Terms and Conditions

Updated: June 9, 2022

1. Overview
These Terms of Service constitute a binding agreement between Strac Incorporated, a Delaware Corporation (“Strac”), and you, a natural person or a designated agent of an organization, corporation, company, partnership or other legal entity (“You”).Strac has developed a data security platform. You may use this platform to secure and transmit sensitive data as described in Strac' website, documentation, or as otherwise described in any agreements between you and Strac. You may manage your Strac Services via the Strac Console (“Console”).
2. Definitions
2.1. “Strac”, “We”, “Us”, or “Our” means Strac;
2.2. “You” or “Your” you the user as well as the company or other legal entity for whom you are accepting this Agreement as well as any other Agents or Affiliates of that company or entity;
2.3. “Your Data” means all electronic data or information submitted by You to the Purchased Services;
2.4. “Strac Services” or “Services” : Collectively, the Strac features, services, consoles, website, and software.
3. Acceptance and usage
4. Restrictions and Responsibilities
4.1. By using Strac you confirm that you are not located in a country currently subject to the U.S. Government embargo or a country that is currently designated by the U.S. Government as a “terrorist supporting” country. You also confirm that you and your Company are not listed on any U.S. Government list of prohibited or restricted parties.

4.2. Data you utilize Strac Services to store, transmit, receive, enrich or otherwise secure are yours. You own your data. While we maintain technical and organizational safeguards to secure your sensitive information from loss, unauthorized use, unauthorized access, and disclosure, you are responsible for restricting access to your account and protecting your login, password, and the device you utilize for multi-factor authentication.Promptly notify us of any unauthorized use of your Strac Account, your password, or any other breach of security and we will take prompt action to limit further loss and investigate. We ask that you provide all reasonable cooperation to prevent and terminate such use.

4.3. The contents of our Service, including software, documentation, text, and media are protected under United States and foreign laws. We own and retain all rights, titles, and interests in the Services and reserve all rights not expressly granted to you in this Agreement or any other Strac agreement. Without limiting the above statement, You agree you will not and that you will not to allow any third party to:
1. Modify, rent, lease, or otherwise permit third parties to use the Services outside of the scope of the license granted in this Agreement or any other Agreement between you and Strac.
2. Decompile, disassemble or reverse engineer the Services, or otherwise attempt to discover the source code, object code, logic, process or underlying methodology, structure, ideas or trade secrets related to the Services
3. Sublicense, distribute, or otherwise use the Services outside of the scope of the license granted in this Agreement or any other Agreement between you and Strac
4. Interfere or attempt to interfere with the operation of the Services;
5. Remove or alter any product identification, proprietary, copyright or other notices appearing in or contained in any part of the Services.
6. Register or attempt to register any trademark, logo, domain name or other distinctive Strac brand features;
7. During the term of this Agreement and up to 1 year following the term of this agreement, seek an injunction of any portion of the Service based on patent infringement.
8. Modify, copy, adapt, or otherwise prepare derivative works from the Services;

4.4 You will designate an employee who will be responsible for all matters relating to this Agreement. You may change the individual designated as Primary Contact at any time by providing written notice to Strac

4.5 Strac grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to use the Services as authorized in this Agreement and all other Agreements between you and Strac.

4.6 Logos, trademarks, and service marks are registered marks of Strac. Nothing in our Services grants any license or right to use these marks without prior written permission from us for specific use.
5. Signup/Registration
Before allowing you to use our Services, we need to verify your information. In order to make full use of the Services, you must sign up for a console account through our site. During this sign up you agree to:
1. Provide accurate current and complete information;
2. Update your account information as necessary;
3. Secure your account by not sharing your password;
4. Promptly notify Strac if you discover any security issues related to the Services (please email us at hello@strac.io or let us know directly in your Strac slack channel).

Further, you authorize us to make any inquiries necessary to verify your identity prior to provisioning your Strac Account. Verification may include:
1. Asking you for more information;
2. Requiring you to provide your full name and address;
3. Requiring your company to confirm your employment and obtaining their authorization to provide you with access to Strac Services on their behalf;
4. Requiring you to provide an official ID;
5. Requiring you to verify your email or mobile phone;
6. Checking your information against third party databases or other sources.

You are responsible for all activity that occurs on your Strac User Account and we reserve the right to suspend or terminate your Account and access to any Strac Services if you provide inaccurate or incomplete information during signup or otherwise abuse the Services.
6. Sandbox Environments
All Strac sandbox environments are provided as-is and solely for the purpose of testing. While we have hardened all Strac sandbox environments, we make no guarantee about the continued confidentiality and availability of any data shared with these sandbox environment(s).Strac Sandbox environments are not provided with:
1. A Service Level Agreement ("SLA") or any other guarantee of availability;
2. A Data Retention Agreement or any guarantee that any data sent or stored in a Strac Sandbox environment will be preserved.
We strongly suggest that you do not place sensitive information in your Strac sandbox environment.
7. Data Security and Privacy
7.1. Any data that you utilize the Strac Services to send, secure, or receive remains your data. Strac will maintain your data as your confidential information and only use this data as permitted by this Agreement or other agreements between you or your company and Strac. Any other data you receive through or about the Strac Services remains Strac' confidential information unless it:
1. Is or becomes through no improper action or inaction by you or your company generally available to the public;
2. Was in your possession or known by you without restriction prior to receipt from Strac;
3. Was disclosed to you without restriction;
4. Was independently developed without use of any confidential Strac Information.

7.2. By submitting data, including log-in information such as usernames, passwords, and other content to us through the Services, you are licensing that content for us to use for the purpose of providing the Services. Strac takes no ownership of said data, however we may use and store the content in accordance with this Agreement and our Privacy Policy. You represent that you have the right to submit it to us for use for this purpose, without any restriction or obligation by us to pay any fees.

7.3. Under this Agreement and solely to provide you the Services, you also agree to the Privacy Policy. By continuing to use the Strac Services, you also agree to the updated version of the privacy policy located there.For any data you secure with Strac Services or otherwise authorize Strac to send, receive, secure, or enrich on your behalf, you affirm that you are and will remain compliant with all applicable privacy laws.

7.4. Both you and Strac understand that the other party may have disclosed information about their technology or business (“Proprietary Information”). The receiving party agrees to:
1. Not divulge Proprietary Information to any third party
2. Limit access to Proprietary Information only to those employees and contractors with a need to have access the information
3. Take the same security precautions to protect against disclosure or unauthorized use of such Proprietary information that the party takes with its own proprietary information
4. Nothing in this Agreement will prevent Proprietary Information to be disclosed pursuant to any judicial or governmental order, provided that reasonable prior notice is given to the owner of the Proprietary Information.

7.5. Strac does not wish to receive any Proprietary Information from you that is not necessary for Strac to perform its obligations under this Agreement. Unless you and Strac specifically agree otherwise, Strac may reasonably presume that any unrelated information received from you is not confidential or Proprietary Information.
8. Updates and Revisions
We may update our Services at any time. These updates may add new features or remove existing features. Any such updates may be subject to additional terms. By continuing to use our Services post-update, you agree to any and all updates to our Services and further agree that we are not liable for damage or loss attributed to any such change to the Service.We may also change the terms of this Agreement and any additional Terms or Policies at any time. We will not apply any revisions retroactively without notice. However, once posted any revised versions of these Agreements will be immediately effective and your continued use of the Service indicates that you accept the revised Agreement. If you do not agree to the revised Agreement do not continue using the Services. Any dispute will be governed by the version of the Agreement in place at the time of the dispute.For updates to the Service or revisions to our Agreements we will provide any notice that we think reasonable by either posting the revised version of any Agreements at Strac Terms of Service, by notifying you via the Strac Console, or the email you provide during registration.
9. Alerts and Communications
9.1. Strac may keep you informed of changes in your account by sending automatic alerts related to your account or account activity. You may receive automatic alerts following certain changes to the Services, to your account, and/or information, this includes but is not limited to material changes in your account information or significant account activity. While we will make a reasonable effort to notify you of any material changes to our Services, we reserve the right to change or suspend any part of the Service at any time.Email alerts may be sent to the email address you provided upon signup. If your email changes you should inform us of this change so that we can correctly redirect your alerts.We will make commercially reasonable efforts to ensure that our alerts are accurate and timely, but circumstances out of our control may delay or prevent delivery of alerts. You agree that Strac is not liable for any delayed alerts, failed alerts, inaccurate alerts, misdirected alerts, or any action by anyone relying on an alert.

9.2. If you submit creative ideas, suggestions, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively, "feedback"), you agree that we may edit, copy, publish, distribute, translate and otherwise use any comments that you forward to us at any time and without restriction. We are and shall be under no obligation to you to maintain comments in confidence, pay compensation for any comments, or respond to any comments.
10. Warranties/Limitation of Liability
10.1. Strac does not warrant, guarantee, or otherwise assume responsibility for any service offered by a third party that you utilize our Services to interface with. To the extent consistent with applicable law the Strac Services are provided on an “as is” and “as available” basis without warranty of any kind. Strac makes no representations, warranties, or guarantees about the accuracy or availability of the Services. You agree that we shall not be liable for any damages resulting from use or inability to use our Services (this includes, but is not limited to: damages for loss of Data, Goodwill, Profit, and any other loss tangible or intangible).

10.2. To the extent consistent with applicable law, we are not liable for any loss or damages including any damage or loss resulting from any unauthorized access or use of the Services (including, but not limited to, hacking or tampering) and regardless of whether alleged liability is based on negligence, contract, tort, strict liability or any other basis and regardless of whether Strac has been advised of the possibility of such damage. This entire section applies to the maximum extent permitted by applicable law. Some regions do not allow exclusion or limitation of specific warranty or liability for consequential or incidental damages. For residents in these states, liability is limited to the extent permitted by law.
11. Indemnifications
Strac will indemnify you from all damages, costs, settlements, attorney’s fees and expenses awarded to unaffiliated third parties resulting from infringement by the Services of any United States patent or any copyright or misappropriation of any trade secret, provided Strac is promptly notified and given reasonable assistance and opportunity to assume sole control over defense and settlement.
Strac will not be responsible for any settlement it does not approve. The foregoing obligations do not apply that arise or otherwise relate to the following:
1. Any breach of this Agreement or by your use of our Services;Your improper use of the services;
2. Your violation of any third party right including, but not limited to, any IP rights, privacy rights, or other violation of any law or regulation of the United States or any other country;
3. Any other person’s access or use of the Services using your account credentials.
12. Disputes
12.1. Unless otherwise noted, you must commence any action or proceeding relating to a Dispute no later than one year after the cause of action accrues.

12.2. Notwithstanding any other component of this Dispute section, if there is a dispute between two or more parties as to account ownership, we will be the sole determiner and resolve the dispute at our own discretion.
13. Suspension and Termination
We reserve the right to suspend and terminate your Strac account and any other access to the Service at any time, including if we suspect fraud, illegal activity, or any other violation of this or any other Strac terms.If this Agreement or your Account, is terminated for any reason we will also remove your access and revoke your license to use the Services. Additionally, we may, but are not obligated to, delete your information and account data stored on our servers. We are not liable to you or any other party for any damages or other compensation arising from the deletion of your information or account data.Post-termination you will still owe any outstanding balances (and such balances will continue to accrue interest as any pre-existing Agreement with Strac. Further, the following sections of this agreement will remain in force:
1. Warranties/Limitations of Liability Section 10;
2. Indemnifications Section 11;
3. Suspension and Termination (this section);
4. Governing Law;
5. Effects of Termination;
6. Our Intellectual property Rights and Obligations;
14. Notice and Contact Information
If you have any other questions or require any other support you can:
1. Contact us via your Slack support channel;
2. email us at hello@strac.io 
Please provide all notices to hello@strac.io.
15. Billing
15.1 When making a purchase through the site, you agree to pay all fees set forth in the applicable purchase order and you will be required to select a payment plan and provide Strac information regarding your credit card or other payment instrument. You represent and warrant that such information is true and that you are authorized to bill the payment instrument, and you will promptly update its account information with any changes that may occur. To the extent any amounts are to be paid in advance, you authorize Strac to bill Customer’s payment instrument in advance in accordance with the terms of the applicable payment plan, and Customer agrees to pay any charges incurred. If a valid payment instrument is not associated with your account we reserve the right to restrict or remove your access.

15.2 All fees are non-cancelable and nonrefundable. All fees are exclusive of taxes, levies, or duties imposed by taxing authorities, and Customers will be responsible for payment of all such taxes, levies, or duties (excluding taxes based on Strac's income), even if such amounts are not listed on an Order. Customers will pay all fees in the U.S. Dollars or in such other currency as agreed to in writing by the parties.
16. Miscellaneous
16.1 The relationship between you and Strac is one of independent contractors. Nothing in this agreement is intended to create a partnership, joint venture, co-ownership, or otherwise characterize this relationship as a joint or common undertaking.

16.2 If any portion of this agreement conflicts with a pre-existing agreement between you or your company and Strac, the terms of that pre-existing agreement will take precedence solely for the duration of that agreement.

16.3 We may delay enforcing or decide not to enforce any of our rights against you without losing them. If any of the terms of this agreement are found to be unenforceable, we still may enforce any or all other terms of this agreement.

16.4 If any portion of this agreement is found to be unenforceable by a competent court of law, that shall not affect the validity of the remaining provisions.

16.5 We may assign any of our rights and obligations under this agreement. You may not unless you receive written permission from Strac.

16.6 This agreement and your Account, are governed by federal law and the law of Washington, and apply no matter where you live or use this account.