Terms of Service

These Terms of Service (the “Terms”) are a binding agreement between ManageSync (“ManageSync,” “we,” “us,” or “our”) and the organization and individuals that access or use our platform (collectively, “you” or “Customer”). By creating an account, clicking to accept, or otherwise using the platform, you agree to these Terms. If you are accepting on behalf of a company or other entity, you represent that you have the authority to bind that entity, and “you” refers to that entity.

If you do not agree to these Terms, you may not use the platform. We may require you to agree to a separate written order form, master services agreement, or data processing agreement; where a signed agreement conflicts with these Terms, the signed agreement controls.

“Platform” means the ManageSync web application, APIs, integrations, hardware-data services, and related features. “Location” means a customer organization (such as a convenience store, fuel site, or facility operator) that originates work and monitors equipment. “Contractor” means a service organization that performs work, including its dispatchers and technicians. “Authorized User” means an individual you permit to access the Platform under your organization. “Work Order” means a service request created, dispatched, performed, completed, or invoiced through the Platform. “Customer Data” means data you or your Authorized Users submit to or generate on the Platform.

The Platform is offered for business use only. You must be at least 18 years old and capable of forming a binding contract. You agree to provide accurate, current, and complete information when registering and to keep it up to date.

You are responsible for safeguarding your account credentials, for all activity that occurs under your account, and for configuring authentication controls (including any available two-factor authentication). Notify us promptly at support@managesync.com of any unauthorized use or suspected security breach.

ManageSync is a multi-tenant field-service platform and two-sided marketplace that connects Locations and Contractors. Depending on your plan and enabled features, the Platform may let you:

• create, dispatch, schedule, track, and complete Work Orders;
• offer and accept work through a marketplace of available Work Orders;
• manage organizations, offices, sites, crews, roles, and territories;
• capture job photos, notes, messages, forms, and service ratings;
• schedule and document regulatory compliance activities and reminders;
• view tank-level monitoring data and alarms from connected Veeder-Root TLS hardware;
• generate invoices and synchronize accounting data with supported third-party systems.

We may add, change, or remove features over time. We aim to give reasonable notice of materially adverse changes to core functionality.

The Platform is organized around tenant organizations. An organization owner or administrator may invite Authorized Users and assign roles (such as administrator, dispatcher, technician, or location user). You are responsible for your Authorized Users’ compliance with these Terms, for the accuracy of the data they enter, and for promptly removing access when it is no longer appropriate.

Each role carries different permissions and visibility. You are responsible for assigning roles appropriately and for the consequences of access you grant within your organization.

The marketplace is a venue that helps Locations and Contractors find one another and coordinate Work Orders. ManageSync is not a party to the service relationship between a Location and a Contractor, is not a contractor or service provider itself, and does not perform field work. Contractors are independent businesses, not employees, agents, or subcontractors of ManageSync.

We do not guarantee that any Work Order will be accepted, that any Contractor will be available, or that work will be performed to a particular standard or timeline. We do not verify, endorse, or guarantee the licensing, insurance, qualifications, or performance of any Location or Contractor, except as we may expressly state in writing. Each party is solely responsible for evaluating the other and for the terms, quality, payment, and outcome of work arranged through the Platform. Service-level (SLA) indicators and similar tools are operational aids only and do not create commitments by ManageSync.

You agree that you will not, and will not permit your Authorized Users to:

• use the Platform in violation of any law, regulation, license, permit, or third-party right;
• upload content that is false, misleading, infringing, defamatory, or unlawful, or that you lack the right to share;
• attempt to gain unauthorized access to the Platform, other tenants’ data, or related systems, or interfere with their operation;
• probe, scan, or test the vulnerability of the Platform, or circumvent any security or access control;
• reverse engineer, decompile, scrape, or copy the Platform except as permitted by law;
• resell, sublicense, or provide the Platform to third parties outside your organization without our written consent.

You are responsible for maintaining your own licenses, permits, insurance, and regulatory standing. You remain responsible for the accuracy and legality of all Customer Data, including credit-application, insurance, tax, and compliance documentation you submit.

Access to the Platform may require a paid subscription or plan. Fees, billing frequency, and plan features are described at sign-up or in an applicable order form. Unless stated otherwise, subscriptions renew automatically for successive terms until canceled, and fees are non-refundable except where required by law.

Where you submit a credit application or are extended billing terms, you authorize us (and our payment and accounting providers) to process the information necessary to bill and collect amounts due. Fees are exclusive of taxes, which you are responsible for. Late or unpaid amounts may accrue interest as permitted by law and may result in suspension under the section below. Invoices generated through the Platform between a Location and a Contractor are between those parties; ManageSync is not responsible for collecting or remitting amounts owed between them unless expressly agreed.

The Platform integrates with third-party services, including QuickBooks Online (Intuit), PDI, hosting and infrastructure providers, and email delivery providers. If you connect a third-party service, you authorize us to exchange data with it on your behalf, and your use of that service is governed by its own terms and privacy practices. We are not responsible for third-party services, their availability, or their handling of data once it leaves the Platform. Disabling or revoking an integration is your responsibility and may affect related functionality.

The Platform may display tank-level data, readings, and alarms collected from connected Veeder-Root automatic tank gauge (TLS) hardware. This functionality is provided “as is” and depends on factors outside our control, including your hardware, network connectivity, device configuration, and third-party systems.

Monitoring data and alarm notifications may be delayed, incomplete, or unavailable, and must not be relied upon as a sole or real-time means of detecting leaks, overfills, equipment failures, or other hazardous conditions. The Platform is not a safety system and is not a substitute for your own monitoring, inspection, maintenance, alarm response, and regulatory obligations. You are solely responsible for the safe operation of your sites and equipment and for compliance with all applicable environmental and safety requirements.

Compliance scheduling, reminders, reports, and related features are provided as organizational aids only. They do not constitute legal, regulatory, or professional advice, and we do not guarantee that using them will satisfy any legal or regulatory obligation. You remain solely responsible for determining and meeting your compliance requirements and for the accuracy and timeliness of compliance records.

As between you and ManageSync, you retain all rights in your Customer Data. You grant us a worldwide, non-exclusive license to host, process, transmit, display, and otherwise use Customer Data as necessary to operate and improve the Platform, to provide support, to enable the features you use (including sharing Work Order information with the counterpart Location or Contractor), and as otherwise permitted by these Terms and our Privacy Policy.

You are responsible for the accuracy, quality, and legality of Customer Data and for having the rights necessary to provide it. Our collection and use of personal information is described in the Privacy Policy.

The Platform allows parties to submit ratings and feedback about completed Work Orders. Ratings reflect the views of the submitting party, not ManageSync, and are not endorsements by us. You agree that ratings you submit will be truthful and based on genuine experience. We may, but are not obligated to, review, moderate, or remove content that violates these Terms.

The Platform, including its software, design, and content (excluding Customer Data), is owned by ManageSync and its licensors and is protected by intellectual property laws. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable right to access and use the Platform for your internal business purposes during your subscription. All rights not expressly granted are reserved.

If you provide feedback or suggestions, you grant us a perpetual, royalty-free license to use them without restriction or obligation to you.

These Terms apply for as long as you use the Platform. You may stop using the Platform at any time. We may suspend or terminate your access, in whole or in part, if you breach these Terms, fail to pay amounts due, create risk or legal exposure for us or others, or if your account is used in a manner that threatens the security or integrity of the Platform.

Upon termination, your right to access the Platform ends. We will make Customer Data available for export for a limited period as described in our policies or applicable order form, after which we may delete it in the ordinary course. Sections that by their nature should survive termination (including fees owed, disclaimers, limitations of liability, and indemnification) will survive.

The Platform is provided “as is” and “as available,” without warranties of any kind, whether express, implied, or statutory, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not warrant that the Platform will be uninterrupted, error-free, secure, or that data, alarms, or notifications will be accurate, timely, or delivered. You assume all responsibility for your use of the Platform and any decisions based on it.

To the maximum extent permitted by law, ManageSync and its affiliates, officers, employees, and suppliers will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, data, goodwill, or business interruption, arising out of or relating to the Platform, even if advised of the possibility of such damages.

To the maximum extent permitted by law, our total aggregate liability arising out of or relating to these Terms or the Platform will not exceed the amounts you paid to ManageSync for the Platform in the twelve (12) months preceding the event giving rise to the claim. These limitations apply regardless of the theory of liability and are a fundamental basis of the bargain between us.

You agree to defend, indemnify, and hold harmless ManageSync and its affiliates from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to your Customer Data, your use of the Platform, your violation of these Terms or applicable law, your work performed or arranged through the Platform, or any dispute between you and another Location, Contractor, or third party.

These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-laws rules. Subject to any separate written agreement, you and ManageSync agree to the exclusive jurisdiction of the state and federal courts located in Delaware for any dispute that is not otherwise subject to an agreed dispute-resolution process, and you waive any objection to venue in those courts. Nothing in this section limits either party’s ability to seek injunctive relief to protect its intellectual property or confidential information.

We may update these Terms from time to time. If we make material changes, we will take reasonable steps to notify you, such as by posting the updated Terms with a new “Last updated” date or notifying you within the Platform. Your continued use of the Platform after changes take effect constitutes acceptance of the updated Terms.

These Terms, together with any order form, master services agreement, or data processing agreement, constitute the entire agreement between you and ManageSync regarding the Platform and supersede prior agreements on the subject. If any provision is held unenforceable, the remaining provisions will remain in effect. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our consent; we may assign them in connection with a merger, acquisition, or sale of assets. We are not liable for delays or failures caused by events beyond our reasonable control. Notices to you may be provided through the Platform or by email; notices to us should be sent to support@managesync.com.

Questions about these Terms can be sent to support@managesync.com, or by mail to ManageSync, Maryland.