The ToolDOX Portal Terms and Conditions
These are the standard Terms and Conditions for Evoqua's ToolDOX Portal access.
Acceptance of the Terms
Welcome to the ToolDOX™ Website service of Evoqua Water Technologies LLC (“Evoqua”). The following terms and conditions, together with any documents they incorporate by reference (collectively, these “Terms”), govern your access to and use of https://documoto.digabit.com/Portal/?tk=EVOQUA (ToolDOX).
Please read the Terms carefully before you start to use our ToolDOXTM service. By using the ToolDOX™ service or by clicking to “accept” or “agree” to the Terms when this option is made available to you, you accept and agree to be bound and abide by these Terms. If you do not want to agree to these Terms, you must not access or use the ToolDOX™ service.
Accessing ToolDOX and Account Security
Access to ToolDOX is based on the serial number of the Evoqua equipment used or purchased by you and is recipient-specific. Your ToolDOX access is not transferable or assignable. If the equipment is sold, transferred, or otherwise disposed of, your ToolDOX access and your rights hereunder will terminate, and the new equipment owner must contact Evoqua to apply for access to ToolDOX .
Evoqua reserves the right to withdraw or amend ToolDOX, and any service or material provided on ToolDOX, in its sole discretion without notice. Evoqua will not be liable if for any reason all or any part of ToolDOX is unavailable at any time or for any period. Access to ToolDOX is restricted to registered users, and all or part of it is subject to further restriction by Evoqua from time to time.
You are responsible for:
- Making all arrangements necessary for you to have access to the ToolDOX service.
- Ensuring that all persons who access the ToolDOX service through your internet connection are aware of these Terms and comply with them.
To access ToolDOX, you will be asked to provide certain registration details or other information. It is a condition of your use of ToolDOX that all the information you provide on ToolDOX is correct, current and complete.
If you choose, or are provided with, a user name, password or any other piece of information as part of Evoqua’s security procedures, you must treat such 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 ToolDOX or portions of it using your user name, password or other security information. You agree to notify Evoqua immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.
Evoqua has the right to 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.
Changes to the Terms
Evoqua may revise and update these Terms from time to time in its sole discretion. Evoqua will notify you of any changes to these Terms and you will be asked to accept or agree to the revised Terms when notified. All changes are effective immediately when posted, and apply to all access to and use of our ToolDOX service thereafter. However, any changes to the dispute resolution provisions set forth in the “Governing Law and Jurisdiction” section will not apply to any disputes for which the parties have actual notice on or prior to the date the change is posted on ToolDOX .
In connection with your purchase, lease, or use of Evoqua’s products (the “Purpose“), Evoqua understands that you desire to receive certain information from Evoqua that is non-public, confidential, or proprietary in nature, and Evoqua is willing to disclose such information to you, subject to these Terms.
“Confidential Information” means all non-public, confidential or proprietary information disclosed before, on or after the date of these Terms, by Evoqua to you or your affiliates, or to any of your or your affiliates’ employees, officers, directors, partners, shareholders, agents, attorneys, accountants or advisors (collectively, “Representatives"), whether disclosed orally or disclosed or accessed in written, electronic or other form or media, and whether or not marked, designated or otherwise identified as “confidential,” including, without limitation:
- Evoqua’s technical data, such as wiring schematics, hydraulic schematics, parts manuals, maintenance manuals, and quality traceable material certificates;
- all information concerning all designs, specifications, documentation, and components;
- Evoqua’s unpatented inventions, ideas, methods and discoveries, trade secrets, know-how, unpublished patent applications and other confidential intellectual property;
- any third-party confidential information included with, or incorporated in, any information provided by Evoqua to you or your Representatives;
- any other information that would reasonably be considered non-public, confidential or proprietary given the nature of the information and Evoqua’s and your businesses; and
- all notes, analyses, compilations, reports, forecasts, studies, samples, data, statistics, summaries, interpretations and other materials (the “Notes“) prepared by or for you or your Representatives that contain, are based on, or otherwise reflect or are derived from, in whole or in part, any of the foregoing.
- not use Evoqua’s Confidential Information, or permit it to be accessed or used, for any purpose other than the Purpose, or otherwise in any manner to Evoqua’s detriment, including without limitation, to reverse engineer, disassemble, decompile or design around Evoqua’s proprietary services, products and/or confidential intellectual property;
- not disclose any such Confidential Information to any person or entity, except to your Representatives who: (i) need to know the Confidential Information to assist you, or act on your behalf, in relation to the Purpose; (ii) are informed in writing by you of the confidential nature of the Confidential Information; and (iii) are subject to confidentiality duties or obligations to you that are no less restrictive than the terms and conditions of these Terms;
- comply with all applicable access and security rules and procedures of Evoqua;
- immediately notify Evoqua of any unauthorized disclosure of Confidential Information or other breaches of these Terms by you or your Representatives of which you have knowledge;
- fully cooperate with Evoqua in any effort undertaken by Evoqua to enforce its rights related to any such unauthorized disclosure; and
be responsible for any breach of these Terms caused by any of your Representatives.
Recipient Representations and Warranties
Any Disclosure by you or your Representatives of any of Evoqua’s Confidential Information pursuant to applicable national, federal, state or local law, regulation or a valid order issued by a court or governmental agency of competent jurisdiction (a “Legal Order") shall be subject to the terms of this Section. Prior to making any such disclosure, you shall provide Evoqua with: (a) prompt written notice of such requirement so that Evoqua may seek a protective order or other remedy; and (b) reasonable assistance in opposing such disclosure or seeking a protective order or other limitations on disclosure.
If, after providing such notice and assistance as required herein, you remain subject to a Legal Order to disclose any Confidential Information, you (including your Representatives) shall disclose no more than that portion of the Confidential Information which, on the written advice of your legal counsel, such Legal Order specifically requires you to disclose, and shall use commercially reasonable efforts to obtain assurances from the applicable court or agency that such Confidential Information will be afforded confidential treatment.
Return or Destruction of Confidential Information
Upon the expiration or termination of these Terms, or at Evoqua’s request at any time during the term of these Terms, you and your Representatives shall promptly return to Evoqua all copies, whether in written, electronic or other form or media, of Evoqua’s Confidential Information, or destroy all such copies and certify in writing to Evoqua that such Confidential Information has been destroyed. In addition, you shall also destroy all copies of any Notes created by you or your Representatives and certify in writing to Evoqua that such copies have been destroyed.
Term and Termination
Evoqua may terminate these Terms and your access to ToolDOX at any time by providing written notice to you. Notwithstanding anything to the contrary herein, Evoqua’s rights and your obligations under these Terms shall survive the expiration or termination of these Terms for a period of 7 years from the date of such expiration or termination, even after you return or destroy the Confidential Information (the “Survival Period“), provided that for any and all trade secrets of Evoqua, the Survival Period shall last for as long as such Confidential Information qualifies as a trade secret under applicable international, federal, state and/or local law.
If the equipment to which your ToolDOX access relates is sold, transferred, or otherwise disposed of, your ToolDOX access and your rights hereunder will terminate, and the new equipment owner must contact Evoqua to apply for access to ToolDOX.
No Evoqua Representations or Warranties.
Neither Evoqua nor any of its Representatives make any representation or warranty, expressed or implied, as to the accuracy or completeness of the Confidential Information disclosed to you hereunder or the information in ToolDOX. Neither Evoqua nor any of its Representatives shall be liable to you or any of your Representatives relating to or resulting from your use of any of such information or any errors therein or omissions therefrom.
No Transfer of Rights, Title or Interest
Evoqua hereby retains its entire right, title and interest, including all intellectual property rights, in and to all Confidential Information and information in ToolDOX. Any disclosure of such information shall not be construed as an assignment, grant, option, license or other transfer of any such right, title or interest whatsoever to you or any of your Representatives.
You acknowledge and agree that money damages might not be a sufficient remedy for any breach or threatened breach of these Terms by you or your Representatives. In addition to all other remedies available at law (which Evoqua does not waive by the exercise of any rights hereunder), Evoqua shall be entitled to seek specific performance and injunctive and other equitable relief as a remedy for any such breach or threatened breach, and you hereby waive any requirement for the securing or posting of any bond or the showing of actual monetary damages in connection with such claim. If Evoqua institutes any legal suit, action or proceeding against you arising out of or relating to these Terms, Evoqua, if it is the prevailing party in the suit, action or proceeding, shall be entitled to receive in addition to all other damages to which it may be entitled, the costs incurred by it in conducting the suit, action or proceeding, including reasonable attorneys’ fees and expenses and court costs.
Intellectual Property Rights
ToolDOX and its entire contents, features and functionality are owned by Evoqua, its licensors or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws.
These Terms permit you to use ToolDOX for your own internal business purposes only, and not for other commercial use or use by any other person. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit any of the material on ToolDOX, except as follows:
Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
You may store files that are automatically cached by your Web browser for display enhancement purposes.
You may print one copy of a reasonable number of pages of ToolDOX for your own internal business purposes (and not for other commercial use or use by any other person) and not for further reproduction, publication or distribution.
You must not:
- Modify copies of any materials from this site.
- Use any illustrations, photographs, video or audio sequences or any graphics separately from the accompanying text.
- Delete or alter any copyright, trademark or other proprietary rights notices from copies of materials from this site.
If you wish to make any use of material on ToolDOX other than that set out in this section, please address your request to: Jamie.Elzinga@evoqua.com.
If you print, copy, modify, download or otherwise use or provide any other person with access to any part of ToolDOX in breach of the Terms, your right to use ToolDOX will cease immediately and you must, at Evoqua’s option, return or destroy any copies of the materials you have made. No right, title or interest in or to ToolDOX or any content on ToolDOX is transferred to you, and all rights not expressly granted are reserved by Evoqua. Any use of ToolDOX not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark and other laws.
The Evoqua name, its trademarks, the Evoqua logo and all related names, logos, product and service names, designs and slogans are trademarks of Evoqua or its affiliates or licensors. You must not use such marks without the prior written permission of Evoqua. All other names, logos, product and service names, designs and slogans on ToolDOX are the trademarks of their respective owners.
You may use ToolDOX only for lawful purposes and in accordance with these Terms. You agree not to use ToolDOX:
- To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of ToolDOX, or which, as determined by Evoqua, may harm Evoqua or users of ToolDOX or expose them to liability.
Additionally, you agree not to:
- Use ToolDOX in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of ToolDOX, including their ability to engage in real time activities through ToolDOX.
- Use any robot, spider or other automatic device, process or means to access ToolDOX for any purpose, including monitoring or copying any of the material on ToolDOX.
- Use any manual process to monitor or copy any of the material on ToolDOX or for any other unauthorized purpose without our prior written consent.
- Use any device, software or routine that interferes with the proper working of ToolDOX.
- Introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful.
- Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of ToolDOX, the server on which ToolDOX is stored, or any server, computer or database connected to ToolDOX.
- Attack ToolDOX via a denial-of-service attack or a distributed denial-of-service attack.
- Otherwise attempt to interfere with the proper working of ToolDOX.
Reliance on Information Posted
The information presented on or through ToolDOX is made available solely for general information purposes. Evoqua does not warrant the accuracy, completeness or usefulness of this information. Any reliance you place on such information is strictly at your own risk. Evoqua disclaims all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to ToolDOX, or by anyone who may be informed of any of its contents.
Changes to ToolDOX
Evoqua may update the content on ToolDOX from time to time, but its content is not necessarily complete or up-to-date. Any of the material on ToolDOX may be out of date at any given time, and Evoqua is under no obligation to update such material.
Linking or sharing access to ToolDOX is strictly prohibited.
If ToolDOX contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. Evoqua has 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 ToolDOX, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
The owner of ToolDOX is based in the Commonwealth of Pennsylvania in the United States of America. Access to ToolDOX may not be legal by certain persons or in certain countries. If you access ToolDOX from outside the United States of America, you do so on your own initiative and are responsible for compliance with local laws.
Disclaimer of Warranties
You understand that Evoqua cannot and does not guarantee or warrant that files available for downloading from the internet or ToolDOX will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to Evoqua’s site for any reconstruction of any lost data. EVOQUA WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF ToolDOX OR ANY SERVICES OR ITEMS OBTAINED THROUGH ToolDOX OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.
YOUR USE OF ToolDOX , ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH ToolDOX IS AT YOUR OWN RISK. ToolDOX , ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH ToolDOX ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER EVOQUA NOR ANY PERSON ASSOCIATED WITH EVOQUA MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF ToolDOX . WITHOUT LIMITING THE FOREGOING, NEITHER EVOQUA NOR ANYONE ASSOCIATED WITH EVOQUA REPRESENTS OR WARRANTS THAT ToolDOX , ITS CONTENT OR ANY SERVICES OR ITEMS OBTAINED THROUGH ToolDOX WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT ToolDOX OR ANY SERVICES OR ITEMS OBTAINED THROUGH ToolDOX WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
EVOQUA HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Limitation on Liability
IN NO EVENT WILL EVOQUA, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, ToolDOX, ANY WEBSITES LINKED TO IT, ANY CONTENT ON ToolDOX OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH ToolDOX OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
You agree to defend, indemnify and hold harmless Evoqua, its affiliates, licensors and service providers, and its and their respective shareholders, officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, interest, penalties, fines, costs, expenses or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms, or a breach of any representation, warranty or obligation set forth in these Terms by you or any of your Representatives, or your use of ToolDOX, any use of ToolDOX’s content, services and products other than as expressly authorized in these Terms or your use of any information obtained from ToolDOX.
Governing Law and Jurisdiction
All matters relating to ToolDOX and these Terms and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), are governed by and construed in accordance with the internal laws of the Commonwealth of Pennsylvania, USA, without giving effect to any choice or conflict of law provision or rule (whether of the Commonwealth of Pennsylvania, USA or any other jurisdiction).
Any legal suit, action or proceeding arising out of, or related to, these Terms or ToolDOX shall be instituted exclusively in the federal courts of the United States in the Western District of Pennsylvania, USA, although Evoqua retains the right to bring any suit, action or proceeding against you for breach of these Terms in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
Limitation on Time to File Claims
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OR ToolDOX MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
Waiver and Severability
No waiver by Evoqua of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Evoqua to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.
If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect.
The Terms constitute the sole and entire agreement between you and Evoqua with respect to ToolDOX and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to ToolDOX.
Your Comments and Concerns
The ToolDOX™ service is operated by Evoqua Water Technologies LLC., 210 Sixth St., Ste. 3300, Pittsburgh, PA 15222 USA.
Any feedback, comments, requests for technical support, notices of copyright infringement claims, and other communications relating to Evoqua’s ToolDOX™ service should be directed to: Jamie.Elzinga@evoqua.com. Written notifications should be directed to Legal Department, Evoqua Water Technologies LLC, 210 Sixth St., Ste. 3300, Pittsburgh, PA 15222 USA.
Thank you for visiting Evoqua's ToolDOX Portal.