we may rely on a representation from that third party that you have authorized such third party to receive Your Data.
4.4. You are responsible for your conduct (including by / between all users), the content of Your Data, and all communications with others while using the Services. You warrant that you own all Your Data or have legal rights to grant us license rights in Your Data under these Terms. You further warrant that neither Your Data, nor your use and provision thereof, nor use of Your Data by CAS through the Services will infringe, misappropriate or violate a third party's intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. We are not responsible for the accuracy, appropriateness, or legality of Your Data or any other information you / your users may access using the Services. Should you violate these Terms, we may remove Your Data causing such violation.
4.5. The Services provide features that allow you / your End Users to share Your Data with others. When you share Your Data through our Services, you grant us rights and licenses to do so. Consider carefully what you allow to be shared.
4.6. You own rights to your feedback, but agree that by submission of suggestions about our Services, TruLog or CAS, we may use the feedback without compensation to you. You can submit feedback by emailing us at email@example.com. Thank you!
4.7. The Children's Online Privacy Protection Act ("COPPA") require online service providers obtain parental consent before they collect personal data online from children under 13. We do not collect / solicit such information from children under 13; if you are such a child, do not register for our Services nor send us any personal information. If we mistakenly collect such personal information, it will be deleted immediately. If you believe a child under 13 may have given us personal information, contact firstname.lastname@example.org.
5.1. These Terms may be changed at any time, in our sole discretion. If we do so, you will be notified by posting the modified Terms on the Site or through other communications. You must review the modified Terms; if you continue to use the Services after you know of the modified Terms, you agree to those new Terms. Should you disagree with the modified Terms, you may no longer use the Services. Our Services evolve and we may change part of the Services at any time with notice, at our discretion.
6.1. CAS is not party to relationships / agreements between you and third parties, does not have control over, and disclaims liability for the quality, timing, legality, failure to provide, or any other aspect of professional duties performed by you or other users of the Services. CAS acts only as an interface to facilitate -- not to direct or control -- communications between users of CAS’ Services.
7.2. To use the Services, you must create an account ("Account"). You will provide us with accurate, complete data for your Account and will update your information, as necessary. Failing that, we may suspend or terminate your Account. You will keep your Account password private and notify us immediately of unauthorized use of your Account. You are responsible for all activities on your Account.
8.1. The Services enable a commercial motor vehicle driver ("Driver") to connect directly with a motor carrier ("Company"), allowing Drivers to send messages and automatically share their driving logs, documents, location information and other data ("Driver Data") with the Company. When Drivers connect with a Company through the Services, its employees and third parties, connected to the Company ("Fleet Users") may access Driver Data for all Drivers connected to said Company.
8.2. A Driver who connects with a Company should be aware the Driver's Driver Data will be shared with the Company / Fleet Users and they both may send messages to the Driver. Consider the parties you connect with and what data you share. CAS’ role is to provide technology / platform that facilitate these Services. See Sections 3 & 4, above, and Section 11, below, the rest of these Terms, for further provisions about your responsibilities herein.
This Section applies if you order Paid Services (as defined below) and/or Hardware, and have direct billing with CAS for Paid Services and/or Hardware. If you have an agreement for the services and hardware with a reseller or third party and have direct billing with them, refer to provisions of that agreement. If you ordered services / hardware from a third party, however, you are bound by the rest of these Terms if you use any of the Services.
If you purchased CAS Hardware from us or a reseller, refer to the Hardware Warranty attached hereto as Appendix I, (the “Hardware Warranty”) for more terms on your TruLog ELD.
9.1. Description of the Paid Services. CAS offers free and paid Services ("Paid Services"). "Services" includes "Paid Services". Descriptions of free and Paid Services are available at trulogeld.com. To request Paid Services, you agree to terms on an order form, ("Order Form"), subject to CAS’ acceptance. CAS may refuse any Order Form; receipt of an Order Form is not acceptance thereof by CAS . If you use our Paid Services, you must provide CAS a credit card / other payment instrument (a "Payment Method"). You will promptly update your Account with changes in your Payment Method. Failing that, we may suspend / terminate your subscription. If you use free services, we will notify you before the Free Services become paid Services. Should you continue using such Services, you must pay all fees therefore.
9.2.1. Pricing and Payments. Upon acceptance of your Order Form by CAS, you agree to pay CAS in accordance with terms set forth on the Order Form and this Agreement. You authorize CAS to bill your Payment Method in advance on a periodic basis in accordance with such terms. Pricing for Paid Services is governed by terms in your Order Form, upon acceptance by CAS, and not the pricing set forth at trulogeld.com. Absent an agreement to the contrary, any additional Hardware / Paid Services orders during a subscription term for Paid Services----by email, self-service, or other method--is subject to the same terms / pricing as in your Order Form for the remainder of your then-current subscription term.
9.2.2. Billing Arrangement. We use a third-party payment processor (the "Payment Processor") to bill you through a payment account linked to your Account on the Services (your "Billing Account") for use of the Paid Services. The processing of payments is subject to the terms, conditions and privacy policies of the Payment Processor in addition to these Terms. We are not responsible for errors by the Payment Processor. By using the Paid Services, you agree to pay us, through the Payment Processor, all charges at the prices then in effect for any use of such Paid Services in accordance with the applicable payment terms and you authorize us, through the Payment Processor, to bill your Payment Method. You agree to make payment using that selected Payment Method. We reserve the right to correct any errors or mistakes that it makes even if it has already requested or received payment.
9.2.3. Payment Method. Your payments are based on your Payment Method and may be determined by agreements between you and your financial institution, credit card issuer / other provider. If we, through the Payment Processor, do not receive payment from you, you agree to pay all amounts due on your Billing Account upon demand.
9.2.4. Recurring Billing. Some of the Paid Services may consist of an initial period, for which there is a one-time charge, followed by recurring period charges as agreed by you. By choosing a recurring payment plan, you acknowledge that such Paid Services have an initial and recurring payment feature and you accept responsibility for all recurring charges prior to cancellation. WE MAY SUBMIT PERIODIC CHARGES (E.G., MONTHLY) WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU PROVIDE PRIOR NOTICE (RECEIPT OF WHICH IS CONFIRMED BY US) THAT YOU HAVE TERMINATED THIS AUTHORIZATION OR WISH TO CHANGE YOUR PAYMENT METHOD. SUCH NOTICE WILL NOT AFFECT CHARGES SUBMITTED BEFORE WE REASONABLY COULD ACT. TO TERMINATE YOUR AUTHORIZATION OR CHANGE YOUR PAYMENT METHOD, EMAIL MYELD@TRULOGELD.COM.
9.2.5. Change in Amount Authorized. If the amount to be charged to your Billing Account varies from the amount you preauthorized (other than state sales taxes), you have the right to receive, and we shall provide, notice of the amount to be charged and the date of the charge before the scheduled date of the transaction. Any agreement you have with your payment provider will govern your use of your Payment Method. You agree that we may accumulate charges incurred and submit them as one or more aggregate charges during or at the end of each billing cycle.
9.2.6. Billing Disputes. If you dispute any charges you must let CAS know within sixty (60) days after the date that CAS invoices you. All amounts paid are non-refundable and we reserve the right to change our prices in the future. CAS may choose to bill you through an invoice, in which case, full payment for invoices issued must be received by the date specified in the invoice. Past due fees are subject to a finance charge of 1.5% per month on any outstanding balance, or the maximum permitted by law, whichever is lower, plus all expenses of collection.
9.2.7. Taxes. You must pay taxes that we collect or pay based on provision of the Services.
9.2.8. AUTO-RENEWAL FOR PAID SERVICES. Unless you opt out of auto-renewal, which can be done by emailing us at email@example.com or by calling us at 888.627.5499, any Paid Services you have signed up for will be automatically extended for successive renewal periods of the same duration as the subscription term originally selected, at the then-current non-promotional rate. If you terminate a Paid Service, you may use your subscription until the end of your then-current term; your subscription will not be renewed after your then-current term expires. However, you won't be eligible for a prorated refund of any portion of the subscription fee paid for the then-current subscription period.
9.2.9. Reaffirmation of Authorization. Your non-termination or continued use of any Paid Service reaffirms that we are authorized to charge your Payment Method for that Paid Service. We may submit those charges for payment and you will be responsible for such charges. This does not waive our right to seek payment directly from you. Your charges may be payable in advance, in arrears, per usage, or as otherwise described when you initially selected to use the Paid Service.
9.2.10. Free Trials and Other Promotions. Any free trial or other promotion that provides access to a Paid Service must be used within the specified time of the trial. You must stop using a Paid Service before the end of the trial period in order to avoid being charged for that Paid Service. If you cancel prior to the end of the trial period and are inadvertently charged for a Paid Service, please contact us at firstname.lastname@example.org or at 888.627.5499.
9.3. Terms Related to Hardware Devices
9.3.1. Delivery. Please refer to your Order Form and further communications with CAS regarding the estimated time of delivery of the Hardware. CAS is not liable for any delayed or late delivery of the Hardware.
9.3.2. Installation. You are responsible for installation of the Hardware in accordance with CAS’ written instructions. You acknowledge that to install the Hardware you may choose to drill holes in your vehicle, and you agree that CAS shall not be liable for any cost, expense or damage arising from installation of the Hardware in this fashion. CAS shall neither be responsible for any damages arising from installation of the Hardware not in accordance with CAS’ detailed written instructions.
9.3.3. Terms Related to Compliance Assurance Services-Owned Hardware
This Section 9.3.3 applies to you unless you have purchased Hardware from CAS. If you have purchased Hardware from CAS, see Section 9.3.4 for your rights and responsibilities related to purchased Hardware.
(i) Ownership of the Hardware. Notwithstanding delivery of the Hardware to you and your license to use the Services, unless you have purchased the Hardware in from CAS, we retain ownership of the Hardware and the software contained therein.
(ii) Return of Compliance Assurance Services-Owned Hardware. At the end of your initial term per the Order Form, if the term has been extended by further agreement between you and CAS ("Term"), or if the Paid Services have been terminated, you must, at your own expense, uninstall, package and return the Hardware to CAS within 30 days of the end of the Term, in reasonable condition, reasonable wear and tear excepted. If we haven't received the Hardware within the 30 days, or if the Hardware is returned damaged, we charge $200 per unit of unreturned or damaged Hardware. If you return the Hardware defaced, for example, with writing on the Hardware or with serial number removed, unless otherwise approved by CAS, we charge a $100 restoration fee per unit of Hardware so returned. We may charge these fees to the Payment Method that you have on file.
(iii) Your Responsibility for the Hardware. Except for our gross negligence or willful misconduct, you are responsible for loss, damage, or the entire cost of necessary service or repair of the Hardware. You may sell, give away, transfer, pledge, mortgage, alter or tamper with the Hardware.
(iv) Material Defects. If you report to us, in writing, a material defect in the Hardware or the Paid Services, we will run a diagnostic test for one or both. If there is a material defect in the Hardware or the Paid Services, we will send you replacement Hardware or work to resolve any other issues with the Paid Services. Within 30 days of receipt of the replacement Hardware you must, at your own expense, uninstall, package and return the defective Hardware to CAS. We will reimburse you for the cost of shipping, if the Hardware is defective. If we have not received the defective Hardware within 30 days of your receipt of the replacement, or if the equipment is returned in damaged condition, we will charge you $200 per unit of unreturned or damaged Hardware. If you return the Hardware in a defaced manner, unless otherwise approved by CAS, we will charge you a $100 restoration fee per unit. We may charge these fees to the Payment Method that you have on file. If we are unable to correct the defect within 15 days of your report, we will refund you a proportionate amount of the fees paid for the Paid Services ("Material Defects Refund"). You agree your sole remedy for defects is the Material Defects Refund.
(v) Limitations on Material Defects Refund. The Material Defects Refund in Section 9.3.3 (iv) is null and void in the event of (a) any alteration, modification, special configuration, installation or deinstallation of the Hardware or the embedded software without following CAS’ written instructions; (b) accidents affecting the Hardware, misuse, tampering with, abuse, neglect or damage the Hardware; (c) use of the Services not in the ordinary course of business; (d) connection ofHardware to an improper voltage; (e) water, weather or physical damage; or (f) use of the Hardware with accessories and/or devices which are not approved by CAS.
9.3.4. Terms Related to Purchased Hardware. If you have purchased Hardware directly from CAS, please refer to the Hardware Warranty, attached hereto as Appendix I, for additional terms related to the Hardware, Hardware defects, and Hardware sales and returns.
9.3.5. Orders and Replacements. If, within 30 days of receipt of Hardware, you discover it is defective or incompatible with your vehicle(s) due to our error(s), you may, within 30 days after receipt of the Hardware, request a replacement product without charge. You will ship it back to us, at your expense, in an undamaged condition and we will reimburse you for shipping costs. If after 30 days of receipt of the Hardware, you request a Replacement product, we will charge you $75 for each such Replacement product that we deliver to you. If the Original Hardware is incorrect for your vehicle(s) due to no fault of CAS, you may order cable sets from us, and we will charge you $75 for each extra unit delivered to you. We reserve the right to charge these fees to the credit or debit card or other payment instrument that you have on file with us.
9.3.6. Customer Service. If the Hardware does not operate, please contact us at email@example.com or 888.627.5499.
9.4. Limited Warranty; Disclaimers
9.4.1. We warrant that during the subscription term for Paid Services, those Services and Hardware will be free of material defects and workmanship, under normal use and conditions, and shall conform to instruction manuals, user guides, and other information provided by CAS, and or posted to its website, provided, however, that the remedies provided for in this Section 9 and the Hardware Warranty, if applicable to you, are the only remedies available for defective Hardware and/or Services.&l