Terms & Conditions


Recovery Manager Pro Terms and Conditions

END USER LICENSE AGREEMENT

PLEASE READ THIS LICENSE AGREEMENT CAREFULLY AS IT PROVIDES FOR YOUR OBLIGATIONS AND RESTRICTIONS WITH RESPECT TO YOUR USE OF THE RECOVERY MANAGER PRO SYSTEM (THE “RMP SYSTEM”).

THIS END USER LICENSE AGREEMENT ("AGREEMENT") DESCRIBES THE TERMS AND CONDITIONS ON WHICH RECOVERY MANAGER PRO, LLC OFFERS YOU ACCESS AS AN END USER TO THE RMP SYSTEM. PLEASE READ THE FOLLOWING INFORMATION CAREFULLY. BY CLICKING ON "I HAVE READ AND AGREE TO ABOVE TERMS OF THE END USER LICENSE AGREEMENT" BUTTON, YOU ACCEPT AND ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS OF THIS AGREEMENT, AND THAT YOU AGREE TO BE BOUND BY ITS TERMS IN WHICH EVENT YOU WILL BE GRANTED ACCESS TO THE RMP SYSTEM. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, PLEASE EXIT THIS PAGE PROMPTLY.

Please note that this Agreement limits the Company’s liability and the Company does not provide warranties for The RMP System or the Company’s Service (as defined below).  This Agreement also limits your remedies.  These terms and conditions are set forth in Paragraphs 11 and 12 below and the Company urges you to read them carefully.

1. TERMS OF AGREEMENT

  1.  (a) Terms of Agreement. Recovery Manager Pro, LLC (the "Company") offers to allow you (an individual or a single entity, referred to herein as “you” or “User”) to access and use the RMP System for as long as you continue to pay the applicable fees for the Service and subject to your compliance with the terms and conditions of this Agreement. Your use of RMP System constitutes your agreement to all such terms and conditions. To confirm your agreement, you should click on the "I have read and agree to the above Terms of Agreement" button at the end of this Agreement. If you do not so agree, you must exit the page now, in which case you reject the offered terms of use and will not be permitted access to the RMP System. If you have any questions regarding these terms and conditions please contact customer service at {{ContactEmail}}.

  2. (b) Amendments. The Company may amend, update, modify or correct this Agreement at any time in its sole discretion by posting the amended Agreement or at https://www.recoverymanagerpro.com.  You will be required to accept any amended Agreement or modified Rules of Conduct by clicking on the “I have read and agree to the above modified and amended Terms of Agreement” button at the end of any such modified or amended Agreement.  If you choose not to agree to such amendments or modifications, you will be deemed to have rejected the offered terms of use and will no longer be permitted access to the RMP System.

2. DESCRIPTION OF SERVICE
(a) The Company offers the RMP System as a vehicle tracking and recovery information service (the "Service") accessible through the Internet at https://www.recoverymanagerpro.com (the "Web Site"). The Company reserves the right to change the URL address of the Web Site at any time and from time to time without prior notice. Anyone desiring to use the Service is required to establish an account with the Company (the "Account"). The Company does not provide Internet access, and you are responsible for all fees and costs associated with your Internet connection. The Web Site located at http://www.recoverymanagerpro.com is an active part of the Service and any use of the Web Site is governed by our Privacy Policy which is hereby incorporated into this Agreement by this reference.  Please familiarize yourself with our Privacy Policy; links to this document are provided on our Web Site.

3. LICENSE TO USE

Subject to the terms of this Agreement, the Company grants to User a limited, non-exclusive, revocable license to use the Service to access and use the RMP System and any reports, data, materials or other information obtained through the RMP System, whether received or stored in an electronic or hard copy format (the “Materials”) solely for User’s own internal business purposes (the “Authorized Use”).  All use of the Service, the RMP System and the Materials is subject to this Agreement which User must accept before User can access and use the Service and the RMP System.

4. RESTRICTIONS ON USE
In consideration of the licenses granted pursuant to this Agreement and User’s access to the RMP System, User shall:

  1. not provide access to the RMP System to persons other than User’s employees (whether on a permanent, temporary or contract basis) who are permitted to access the RMP System from within User’s premises or from such other locations places where such employees conduct their work on behalf User (“Authorized Users”);
  2. not knowingly permit any person, other than the Authorised Users, to copy, duplicate or in any way reproduce any portion of the RMP System or Materials except solely in connection with the Authorized Use;
  3. ensure that all Authorized Users are notified of the importance of respecting the Intellectual Property Rights (as defined below) in the RMP System and Materials and that they are made aware of and undertake to abide by the terms and conditions of this Agreement;
  4. keep exclusive possession of and control over the Materials and to effect and maintain adequate security measures to safeguard the Materials from access or use by any third party;
  5. not alter, obscure, remove, interfere with or add to any of the trademarks, trade names, markings, notices or copyright markings affixed to or contained in the RMP System and any Materials;
  6. notify Company promptly of any unauthorised disclosure, use or copying of the RMP System or Materials of which the User becomes aware.

5. INTELLECTUAL PROPERTY RIGHTS AND CONFIDENTIALITY

  1. For purposes of this Agreement, “Intellectual Property Rights” means all patents, copyrights, database rights, design rights, trade marks, service marks, (and all applications to register any of the same) trade secrets, know‑how and any other intellectual property rights (whether registered or unregistered).
  2. You acknowledges that by using the Service and the RMP System you may also have access to, among other things, computer code, graphics, themes, objects, concepts, methods of operations and moral rights (collectively, the "Content").
  3. User shall treat the RMP System, Materials and Content as confidential. 
  4. User acknowledges and agrees that the RMP System, Materials, Content and all Intellectual Property Rights therein are the property of and shall remain the property of Company (and any of its third-party licensors) and User shall make no use of any of the foregoing other than solely for the Authorized Use or as otherwise expressly set forth in this Agreement.
  5. User acknowledge that it does not have the right to create, publish, distribute, reverse engineer, create derivative works from or use any software programs, utilities, applications, emulators or tools derived from or created for the RMP System, the Materials or the Content.  User may not use for the purposes of monetary reward (whether by or for the User or an Authorised User) by means of sale, resale, loan, transfer, hire or other form of exploitation of the RMP System, Materials or Content.
  6. Failure to comply with the restrictions and limitations contained in this Section 5 shall result in the immediate, automatic termination of this Agreement and may subject you to civil and/or criminal liability.

6. ACCOUNT

  1. Account ID. At the time your Account is opened, you must choose a user name to identify yourself to the Company (your "Account ID"). You may not select as your Account ID the name of another person, or a name which violates any third party's trademark right, copyright, or other proprietary right. You have sole liability for all activities conducted through your Account or under your Account ID.
  2. Account. You agree that you do not own the Account you use to access the Service. The Account and any other data of which the servers and accounts are comprised are properties of the Company.
  3. Passwords. At the time your Account is opened, you must select a password. You are responsible for maintaining the confidentiality of your password and you are responsible for any harm resulting from your disclosure or allowing the disclosure of your password or from use by any person of your password to gain access to your Account and Account ID. At no time should you respond to an online request for a password. The Company will never ask for your password offline or online, except that you will be required to enter your password as part of the log-on process, or when you are requesting the Company to perform service that requires your password authentication, in which case you will only send your password to a designated Company email address or Company web site.

 

7. CONDUCT

You agree not to use the Service to: (i) upload, post, email or otherwise transmit any content that infringes any third party rights; (ii) impersonate any person or entity, including, but not limited to, the Company's employee, or falsely state or otherwise misrepresent your affiliation with a person or entity; (iii) upload, post, e-mail or otherwise transmit any content that violates any law or regulation; (iv) upload, post, e-mail or otherwise transmit any content as determined by the Company at its sole discretion that is harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable; or contains any viruses, Trojan horses, worms, time bombs, cancelbot or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; (v) upload, post, email or otherwise transmit any content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under non-disclosure agreements); (vi) upload, post, email or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation; or (vii) interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service.  If you engage in any of the foregoing wrongdoing, you may suffer severe consequences including, but not limited to, the following: (i) the Company may suspend your Account for an indefinite period time; (ii) the Company may terminate your Account; and (iii) the Company reserves the right to seek further legal remedies against you.

8. INTERRUPTION OF SERVICE

(a) The Company reserves the right to interrupt the Service from time to time on a regularly scheduled basis or otherwise with or without prior notice in order to perform maintenance.

(b) You acknowledge that the Service may be interrupted for reasons beyond the control of the Company, and the Company cannot guarantee that you will be able to access the Service or your Account whenever you may wish to do so. The Company shall not be liable for any interruption of the Service, delay or failure to perform resulting from any causes beyond its reasonable control.

(c) The Company shall not be obligated to refund any and all portion of any Account fees (if any) by reason of any interruption of the Service and by reason of any of the circumstances described in paragraph (a) or (b) of this provision.

 

9. EXPORT CONTROLS.

The Service may not be re-exported, downloaded or otherwise exported into (or to a national or resident of) any country to which the U.S. has embargoed goods, or to anyone on the U.S. Treasury Department’s list of Specifically Designated Nationals or the U.S. Commerce Department’s Table of Denial Orders. You represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list.

10. DISCLAIMER OF WARRANTIES

THE COMPANY PROVIDES THE SERVICE, THE ACCOUNT, THE RMP SYSTEM AND ALL OTHER SERVICES ON AN "AS IS" BASIS, AND HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OR CONDITIONS OF ANY KIND, WRITTEN OR ORAL, EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE FOREGOING, THE COMPANY DOES NOT WARRANT THAT THE SERVICE, YOUR ACCOUNT, OR THE RMP SYSTEM WILL MEET YOUR REQUIREMENTS, OR THAT THE OPERATION OF THE SERVICE, YOUR ACCOUNT, OR THE RMP SYSTEM WILL BE UNINTERRUPTED, ERROR-FREE, CONTINUOUS, SECURE, VIRUS-FREE, OR THAT THE DEFECTS IN THE SERVICE, YOUR ACCOUNT, OR THE RMP SYSTEM WILL BE CORRECTED. THE COMPANY DOES NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING THE USE OR THE RESULTS OF THE USE OF THE SERVICE OR RELATED DOCUMENTATION IN TERMS OF THEIR CORRECTNESS, ACCURACY, QUALITY, RELIABILITY, APPROPRIATENESS FOR A PARTICULARLY TASK OR APPLICATION, OR OTHERWISE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY THE COMPANY OR ITS AUTHORIZED REPRESENTATIVES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY. YOU ARE ENTIRELY RESPONSIBLE FOR AND ASSUME ALL RISK FOR USE OF THE SERVICE, YOUR ACCOUNT, AND THE RMP SYSTEM. THE COMPANY DOES NOT WARRANT OR REPRESENT THAT ITS SECURITY PROCEDURES WILL PREVENT THE LOSS OR IMPROPER ACCESS TO YOUR DATA. THE COMPANY IS NOT RESPONSIBLE FOR TRANSMISSION ERRORS OR CORRUPTION OR SECURITY OF INFORMATION CARRIED OVER TELECOMMUNICATION LINES. SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO THE FOREGOING DISCLAIMER MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE.

11. LIMITATION OF LIABILITY

(a) THE MAXIMUM AMOUNT AND THE TOTAL LIABILITY OF THE COMPANY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO THE COMPANY FOR THE SERVICE IN AND WITHIN THE SAME MONTH OF THE EVENT CAUSING LIABILITY. IN NO EVENT SHALL THE COMPANY, OR ANY OF ITS MEMBERS, PARTNERS, AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR SUPPLIERS, BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION, ANY DAMAGES FOR LOST PROFITS, ARISING (WHETHER OR IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE) OUT OF OR IN CONNECTION WITH THE SERVICE, YOUR ACCOUNT OR THIS AGREEMENT, WHETHER OR NOT THE COMPANY MAY HAVE BEEN ADVISED THAT ANY SUCH DAMAGES MIGHT OR COULD OCCUR. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY EVEN IF THE REMEDY TO YOU DOES NOT FULLY COMPENSATE YOU FOR ANY LOSSES, OR FAILS OF ITS ESSENTIAL PURPOSE.  SOME STATES DO NOT ALLOW THE FOREGOING LIMITATIONS OF LIABILITY, SO THEY MAY NOT APPLY TO YOU.

(b) You agree to release any and all liabilities of the Company related to any computer virus infection to your computer, whether it is through the Company's server or third party activities.

(c) You agree that the Company will not be held responsible or liable for anything that occurs or results from accessing or subscribing to the Service.

12. INDEMNIFICATION

BY ACCEPTING THIS DOCUMENT, YOU AGREE TO DEFEND, INDEMNIFY AND HOLD HARMLESS THE COMPANY, ITS MEMBERS, PARTNERS, AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR SUPPLIERS, ITS USERS, DISTRIBUTORS, CONTENT PROVIDERS, AND OTHER MEMBERS OF THE SERVICE, FROM ALL DAMAGES, LIABILITIES, LOSSES, DAMAGES, JUDGMENTS, CLAIMS, CAUSES OF ACTION, CLAIMS, AND EXPENSES, INCLUDING ATTORNEYS' FEES AND COSTS, WHICH THE COMPANY MAY HEREAFTER INCUR, SUFFER, OR BE REQUIRED TO PAY, DEFEND, SETTLE (SUBJECT TO ANY LIMITATIONS SET FORTH IN THIS AGREEMENT), OR SATISFY AS A RESULT OR ARISING OUT OF YOUR USE OF THE SERVICE OR ANY BREACH OF THIS AGREEMENT BY YOU.

13. TERMINATION

  1. The Company may terminate this Agreement (including your Account) immediately and without notice if you breach this Agreement. If the Company terminates this Agreement under any circumstances, you will lose access to your Account without refund of any fees paid.
  2. You agree that if the Service or your Account is terminated or cancelled for any reasons or length of time, you are not entitled to any reimbursement or refund of any fees paid.
  3. Within thirty (30) days of the expiration or termination of this Agreement for whatever reason you shall either delete or destroy all copies of the Materials in your and your Authorized Users possession or control, except that you may keep one copy of any document included in the Materials for record keeping purposes only. 

 

14. CHOICE OF LAW AND VENUE.

This Agreement is governed by and shall be construed and enforced under the laws of the State of Illinois, without applying any conflicts of law principles that would require application of the law of any other jurisdiction. You agree that all actions or proceedings arising in connection with this Agreement shall be tried and litigated exclusively in the state or federal courts located in Chicago, Illinois.

15. EQUITABLE REMEDIES

You hereby agree that the Company will be irreparably damaged if the terms of this Agreement were not specifically enforced, and therefore you agree that the Company shall be entitled, without bond, other security, or proof of damages, to appropriate equitable remedies with respect to breaches of this Agreement, in addition to such other remedies as the Company may otherwise have available to it under applicable laws.
16. GENERAL PROVISIONS
Except as provided in this Agreement, any changes to this Agreement must be in writing and signed by the Company and you. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall remain in force. The UN Convention on Contracts for the International Sale of Goods is expressly disclaimed. The Company’s failure to act with respect to a breach by you or others does not waive the Company’s right to act with respect to subsequent or similar breaches. You may not assign or transfer this Agreement or your rights hereunder (except as otherwise set forth in this Agreement), and any attempt to the contrary is void, without written permission of the Company. This Agreement sets forth the entire understanding and agreement between the Company and you with respect to the Company, the Service and the RMP System, and this Agreement supersedes all prior agreements (oral or written, if any) between the parties. Notwithstanding anything else in this Agreement, no default, delay or failure to perform on the part of the Company shall be considered a breach of this Agreement if such default, delay or failure to perform is shown to be due to causes beyond the reasonable control of the Company. All notice given by you or required under this Agreement shall be emailed to support@recoverymanagerpro.com and will be effective on the date received.

In delivering the Services, RECOVERY MANAGER PRO, LLC may have access to information relating to the products, trade secrets, technology, business models, marketing or other plans, strategies, processes, analytical models, customer names or lists, finances or personal data related to the actual or planned business affairs of its clients, including any information gained in providing Services hereunder, hereinafter “Confidential Information”. RECOVERY MANAGER PRO, LLC agrees not to use any Confidential Information other than as required in order to perform the Services. RECOVERY MANAGER PRO, LLC agrees not to use any Confidential Information for its own benefit or for the benefit of anyone other than its approved use. RECOVERY MANAGER PRO, LLC agrees not to use or disclose any Confidential Information and to take all reasonable precautions to prevent its unauthorized use or disclosure. Contractor/Vendor may disclose Confidential Information if required by any judicial or governmental request, requirement or order, so long as RECOVERY MANAGER PRO, LLC takes reasonable steps to give the client sufficient prior notice in order to allow the client to contest such request, requirement or order. All Client Confidential Information remains the property of the client or the applicable Information Provider. The Client or the applicable Information Provider owns all right, title and interest, including any and all copyrights, patents, trade secrets, trademarks, trade dress and any and all moral rights in the Confidential Information and in any derivative or improvement of any Confidential Information. No license or other rights in the Confidential Information is granted under this Agreement. Further, upon the clients’ written request, RECOVERY MANAGER PRO, LLC agrees to return to the client, or destroy and give notice of destruction of, if requested, all copies of any Client Confidential Information in any form.

RECOVERY MANAGER PRO, LLC agrees that it will not permit its employees, agents, and subcontractors to use the trademarks, service marks, logos, names, or any other proprietary designations of any client, or its affiliates and subsidiaries, whether registered or unregistered, without the clients’ written consent.

In the course of its performance under this Agreement, the client may disclose to RECOVERY MANAGER PRO, LLC information that meets the definition of “nonpublic personal information” (“Nonpublic Personal Information”) in the regulations promulgated under Title V of the Gramm-Leach-Bliley Act of 1999 as amended from time to time, 15 U.S.C. 6801 to 6809, (“GLB Act Privacy Regulations”). RECOVERY MANAGER PRO, LLC shall not use or disclose such Nonpublic Personal Information to any nonaffiliated third party except (1) to the extent necessary to carry out the purpose or purposes for which the client discloses such information, or (2) in the ordinary course of business to carry out the purpose or purposes for which the Nonpublic Personal Information was disclosed under an exception to the GLB Act Privacy Regulations. RECOVERY MANAGER PRO, LLC shall maintain physical, electronic and procedural safeguards in compliance with applicable federal and state regulations to protect the Nonpublic Personal Information received from it's clients, including, but not limited to, the maintenance of appropriate safeguards to restrict access to Nonpublic Personal Information received from the client to those employees, agents or service providers of RECOVERY MANAGER PRO, LLC who need such information to carry out the purpose or purposes for which such Nonpublic Personal Information was disclosed.

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