This Agreement is entered into between Fastmill Enterprises Inc., a California corporation, and its owner David McCracken (collectively, "Licensor," "we," "us," or "our"), operating the FastFlowTrack software service at FastFlowTrack.com, and you, the individual or business entity accessing or using the Service ("Licensee," "you," or "your").
FastFlowTrack is a cloud-based, Software-as-a-Service (SaaS) shop floor management platform designed for machine shops and manufacturing businesses. The Service includes work order tracking, time logging, inventory management, operator scheduling, reporting tools, and related features accessible via web browser or mobile device ("Service").
Subject to the terms of this Agreement and payment of applicable subscription fees, Licensor grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service solely for your internal business operations during the term of your active subscription. No rights are granted except as expressly stated herein.
You agree that you will not, and will not permit any third party to: (a) copy, modify, adapt, translate, or create derivative works of the Service; (b) reverse engineer, decompile, or disassemble the Service; (c) sublicense, sell, resell, transfer, or assign the Service or make it available to any third party; (d) use the Service to build a competitive product or service; (e) use the Service for any unlawful purpose; (f) remove or alter any proprietary notices or marks on the Service; or (g) use the Service in any manner that could damage, disable, overburden, or impair the Service or interfere with any other party's use of the Service.
Access to the Service requires payment of subscription fees as set forth on FastFlowTrack.com. Fees are billed on a monthly or annual basis as selected at time of purchase. All fees are non-refundable except as expressly stated herein or required by applicable law. Licensor reserves the right to modify subscription fees upon thirty (30) days' written notice. Continued use of the Service after a price change constitutes acceptance of the new fees. Failure to pay fees when due may result in suspension or termination of your access to the Service.
You retain all ownership rights to data you input into the Service ("Your Data"). You grant Licensor a limited license to store, process, and display Your Data solely to provide the Service to you. Licensor will not sell Your Data to third parties. Licensor implements commercially reasonable security measures to protect Your Data but cannot guarantee absolute security. You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You agree to notify Licensor immediately of any unauthorized use of your account.
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LICENSOR, FASTMILL ENTERPRISES INC., AND DAVID McCRACKEN EXPRESSLY DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
LICENSOR DOES NOT WARRANT THAT: (A) THE SERVICE WILL MEET YOUR REQUIREMENTS; (B) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (C) THE RESULTS OBTAINED FROM USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE; OR (D) ANY ERRORS IN THE SERVICE WILL BE CORRECTED. YOU ASSUME ALL RISKS ASSOCIATED WITH YOUR USE OF THE SERVICE.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL LICENSOR, FASTMILL ENTERPRISES INC., DAVID McCRACKEN, OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, SUCCESSORS, OR ASSIGNS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES; LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, OR DATA; BUSINESS INTERRUPTION OR LOSS OF PRODUCTION; OR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES — ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR YOUR USE OF THE SERVICE, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT SHALL LICENSOR'S TOTAL CUMULATIVE LIABILITY EXCEED THE GREATER OF (A) THE TOTAL FEES PAID BY YOU IN THE THREE (3) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100.00).
Some jurisdictions do not allow the exclusion or limitation of certain damages, so the above limitations may not apply to you in full. In such jurisdictions, Licensor's liability shall be limited to the maximum extent permitted by applicable law.
You agree to defend, indemnify, and hold harmless Licensor, Fastmill Enterprises Inc., David McCracken, and their respective officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, and fees (including reasonable attorneys' fees) arising out of or relating to: (a) your use of the Service; (b) your violation of this Agreement; (c) your violation of any applicable law or regulation; (d) your violation of any third-party rights; or (e) any data you input into the Service.
The Service, including all software, technology, content, designs, and documentation, is owned by Licensor and is protected by copyright, trademark, trade secret, and other intellectual property laws. The FastFlowTrack name, logo, and all related product names are trademarks of Fastmill Enterprises Inc. Nothing in this Agreement transfers any ownership rights in the Service to you. All rights not expressly granted herein are reserved by Licensor.
This Agreement begins on the date you first access or use the Service and continues for the duration of your active subscription unless earlier terminated. Either party may terminate this Agreement immediately upon written notice if the other party materially breaches this Agreement and fails to cure such breach within fifteen (15) days of notice. Licensor may suspend or terminate your access immediately without notice if you violate this Agreement or if your payment is overdue. Upon termination, your license to use the Service immediately ceases. Licensor may provide a reasonable opportunity to export Your Data following termination.
Licensor reserves the right to modify, suspend, or discontinue the Service or any feature thereof at any time with or without notice. Licensor may also update this Agreement from time to time. Updated versions will be posted at FastFlowTrack.com and will be effective upon posting. Your continued use of the Service after any update constitutes acceptance of the revised Agreement.
This Agreement is governed by the laws of the State of California, without regard to its conflict of law provisions. Any dispute shall first be submitted to non-binding mediation. If mediation fails, disputes shall be resolved by binding arbitration conducted by the American Arbitration Association in Riverside County, California. Either party may seek injunctive relief in any court of competent jurisdiction to protect intellectual property rights. You and Licensor each waive the right to a jury trial and the right to participate in any class action proceeding.
Entire Agreement. This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements, representations, and understandings.
Severability. If any provision is found to be unenforceable, it will be modified to the minimum extent necessary, and the remaining provisions will continue in full force.
Waiver. Failure to enforce any provision shall not constitute a waiver of that or any other provision.
Assignment. You may not assign this Agreement without Licensor's prior written consent. Licensor may assign this Agreement without restriction.
Force Majeure. Licensor shall not be liable for failures caused by circumstances beyond its reasonable control, including acts of God, natural disasters, internet outages, or government action.
Notices. Notices shall be in writing and delivered by email to the address on file for your account (for notices to you) or to support@fastflowtrack.com (for notices to Licensor).
Questions about this Agreement may be directed to:
Fastmill Enterprises Inc.
Attn: David McCracken
Email: support@fastflowtrack.com
Website: FastFlowTrack.com