TERMS AND CONDITIONS
Welcome to ULTRAX! We want to highlight a topic that you will read more about later in these Terms. At ULTRAX, we expect that our customer service team will be able to satisfactorily resolve most concerns you may have regarding ULTRAX, this Website or our products or services by contacting ULTRAX (see the “How to Contact ULTRAX” section below). In the unlikely event that an issue, concern or claim (including a legal claim) remains unresolved, please note that THESE TERMS REQUIRE ARBITRATION ON AN INDIVIDUAL BASIS, RATHER THAN JURY TRIALS OR CLASS ACTIONS. ALSO, THESE TERMS SET FORTH SPECIFIC REMEDIES AVAILABLE TO YOU. PLEASE SEE SECTIONS 12 AND 14 TO LEARN MORE.
3. Accessing the Website. We reserve the right to withdraw or amend the Website, and any Services or material we provide on the Website, in our sole discretion without notice. We will not be liable if all or any part of the Website is unavailable at any time or for any period or for any reason. From time to time, we may restrict access to some parts of the Website, or the entire Website, to users, including registered users. If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures, you must treat that information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Website or portions of it using your user name, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. We may disable any user name, password, or other identifier, whether chosen by you or provided by us, at any time, in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms.
5. Purchases. If you purchase any ULTRAX Services, you agree to allow ULTRAX and our payment affiliates or service providers, to process and store your payment card information. You also agree to pay the applicable fees for the Services as they become due plus all related taxes, and to reimburse us for all collection costs and interest for any overdue amounts. All fees and charges are non-refundable. Please note that some ULTRAX Services and products may not be available in all jurisdictions.
6. Intellectual Property Rights. The Website and its entire contents, features, Services, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement of those things), and associated know-how, are owned by ULTRAX, its licensors, or other providers and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Website without our prior written consent. The ULTRAX name, logo, and all related names, logos, product and service names, designs, and slogans are trademarks of ULTRAX or its affiliates or licensors. You may not use those names or marks without ULTRAX’s prior written permission. All other names, logos, product and service names, designs, and slogans on this Website are the trademarks of their respective owners. Under no circumstances will you acquire any ownership rights or other interest in any such marks or content on this Website by or through your use of the Website. If you purchase ULTRAX products or Services for resale (subject to ULTRAX’s prior written consent), you shall not: (a) private-label any ULTRAX products, Services, know-how, or other capabilities provided to you by ULTRAX, or (b) promote, offer for sale or sell any Services or capabilities using ULTRAX technology without clearly stating that you are using ULTRAX technology to provide those Services or capabilities.
7. Permitted Uses. You may use the Website only for lawful purposes and in accordance with these Terms. You agree that you will not (a) use the Website in any way that violates any applicable federal, state, local, or international law or regulation, (b) use the Website for any unauthorized, fraudulent, or malicious purpose, (c) engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Website, or which, as determined by us, may harm ULTRAX or users of the Website or expose them to liability, (d) use the Website in any manner that could disable, overburden, damage, or impair the site, (e) use any robot, spider, scraper, bot or other automatic device, process, or means to access the Website for any purpose, including monitoring, scraping, framing, virtualizing or copying any of the material on the Website, (f) access systems, data or information not intended by us to be made accessible to a user, (g) obtain or attempt to obtain any materials or information through any means not intentionally made available by us; or (f) use the Website for any use other than the business purpose for which it was intended.
8. Export. The Website, Services, including any software, documentation, and any related technical data included with or contained in the Services, and any products using the Services, software, documentation, or technical data (collectively, “Regulated Products”) may be subject to U.S. export control laws and regulations, including Export Administration Regulations (EAR) and International Traffic in Arms Regulations (ITAR). You shall not, and shall not permit any third parties to, directly or indirectly, export, re-export, or release any Regulated Products to any jurisdiction or country to which, or any party to whom, the export, re-export, or release of any Regulated Products is prohibited by applicable federal or foreign law, regulation, or rule. You are responsible for any breach of this Section by your, and your successors’ and permitted assigns’, parent entity, affiliates, employees, officers, directors, shareholders, customers, agents, distributors, resellers, or vendors. You represent and warrant that (a) you are not located in a country that is subject to a U.S. government embargo, or that has been designated by the U.S. government as a “terrorist supporting” country; and (b) you are not listed on any U.S. government list of prohibited or restricted parties.
9. Government Users. The Services (and the software used to provide the services) and related documentation qualify as “commercial items,” as that term is defined at Federal Acquisition Regulation (“FAR”) (48 C.F.R. 2.101), consisting of “commercial computer software” and “commercial computer software documentation” as such terms are used in FAR 12.212. Consistent with FAR 12.212 and DoD FAR Supp. 227.7202-1 through 227.7202-4, and notwithstanding any other FAR or other contractual clause to the contrary in any agreement into which these Terms may be incorporated, any user that is a governmental entity (“Government User”) may access and use the Website and Services with only those rights set forth in these Terms. Use of the Website or Services constitutes agreement by the Government User that the Services and associated software are “commercial computer software” and any related documentation is “commercial computer software documentation,” and constitutes acceptance of the rights and restrictions herein.
10. Reliance on Information Posted. The information presented on or through the Website is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents. We may update the content on this Website from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Website may be out of date at any given time, and we are under no obligation to update such material.
11. Links. If the Website contains links to other sites and resources provided by third parties, these links are provided for your convenience only. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to this Website, you do so entirely at your own risk and subject to the terms and conditions of use for those websites.
12. Warranty Disclaimer, Limitation of Liability and Indemnity.
YOUR USE OF THE WEBSITE IS AT YOUR SOLE RISK. ALL CONTENT, PRODUCTS AND SERVICES ARE PROVIDED ON AN “AS IS” OR “AS AVAILABLE” BASIS, AND ULTRAX MAKES NO OTHER WARRANTY, REPRESENTATION, OR CONDITION, EXPRESS OR IMPLIED, AND EXPRESSLY DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, TITLE, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. ULTRAX MAKES NO WARRANTY THAT THE WEBSITE, SERVICES OR CONTENT ARE ACCURATE, TIMELY, UNINTERRUPTED, VIRUS-FREE OR ERROR-FREE, OR THAT ANY PROBLEMS WILL BE CORRECTED. NO ULTRAX DEALER, AGENT, DISTRIBUTOR OR EMPLOYEE IS AUTHORIZED TO MAKE ANY MODIFICATIONS, EXTENSIONS, OR ADDITIONS TO THIS DISCLAIMER. ULTRAX uses reasonable security measures to secure the Usage Data we receive via the Website. However, ULTRAX cannot guarantee that third parties will never defeat these security measures. YOU ACKNOWLEDGE THAT USAGE DATA MIGHT BE SUBJECT TO UNAUTHORIZED ACCESS AND, AS SUCH, YOU ARE USING THE WEBSITE AT YOUR OWN RISK. Any warranties included separately with your purchase of an ULTRAX product are void if unauthorized service or maintenance (e.g., calibrations or repairs) is performed on the product.
UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, WHETHER TORT, CONTRACT OR OTHERWISE, SHALL ULTRAX OR ITS SUPPLIERS OR RESELLERS BE LIABLE TO YOU OR ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY TYPE INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, LOSS OF DATA, WORK STOPPAGE, FAILURE OR MALFUNCTION OF EQUIPMENT USED IN CONJUNCTION WITH THE WEBSITE, SERVICES OR PRODUCTS, OR (B) ANY AND ALL OTHER DAMAGES OR LOSSES IN EXCESS OF THE AMOUNT PAID BY YOU FOR THE APPLICABLE SERVICE GIVING RISE TO LIABILITY, EVEN IF ULTRAX HAS BEEN INFORMED OF THE POSSIBILITY OF HIGHER DAMAGES. YOU ACKNOWLEDGE THAT ULTRAX SERVICES AND THE WEBSITE ARE PROVIDED SOLELY AS A TOOL AND NOT AS A SUBSTITUTE FOR YOUR OBLIGATION TO MONITOR AND MAINTAIN YOUR AIRCRAFT OR ENGINES IN ACCORDANCE WITH ALL REQUIREMENTS OF THE OEM AND REGULATORY AUTHORITIES. YOU ACKNOWLEDGE AND AGREE THAT, UNDER NO CIRCUMSTANCE, WILL ULTRAX BE RESPONSIBLE FOR ANY ACCIDENT, DAMAGE, LIABILITY, BODILY INJURY OR DEATH THAT MIGHT OCCUR TO YOU, YOUR PROPERTY, THIRD PARTIES OR THEIR PROPERTY, EVEN IF THE WEBSITE, SERVICES OR PRODUCT DID NOT DETECT A POTENTIAL PROBLEM OR OTHERWISE MAY HAVE, OR DID, CONTRIBUTE TO THE CAUSE OF THE ACCIDENT, DAMAGE, LIABILITY, BODILY INJURY OR DEATH.
You agree to defend, indemnify, and hold harmless ULTRAX, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any third-party claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to (a) your violation of these Terms or your use of the Website or Services, (b) Usage Data, or (c) your violation of any other party’s rights or applicable law.
13. Electronic Communications. When you visit the Website or send e-mails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on the Website. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. You further agree that any notices provided by us electronically are deemed to be given and received on the date we transmit any such electronic communication as described in these Terms.
14. Arbitration and Governing Law.
At ULTRAX, we expect that our customer service team will be able to satisfactorily resolve most concerns you may have regarding ULTRAX, the Website or our products or services by contacting ULTRAX (see the “How to Contact ULTRAX” section below). In the unlikely event that an issue, concern or claim (including legal claims) remains unresolved, you and ULTRAX each agree to discuss any issue informally for at least 30 days. You can do that by sending your full name and contact information, your concern and your requested solution to ULTRAX Aerospace, Inc., 4200 NE Sun Court, Lee’s Summit, MO 64064, Attention: Legal Department. If we would like to discuss an issue with you, we will contact you at the email address you provided when you purchased Services.
If we do not reach an agreed solution after the 30-day discussion period, you and ULTRAX each agree that any issue, concern or claim (including legal claims) that either of us may have arising out of or relating to these Terms (including formation, performance, or breach of them), our relationship with each other, or use of the Website, Services or other ULTRAX products, must be resolved through final binding arbitration before the American Arbitration Association using its Consumer Arbitration Rules if you are an individual consumer or its Commercial Arbitration Rules if you are a business user (the “AAA Rules”), both of which are available on the American Arbitration Association’s website or by calling the American Arbitration Association at 1-800-778-7879. As an exception to this agreement to arbitrate, ULTRAX is happy to give you the right to pursue in small claims court any claim that is within that court’s jurisdiction, so long as you proceed solely on an individual basis. A party who intends to seek arbitration must first send to the other party, by certified or registered mail, a written notice of dispute. You may download or copy a form notice of dispute and a form to initiate arbitration from www.adr.org. Unless you and ULTRAX agree otherwise, the arbitration hearings will take place in a reasonably convenient location for both parties as determined by the arbitrator in accordance with the AAA Rules, and the hearings may be conducted in-person, by videoconference, phone or by the exchange of documents. The arbitrator’s decision will be binding and may be enforced and entered as a judgment in any court of competent jurisdiction. If the arbitrator rules against ULTRAX, ULTRAX will reimburse you for your reasonable attorneys’ fees and costs; however, if the arbitrator rules in ULTRAX’s favor, ULTRAX will not seek reimbursement of its attorneys’ fees and costs.
To help resolve any issues between us promptly and directly, you and ULTRAX agree to begin any arbitration under these Terms within one year after the claim first arose; otherwise, the claim is waived. You and ULTRAX also agree to arbitrate in each of our individual capacities only – not as a representative or member of a class – and each of us expressly waives any right to file a class action or seek relief on a class action basis. Furthermore, unless you and ULTRAX agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative of class proceeding.
All arbitration proceedings are confidential, unless both you and ULTRAX agree otherwise. Arbitration orders and awards required to be filed with applicable courts of competent jurisdiction are not confidential and may be disclosed by the parties to such courts. A party who improperly discloses confidential information shall be subject to sanctions. The arbitrator and forum may disclose case filings, case dispositions, and other case information as required by a court order of proper jurisdiction.
15. Apple iOS. If you are accessing the Website or using the Services through ULTRAX’s mobile application available on the Apple App Store (the “App”), you and ULTRAX acknowledge that Apple, and Apple’s subsidiaries, are third-party beneficiaries of these Terms, and upon your acceptance of these Terms, Apple will have the right (and will be considered to have accepted that right) to enforce these Terms against you as a third-party beneficiary of these Terms. ULTRAX, not Apple, is responsible for addressing any claims you may have relating to the App or your possession or use of the App. In the event of any failure of the App to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App. In addition, Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App. In the event of any third-party claim that the App or your possession and use of the App infringes that third party’s intellectual property rights, ULTRAX, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
16. How to Contact ULTRAX. If you have any questions about these Terms, please contact us by any means provided at https://ultraxinc.com/contact-us/