This Agreement was last revised on Oct 24, 2025
You may print a copy of these Terms by clicking here. If you have a disability, you may access these Terms in an alternative format by contacting support@tonicdm.com.
The www.tonicdm.com website and the TonicDM cloud-based software application, including all related tools, APIs, documentation, and support services made available via the tonicdm.com domain and through any associated integrations and applications (collectively, the “Service") is operated by Design Management Technologies Inc. (“DMT”), a company incorporated in Delaware, USA.
Definitions
“Customer Data” means all text, files, and other data input, uploaded or otherwise provided to the Service by you and others at your Organization, including contact information for your organization's contacts.
“DMT Contact Data” is contact data owned by DMT. This includes the contact information of the Users of our Service, including name, address, phone number, email address, title, time zone and other information that we may collect through use of the Service.
“Service Usage Data” is metadata collected on your and your organization's use of the Service, including derived statistical data, analytics, and trends.
"Support Data" is the information we collect when you submit a support request or run troubleshooting tools, including information about hardware, software, and other details related to the support incident, such as contact or authentication information, chat session personalization, information about the condition of the computer and the application when the fault occurred and during diagnostics, system and registry data about software installations and hardware configurations, and error-tracking files.
Customer Data
Customer retains all right, title, and interest in and to Customer Data. DMT acknowledges that it has no ownership rights in Customer Data. Customer grants DMT a limited, non-exclusive license to access, process, store, and transmit Customer Data solely to: (a) Provide and maintain the Service; (b) Prevent or address technical issues; (c) Provide customer support at Customer's request; and (d) Comply with applicable laws or valid legal process. This license terminates upon deletion of the applicable Customer Data.
DMT shall not, without Customer's prior written consent: (a) Access Customer Data except as necessary to provide the Service; (b) Use Customer Data for data analytics, AI/ML model training, or product improvement; (c) Disclose Customer Data to third parties except subprocessors as permitted herein; (d) Sell, rent, or trade Customer Data in any form (raw, aggregated, or anonymized); or (e) Use Customer Data for marketing, benchmarking, or competitive analysis.
DMT may engage subprocessors to assist in providing the Service, provided that: (a) DMT maintains a current list of subprocessors available at trust.tonicdm.com; (b) DMT provides 30 days notice of new subprocessors; (c) Each subprocessor is bound with confidentiality, data protection, and security obligations no less protective than this Agreement; and (d) DMT remains liable for each subprocessor's compliance.
Closing your Account
If you wish to close the account of your Organization, you may request this by contacting your account representative or emailing support@tonicdm.com. Upon termination of services, DMT shall delete all Customer Data from active and backup systems within 90 days, unless otherwise required by applicable law.
No Unlawful or Prohibited Use
You are granted a non-exclusive, non-transferable, revocable license to access and use the Service strictly in accordance with these Terms. As a condition of your use of the Service, you warrant to DMT that you will not use the Service for any purpose that is unlawful, distasteful, obscene or prohibited by these Terms. You may not use the Service in any manner which could damage, disable, overburden, or impair the Service or interfere with any other party’s use and enjoyment of the Service. You may not obtain or attempt to obtain any other customer's data through any means not intentionally made available or provided for through the Service.
DMT has no obligation to monitor the Service, however DMT reserves the right to review Customer Data posted to it and to remove any Customer Data that violates these Terms at its sole discretion. DMT shall not disclose Customer Data to any third party (including law enforcement) without a valid subpoena, court order, or binding legal obligation. Upon receiving such disclosure order DMT will promptly give written notice to the Customer (unless legally prohibited) and reasonably cooperate with the Customer, at the Customer's expense, in any efforts to contest, limit, or obtain confidential treatment of such required disclosure.
The Service is controlled, operated and administered by DMT from our offices within the USA. If you access the Service from a location outside the USA, you are responsible for compliance with local laws. You agree that you will not use the Customer Data accessed through the Service in any country or in any manner prohibited by any applicable laws, restrictions or regulations.
Material may be subject to limitations on usage, reproduction and/or dissemination. You are responsible for adhering to such limitations if you upload or download Customer Data.
DMT Intellectual Property
All DMT content included as part of the Service, such as text, graphics, logos, images, as well as the compilation thereof, and any software used on the Service, is the property of DMT or its suppliers and protected by copyright and other laws that protect intellectual property and proprietary rights. You agree to observe and abide by all copyright and other proprietary notices or restrictions contained in any such content and will not make any changes thereto. You will not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any DMT content, in whole or in part.
Mutual Indemnification
DMT will indemnify, defend and hold harmless Customer and its officers, directors, employees, and agents from any third-party claims, liabilities, damages, losses and expenses (including reasonable attorneys' fees) arising out of: (a) DMT's breach of this Agreement; (b) Claims that the Service infringes any third-party intellectual property rights; (c) DMT's violation of applicable laws or regulations; or (d) DMT's gross negligence or willful misconduct.
Customer will indemnify, defend and hold harmless DMT and its officers, directors, employees, and agents from any third-party claims, liabilities, damages, losses and expenses (including reasonable attorneys' fees) arising out of: (a) Customer's use of the Service in violation of this Agreement; (b) Customer Data or Customer's violation of any third-party rights; (c) Customer's violation of applicable laws or regulations; or (d) Customer's gross negligence or willful misconduct.
The indemnified party will: (a) Promptly notify the indemnifying party of any claim; (b) Grant the indemnifying party sole control of the defense and settlement; (c) Provide reasonable cooperation and assistance; and (d) Not settle any claim without the indemnifying party's consent. This Section states the indemnifying party's sole liability and the indemnified party's exclusive remedy for any third-party claims.
No Warranties and Liability Disclaimer
DESIGN MANAGEMENT TECHNOLOGIES INC AND/OR ITS SUPPLIERS MAKE NO GUARANTEES OR WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO YOUR USE OF THE SERVICES. YOU UNDERSTAND THAT USE OF THE SERVICES IS AT YOUR OWN RISK AND THAT WE PROVIDE THE SERVICES ON AN “AS IS” BASIS “WITH ALL FAULTS” AND “AS AVAILABLE.” DMT DOESN’T GUARANTEE THE ACCURACY OR TIMELINESS OF INFORMATION AVAILABLE FROM THE SERVICES. To the extent permitted under your local law, we exclude any implied warranties, including for merchantability, satisfactory quality, fitness for a particular purpose, workmanlike effort, and non-infringement. You may have certain rights under your local law. Nothing in this Agreement is intended to affect those rights, if they are applicable.
You acknowledge that computer and telecommunications systems are not fault-free and occasional periods of downtime occur. We do not guarantee the services will be uninterrupted, timely, secure, or error-free or that Customer Data loss won’t occur.
IN NO EVENT SHALL DMT BE LIABLE TO YOU OR TO ANY OTHER PARTY FOR INDIRECT DAMAGES OR LOSSES IN CONNECTION WITH CUSTOMER DATA INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOST PROFITS, LOST DATA, LOST SAVINGS, OR INCIDENTAL, CONSEQUENTIAL, OR SPECIAL DAMAGES, EVEN IF CAUSED BY DMT’S NEGLIGENCE AND EVEN IF DMT HAS KNOWLEDGE OF THE POSSIBILITY OF SUCH POTENTIAL LOSS OR DAMAGE.
IF FOR ANY REASON, DMT BECOMES LIABLE TO YOU OR ANY OTHER PARTY FOR DIRECT OR ANY OTHER DAMAGES FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF ACTION, INCURRED IN CONNECTION WITH THIS AGREEMENT THEN THE AGGREGATE LIABILITY OF DMT FOR ALL DAMAGES, INJURY, AND LIABILITY INCURRED BY YOU THE USER (AND ALL OTHER PARTIES), SHALL BE LIMITED TO THE FEES PAID BY THE ORGANIZATION IN THE PRECEDING 12 MONTHS.
Termination/access restriction
To the maximum extent permitted by law, this agreement is governed by the laws of the State of California. Use of the Service is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms, including, without limitation, this section. In any dispute, the parties agree to attempt resolution through good faith negotiation and, if necessary, resolved by binding arbitration conducted virtually or in a mutually agreed location, applying California law.
DMT’s performance of this agreement is subject to existing laws and legal process, and nothing contained in this agreement is in derogation of DMT’s right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Service or information provided to or gathered by DMT with respect to such use.
If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect.
Unless otherwise specified herein, this agreement constitutes the entire agreement between the User and DMT with respect to the Service and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the User and DMT with respect to the Service.
Electronic Communications
You consent to receive electronic communications and you agree that all agreements, notices, disclosures and other communications that we provide to you electronically, via email and on the Service, satisfy any legal requirement that such communications be in writing.
You agree to receive communications in English.
Changes to the Service
We continuously work to improve the Service and may change it at any time. We may automatically provide updates to the software from time to time. You agree to accept such updates subject to these terms unless other terms accompany the updates. If so, those other terms apply. DMT is not obligated to make any updates available and doesn’t guarantee that we will support the version of the system for which you licensed the Service.
We may release features in a beta version, which may not work correctly or in the same way the final version may work. From time to time, we may stop providing specific features. We may do so for example if it’s no longer feasible for us to provide a feature, the technology advances, customer feedback indicates a change is needed, there are changes to our agreements with third parties, or external issues arise that make it imprudent or impractical to continue providing the feature.
Contact Us
DMT welcomes your questions or comments regarding the Terms:
Design Management Technologies Inc.
530 S Hewitt Street Suite 230
Los Angeles, California 90013
USA
Email Address: support@tonicdm.com
Telephone number: +1.213.631.4414
