Terms of Service

All customers agree to the following terms and conditions. PLEASE READ CAREFULLY. BY INDICATING YOUR ACCEPTANCE, YOU ARE AGREEING THAT YOUR COMPANY (or other entity) WILL BE BOUND BY THE TERMS OF THIS AGREEMENT. In addition, by accepting the terms of this agreement you represent and warrant that you are at least 18 years of age or the age required or allowed under applicable law for making a legal and binding contract and you affirm that you are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms of Use, and to abide by and comply with these Terms of Use.

The following are terms of a legal agreement between MindSalt Corporation (“MindSalt”), a Florida corporation, and the company (or other entity) acknowledging this Agreement (“Customer”). By accessing, browsing and/or using this site (“Site”), you acknowledge that you have read, understood, and agree to be bound by these terms and to comply with all applicable laws and regulations. If you do not agree to these terms, do not use this Site or the time-tracking/timesheet and expense service (the “Service”) that MindSalt provides.

Provision of Service

MindSalt will provide Customer access to the Service, which will permit the processing, retrieval, and transmission of transaction data submitted by Customer (the “Customer Data”) pursuant to the terms of this Agreement. MindSalt may change Service features and functionality, as well as the terms and conditions of this Agreement, from time to time. Notice of such changes will be posted on the MindSalt Web site (the “Web Site”), which Customer will review periodically. Customer is responsible for its own compliance with this Agreement, including without limitation the compliance of its employees, officers, agents, and any third party Customer invites to participate in the Service.

Fees

(a) Customer’s use of the Service may result in fees as set forth on the Web Site or otherwise communicated by MindSalt. Fees for the Service will not be incurred until Customer signs up for a paid subscription or otherwise activates Customer’s account for paid use of the Service. After Customer signs up for a paid subscription or otherwise activates Customer’s account for paid use, MindSalt may bill Customer for products or services obtained under this Agreement.

(b) From the date Customer signs up for a paid subscription or otherwise activates Customer’s account for paid use, Customer agrees to pay MindSalt all charges at the prices then in effect for any products or services ordered by Customer or by other persons, including Customer’s agents, using Customer’s account. Service fees and charges may be changed by MindSalt from time to time by sending Customer an invoice, in electronic, paper, or any other form, or by posting fees owed on the Web Site.

(c) Customer agrees to pay all invoiced fees within thirty (30) days of receipt of such invoice, unless otherwise stated by MindSalt in writing. Customer will pay on all amounts past due, that have not been disputed specifically in writing and in reasonable good faith, an interest charge of one and one-half percent (1.5%) per month computed from the due date of each payment, or the maximum rate permitted by Florida law, whichever is less.

(d) MindSalt reserves the right to refer Customer’s billing account to a third party for collection in the event of default. Customer agrees to pay all costs incurred in the enforcement of this Agreement and in the collection of any delinquent amounts due, including reasonable attorneys’ fees, collection fees, and costs.

(e) Customer’s use of the Service reaffirms that MindSalt is authorized to charge Customer’s selected payment method. MindSalt may submit those charges for payment, and Customer will be responsible for such charges. Those submissions will not waive MindSalt’s right to seek payment directly from Customer. Customer represents and warrants that Customer is authorized to use the designated payment method.

(f) Customer may select a credit card payment option, pursuant to which MindSalt will charge fees directly to Customer’s credit card, when such option is made available by MindSalt and pursuant to such terms and conditions as MindSalt may post on the Web Site from time to time.

(g) Customer agrees to pay all state and local sales, use, property, or other taxes arising from Customer’s use of the Service (collectively, “Chargeable Taxes”), except for taxes on MindSalt’s net income which may be assessed against MindSalt with respect to this Agreement. MindSalt may include Chargeable Taxes in its invoices, in which event Customer will pay to MindSalt the taxes so invoiced.

(h) If MindSalt does not receive payment for any charge to Customer’s account, Customer will be in default and MindSalt may suspend or cancel Customer’s account and Customer’s access to any or all MindSalt products or services. Cancellation or suspension for default may be made without prior notice to Customer, and upon such cancellation or suspension, MindSalt may stop delivery of any product or service, subject to the terms of this Agreement.

Indemnification

Customer will indemnify and hold harmless MindSalt and its affiliates, employees, officers, directors, agents, licensors, successors and assigns from all damages and liability, including without limitation reasonable attorneys’ fees, incurred as a result of: (a) Customer’s violation of its obligations under this Agreement, (b) the negligent or willful acts of Customer, or (c) the violation by Customer of MindSalt’s or any third party’s rights, including without limitation privacy rights, other property rights, trade secret, proprietary information, trademark, copyright, or patent rights, and claims for libel, slander, or unfair trade practices in connection with the use or operation of the Service. Customer’s obligation to indemnify will survive the expiration or termination of this Agreement by either party for any reason.

Termination and Cessation of Service

(a) Either party may terminate this Agreement at any time, subject to Customer’s payment obligations and the cancellation terms set forth below. The following obligations will survive the termination of this Agreement for any reason: (i) indemnification obligations set forth in the “Indemnification” section above; (ii) fee obligations set forth in the “Fees” section above that became due before termination; and (iii) any other provision of this Agreement where the context indicates an intent that such provision will survive termination of this Agreement.

(b) MindSalt may suspend, limit, or deny Customer access to all or part of the Service without prior notice if MindSalt believes, in its sole discretion, that Customer has violated this Agreement, failed to pay amounts when due, created a security risk, misused the Service, or used the Service in a manner that may harm MindSalt, the Service, other customers, or any third party.

(c) Customer may cancel the Service at any time through the subscription settings within the administrative area of the Service. Cancellation may only be completed by a user with administrative privileges for Customer’s account. Cancellation requests made by email, phone, or other methods are not effective unless completed through the cancellation process within the Service.

(d) Cancellation will take effect at the end of Customer’s then-current monthly billing cycle. Customer will remain responsible for all fees and charges through the end of that billing cycle, and Customer may continue to access and use the Service until the cancellation becomes effective. MindSalt does not provide prorated refunds or credits for partial monthly billing periods.

(e) Customer is responsible for exporting or otherwise retaining any Customer Data it wishes to keep before access to the Service ends. Following cancellation, MindSalt may make Customer Data unavailable or delete Customer Data beginning thirty (30) days after cancellation becomes effective, unless MindSalt is required or permitted to retain certain information for legal, tax, security, backup, fraud prevention, dispute resolution, or legitimate business purposes.

(f) Upon termination, cancellation, or suspension of the Service, MindSalt may stop providing access to the Service and Customer Data, subject to the terms of this Agreement.

Limitations on Use of Service and Service Software

(a) As used herein, “Software” refers to any software incorporated into the Service. Customer will not, and will not permit, assist, or allow others to, reverse engineer, decompile, disassemble, re-engineer, or otherwise discover, recreate, or attempt to discover or recreate the Software or its source code.

(b) Customer will not modify or attempt to modify the Software, sublicense the Software or Service, charge others to use or access the Software or Service, or use the Software or Service in any way not expressly authorized by this Agreement.

(c) Customer acknowledges that the Service is not intended to serve as Customer’s sole archive, backup system, or permanent record retention system. Customer is responsible for maintaining copies of any Customer Data that Customer is required to retain for legal, tax, accounting, regulatory, business, or other purposes.

(d) Customer will not store “mission critical” data on the Service, including without limitation data pertaining to power generation, military or national security, emergency response, life safety, or any function to sustain or rescue the health or well-being of any person.

Security, Privacy, and Access

(a) MindSalt will exercise reasonable care to help prevent unauthorized persons or entities from gaining access to Customer Data. Customer is responsible for maintaining the confidentiality of Customer’s account passwords and other access credentials, and for ensuring that only authorized users access the Service. No account may be used at any time without the permission of the account holder.

(b) Each party will promptly notify the other upon becoming aware of any unauthorized access to or use of Customer Data, account passwords, or other access credentials. The parties will use reasonable efforts to take remedial measures to address any such unauthorized access or use.

(c) MindSalt will not be liable for any damages incurred by Customer arising out of or related to the use of the Service, including without limitation in connection with any unauthorized access to or disclosure of Customer Data, resulting from the actions of Customer, any third party, or the failure of electronic or other security measures. Customer may be held liable for losses incurred by MindSalt or another party due to someone else using Customer’s account, password, or other access credentials.

(d) MindSalt has no obligation to monitor the Service. MindSalt has the right to monitor the Service and to access, preserve, or disclose information arising out of the Service, including without limitation Customer Data, as necessary to satisfy any law, regulation, governmental request, internal audit requirement, or to protect MindSalt, the Service, its customers, or any third party.

(e) MindSalt may remove or refuse to post any materials that it finds, in its sole discretion, to be offensive, undesirable, in violation of this Agreement, or otherwise unacceptable. However, MindSalt has no obligation to remove any such materials.

(f) Customer will not use the Service to transmit or store any data that may be considered obscene or pornographic, that contains defamatory material, or that violates federal, state, or local law.

(g) Customer will not disclose any account passwords or other access credentials to any third party not authorized to use the Service.

(h) By using services provided by MindSalt, Customer grants MindSalt the right to list their “company” or “entity” name and logo on MindSalt’s client lists, which may appear in our marketing materials. Marketing materials include web site pages, brochures, presentations, and other related documents. Individuals will not be listed without prior consent, nor will any specific information about Customer’s account. Customer may request to be removed from this list at any time.

Limited Warranty

THE MATERIALS ON THIS SITE ARE PROVIDED “AS IS” WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT POSSIBLE PURSUANT TO THE APPLICABLE LAW, MINDSALT DISCLAIMS ALL WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR OTHER VIOLATION OF RIGHTS. MINDSALT DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE, VALIDITY, ACCURACY, OR RELIABILITY OF, OR THE RESULTS OF THE USE OF, OR OTHERWISE RESPECTING, THE MATERIALS ON THIS SITE OR ANY SITES LINKED TO THIS SITE.

Limitation of Liability

UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, WILL MINDSALT BE LIABLE FOR ANY LOST PROFITS, LOST SAVINGS, LOST DATA, OR OTHER DIRECT, INDIRECT, SPECIAL, COVER, EXEMPLARY, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR TO THE USE OR INABILITY TO USE THE SERVICE, EVEN IF MINDSALT OR A MINDSALT AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. In no event will MindSalt’s total liability for damages, losses, or causes of action, whether in contract or tort, including without limitation negligence, either jointly or severally, exceed the aggregate dollar amount paid by Customer to MindSalt in the twelve (12) months prior to the claimed injury or damage. MindSalt is not liable for the accuracy, truthfulness, or validity of any data entered by Customer or provided through the Service. MindSalt is not liable for the loss of any Customer Data. Customer’s sole and exclusive remedy, if it is dissatisfied with the Service or with any terms, conditions, rules, policies, guidelines, or practices of MindSalt is to discontinue using the Service.

Interruption of Service

(a) MINDSALT WILL NOT BE LIABLE FOR ANY DAMAGES ARISING OUT OF OR RELATED TO INTERRUPTION OF, OR DEFECTS IN TRANSMISSION OF, THE SERVICE, including without limitation interruptions or defects due to inability to access the Internet or any part thereof, equipment modifications, upgrades, relocations, or repairs. No reduction of payments will be made in the case of temporary interruption of or defects in transmission of the Service.

(b) MindSalt will not be liable for interruption of or delays in transmission of the Service caused by acts of God, fire, water, riots, acts of Government, acts or omissions of Internet backbone providers, or any other causes beyond MindSalt’s control.

Terms of Use Revisions

MindSalt may at any time revise these Terms of Use by updating this posting. By using this Site, you agree to be bound by any such revisions and should therefore periodically visit this page to determine the then current Terms of Use to which you are bound. Information on this web site is subject to change without notice, and does not represent a commitment on the part of MindSalt Corporation, or any of its affiliates.