Terms of Service

BizSpeed – Terms of Service

Updated Feb 24, 2023

These terms of service are intended to explain our obligations as a service provider and your obligations as a CUSTOMER.  Please read them carefully.

These terms are binding on any use of the Software and apply to CUSTOMER from the time that BizSpeed provides CUSTOMER with access to the Software.

BizSpeed reserves the right to change these terms at any time, effective upon the posting of modified terms, and BizSpeed will make every effort to communicate these changes to CUSTOMER via email or notification via the website. It is likely these terms of use will change over time. It is your obligation to ensure that CUSTOMER have read, understood and agree to the most recent terms available on the Website.

The following terminology applies to these terms and other guidelines and agreements indicated by us from time to time: “customer”, “user”, “you” and “your” refers to you, the person visiting or logged onto this Website and in compliance with our terms and conditions.  The words “ourselves”, “we”, “our” and “us”, refers to us and our parent and holding companies.  Any use of the above terminology or other words in the singular, plural, capitalization and/or he/she or they, are taken as interchangeable and therefore as referring to the same.

Henceforth, by accessing this Website, on behalf of yourself or the entity that you represent, you represent and warrant that you have the right, authority, and capacity to enter into these terms (on behalf of yourself or the entity that you represent), in accordance with all applicable laws and regulations.  If you do not agree with any of these terms, you are prohibited from using or accessing this Website.

DEFINITIONS

• “Access Fee”

means the monthly fee (excluding any taxes and duties) payable by CUSTOMER in accordance with the fee schedule set out on the Website (which BizSpeed may change from time to time on notice to You).  This may also be called a subscription fee.

• “Confidential Information”

includes all information exchanged between the parties to this Agreement, whether in writing, electronically or orally, including the Software but does not include information which is, or becomes, publicly available other than through unauthorized disclosure by the other party.

• “Data”

means any data inputted by CUSTOMER into the Software.

• “Intellectual Property Right”

means any patent, trade mark, service mark, copyright, moral right, right in a design, know-how and any other intellectual or industrial property rights, anywhere in the world whether or not registered.

• “Software”

means the software available (as may be changed or updated from time to time by BizSpeed) via the Website or via mobile devices.

• “Hardware”

means the equipment required to run the software in the field, including the truck fuel controller system, mobile devices, barcode scanners, cellular modems, charging cradles and other associated equipment. It does NOT include fuel meters or equipment CUSTOMER installed and owns on their vehicles.

• “Website”

means the Internet site at the domain BizSpeed.com or any other site operated by BizSpeed.

• “BizSpeed”

Means BizSpeed Inc. which is headquartered at 3050 Royal Blvd. South Ste 130, Alpharetta, GA 30022 USA

• “CUSTOMER”

means you and includes your employees, consultants, representatives and agents.

USE OF SOFTWARE

BizSpeed grants CUSTOMER the right to access and use the Software via the Website and approved mobile devices with the user roles according to your subscription type. This right is non-exclusive and non-transferable and limited by these terms.

YOUR OBLIGATIONS

• Payment obligations:

An invoice for the Access Fee will be issued to your billing contact starting on the date on which service begins. All invoices will include the Access Fee for the following period of use. BizSpeed will continue invoicing CUSTOMER monthly or annually, based on your requested billing cycle, until this Agreement is terminated in accordance with clause 8.

All BizSpeed invoices will be sent to CUSTOMER by surface mail or email and are payable by the monthly or annual renewal date specified in the invoice.

• Payment terms:

We rely on authorized third-party payment processors in order to bill you through a payment account linked to you, and henceforth you hereby authorize us to charge the pertinent fees through your indicated payment processing account.  Sensitive financial details are stored only by our payment providers.  For more information, please refer to the terms of use of our third party payment processing platform, which may include Stripe and others.

If we detect any chargeback or if any payment is not received by us or our payment processors for any reason, you will promptly pay us any and all amounts due to us upon notice.  Any failure or inability by us to process any payment hereunder does not relieve you from your payment obligations.

A chargeback is typically caused when a customer disputes a charge that appears on their bank or payment processing statement.  A charge-back may result in the reversal of a transaction, with the amount charged back to you.  You can be assessed charge-backs for: (i) customer disputes; (ii) unauthorized or improperly authorized transactions; (iii) transactions that do not comply with payment processor network rules or are allegedly unlawful or suspicious; or (iv) any reversals for any reason by our payment processor or the institutions handling the transaction.

When a chargeback is issued, you are immediately liable to BizSpeed for the full amount of payment of the chargeback, plus any associated fees, fines, expenses or penalties (including those assessed by our payment processor or the financial institutions handling the transaction).  Accordingly, you hereby represent and warrant that you expressly appoint BizSpeed as your agent, with full power to recover these amounts by debiting your account or setting off any amounts owed to you by us.

If we are unable to recover funds related to a charge-back for which you are liable, you will pay us the full amount of the chargeback immediately upon demand; thus you agree to pay all costs and expenses, including without limitation, costs assessed by our payment processor, reasonable attorneys and legal fees and other legal expenses, incurred by or on behalf of us in connection with the collection of any unpaid charge-backs unpaid by you.

• General obligations:

CUSTOMER must only use the Software, Mobile Hardware and Website for your own lawful internal business purposes, in accordance with these terms and any notice sent by BizSpeed or condition posted on the Website.

• Access conditions:

1. CUSTOMER will ensure that all usernames and passwords required to access the Software are kept secure and confidential. CUSTOMER will immediately notify BizSpeed of any unauthorized use of your passwords or any other breach of security.
2. As a condition of these terms, when accessing and using the Software, CUSTOMER must:
   1. not attempt to undermine the security or integrity of BizSpeed’s computing systems or networks or, where the Software is hosted by a third party, that third party’s computing systems and networks;
   2. not use, or misuse, the Software in any way which may impair the functionality of the Software or Website, or impair the ability of any other user to use the Software or Website;
   3. not attempt to gain unauthorized access to any materials other than those to which CUSTOMER have been given express permission to access or to the computer system on which the Software is hosted;
   4. not transmit, or input into the Software, any: files that may damage any other person’s computing devices or software, content that may be offensive, or material or Data in violation of any law (including Data or other material protected by copyright or trade secrets which CUSTOMER do not have the right to use);
   5. not modify, copy, adapt, reproduce, disassemble, decompile or reverse engineer the Software or the Website except as is strictly necessary to use either of them for normal operation.

• Usage Limitations:

Use of the Software may be subject to limitations, including but not limited to monthly transaction volumes defined as the number of calls CUSTOMER are permitted to make against BizSpeed’s application programming interface. Any such limitations will be specified within the Software.

• Communication Conditions:

As a condition of these terms, if CUSTOMER uses any communication tools available through the Website (such as automated emails or text messaging), CUSTOMER agrees only to use such communication tools for lawful and legitimate purposes.  CUSTOMER must not use any such communication tool for posting or disseminating any material unrelated to the use of the Software including (but not limited to): files that may damage any other person’s computing devices or software, or material in violation of any law (including material that is protected by copyright or trade secrets which CUSTOMER does not have the right to use).

When CUSTOMER makes any communication on the Website, CUSTOMER represents that CUSTOMER owns the content of the communication. BizSpeed is under no obligation to ensure that the communications on the Website are legitimate or that they are related only to the use of the Software.  CUSTOMER must exercise caution when using the communication tools available on the Website. BizSpeed reserves the right to remove any communication at any time in its sole discretion.

CUSTOMER will indemnify BizSpeed against all claims, costs, damages and loss arising from your breach of any of these terms or any obligation CUSTOMER may have to BizSpeed, including (but not limited to) any costs relating to the recovery of any Access Fees that have not been paid by You.

• Confidentiality

Unless the relevant party has the prior written consent of the other or unless required to do so by law:

1. Each party will preserve the confidentiality of all Confidential Information of the other obtained in connection with these terms. Neither party will, without the prior written consent of the other, disclose or make any Confidential Information available to any person, or use the same for its own benefit, other than as contemplated by these terms.
2. Each party’s obligations under this clause will survive termination of these terms.
3. The provisions of clauses of confidentiality shall not apply to any information which:
   1. is or becomes public knowledge other than by a breach of this clause;
   2. is received from a third party who lawfully acquired it and who is under no obligation restricting its disclosure;

• is in the possession of the receiving party without restriction in relation to disclosure before the date of receipt from the disclosing party; or

1. is independently developed without access to the Confidential Information.

• Privacy:

BizSpeed maintains a privacy policy that sets out the parties’ obligations in respect of data. CUSTOMER should read that policy at  bizspeed.com/about/privacy-policy since CUSTOMER will be taken to have accepted it when CUSTOMER accepts these terms

INTELLECTUAL PROPERTY

• General:

Title to, and all Intellectual Property Rights in the Software, Mobile Hardware, the Website and any documentation relating to the Software remain the property of BizSpeed.

• Data:

Title to, and all Intellectual Property Rights in, the Data remain your property. However, your access to the Data is contingent on full payment of the BizSpeed Access Fee. CUSTOMER must maintain copies of all Data inputted into the Software. BizSpeed adheres to its best practice policies and procedures to prevent data loss, including a daily system data back-up regime, but does not make any guarantees that there will be no loss of Data. BizSpeed expressly excludes liability for any loss of Data no matter how caused.

• Third-party applications and your Data.

If CUSTOMER enables third-party applications for use with the Software, CUSTOMER acknowledges that BizSpeed may allow providers of those third-party applications to access your Data as required for the interoperation of such third-party applications with the Software. We shall not be responsible for any disclosure, modification or deletion of your Data resulting from any such access by third-party application providers.

• Copyright:

The trademarks, copyright, service marks, trade names and other intellectual property rights and proprietary notices displayed on the Website and the Software are the property of or otherwise are licensed to BizSpeed and its licensors and affiliates, whether acknowledged (or not), and which are protected under intellectual property laws, including copyright laws and treaties and other jurisdictions throughout the world.

For ease of understanding, ‘intellectual property rights’ shall mean any and all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of the United States and other applicable jurisdictions.

• Digital Millennium Copyright Act (‘DMCA’) Notice.

In compliance with the DMCA, we inform you that BizSpeed is the Designated Copyright Agent for DMCA Takedown Notices and intellectual property rights infringement policing.  For more information, including detailed information about how to submit a request for takedown if you believe content on BizSpeed infringes your intellectual property rights, please contact us.  You can review the current DMCA text at the U.S. Copyright Office website.

BizSpeed takes copyright infringement matters seriously and is ready to remove any allegedly or factually infringing content displayed on the Site upon due notice and request by the title holder.

The following procedure will apply for any content displayed through the Site that allegedly infringes the intellectual property rights of you or of any third party.  You must notify us of your claim with the email subject: “Takedown Request”.  Once received, BizSpeed will study and consider your claim and, if it believes or has reason to believe any content on the Site infringes on another’s copyright, BizSpeed may delete it, disable or otherwise stop displaying it.

Your notification claim must be in writing and must at least contain the following information: (i) your signature and identification, or the ones of the person authorized to act on behalf of you or the title holder; (ii) a clear and concise description of the content of which its copyright has allegedly been infringed; (iii) contact information (e.g., address and email); and (iv) a statement, under penalty of perjury, indicating that you have a good faith belief that the information provided in your claim is true and accurate.

WARRANTIES AND ACKNOWLEDGEMENTS

• Acknowledgement:

CUSTOMER acknowledges that:

• CUSTOMER is authorized to use the Software, Mobile Hardware and Website and is responsible for their employees or anyone else for whom they authorize access, including contractors or 3^rd parties.
• If CUSTOMER is using the Software and accessing the Website on behalf of or for the benefit of another organization (whether a body corporate or not) then BizSpeed will assume that CUSTOMER has the right to do so and that organization will be liable for your actions or omissions (including any breach of these terms).
• The provision of, access to, and use of, the Software is on an “as is, where is” basis and at your own risk.
• BizSpeed does not warrant that the use of the Software will be uninterrupted or error free. Among other things, the operation and availability of the systems used for accessing the Software, including public telephone services, computer networks and the Internet, can be unpredictable and may from time to time interfere with or prevent access to the Software. BizSpeed is not in any way responsible for any such interference or prevention of your access or use of the Software.
• It is your sole responsibility to determine that the Software meets the needs of your business.
• No warranties:

BizSpeed gives no warranty about the Software. Without limiting the foregoing, BizSpeed does not warrant that the Software will meet your requirements or that it will be suitable for your purposes. To avoid doubt, all implied conditions or warranties are excluded in so far as is permitted by law, including (without limitation) warranties of merchantability, fitness for purpose, title and non-infringement.

To the fullest extent permissible under applicable law, the Website, the Software and the Hardware are provided to you “as is,” with “all faults” and “as available,” without warranty of any kind.  BizSpeed, and its affiliates, clients, agents, officers, licensors and/or distributors do not make, and hereby disclaim, any and all express, implied or statutory warranties, either by statute, common law, custom or otherwise, however arising, including implied warranties of description, quality, fitness for a particular purpose, non-infringement, non-interference with use and/or enjoyment, peaceful enjoyment, and any warranties emanating out of course of dealing or trade usage.

Nothing in this disclaimer will limit or exclude our or your liability for death or personal injury resulting from negligence; limit or exclude our or your liability for fraud or fraudulent misrepresentation; limit any of our or your liabilities in any way that is not permitted under applicable law; or exclude any of our or your liabilities that may not be excluded under applicable law.

• Damages Disclaimer.

In no event shall BizSpeed, its affiliates, clients, agents, officers, licensors, distributors and/or any authorized third party, be held liable for any special, indirect, incidental or consequential damages, including losses, costs or expenses of any kind resulting from possession, access, use, inaccessibility or malfunction of the Website, the Software and the Hardware, including, but not limited to, loss of revenue, profits, business, loss of use or lack of availability of computer resources, business glitch, defamation, or loss of data (notwithstanding that we might have been advised of the possibility of such damages or such damages are foreseeable); whatsoever arising out of or related thereto, whether arising in tort (including negligence), contract, actions based on contract, strict liability, negligence or other tortuous conduct or other legal or equitable theory and whether or not BizSpeed, its affiliates, clients, licensors and/or distributors have been advised of the possibility of such damages; emanating from or connected, in any way, with your use of, or inability to use BizSpeed.  Your singular redress for dissatisfaction with BizSpeed is your prompt withdrawal from using BizSpeed.

• Consumer Warranty:

CUSTOMER warrants and represents that CUSTOMER is acquiring the right to access and use the Software and agreeing to these terms for the purposes of a business and that, to the maximum extent permitted by law, any statutory consumer guarantees or legislation intended to protect non-business consumers in any jurisdiction does not apply to the supply of the Software, the website or these terms.

LIMITATION OF LIABILITY

• To the maximum extent permitted by law, BizSpeed excludes all liability and responsibility to CUSTOMER (or any other person) in contract, tort (including negligence), or otherwise, for any loss (including loss of Data, profits and savings) or damage resulting, directly or indirectly, from the use of, or reliance on, the Software.
• If CUSTOMER suffers loss or damage as a result of BizSpeed’s negligence or failure to comply with these terms, and claim by CUSTOMER against BizSpeed arising from BizSpeed’s negligence or failure will be limited in respect of any one incident, or series of connected incidents to the access fees paid by CUSTOMER in the previous 3 months, whether based in contract, tort, equity or on other grounds or theories, and regardless of the circumstances.
• These terms provide CUSTOMER with specific legal rights, and you may have other rights that may vary from jurisdiction to jurisdiction. Legislation of some states/countries does not allow certain limitations of liability, and henceforth this limitation of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction.
• If CUSTOMER is not satisfied with the Software, your sole and exclusive remedy is to terminate these terms in accordance with Clause 8.

TERMINATION

• Prepaid Subscriptions

There will be no refund for any remaining prepaid period for a prepaid Access Fee subscription, unless that subscription is cancelled within the trial period.

• Cancellation during service term

CUSTOMER may cancel during their contracted service term(36 months for leased equipment, 12 months for software only).  CUSTOMER is responsible for the first 12 months of fees related to their term, plus one half of the remaining term.  After month 12, CUSTOMER is responsible for one half of the remaining term.  For example, cancelling in month 24 of a 36 month term, CUSTOMER is responsible for 6 months of service fees.

• No-fault termination:

These terms will continue for the period covered by the Access Fee. These terms will automatically continue for the same period unless either party terminates these terms by giving notice to the other party at least 30 days before the end of the relevant payment period.

• Breach:

If You:

• breach any of these terms and do not remedy the breach within 14 days after receiving notice of the breach if the breach is capable of being remedied;
• breach any of these terms and the breach is not capable of being remedied (which includes (without limitation) any breach for payment more than 30 days overdue); or
• the paying subscriber goes into liquidation or has a receiver or manager appointed of any of its assets or becomes insolvent, or makes any arrangement with its creditors, or becomes subject to any similar insolvency event in any jurisdiction,

BizSpeed may take any or all of the following actions, at its entire discretion:

1. Terminate these terms and your use of the Software and the Website;
2. Request CUSTOMER return all hardware associated with your service term. CUSTOMER is responsible for shipping.
3. Suspend for any definite or indefinite period of time, your use of the Software and the Website;
4. Take these actions in respect to any other persons in your organization or who have access to your information or that of your organization.

• Accrued Rights:

Termination of these terms is without prejudice to the rights and obligations of the parties accrued up to and including the date of termination. On termination of this Agreement CUSTOMER will:

1. remain liable for any accrued charges and amounts which become due for payment before or after termination per the cancellation terms; and
2. Immediately cease to use the Software, mobile hardware and Website.

• Expiration:
  • CUSTOMER retains the right to continue using the equipment and service at the end of the term, under the same pricing model, on a month to month basis unless BIZSPEED notifies CUSTOMER that terms are different.

HARDWARE

• Provisioning:

Mobile hardware provided with a service agreement may be new or refurbished.  All equipment will be inspected and tested prior to shipping to CUSTOMER, and in working condition.

CUSTOMER may elect to purchase equipment.  If purchased, CUSTOMER must purchase through an approved reseller or through BIZSPEED.

• Warranty:

Hardware provided as part of a service term includes a warranty only for normal wear and tear as per industry standard regulations and parameters. If a device breaks due to normal use, CUSTOMER will pay for shipping to return to BizSpeed.  BizSpeed will repair or replace the returned equipment and ship back to CUSTOMER.  BizSpeed will pay to ship the replacement Hardware to CUSTOMER.  If BizSpeed replaces the device, the replacement will be comparable but may not be the same device model and manufacturer.  It is BizSpeed’s discretion to provide the most suitable replacement unit.

BizSpeed does not warrant CUSTOMER owned equipment.  For non-BizSpeed provided equipment, CUSTOMER will work with the manufacturer or reseller to manage warranty items.

• Installation:

Unless ordered in the service agreement, CUSTOMER is responsible for installing equipment in their vehicles according to BizSpeed outlined installation instructions. If equipment is NOT installed according to BizSpeed guidelines, BizSpeed does not warrant or guarantee it will function as designed.  For example, if equipment is installed in the rear of the truck near meters where the temperatures are not regulated (vs. the cab), then equipment may not function when operated below or above rated operating temperatures.

If CUSTOMER does not install equipment according to the installation instructions and damages the equipment, CUSTOMER is responsible for the repair costs.

• Return of equipment:

Upon termination of the Services, for whatever reason, you must return the Equipment, undamaged, in good working order, within twenty one (21) calendar days to BizSpeed. If the Equipment is not returned within twenty one (21) calendar days, or is returned damaged, CUSTOMER will be charged for the value of the Equipment or the cost to repair, whichever is less, based on BizSpeed’s sole determination.

If you fail to return the Equipment within this time period, BizSpeed may retain any advance payment or deposit. No refunds will be made for Equipment returned more than twenty one (21) days after termination.

• Equipment Management:

BizSpeed reserves the right to manage BizSpeed provided Equipment during the time you are a customer.  Management includes installing a device agent that allows sending software updates and remote control of the device.

Neither CUSTOMER nor a third party may change, interfere with, or block access to the Equipment data or settings. BizSpeed will repair or replace damaged Equipment as BizSpeed deems necessary. You understand that repair or replacement of the Equipment may delete stored content, reset personal settings, or otherwise alter the Equipment. If the Equipment was damaged due to your intentional acts or negligence as determined by BizSpeed, you will be responsible for the price of repair or replacement.

Any tampering with the Equipment, including, for example, opening and attempting to modify the Equipment, unless directed by BizSpeed for support purposes, or attempting to connect the Equipment to other hardware, will be treated as damage due to your intentional acts or negligence. You agree that you will use the Equipment only for its intended business use.

TECHNICAL SUPPORT

• Technical Problems:

In the case of technical problems CUSTOMER must make all reasonable efforts to investigate and diagnose problems before contacting BizSpeed. If CUSTOMER still needs technical help, please check the support provided online by BizSpeed or call us toll-free at 866-270-0541.

• Service availability:

BizSpeed uses commercially reasonable efforts to make our online Services available 24 hours a day, 7 days a week, except for: (i) planned downtime (of which We shall give advance electronic notice as provided in the Documentation), and (ii) any unavailability caused by circumstances beyond Our reasonable control, including, for example, an act of God, act of government, flood, fire, earthquake, civil unrest, act of terror, strike or other labor problem (other than one involving Our employees), Internet service provider failure or delay, Non-BizSpeed Application, or denial of service attack.

Our target uptime is 99.5%.

GENERAL TERMS

• Assignment:

These terms will inure to the benefit of any successors of the parties.  BizSpeed may assign any rights or obligations hereunder to any current or future affiliated company and to any successor in interest.  Any rights not expressly granted herein are thereby reserved.  BizSpeed reserves the right, at any time, to transfer some or all of BizSpeed’s assets in connection with a merger, acquisition, reorganization or sale of assets or in the event of bankruptcy.

CUSTOMER may not assign or transfer any rights to any other person without BizSpeed’s prior written consent.

• Emergency Equitable Relief:

Notwithstanding the foregoing, either party may seek emergency equitable relief before a state or federal court in order to maintain the status quo pending arbitration.

• Entire agreement:

These terms, together with the BizSpeed Privacy Policy and the terms of any other notices or instructions given to CUSTOMER under these terms, supersede and extinguish all prior agreements, representations (whether oral or written), and understandings and constitute the entire agreement between CUSTOMER and BizSpeed relating to the Software and the other matters dealt with in these terms.

• Delays:

Neither party will be liable for any delay or failure in performance of its obligations under these terms if the delay or failure is due to any cause outside its reasonable control. This clause does not apply to any obligation to pay money.

• Force Majeure:

BizSpeed is not liable for any failure of performance on its obligations as set forth herein, where such failure arises from any cause beyond BizSpeed’s reasonable control, including but not limiting to, electronic, power, mechanic or Internet failure, from acts of nature, forces or causes beyond our control, including without limitation, Internet failures, computer, telecommunications or any other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, acts of God, war, governmental actions, government mandated lockdowns, pandemics, orders of domestic or foreign courts or tribunals, or non-performance of third parties.

• Interpretation:

For the understanding or interpreting the terms of these terms: (i) the headings in this Agreement are for convenience only, and are not to be considered, and (ii) no presumption is to operate in either party’s favor as a result of its counsel’s role in drafting these terms.

• Language:

These terms may be translated into other languages, but English shall be and remain the official language of this agreement and in any conflict between the English language version and any other version, the English language version shall control.

• Notices:

Any notice given under these terms by either party to the other must be in writing by email or letter and will be deemed to have been given on transmission.  Notices to BizSpeed must be sent to the address identified in the Definitions section.  Notices to CUSTOMER will be sent to the email address which CUSTOMER provided when setting up your access to the Software or to your invoicing address.

• No Relationship:

The parties to this Agreement are independent contractors, and no agency, partnership, joint venture, employee-employer, or franchiser-franchisee relationship is intended or created by these terms.

• Severability:

If any provision of these terms is held unenforceable, then such provision will be modified to reflect the parties’ intention.  All remaining provisions of these terms will remain in full force and effect.

• Taxes:

Both parties hereto are responsible for complying with all tax obligations associated with this Agreement.  It is important that CUSTOMER keeps complete and accurate contact details in order for BizSpeed to remit invoices, especially payment processing account details.

• Updates & Amendments:

BizSpeed reserves the right to modify, amend, suspend, terminate, upgrade, update, or otherwise modify these terms, at any time and without notice.  Any changes will be displayed in the Website, and we may notify you by email.  Please refer to the last effective date where changes were last undertaken by us.  Your use of our Software after the effective date of any update– either by an account registration or simple use – thereby indicates your acceptance thereof.

• Waiver:

If either party waives any breach of these terms, this will not constitute a waiver of any other breach. No waiver will be effective unless made in writing.

• Waiver of Class Actions, Non-Individualized Relief:

CUSTOMER acknowledges and accepts that claims brought against BizSpeed shall be only on an individual basis and not as a plaintiff or class member in any possible future class or representative action or similar proceeding.  Unless otherwise agreed by you and BizSpeed, you may not adjoin or consolidate any claim with more than one person’s; and you may not otherwise supervise or take over any form of a class, representative or consolidated proceeding.

• Governing law:

These terms and Conditions shall be governed by the laws of the State Georgia (USA), excluding choice of law principles.

• Forum:

For the application of the arbitration agreement, and of other matters appertaining these terms, the parties hereto agree to submit to the personal jurisdiction of the courts located in the City of Atlanta, State of Georgia, United States of America.

If you bring a dispute in a manner other than in accordance with this section, you agree that we may move to have it dismissed, and that you will be responsible for our reasonable attorney’s fees, court costs, and disbursements in doing so.

• Dispute Resolution:

Applicability of Arbitration Agreement.  All claims and disputes (excluding claims for injunctive or other equitable relief as set forth below) in connection with these terms or the use of any product or service provided by BizSpeed that cannot be resolved informally shall be resolved by binding arbitration on an individual basis under the terms of these terms.  Unless otherwise agreed to, all arbitration proceedings shall be held in English.  This arbitration applies to you and BizSpeed, and to any subsidiaries, affiliates, agents, employees, predecessors in interest, successors, and assigns, as well as all authorized or unauthorized users or beneficiaries of services or goods provided under these terms.

Notice Requirement and Informal Dispute Resolution.  Before either party may seek arbitration, the party must first send to the other party a written Notice of Dispute (a “Notice”) describing the nature and basis of the claim or dispute, and the requested relief.  A Notice to BizSpeed should be sent to our address as indicated in our contact section.  After the Notice is received, you and BizSpeed may attempt to resolve the claim or dispute informally.  If you and BizSpeed do not resolve the claim or dispute within thirty (30) days after the Notice is received, either party may begin an arbitration proceeding. The amount of any settlement offer made by any party may not be disclosed to the arbitrator until after the arbitrator has determined the amount of the award, if any, to which either party is entitled.  The amount of the award shall also be limited by the Limitation of Liability section of these terms, to the extent applicable.

Arbitration Rules.  Arbitration shall be initiated through the American Arbitration Association (AAA) Rules, an established alternative dispute resolution provider (the “ADR Provider”) that offers arbitration as set forth in this section.  The AAA Consumer Arbitration Rules (the “ADR Provider Rules”) governing the arbitration are available online at www.adr.org or by calling the AAA at 1-800-778-7879.  If the AAA is not available to arbitrate, the parties shall agree to select an alternative ADR Provider.  The ADR Provider Rules shall govern all aspects of the arbitration, including but not limited to the method of initiating and/or demanding arbitration, except to the extent such rules are in conflict with these terms.

The arbitration shall be conducted by a single, neutral arbitrator.  Any claims or disputes where the total amount of the award sought is less than Ten Thousand U.S. Dollars (USD $10,000.00) may be resolved through binding non-appearance-based arbitration, at the option of the party seeking relief.  For claims or disputes where the total amount of the award sought is Ten Thousand U.S. Dollars (USD $10,000.00) or more, the right to a hearing will be determined by the ADR Provider Rules.

Any hearing will be held in the City of Atlanta, Georgia, unless the parties agree otherwise.  The arbitrator shall give the parties reasonable notice of the date, time and place of any oral hearings, as detailed below.  Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.  Each party shall bear its own costs (including attorney’s fees) and disbursements arising out of the arbitration and shall pay an equal share of the fees and costs of the ADR Provider.

Additional Rules for Non-Appearance Based Arbitration.  If non-appearance based arbitration is elected, the arbitration shall be conducted by telephone, reputable video conference based tools and/or based solely on written submissions; the specific manner shall be chosen by the party initiating the arbitration.  The arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise agreed by the parties.

Time Limits.  If you or BizSpeed elect to pursue arbitration, the arbitration action must be initiated and/or demanded within the statute of limitations (i.e. the legal deadline for filing a claim) and within any deadline imposed under the ADR Provider Rules for the pertinent claim.

Authority of Arbitrator.  If arbitration is initiated, the arbitrator will decide the rights and liabilities, if any, of you and BizSpeed, and the dispute will not be consolidated with any other matters or joined with any other cases or parties.

The arbitrator shall have the authority to award monetary damages, and to grant any non-monetary remedy or relief available to an individual under applicable law, the ADR Provider Rules, and these terms.  The award of the arbitrator is final and binding upon you and BizSpeed.  The arbitrator shall have the authority to award monetary damages, and to grant any non-monetary remedy or relief available to an individual under applicable law, the AAA Rules, and these terms.

The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded.  The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have.  The arbitrator shall have the authority to grant motions dispositive of all or part of any claim.

• Contact

If you have any questions or queries about us, the Website, our Software, Hardware or these terms, please contact us via support@bizspeed.com.  Note that communications made by email or the “Contact Us” page does not constitute legal notice to the BizSpeed Inc. entity.  Official communications should be sent via registered mail or similar trackable service such as FedEx or UPS to the following address:

BizSpeed Inc.
Attn: Administrative contact
3050 Royal Blvd South #130
Alpharetta, GA 30022 USA