Terms of Service

◆ Agreement to These Terms

GunTRAC LLC (“APB360”, “we”, “us”, “our”) provides the web sites at apb360.com and my.apb360.com, the application programming interface at api.guntrac.com, and the services delivered through them, subject to these terms and conditions of use. These terms, together with the APB360 Privacy Policy (collectively, the “Terms”), govern your use of those sites and services.

In these Terms, we call those web sites and any successor sites the “Site”; the software we provide, including the mobile and browser clients, the “Application”; the programming interface the “API”; and all of it together the “Services”. The Services include your use of the API, and the use of the API by third parties you authorize through your account to reach your User Content (defined in Section 4).

Please read these Terms before using the Services. By accessing or using the Services, you acknowledge that you have read and understood these Terms and agree to be legally bound by them and by all policies incorporated in them by reference. If you do not agree to be bound by these Terms in their entirety, you may not use the Services.

Who these Terms refer to

Our customers, and the people to whom they grant administrator, staff, or advisor access to their account, are called “Subscribers”. Anyone who uses the Services — whether a Subscriber, an authorized integration developer, or a casual browser of the Site — is called a “User”.

Changes to these Terms

We may change, modify, or otherwise alter these Terms, or any policy applicable to the Services, at our discretion. If we do, we will make reasonable efforts to notify you by email at the address in your registration information, or by posting a notice in the Application. Unless otherwise specified, changes take effect when the revised Terms are posted on the Site, and your continued use of the Services after that point constitutes your agreement to the modified Terms. The “last updated” date at the top of this page always reflects the current version. You should review these Terms periodically.

If you do not agree to the modified Terms, you must stop using the Services. You may cancel your account without further obligation, except for the amount due for the balance of the billing period in which you cancel. If your billing period is monthly, we will prorate your account to the nearest month-end after cancellation. If you have questions about these Terms, email help@apb360.com.

Eligibility

The Services are for your own use only. You may not resell, lease, or otherwise provide them to anyone else, except as expressly permitted through the Application. The Services are not intended for children: you must be at least eighteen (18) years old to use them. If we determine that a User is under eighteen, we will terminate that User's use of the Services.

1. Privacy and Usage Data

Please refer to the APB360 Privacy Policy for information on how we collect, use, and disclose personally identifiable information from Users. The current Privacy Policy is available on request from help@apb360.com. By using the Services, you agree to our collection, use, and disclosure of personally identifiable information in accordance with that policy.

The Application contains technology that monitors, records, and reports to us on how the Application is used, including information about the devices used to access it and the frequency, type, and manner of use (collectively, “Usage Data”). You agree that we may collect and use Usage Data to support, maintain, secure, and improve the Services, and to enforce our rights under these Terms.

To the extent any Usage Data is personal information within the meaning of applicable law, you: (a) consent to our collection, use, and disclosure of that Usage Data for these purposes; and (b) represent and warrant that you have obtained the consent of any individual to whom the Usage Data relates, or that no such consent is required under applicable law.

2. Accounts and Account Security

If you register for an account, you agree to (a) provide true, accurate, current, and complete information as prompted by our registration forms (“Registration Data”), and (b) promptly update your Registration Data and any other information you provide so that it stays true, accurate, and complete.

You agree to keep your access credentials — passwords, API keys, tokens, single sign-on configuration, and anything else required to reach the Services — secure and confidential. You must notify us immediately of any unauthorized use, or suspected unauthorized use, of your credentials. You are responsible for all activity on your account and for all charges incurred by it. Access credentials remain our property and may be revoked if you share them with a third party (other than as allowed in these Terms), if they are compromised, if you violate these Terms, or if we terminate your access to the API.

As a condition of using the Services, you must:

• not attempt to undermine the security or integrity of our computing systems or networks, or those of any third party that hosts the Application or Services on our behalf;
• not use or misuse the Application or Services in any way that may impair their functionality, impair other systems used to deliver the Services, or impair any other User's ability to use them;
• not attempt to gain unauthorized access to any material other than that which you have express permission to access, or to the systems on which the Application or Services are hosted;
• not use the Services to transmit files that may damage another person's devices or software, content that may be offensive, or material or data in violation of any law — including material protected by copyright or trade secret that you do not have the right to use; and
• not attempt to modify, copy, adapt, reproduce, disassemble, decompile, or reverse engineer any software used to deliver the Services, except as strictly necessary for normal operation.

3. Fees, Charges, and Taxes

Subscription fees and other charges for use of the Application are described on the Site and may change from time to time. If subscription fees change, we will give you at least 30 days' notice. Law enforcement agencies on a term license are rarely subject to fee changes during the term; your account executive handles all related communication at the end of the license term. If fees do change, your continued use of the Application after the effective date indicates your agreement to the new fees. No change to fees will apply to the billing period in which the change occurs. Fees charged by our payment platform partners for processing transactions are subject to change without notice, unless otherwise prohibited.

Although we take care in producing the Site and describing the Services, typographical, illustrative, or pricing errors may occur, and we reserve the right to correct them at any time. All prices are quoted and payable in United States dollars and, unless otherwise stated, are quoted before shipping charges and before any sales, use, excise, or other applicable taxes, which will be added to the quoted price and itemized separately. You are responsible for all taxes applicable to the fees and charges in any applicable jurisdiction.

4. Ownership, Copyright, and Trademarks

In these Terms, the content available through the Services — all information, data, logos, marks, designs, graphics, images, files, and their selection and arrangement — is called “Content”. Content provided by Users is called “User Content”. For example, the serialized asset records, inventory counts, bound-book entries, qualification and training records, maintenance history, and chain-of-custody entries that a Subscriber enters into the Services are that Subscriber's User Content.

User Content is the property of the User who provides it. Our only rights in it are the limited licenses granted in Section 5 and Section 17.

Other than User Content, the Services, all Content, and all software available on or used to create and operate the Services (including, without limitation, the Application and the API) are the property of APB360 or its licensors, and are protected by United States and international copyright law. All rights to the Services, that Content, and that software are expressly reserved. All trademarks, registered trademarks, product names, and company names or logos appearing in the Services are the property of their respective owners. Reference to any product, service, process, or other information by trade name, trademark, manufacturer, or supplier does not constitute or imply our endorsement, sponsorship, or recommendation of it.

Your User Content is your responsibility. We have no responsibility or liability for it, or for any loss or damage it may cause to you or to others. Although we have no obligation to do so, we retain the discretion to remove, screen, or edit User Content posted or stored on the Services, at any time and for any reason. You are solely responsible for maintaining your own copies of, and for replacing, any User Content you store on the Services. If you authorize third parties to reach your User Content through the Services, including through the API, you agree that we are permitted to provide that User Content to them, and that we have no responsibility or liability for their use of it.

5. Your License to Us

We do not claim any ownership interest in your User Content. We do, however, need the right to use it to the extent necessary to operate the Site and provide the Services, now and in the future. For example, if you configure your account so that a range master, an armorer, or an authorized integration can view assignment and qualification records, we need your license to display that User Content and to sublicense it to those recipients for that purpose.

Accordingly, by submitting User Content to or through the Services, you:

1. grant APB360 and its affiliates and subsidiaries a non-exclusive, royalty-free, transferable right to use, display, perform, reproduce, distribute, publish, modify, adapt, translate, and create derivative works from that User Content, in the manner and for the purposes for which the Services from time to time use it; and
2. represent and warrant that (i) you own or control all rights to the User Content you submit, or otherwise have the lawful right to submit it, and (ii) submitting it does not violate these Terms and will not violate the rights of, or cause injury to, any person or entity.

If your User Content is intended for other Users — for example, if you authorize a third party to reach it through the API — you also grant us and our affiliates and subsidiaries a non-exclusive, royalty-free, transferable right to sublicense that User Content to those Users for their use in connection with the Services, as described in these Terms.

These licenses are non-exclusive because you retain the right to use your User Content elsewhere. They are royalty-free because we are not required to pay you for using your User Content to operate the Services. They are transferable because we need the ability to transfer them to any successor operator of the Services. The rights to “modify, adapt, translate, and create derivative works from” are necessary because normal operation of the Services does exactly that when it indexes, reformats, and reports on your records.

6. Our License to You

APB360 grants you a limited, revocable, non-exclusive, non-sublicensable license to access the Services and to view, copy, and print the portions of the Content available to you through them. That license is subject to these Terms and is specifically conditioned on the following:

1. you may view, copy, and print such portions of the Content only for your own use;
2. you may not modify the Content or make derivative works of it, and you may not reproduce, distribute, or display it (other than page caching) except as expressly permitted in these Terms;
3. you may not remove or modify any copyright, trademark, or other proprietary notice placed in the Content;
4. you may not use data mining, scraping, robots, or similar automated data gathering or extraction methods; and
5. you may not use the Services or the Content other than for their intended purpose.

Except as expressly permitted above, any use of any portion of the Content without the prior written permission of its owner is strictly prohibited and will terminate the license granted in this Section, this agreement, and your account. Unauthorized use may also violate applicable law, including copyright and trademark law. Unless explicitly stated here, nothing in these Terms may be construed as conferring any license to intellectual property rights, whether by estoppel, implication, or otherwise. The license in this Section is revocable by us at any time.

You represent and warrant that your use of the Services and the Content will be consistent with this license, will not infringe or violate the rights of any other party, will not breach any contract or legal duty owed to another party, and will not violate applicable law.

To request permission for uses of Content not covered by this license, contact us at the address in Section 19.

7. Using the APB360 API

This Section applies to your use of the API, whether you are a Subscriber or another User — including the developer or operator of a web site or application that calls the API (such a web site or application, an “API Implementation”; the developer or operator, an “API Developer”). If you are a Subscriber and you engage a third party to build an API Implementation for you, this Section applies to your use and theirs, and you are responsible for their compliance with it to the same extent as if you had built it yourself.

If you are an API Developer and not otherwise a User, your use of the API constitutes your agreement to these Terms. We may change these Terms by posting new Terms on the Site; it is your responsibility to review the Site for changes. If you use the Services after new Terms are posted, your use constitutes agreement to them. If you do not wish to be bound by the new Terms, stop using the Services.

If you are an API Developer and not otherwise a Subscriber or User, the license in this Section governs your use of the API and the license in Section 6 does not. If you are also a Subscriber or User, Section 6 governs your use of Content other than the API, and this Section governs your use of the API.

APB360 grants you a limited, revocable, non-exclusive, non-sublicensable license to use the API as provided by us, in the manner permitted by these Terms. That license does not license any other Content to you, including Subscriber Content. If you want your API Implementation to display or deliver Content that a Subscriber has provided to us, you must first obtain that Subscriber's agreement to that use through a license set out in the terms of use governing the Subscriber's use of your API Implementation. This license is subject to the usage restrictions in Section 6 and to any further restrictions in your terms of use and privacy policy agreed to by the Subscriber. If you do not present terms of use and a privacy policy to our Subscribers when they use your API Implementation, you may not use the API.

API restrictions

You may not:

• interfere, or attempt to interfere, with the proper working of the API, or create or distribute an API Implementation that adversely affects the functionality or performance of the Services or the behavior of other applications using the API;
• misrepresent your identity or intentions when communicating with us about the API, use developer credentials licensed to a different individual or entity, allow your credentials to be used by others, or mask your usage of the API;
• use the API in association with, or as a component of, any web site we determine to be obscene or otherwise inappropriate;
• use the API for any application that constitutes, promotes, or is used in connection with spyware, adware, or other malicious programs or code;
• use the API in any manner or for any purpose that violates any law or regulation, or any right of any person, including intellectual property rights, rights of privacy, or rights of personality;
• replicate, in whole or in part, the look and feel of the Services in your API Implementation, or combine visual, design, or functional elements in a way that could reasonably be expected to cause user confusion between APB360 and your API Implementation;
• disparage or otherwise negatively represent APB360 in your API Implementation;
• use the API for any application that attempts to replace or replicate the essential user experience or functionality of the Services;
• reverse engineer, decompile, or otherwise attempt to extract the source code of the Services or any part of them;
• circumvent or render ineffective any IP address-based functionality or restriction imposed by the Services;
• circumvent technological measures that prevent direct database access, or build tools or products to that effect;
• build conversion functionality that migrates Content from the Services to a competing product or service; or
• while operating your API Implementation, solicit, interfere with, or endeavor to entice away any of our Subscribers.

Rate limits and monitoring

You agree to monitor your use of the API and to keep it within reasonable operational limits, for your own server capacity and for ours. We may impose or adjust limits on the number of transactions you may send or receive through the Services at any time, at our discretion, and we may describe those limits on the Site. We may charge additional fees for usage in excess of them. Unused API calls do not roll over to the next period.

You will not attempt to exceed or circumvent limits on access, calls, and use of the API, or otherwise use the API in a manner that exceeds reasonable request volume, constitutes excessive or abusive usage, or is inconsistent with any part of these Terms. We may monitor your use of the API and, if your applications connect the API to five hundred or more systems, we reserve the right to limit or suspend access by you or your API clients and to contact you to discuss the volume and terms of your API calls. We also reserve the right to rate limit other functionality to prevent abuse, spam, denial-of-service attacks, or other security issues.

We may monitor your use of the API for any reason, including quality assurance, improvement of our products and services, and verification of your compliance with these Terms. You will not interfere with that monitoring or otherwise obscure any aspect of your use of the API from us, and we may use any technical means to overcome such interference. We may suspend API access by you or your API client without notice if we reasonably believe you are in violation of these Terms. Any use by us of your API Implementation for these purposes does not constitute our agreement to any terms of use you purport to require us to comply with.

We have no responsibility to any person for any use or misuse of Content obtained through the API. If you are a Subscriber, consider carefully whether to give an API Developer access to your Content. To revoke that access, change your access credentials or revoke the API Implementation's authorization; contact help@apb360.com if you would like help doing so.

8. Acceptable Use and Interactive Areas

The Services may include discussion areas, comment threads, review features, or other forums in which you or third parties may post content (“Interactive Areas”). If we provide Interactive Areas, you are solely responsible for your use of them and you use them at your own risk. User Content submitted to any public area of the Services will be considered non-confidential. You agree not to post, upload, transmit, distribute, store, create, or otherwise publish through the Services any of the following:

• any message, data, text, audio, image, code, or other material that is unlawful, libelous, defamatory, obscene, pornographic, indecent, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, fraudulent, or otherwise objectionable;
• content that would constitute, encourage, or provide instructions for a criminal offense, violate the rights of any party, or otherwise create liability or violate any local, state, national, or international law;
• content that may infringe any patent, trademark, trade secret, copyright, or other intellectual or proprietary right of any party;
• content that impersonates any person or entity or misrepresents your affiliation with a person or entity;
• unsolicited promotions, political campaigning, advertising, or solicitations;
• private information of any third party, including addresses, phone numbers, email addresses, and payment card numbers, unless that third party has expressly consented to the use;
• viruses, corrupted data, or other harmful, disruptive, or destructive files;
• content unrelated to the topic of the Interactive Area in which it is posted; or
• content that, in our sole judgment, is objectionable, restricts or inhibits any other person from using or enjoying the Interactive Areas or the Services, or may expose APB360, its affiliates, or its Users to harm or liability of any kind.

We maintain a zero-tolerance policy toward spam. You may not use the Interactive Areas or the Services generally to send commercial or other messages to any third party where those messages are not solicited, authorized, or welcomed, and in your use of the Services you must comply with all applicable laws, including laws governing unsolicited commercial messaging and marketing practices in any relevant jurisdiction.

Any use of the Interactive Areas or other portions of the Services in violation of the foregoing violates these Terms and may result in, among other things, termination or suspension of your right to use the Interactive Areas or the Services.

9. Reliability and Security

We take reliability and security seriously and invest substantial effort in keeping the Services available and in making them a secure environment for your records. We use hosting providers and security technologies that we believe to be best-of-class for the kind of data our customers entrust to us.

Data in transit between you and the Services is encrypted using current industry-standard TLS. We use restrictive network controls to protect stored data. Payment card data (card number, cardholder name, expiration date, and security code) is handled in a manner consistent with the requirements of the PCI Data Security Standard.

No system, however, is perfectly secure or reliable. The Internet is an inherently insecure medium, and the reliability of hosting providers, Internet intermediaries, your Internet service provider, and other service providers cannot be assured. When you use the Services, you accept these risks and the responsibility for choosing to use a technology that does not provide perfect security or reliability. In particular, Subscribers who enable stored payment methods accept these risks with respect to that payment information, and acknowledge that they are aware of and accept as satisfactory our payment data protection procedures. Payment card data is provided by Subscribers, and Subscribers are responsible for its protection on their side.

We provide the API to let the Services work with other systems. If a third party is authorized through your account to reach your User Content through the API, we cannot control and are not responsible or liable for that third party's use of your User Content.

10. Third-Party Services and Content

As a convenience to Users, the Site may contain links to third-party web sites (“Third-Party Sites”) or third-party content (“Third-Party Content”), and may make third-party services available (“Third-Party Services”), including payment processors and other payment intermediaries you may use in connection with the Services. You use Third-Party Sites, Third-Party Content (together, “Third-Party Materials”), and Third-Party Services at your own risk.

We make no claim or representation regarding Third-Party Materials or Third-Party Services and provide them, or links to them, only as a convenience. Their inclusion does not imply our endorsement, adoption, sponsorship, or affiliation. We accept no responsibility for reviewing changes or updates to, or for the quality, content, policies, nature, or reliability of, Third-Party Materials, or of web sites linking to the Services. When you leave the Services, our terms and policies no longer govern; when you use Third-Party Services, their terms and policies apply. You should review the applicable terms and policies, including privacy and data-gathering practices, and make whatever investigation you consider appropriate before proceeding with any transaction with a third party.

The provider of Third-Party Materials or Third-Party Services is solely responsible for them, for the content within them, for any warranties that have not been disclaimed, for any training, support, or maintenance, and for any claims you or any other party may have relating to them or to your use of them. You acknowledge that you are purchasing any license to Third-Party Materials or Third-Party Services from that provider; that APB360 acts as agent for the provider in making them available to you; that APB360 is not a party to the license between you and the provider; and that APB360 is not responsible for those materials or services, their content, or any warranties or claims relating to them.

You acknowledge and agree that APB360 and its affiliates are third-party beneficiaries of the end user license agreement for such Third-Party Materials and Third-Party Services, and that upon your acceptance of that license, APB360 will have the right, and will be deemed to have accepted the right, to enforce that license against you as a third-party beneficiary.

11. Advertisements and Promotions

We may run advertisements or promotions from third parties on the Services. Your business dealings or correspondence with, or participation in promotions of, advertisers other than APB360 — and any terms, conditions, warranties, or representations associated with those dealings — are solely between you and that third party. APB360 is not responsible or liable for any loss or damage of any kind incurred as a result of such dealings or as a result of the presence of third-party advertisers on the Services.

12. Warranty Disclaimer

YOUR USE OF THE SITE, THE SERVICES, THE SOFTWARE (INCLUDING WITHOUT LIMITATION THE APPLICATION AND THE API), AND THE CONTENT (COLLECTIVELY, THE “APB360 SOLUTION”), AND OF ANY THIRD-PARTY MATERIALS OR THIRD-PARTY SERVICES, IS ENTIRELY AT YOUR OWN RISK AND, EXCEPT AS DESCRIBED IN THIS AGREEMENT, IS PROVIDED “AS IS.”

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, APB360, ITS SUBSIDIARIES AND AFFILIATES, AND THEIR THIRD-PARTY PROVIDERS, LICENSORS, DISTRIBUTORS, AND SUPPLIERS (COLLECTIVELY, “SUPPLIERS”) DISCLAIM ALL WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OR CONDITION THAT THE APB360 SOLUTION OR ANY THIRD-PARTY MATERIALS OR THIRD-PARTY SERVICES ARE OR WILL (A) BE FIT FOR A PARTICULAR PURPOSE, (B) BE OF GOOD TITLE, OR (C) BE OF MERCHANTABLE QUALITY, OR THAT THEY DO NOT AND WILL NOT INTERFERE WITH, INFRINGE, OR MISAPPROPRIATE ANY INTELLECTUAL PROPERTY RIGHTS. THE SUPPLIERS FURTHER DISCLAIM ALL WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, AS TO THE ACCURACY, RELIABILITY, AND QUALITY OF CONTENT IN OR LINKED TO THE APB360 SOLUTION. APB360, ITS SUBSIDIARIES, ITS AFFILIATES, AND ITS SUPPLIERS DO NOT WARRANT THAT THE APB360 SOLUTION IS OR WILL BE SECURE OR FREE FROM BUGS, VIRUSES, INTERRUPTION, DATA LOSS, ERRORS, THEFT, OR DESTRUCTION.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR CONDITIONS, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE.

APB360, ITS SUBSIDIARIES, ITS AFFILIATES, AND ITS SUPPLIERS DISCLAIM ANY REPRESENTATION OR WARRANTY THAT YOUR USE OF THE SERVICES WILL SATISFY OR ENSURE COMPLIANCE WITH ANY LEGAL OBLIGATION, LAW, OR REGULATION. THE SERVICES ARE A RECORDKEEPING TOOL; RESPONSIBILITY FOR REGULATORY COMPLIANCE REMAINS WITH YOU.

13. Limitation of Liability; Indemnity

You waive and will not assert any claim or allegation of any nature against APB360, its affiliates or subsidiaries, their sponsors, contractors, advertisers, vendors, or other partners, any of their successors or assigns, or any of their respective officers, directors, agents, or employees (collectively, the “Released Parties”) arising out of or in any way relating to your use of the APB360 Solution or any Third-Party Materials or Third-Party Services — including any claim relating to infringement of proprietary rights, or any allegation that a Released Party has or should indemnify, defend, or hold harmless you or any third party from a claim arising from your use or other exploitation of the APB360 Solution or any Third-Party Materials or Third-Party Services. You use the APB360 Solution and any Third-Party Materials or Third-Party Services at your own risk.

Without limiting the foregoing, neither APB360 nor any other Released Party will be liable for any direct, special, indirect, incidental, exemplary, punitive, or consequential damages, or any other damages of any kind, including loss of use, loss of profits, or loss of data, whether in contract, tort (including negligence), or otherwise, arising out of or in any way connected with the use of or inability to use the APB360 Solution or any Third-Party Materials or Third-Party Services. This includes damages caused by or resulting from your reliance on the APB360 Solution or on information obtained from any Released Party or accessible via the APB360 Solution, and damages resulting from mistakes, errors, omissions, interruptions, deletion of files or email, defects, viruses, delays in operation or transmission, or any failure of performance, whether or not resulting from acts of God, communications failure, theft, destruction, or unauthorized access to any Released Party's records, programs, or services.

In no event will the aggregate liability of APB360 — whether in contract, warranty, tort (including negligence, whether active, passive, or imputed), product liability, strict liability, or any other theory — arising out of or relating to the use of the APB360 Solution exceed the compensation you paid for access to or use of the APB360 Solution during the three months preceding the date of the claim. In no event will APB360 have or incur any liability, under any theory, arising out of or relating to your use of any Third-Party Materials or Third-Party Services.

You will defend, indemnify, and hold harmless APB360 and the other Released Parties from any loss, damages, liabilities, costs, expenses, claims, and proceedings arising out of your use of the APB360 Solution or any Third-Party Materials or Third-Party Services, and, if you are a Subscriber, from the use of any of the foregoing by any person to whom you grant access to your account, including staff and advisors. This includes any claim that your User Content infringes the rights, including intellectual property rights, of any third party (collectively, “Indemnified Claims”). We reserve the right, at our sole discretion and expense, to assume the exclusive defense and control of any Indemnified Claim, and you agree to cooperate reasonably as requested in that defense.

14. Communications and Feedback

Notices we give you — other than notice of amendment of these Terms, which is described above under Agreement to These Terms — may be provided in a number of ways depending on the circumstances. We may email or telephone you using the contact information in your Registration Data, post a notice in the dashboard area of your account, or post a notice elsewhere on the Site. When we post notices on the Site, we post them in the area suitable to the notice. It is your responsibility to review the Site periodically for notices.

Subject to the Privacy Policy, if you send us or post in any public area of the Site any information, ideas, inventions, concepts, techniques, or know-how (“User Submissions”) for any purpose, including for developing, manufacturing, or marketing products or services incorporating them, you acknowledge that we may use those User Submissions without acknowledgment or compensation to you, and you waive any claim of ownership, compensation, or other rights in relation to them. We do actively review User Submissions for product ideas. If you want to preserve any interest you may have in a User Submission, do not post it to the Site or send it to us.

15. Governing Law and Venue

The Services are controlled and operated by APB360 from its offices in Alabama. You and APB360 both benefit from a predictable legal environment for the Services. You and APB360 therefore expressly agree that all disputes, claims, and other matters arising from or relating to your use of the Site, the Content, or the Services will be governed by the laws of the State of Alabama and the federal laws of the United States applicable therein. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.

Except where prohibited by applicable law, any claim, dispute, or controversy — whether in contract or tort, pursuant to statute or regulation, or otherwise, and whether pre-existing, present, or future — involving APB360 and arising out of or relating to (a) these Terms; (b) the Site, the Content, or the Services; (c) oral or written statements, advertisements, or promotions relating to these Terms or to the Site, the Content, or the Services; or (d) the relationships resulting from any of the foregoing (each, a “Claim”) will be referred to and determined by a sole arbitrator, to the exclusion of the courts. If you have a Claim, give written notice to arbitrate at the address in Section 19. If we have a Claim, we will give you notice to arbitrate at the address in your Registration Data. Arbitration will be conducted by one arbitrator under the commercial arbitration laws and rules in effect in the State of Alabama on the date of the notice.

To the extent arbitration as described above is prohibited by applicable law, you agree that all Claims will be heard and resolved in a court of competent subject-matter jurisdiction located in Baldwin County, Alabama. You consent to the personal jurisdiction of those courts, stipulate to the fairness and convenience of proceeding there, and covenant not to assert any objection to proceeding there.

If you choose to access the Services from a location other than Alabama, you are responsible for compliance with the local laws of that jurisdiction, and you agree to indemnify APB360 and the other Released Parties for your failure to comply with them.

16. Changes to the Services

Notwithstanding any other provision of these Terms, APB360 reserves the right, without notice or liability to you and at its sole discretion, to (a) terminate your license to use the Services or any portion of them, and the rights of any third party to which you have granted access to your User Content through the API; (b) block or prevent your future access to and use of all or any portion of the Services or Content, and the corresponding rights of any such third party; (c) change, suspend, or discontinue any aspect of the Services or Content; and (d) impose limits on the Services or Content.

17. Inactive Accounts; Termination

If your account is inactive for at least two months, as determined by us, we may deactivate it. Deactivated accounts are not deleted — they are placed in storage and can be restored. We will notify you by email if we decide to deactivate your account. If you know in advance that your account will be inactive for a period and do not want it deactivated, let us know in advance at help@apb360.com. We reserve the right to charge a data storage fee for storing the information associated with deactivated accounts. If a deactivated account remains inactive and we do not hear from you, we may terminate it at any time and without notice.

You and APB360 may each terminate your use of the Services, including your agreement to these Terms, at any time. If you terminate, you must pay the fees applicable for the balance of the then-current billing period. Before termination takes effect, you may export your User Content using the export features in the Application; contact help@apb360.com if you need assistance producing a complete export.

When your account is terminated, your User Content will shortly thereafter no longer appear on the Services, except for User Content submitted to public areas of the Site, which may remain after termination. We may also retain an archival copy of your User Content after termination, and you grant us a non-exclusive, perpetual, irrevocable license to maintain that archival copy for our internal business purposes.

If these Terms expire or terminate for any reason, Sections 4, 9, 10, 12, 13, 15, 17, and 18, and any representation or warranty you make in these Terms, survive indefinitely.

18. Miscellaneous

If any provision of these Terms is deemed unlawful, void, or for any reason unenforceable, that provision will be deemed severable from these Terms and will not affect the validity and enforceability of the remaining provisions. APB360 may assign any or all of its rights under these Terms to any party without your consent. You may not assign any of your rights or obligations under these Terms without our prior written consent, and any attempted assignment without it is void and unenforceable.

These Terms constitute the entire agreement between you and APB360 regarding your use of the Site, the Content, any add-ons, and the Services, and supersede all prior or contemporaneous communications between you and APB360 regarding them, whether electronic, oral, or written. Where you and APB360 have signed a separate written agreement, purchase order, or contract-vehicle terms covering the same subject matter, that signed agreement controls to the extent of any conflict with these Terms.

These Terms, and all documents relating to them, including notices, have been and will be drawn up in the English language only.

19. Questions and Contact

If you have questions about these Terms or about your use of the Services, contact us: