Welcome to TrackerRMS, which is owned and operated by [TrackerRMS Inc and TrackerRMS Ltd] (“TrackerRMS,” “we,” or “us”).  By visiting or accessing www.TrackerRMS.com or any of its related applications, dashboards, or platforms (individually and collectively, the “Website”), or by using (either for yourself or on behalf of a client) any services (“Services”) or purchasing any products (“Products”) from TrackerRMS, you are agreeing to the following terms and conditions (the “Terms” or “Agreement”).  The term “You” in this Agreement means any person or entity who accesses the Website, uses the Services, or purchases any of the Products.

YOU REPRESENT AND WARRANT THAT YOU ARE AT LEAST 18 YEARS OF AGE, AND THAT, IF YOU ARE ACCESSING THE WEBSITE ON BEHALF OF YOURSELF OR ANOTHER ENTITY, YOU ARE AUTHORIZED TO ACT ON BEHALF OF SUCH COMPANY OR OTHER ENTITY AND TO BIND IT TO THE TERMS SET FORTH HEREIN.

1. Privacy Policy: The Website and Services may allow you, your clients, your employees, or other individuals to gather, process, and sometimes post personal information about themselves, their clients, or employees. Therefore, it is critical that you review and understand our Privacy Policy which governs how we use the information you, your clients, and employees provide.  The Privacy Policy is a part of the Terms, and it is binding on all parties.
2. Changes to Terms and Privacy Policy. We may change the Terms and the Privacy Policy from time to time. When we do, the version of the Terms and Privacy Policy effective on the date you access the Website or use the Services or Products will govern our interactions.  We encourage you to visit these Terms and the Privacy Policy periodically to ensure you understand them.
3. Services, Term and Fees. This Term of Service is for our Starter package. When you sign up on our website and by clicking to accept these Terms on the relevant sign-up page, you also agree to the terms that are specific to the package for which you are signing up.  The Starter plan provides the following terms:

The TrackerRMS Starter plan is a month-to-month service which you can cancel at any time. The TrackerRMS Starter Plan is paid via credit card (Visa, Mastercard, American Express, etc.) on a recurring, monthly basis. Additional credit card fees will apply.

The Starter package includes the ATS & CRM plan.  The Starter package does not include Account Management Support or any in person/telephone account management support, or ongoing account management support.  Training is providing via the Learning Management System (LMS) and help files accessible through the TrackerRMS system.  Should you have a question for the TrackerRMS support team then these can be sent to clientsupport@tracker-rms.com.

The Starter package does not include Data Migration as standard. Should you wish to include Data Migration this will need to be discussed and a separate contract will be issued to cover off the Data Migration scope of work.

TrackerRMS Starter comes with an importer that allows you to load in Companies, Contacts and Candidates via a spreadsheet import. If you wish to create candidates via resumes, you can simply let us know by logging a service change ticket alerting us to give you access to a resume import link. Charges may apply.

Once you have signed up and paid for your Starter package, you will be provided with a pre-configured system. You will have the option to book an intake call with a member of the TrackerRMS team who will advise how you can tailor and customize your TrackerRMS system.

Clients subscribing for the Starter package must pay monthly through an automatic payment system. The term of the Starter package agreement is one month. The term automatically renews for one-month periods until either party terminates the agreement, which they can do for any reason. 

You cannot mix and match different users with different plans.

You can add or remove users during the paid monthly contract period. Departing users will be removed on the next billing cycle. We can not refund partial months of usage. Billing occurs monthly regardless of usage.

4. Technical Support: The Customer must make all requests for technical Support through the helpdesk, and all such requests must include at least the following information: Your name, email address, type of issue, description of issue and indication of the priority.

The Provider will:

(a)             use reasonable endeavors to respond to requests for Technical Support made through the helpdesk; and

(b)             use reasonable endeavors to resolve issues raised by the Customer, promptly / in accordance with the following response time matrix.

Severity	Examples	Response time	Resolution time
Critical	System outage or connection failure	1 hour	24 hours
Urgent	Issues preventing further use of core functionality	2 hours	24 hours
High	Issues preventing further use of non-core functionality	4 hours	48 hours
Medium	Inconveniences or issues that do not prevent further use of functionality	1 day	5 days
Low	General requests or any cosmetic issues	2 days	14 days

 

The Provider will determine, acting reasonably, into which severity category an issue raised through the Support Services falls.

All technical services will be provided remotely unless expressly agreed otherwise by the Provider.

The Provider shall have no obligation under this Agreement to provide Support Services in respect of any fault or error caused by:

(a)             the improper use of the Platform; or

(b)             the use of the Platform otherwise than in accordance with the Documentation.

5. Upgrades: The Customer acknowledges that from time to time during the Term the Provider may apply upgrades to the Platform, and that such Upgrades may result in changes the appearance and/or functionality of the Platform.

No Upgrade shall disable, delete or significantly impair the Protected Functionality. The Customer shall not be subject to any additional Charges arising out of the application of the Upgrade, save where:

(a)             the Upgrade introduces New Functionality to the Platform;
(b)             that New Functionality does not serve the same purpose as legacy functionality that ceases or has ceased to be available as a result of any Upgrade;
(c)             access to or use of the New Functionality is chargeable to the customers of the Provider using the Platform generally; and
(d)             any decision by the Customer not to pay the Charges for the New Functionality will not prejudice the Customer’s access to and use of the rest of the Platform.

6. Back up and Restoration: The Provider will:

(a)             make back-ups of the Customer Materials stored on the Platform on a daily basis, and will retain such back-ups for at least 7 days; and

(b)             at least once every 7 days, the Provider will arrange for the off-site storage of a current back-up of the Customer Materials stored on the Platform (of which 3 copies will be stored, over-writing the oldest off-site back-up date).

In the event of the loss of, or corruption of, Customer Materials stored on the Platform being notified by the Customer to the Provider under Paragraph [2], the Provider shall if so directed by the Customer use reasonable endeavors promptly to restore the Customer Materials from the most recent available back-up copy.

7. Scheduled Maintenance: The Provider may suspend access to the Platform in order to carry out scheduled maintenance, such maintenance to be carried out outside Business Hours and such suspension to be for not more than 2 hours in each calendar month.
8. Other Charges: In addition to the License or custom charges the Provider will invoice in respect of, and the Customer shall pay to the Provider when applicable:

Hourly Support/Training Rate for Starter plans:                                              $150
Back up request (to be requested by customer)                                                 $15
Custom Reporting                                                                                                     available – price on Request
Initial Data Storage – (Base Storage Allocation = 20Gb)                                  Free

Additional Data Storage: Per 10 GB increments                                                $100.00 per annum

9. Changes to services and other payment terms: We may, at our discretion, periodically change the description or content of our Services in order to reflect changes to the service offerings and features, including, without limitation, to reflect enhanced capabilities, changes in the service terms, changes in regulatory requirements, and/or any other modification intended to improve the efficacy of the services or better address a perceived need among our customers. Fees for Services and Products (“Fees”) are payable as described above and on any sign-up document.  If payment is not received when due, you agree to pay 12% annual interest on any overdue amount.  You understand and accept that, unless otherwise expressly stated on the applicable order, our services are subscription services that operate on an auto-renewal basis such that your credit card, debit card, electronic payment, or other method of payment (“Accounts”) will be assessed the specified Fees at regular intervals based on your subscription program (annually, semi-annually quarterly, or monthly).  The Fees will be paid in advance.
10. Sign-Up documents: You may sign up for any Services or Products either in person or online, and any record evidencing such sign-up shall be considered a sign-up document (“Sign-Up Document”).  When you sign up, either in writing or orally, you agree to these Terms.  If there is any conflict between your Sign-Up Document and these Terms, the Terms of the Sign-Up Document shall govern.
11. Communications: When you visit the Website or send e-mails to us, you are communicating with us electronically, and you consent to also receive communications from us electronically.  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.
12. Received Materials: Any reviews, comments, materials, or letters sent by you to TrackerRMS, including, without limitation, questions, comments, suggestions, criticisms or the like (“Received Materials”), will be deemed by us to be non-confidential and free of any claims of intellectual property or other personal rights.  We shall have no obligation of any kind with respect to such Received Materials, and we will be free to reproduce, use, disclose, exhibit, display, transform, edit, abridge, create derivative works from and/or distribute the Received Materials without limitation or restriction.  Furthermore, we are free to use or sell any ideas, concepts, know-how, or techniques contained in any communication you send to us for any purpose whatsoever, including, but not limited to, developing, manufacturing, and marketing products using such information or ideas, (including in connection with the sale, acquisition, or merger of TrackerRMS or of all or substantially all of TrackerRMS’s assets) without compensation or any other obligations to anyone, including you.
13. Warranty: By providing any Received Materials or Uploaded Materials, the individual posting the information warrants and represents that he or she either (1) has sole ownership of such Received Materials or Uploaded Materials or (2) is authorized to take such action with respect to such Received Materials or Uploaded Materials, and that such materials are free of any intellectual property claims by any third party.  He or she also represents that he or she is in full compliance with all applicable state and federal laws, rules, and regulations.  In particular, and without limitation, you warrant and represent that your use of the Services and Website will not violate any obligation with respect to the Telephone Consumer Protection Act of 1991, the Health Insurance Portability and Accountability Act of 1996, the Gramm-Leach-Bliley Act of 1999, and any other applicable federal or state law and amendments thereto.  You also represent and warrant that, with respect to any information regarding potential employees, recruits, or other individuals whose information is gathered or processed by the Services (“Subject Information”), (a) you are authorized by the owner of the Subject Information to provide us with such Subject Information, including any personally identifying information of those parties; (b) our gathering, possession, processing and/or use of the Subject Information on your behalf in connection with the Services will not violate any contract, statute, or regulation; (c) any representations that you and/or your authorized representative(s) make to any potential employee or recruit will be true and accurate.  We will not be held liable for any consequences of false and/or inaccurate content provided or used by your, your clients, or employees as a result of your use of the Services.
14. Waiver of Restrictions: Various state and federal laws may restrict the use of personal information similar to the information you provide on the Website.  By providing information, the use and collection of which may be restricted by law, you waive any protections or restrictions related to such information.
15. Use by Children Under 13: The United States Child Online Privacy Protection Act (“COPPA”) restricts website operators from collecting or using any personal information from individuals under the age of 13. In order to exceed the compliance requirements of COPPA, we do not target children under 18, nor do we knowingly collect any information from children under 18 or allow plug-ins or other services to collect such information without express written consent from their parents or guardians.  We also prohibit children under 18 from posting any information on the Website without written parental consent.  By using any of the Services or posting any information about yourself, you warrant that you are at least 18 years old.  In addition, you may not post any photos or other information about any individual who is under 18 without obtaining written parental consent.  If you become aware of any materials posted by a child under age 18, please notify us immediately.
16. Claims of Copyright Infringement: We comply with the “safe harbor” provisions of the Digital Millennium Copyright Act of 1998. If you see any materials on the Website that you believe violate any copyright rights, including yours, please send an e-mail describing the violation you believe exists to the copyright agent designated below.  If we become aware of any such items on the website, we will promptly take action to ensure we are in full compliance with all privacy and copyright laws.
17. License and Restrictions: Subject to the provisions of this Agreement, including any payment obligations, TrackerRMS grants you a limited, non-exclusive, non-transferable right to access the Website and to use the Services.  TrackerRMS retains all intellectual property rights to its intellectual property and the Received Materials and Uploaded Materials. The Website, Services, and Products involve information, methods and processes that contain valuable proprietary information and trade secrets of TrackerRMS, embodying substantial creative efforts and confidential information, ideas, and expressions.  You agree that you will not attempt to scrape or collect information from, to modify, translate, disassemble, create derivative works based on, reverse-assemble, reverse-compile or otherwise reverse-engineer the Website, the Services, the Products or any information obtained therefrom, in whole or in part, or to otherwise use, copy, reproduce or distribute any such information.  The provisions of this section shall survive the termination of this Agreement.
18. Your Account Data: You are responsible for maintaining the confidentiality of any account information, including your login and password, and for restricting access to your computer and the Products, and you agree to accept responsibility for all activities that occur under your account or password, including any photos or information posted by clients or patients.  TrackerRMS reserves the right (but does not accept any obligation) to refuse service, terminate accounts, or remove or edit content in its sole discretion. You are also solely responsible for the accuracy and currency of the data entered into the Services under your user account.
19. Disclaimer of liability and warranty. you access and use the website, the services, products, and information on the website at your own risk.  they are provided “as is” and “as available” without warranty of any kind, oral, written, statutory, express or implied, including, but not limited to, warranties of performance or merchantability or fitness for a particular purpose.     TrackerRMS does not warrant or guarantee the availability, accuracy, or truthfulness of the website, the services, the products, or any information provided by or with respect to the services, including any subject information contained on the website or TrackerRMS system.  without limiting the foregoing, TrackerRMS does not warrant that all errors can be corrected, or that operation of the website and/or delivery of the services or products shall be uninterrupted or error-free.   some states limit the applicability of such limitations and disclaimers.  in those states, the limitations and disclaimers shall apply to the maximum extent allowed by law.
20. Limitation on liability. in no event will TrackerRMS, its shareholders, officers, employees or agents be liable for any lost profits, indirect, incidental, special, punitive or consequential damages, as well as any damages arising out of any accident that occurs in reliance upon the information provided by the website, or out of this agreement or the use of or reliance upon the services or products, even if it has been advised of the possibility of such damages.  under no circumstances will TrackerRMS total liability of any kind arising out of or related to this agreement and use of the services and products (including but not limited to warranty claims), regardless of the forum and regardless of whether any action or claim is based on contract, tort, or otherwise, exceed the amount of the fees paid by you in the six months prior to the event giving rise to the claim.  the parties agree that this section shall survive and continue in full force and effect despite any failure of consideration or of an exclusive remedy. the parties acknowledge that the services can be made available for free or at reduced prices, only because of TrackerRMS reliance upon these limitations of liability and that all such limitations form an essential basis of the bargain between the parties. some states limit the applicability of such limitations and disclaimers.  in those states, the limitations and disclaimers shall apply to the maximum extent allowed by law.
21. Indemnity and hold harmless: You agree to defend, indemnify, and hold harmless TrackerRMS, its agents, affiliates, and employees, from and against any losses, claims, judgments, damages, and settlements, including but not limited to third-party claims, which arise out of or are related in any way to (1) your use of or reliance upon the Website, the Services, Products, or Subject Information or other information provided by TrackerRMS, to plan or carry out any activity, (2) a claim that the Received Materials or Uploaded Materials that you provide infringe upon any intellectual property or privacy rights of any third party, (3) any claim of a governmental entity or other party that you have violated any law, rule, or regulation, and (4) any breach by you of the obligations, representations, and warranties made by you in this Agreement.
22. Outside Links and Services: TrackerRMS may use or access tools or programs provided by third parties as part of the Services.  You agree to hold harmless TrackerRMS from and against any claim based on the inaccuracy or other fault of such third party services.   Certain third party providers, some of which may be listed on TrackerRMS’s web site, offer products and services related to the Service, including implementation, customization and other consulting services related to customers’ use of the Service and applications (both offline and online) or services that work in conjunction with the Service, such as by exchanging data with the Service or offering additional functionality within the user interface of the Service through the use of the Service’s application programming interface.  TrackerRMS does not warrant any such third party providers or any of their products and services, whether or not such products or services are designated by TrackerRMS as “certified”, “validated” or the like.  Any exchange of data or other interaction between Customer and a third party provider, and any purchase by Customer of any product or service offered by such third party provider is solely between Customer and such third party provider.  In addition, from time to time, certain additional functionality (not defined as part of the Service) may be offered by TrackerRMS to Customer, for an additional fee, on a pass-through or OEM basis pursuant to terms specified by the third party licensor and agreed to by Customer in connection with a separate purchase by Customer of such additional functionality.  Customer’s use of any such additional functionality shall be governed by such terms or by other applicable terms and conditions, which shall prevail in the event of any inconsistency with the terms of the Agreement.
23. Governing Law and Jurisdiction: This Agreement shall be governed by and construed in accordance with the laws of the country or state in which you are located, so long as the country you are in is either Canada, the United States, or the United Kingdom.  This Agreement shall not be governed by the United Nations Convention on the International Sales of Goods.  The Parties hereby submit to the exclusive personal jurisdiction of the courts of the country in which you are located, so long as the country you are in is either Canada, the United States, or the United Kingdom.  If you are located in another country, then the laws of the State of California, United States, shall govern, and you do hereby submit to the exclusive personal jurisdiction of the courts of the State of California and do waive objection to venue in any of the federal or state courts located in the State of California.
24. Attorney Fees: In case of an action to enforce any rights or conditions of the Terms, or appeal from said proceeding, it is mutually agreed that the losing party in such suit, action, proceeding or appeal shall pay the prevailing party’s reasonable attorney fees and costs incurred.
25. Entire Agreement, Amendment: The Terms are a binding contract and constitute the entire agreement and understanding of the parties, whether oral or written, relating to the subject matter hereof; are intended as the parties’ final expression and complete and exclusive statement of the terms hereof, superseding all prior or contemporaneous agreements, representations, communications, and understandings, whether written or oral; and may be amended or modified only by an instrument in writing signed by both parties.
26. Non-Waiver: No waiver of any provision of the Terms shall constitute a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver.  Failure to enforce any provision of the Terms shall not operate as a waiver of such provision or any other provision or of the right to enforce such provision or any other provision.
27. No Third-Party Beneficiaries: Nothing in the Terms, express or implied, is intended to confer on any person, other than the parties to the Terms, any right or remedy of any nature whatsoever.
28. Headings: The headings used in the Terms are for ease of reference only.  They are not intended as a complete re-statement of the matters contained under each heading, and you acknowledge that you have read and understand all the text of this Agreement, and not just the headings.
29. Content of Uploaded Material: You warrant and represent that you will not upload or post any material that is violent, unduly graphic, pornographic, racist, or offensive, or that violates the intellectual property rights of any third party.  If TrackerRMS learns of materials that it believes in its sole discretion violates this requirement, it may delete such information and, in certain cases, terminate your access to the Website, Services, and Products.
30. Independent Contractor: It is the express intention of the parties that the parties act as independent contractors.  Without limiting the generality of the foregoing, neither party is authorized to bind the other party to any liability or obligation or to represent that such party has any authority.
31. Severability, Binding Effect: If any provision of the Terms shall be invalid or unenforceable in any respect for any reason, the validity and enforceability of any such provision in any other respect and of the remaining provisions of the terms shall not be impaired. The Terms shall be binding on and inure to the benefit of the parties and their heirs, personal representatives, successors, and assigns.
32. Force Majeure: TrackerRMS will not be liable for, or be considered to be in breach of or default under the Terms on account of, any delay or failure to perform as required by the Terms as a result of any cause or condition beyond TrackerRMS’s reasonable control.
33. Linking Policy: If you link to this Website, we require that you follow these guidelines. You may link only to the home page, and the link must be in plain text, unless otherwise approved in writing by an authorized representative of TrackerRMS. The link to this website must not damage, dilute or tarnish the goodwill associated with any TrackerRMS names and/or intellectual property, nor may the link create the false appearance that your website and/or organization is sponsored, endorsed by, affiliated and/or associated with TrackerRMS. You may not “frame” this Website or alter its intellectual property or material in any other way. You may not link to the Website for purposes of harming the Website’s ranking in search engines.  You agree that if TrackerRMS requests that you remove a link to the Website for any reason, you will do so immediately without charge to TrackerRMS.  If you fail to remove any such link after request, you agree to pay TrackerRMS’s costs incurred in enforcing this provision.