This Agreement was last revised on June 09, 2021
Agreement between User and Design Management Technologies Inc.
The TonicDM.com website (the "Site") is an online service operated by Design Management Technologies Inc ("DMT"), a company incorporated in Delaware, USA. Unless your organization has signed a separate agreement with TonicDM the Site is offered to you conditioned on your acceptance without modification of the terms, conditions, and notices contained herein (the "Terms"). Your use of the Site constitutes your agreement to all such Terms. Please read these terms carefully, and keep a copy of them for your reference.
If you sign into TonicDM Services using an email address that belongs to an organization, your account is part of the account of your Organization and all text, files, and other data input, uploaded or otherwise provided to the Site (“Content”) and activities will fall under the control of your Organization and will be fully transparent to your Organization and its other representatives who are also Users of the Site. THE OWNERSHIP OF ANY DATA YOU UPLOAD OR HOST ON YOUR ACCOUNT RESIDES WITH YOUR ORGANIZATION.
Use of the Site and Privacy
Your use of the Site is subject to DMT’s Privacy Statement. Please review our Privacy Statement, which also governs the Site and informs users of our data collection practices.
You may use the Site to manage and share your Customer Data (as defined below) and collaborate with others on projects relating to the design and construction of the built environment.
“Customer Data” means all text, files, and other data input, uploaded or otherwise provided to the Site by a user, plus the logs of user activity on the site. DMT does not claim ownership of your Customer Data, however, by using the Site you are granting DMT and our subcontractors (hosting providers and contract developers for example) permission to use your Customer Data in order to provide services to you, including, without limitation, the rights to copy, distribute, transmit, display, reproduce, edit, translate and reformat your Customer Data if required in order to provide the service. For example, we may need to copy your Customer Data in order to maintain backups, transmit it so that the people you have shared it with can access it, or reformat it so that it can be displayed as a thumbnail image or preview.
If you use this site, you are responsible for maintaining the confidentiality of your account and password and for restricting access to the computers where you are logged in, and you agree to accept responsibility for all activities that occur under your account. You may not assign or otherwise transfer your account to any other person or entity. You acknowledge that DMT is not responsible for third party access to your account that results from your lack of security in handling your account or password. DMT reserves the right to refuse or cancel service, terminate accounts, or remove or edit Customer Data in our sole discretion. Either party may terminate this Agreement. You can do so by using the Site functionality to request account closure as in the "Closing your Account" provisions below. DMT may terminate your account on 3 days notice or if termination is for cause, termination may be immediate.
DMT does not knowingly collect, either online or offline, personal information from persons under the age of thirteen. If you are under 18, you may use the Site only with permission of a parent or guardian.
Your Relationship with your Organization
If you sign into TonicDM Services using an email address that belongs to an organization, you are either creating an account for your Organization or are joining your account to the existing account of your Organization. You agree that all Customer Data will fall under the control of your Organization and will be fully transparent to your Organization and its other representatives who are also Users of the Site. In addition to these Terms, your activities on the Site must comply with the policies, guidelines, and procedures of your Organization. DMT reserves the right to refuse or cancel service, terminate accounts, and remove or edit Customer Data in response to a written request from your Organization.
Closing your Account
If you wish to close your User account, you can change your account status from “Active” to “Deactivated” in your account Settings page. Once deactivated, your account is deemed closed and you will no longer be able to log in to that account. All your Customer Data will remain on the Site and will continue to be available to other Users from your Organization. Another User from your Organization, or DMT at the request of you or your Organization and at its sole discretion, may reactivate your account.
When you close your account, you may continue to receive email notifications from TonicDM.com when other Users send you Customer Data.
If you wish to close the account of your Organization, you may request this by sending an email to firstname.lastname@example.org. In making this request you represent that you have the authority within your Organization to do this. DMT may at its sole discretion contact other representatives of your Organization in order to confirm your request. Closing of the Organization account will be at the sole discretion of DMT. Customer Data belonging to your Organization will be kept in the system for 180 days, after which it will be irrevocably deleted.
No Unlawful or Prohibited Use
You are granted a non-exclusive, non-transferable, revocable license to access and use TonicDM.com strictly in accordance with these Terms. As a condition of your use of the Site, you warrant to DMT that you will not use the Site for any purpose that is unlawful, distasteful, obscene or prohibited by these Terms. You may not use the Site in any manner which could damage, disable, overburden, or impair the Site or interfere with any other party’s use and enjoyment of the Site. You may not obtain or attempt to obtain any Customer Data through any means not intentionally made available or provided for through the Site.
DMT has no obligation to monitor the Site, however DMT reserves the right to review Customer Data posted to it and to remove any Customer Data that violates these Terms in its sole discretion. DMT reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, in whole or in part, in DMT’s sole discretion.
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 Site 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 the Customer Data.
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 Site, 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.
You agree to indemnify, defend and hold harmless DMT, its officers, directors, employees, agents and third parties, for any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of your use of or inability to use the Site or services, any Customer Data of you or your Organization, your violation of any terms of this Agreement or your violation of any rights of a third party, or your violation of any applicable laws, rules or regulations. DMT reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with DMT in asserting any available defenses.
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 CONTENT 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 $ 1,000.
To the maximum extent permitted by law, this agreement is governed by the laws of the State of California and you hereby consent to the exclusive jurisdiction and venue of courts in California in all disputes arising out of or relating to the use of the Site. Use of the Site is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms, including, without limitation, this section.
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 Site 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 Site and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the User and DMT with respect to the Site.
DMT reserves the right, in its sole discretion, to change the Terms under which the Site is offered. The most current version of the Terms will supersede all previous versions. DMT encourages you to periodically review the Terms to stay informed of our updates.
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 Site, satisfy any legal requirement that such communications be in writing.
You agree to receive communications in English.
Changes to the Site
We continuously work to improve the Site 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 Site.
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 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.
DMT welcomes your questions or comments regarding the Terms:
Design Management Technologies Inc.
530 S Hewitt Street Suite 230
Los Angeles, California 90013
Email Address: email@example.com
Telephone number: +1.213.631.4414