Terms of Use

Agreement to terms

By accessing or using PACE PDM (the "Service"), operated by Joinue LLC ("Joinue," "we," "us," or "our"), you agree to be bound by these Terms of Use ("Terms"). If you do not agree to all of these Terms, you may not access or use the Service.

Description of Service

PACE PDM is a cloud-based product data management platform that provides revision control, bill of materials management, engineering change order workflows, file storage, and related tools. The Service is provided on an "as is" and "as available" basis.

Eligibility

You must be at least 18 years old to create an account and use the Service. By creating an account, you represent that you are at least 18 years of age and have the legal capacity to enter into these Terms.

Account responsibilities

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must provide accurate information when creating an account and notify us immediately of any unauthorized use. We are not liable for any loss or damage arising from your failure to maintain the security of your account.

Your content

You retain all ownership rights to the files, data, and content you upload to the Service. We do not claim any intellectual property rights over your content. By uploading content, you grant us a limited, non-exclusive license to store, process, transmit, and display it solely for the purpose of providing the Service to you.

You are solely responsible for ensuring you have the right to upload, store, and share any content you place in the Service. You represent and warrant that your content does not violate any third party's rights.

Acceptable use

You agree not to:

• Use the Service for any unlawful purpose or in violation of any applicable law
• Attempt to gain unauthorized access to the Service, other accounts, or related systems
• Interfere with or disrupt the Service, servers, or networks connected to it
• Upload content that contains malware, viruses, or other harmful code
• Use the Service to store or distribute content that infringes on intellectual property rights
• Resell, sublicense, or redistribute access to the Service without our prior written consent
• Use automated means (bots, scrapers) to access the Service without our permission
• Attempt to reverse-engineer, decompile, or extract the source code of the Service

We reserve the right to suspend or terminate your access at any time, with or without notice, if we reasonably believe you have violated these Terms.

Shared content and public links

The Service allows you to generate public share links for files, BOMs, and release packages. You are solely responsible for managing access to shared content, including setting appropriate expiration dates and passwords. We are not responsible or liable for any unauthorized access to, or use of, content you choose to share via public links.

Service availability and modifications

We do not guarantee that the Service will be available at all times or without interruption. The Service may be temporarily or permanently unavailable due to maintenance, updates, technical issues, or circumstances beyond our control.

We reserve the right to modify, suspend, or discontinue the Service (or any part of it) at any time, with or without notice. We will not be liable to you or any third party for any modification, suspension, or discontinuation of the Service.

Data handling

We process and store your data in accordance with our Privacy Policy, which is incorporated into these Terms by reference. You acknowledge and agree that your data is stored on third-party infrastructure and that we rely on third-party providers for hosting, storage, and security.

No warranty on data integrity

WHILE WE TAKE REASONABLE MEASURES TO PROTECT YOUR DATA, WE DO NOT WARRANT OR GUARANTEE THE INTEGRITY, ACCURACY, OR AVAILABILITY OF ANY DATA STORED IN THE SERVICE. YOU ARE SOLELY RESPONSIBLE FOR MAINTAINING INDEPENDENT BACKUPS OF YOUR CRITICAL DATA. WE SHALL NOT BE LIABLE FOR ANY LOSS, CORRUPTION, OR UNAVAILABILITY OF DATA FOR ANY REASON.

Disclaimer of warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF HARMFUL COMPONENTS. YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK.

Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, JOINUE LLC AND ITS OWNER, OFFICERS, EMPLOYEES, AGENTS, AND AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE SERVICE, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS RELATED TO THE SERVICE SHALL NOT EXCEED THE LESSER OF: (A) THE AMOUNT YOU ACTUALLY PAID US IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100 USD).

Indemnification

You agree to indemnify, defend, and hold harmless Joinue LLC and its owner from and against any and all claims, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of the Service, (b) your content, (c) your violation of these Terms, or (d) your violation of any rights of a third party.

Dispute resolution

Any dispute arising out of or relating to these Terms or the Service shall be resolved through binding arbitration administered under the rules of the American Arbitration Association, conducted on an individual basis in the State of Delaware. You agree to waive any right to participate in a class action or class-wide arbitration. The arbitrator's decision shall be final and binding. Judgment on the award may be entered in any court of competent jurisdiction.

Notwithstanding the above, either party may seek injunctive or equitable relief in any court of competent jurisdiction to protect its intellectual property rights or to prevent irreparable harm.

Force majeure

We shall not be liable for any failure or delay in performing our obligations under these Terms due to causes beyond our reasonable control, including but not limited to natural disasters, acts of government, internet or infrastructure outages, cyberattacks, pandemics, or failures of third-party service providers.

Modifications to terms

We reserve the right to modify these Terms at any time. If we make material changes, we will make reasonable efforts to notify active users via email or an in-app notice. Your continued use of the Service after updated Terms are posted constitutes your acceptance of the changes. If you do not agree to the updated Terms, you must stop using the Service.

Termination

Either party may terminate this agreement at any time. You may terminate by deleting your account. We may terminate or suspend your access immediately, with or without cause and with or without notice. Upon termination, your right to use the Service ceases immediately. We are not obligated to maintain or return your data after termination, though we will make reasonable efforts to allow you to export your data prior to a voluntary termination. Sections of these Terms that by their nature should survive termination will survive, including but not limited to ownership, disclaimers, limitations of liability, indemnification, and dispute resolution.

Entire agreement

These Terms, together with the Privacy Policy, constitute the entire agreement between you and Joinue LLC regarding the Service and supersede all prior agreements, representations, and understandings. If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.

Governing law

These Terms are governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law provisions.

Contact

For questions about these Terms of Use, contact marc@joinue.com.