Terms of Service

These Terms of Service (the "Terms") are a binding agreement between Foxx Cyber LLC, which operates RailCompliant ("RailCompliant," "we," "us"), and you. By creating an account, clicking to accept, or using the Service, you agree to these Terms, including our Acceptable Use Policy.

There are two kinds of account:

• Organization accounts. A railroad, museum, or other organization that subscribes to the Service ("Customer"). Here "you" means the Customer. The person who accepts these Terms for a Customer must be at least 18 years old and authorized to bind it, and by accepting represents both.
• Individual accounts. A free account for one person, such as a crew member or a railfan. Here "you" means that person.

Sections 4, 5, and 6 apply only to organization accounts, and Section 7 only to individual accounts. The rest apply to both. People who use the Service as members of a Customer's account must also follow Sections 8 and 9.

1. The Service

RailCompliant is a hosted software service for recording locomotive inspections, tests, maintenance, and related operational data, and for generating reports from those records. We grant you a non-exclusive, non-transferable right to access and use the Service during your subscription term, for your own internal business purposes. If you have an individual account, we grant you the same right for your own personal use, for as long as you have the account.

2. What the Service is not

3. Accounts and security

You are responsible for the accounts you create, for the acts and omissions of your users, and for keeping credentials confidential. Tell us promptly at [email protected] if you believe an account has been compromised. Sign-off and certification permissions within the Service exist so that you can separate doing work from certifying it; how you assign them is your decision and your responsibility.

4. Fees, trials, and billing (organization accounts)

Subscriptions are billed monthly in advance: a flat base fee plus a per-active-locomotive fee at the rates shown on our pricing page when you subscribe. The per-locomotive count is measured from the active locomotives on your roster and adjusts as you add or retire equipment; adjustments are prorated by our payment processor in the ordinary course.

New subscriptions include a 14-day free trial. A payment method is required to start the trial. Unless you cancel before the trial ends, the subscription converts automatically to a paid subscription and the payment method on file is charged. Payment is processed by Stripe, Inc.; by subscribing you also agree to Stripe's terms as they apply to you. Fees are stated in U.S. dollars and are exclusive of taxes, which you are responsible for.

5. Cancellation and refunds (organization accounts)

You may cancel at any time from the billing page in the Service or by writing to [email protected]. Cancellation takes effect at the end of the current billing period, and you keep access until then. Fees already paid are non-refundable except where required by law or where we agree otherwise in writing. We may change prices on 30 days' notice; the change applies at your next renewal, and you may cancel before it takes effect.

If a payment fails, we may suspend access after notice and a reasonable opportunity to cure. Suspension does not delete your data.

6. Customer Data (organization accounts)

You own your data. The records, documents, images, and other content you put into the Service ("Customer Data") remain yours. You grant us only the rights needed to host, process, back up, transmit, and display Customer Data in order to provide the Service and to comply with law.

You can export your data at any time while your subscription is active using the export tools in the Service. After termination, you may request an export within 30 days, after which we may delete Customer Data from active systems; residual copies in routine backups age out on our normal backup cycle.

Each customer's records are stored in a logically isolated database schema. We do not sell Customer Data, and we do not use it to train machine-learning models. We may use aggregated, de-identified statistics that do not identify you or any individual to operate and improve the Service.

For the personal information in Customer Data, such as your crew's and volunteers' names, qualifications, and hours, we are your processor, and our Data Processing Agreement applies and forms part of these Terms. It does not cover individual accounts: for those we are the controller, as our Privacy Policy explains.

7. Individual accounts

An individual account is free. There are no fees, and we do not ask for a payment method. Because it is free, it comes with no uptime or support-time commitment.

We may change, limit, or stop offering free features. If a change takes away something you use, we will tell you by email or in the Service before it takes effect, unless we have to act sooner for security or legal reasons.

You must be 13 or older to have an account. If you are under 18, a parent or guardian must agree to these Terms for you. We do not knowingly collect personal information from children under 13, and if we learn that an account belongs to a child under 13, we delete it.

You can close your individual account at any time with Delete my account on your profile, or by writing to [email protected]. Closing it deletes what you keep in it, as our Privacy Policy describes.

We may suspend or close an individual account that breaks the Acceptable Use Policy or these Terms. We will tell you why, unless the law or an active security threat prevents it.

If a railroad that uses RailCompliant adds you as a member, its records about you are its Customer Data under Section 6. Your individual account stays yours.

8. Content you post or keep

"User Content" is what a person posts or keeps in the Service under their own name rather than as a railroad's records: for example, comments on our blog, journey entries and photos, and certification files in an individual account.

You own your User Content. We claim no ownership of it. You give us a non-exclusive, royalty-free license to host, store, copy, process, transmit, and display it as needed to run the Service, which includes showing your comments publicly with your name. You will not be paid for this license. It ends when you delete the content or close your account, except that copies in routine backups age out on our normal backup cycle.

You are responsible for your User Content, and for having the right to post or upload it. If you didn't create something, make sure you have permission to share it.

We do not review User Content before it appears, but we may hide or remove anything that breaks the Acceptable Use Policy, these Terms, or the law.

A comment is its author's view. It is not the view of RailCompliant, of Foxx Cyber LLC, or of any railroad.

If you believe content on the Service infringes your copyright, follow our Copyright Policy. We close, in appropriate circumstances, the accounts of people who repeatedly infringe.

9. Acceptable use

Your use of the Service must follow our Acceptable Use Policy, which is part of these Terms. It says what you may not do with the Service, and the rules for comments and anything else other people can see. We may suspend access to address an active security threat or a violation of it, and will tell you why as soon as we reasonably can.

10. Availability and support

We aim to keep the Service available and to respond to support requests within one business day, but the Service is provided without a contractual uptime commitment unless we have signed a separate agreement with you that says otherwise. We may perform maintenance, and will try to schedule disruptive work outside normal operating hours.

11. Confidentiality

Each of us may receive non-public information from the other. The receiving party will protect it with at least reasonable care, use it only to perform under these Terms, and not disclose it except to people who need it and are bound to comparable obligations, or as required by law.

12. Intellectual property

We own the Service, its software, design, and documentation, and all related intellectual property. These Terms grant you no rights in it other than the right to use it as described above. Feedback you send us may be used without obligation or compensation. Regulatory text reproduced in the Service is a work of the United States government.

13. Disclaimer of warranties

EXCEPT AS EXPRESSLY STATED IN THESE TERMS, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR THAT ITS OUTPUT WILL SATISFY ANY REGULATORY REQUIREMENT.

14. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, OR DATA, EVEN IF ADVISED OF THE POSSIBILITY. OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS WILL NOT EXCEED THE AMOUNTS YOU PAID US IN THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM.

AN INDIVIDUAL ACCOUNT IS FREE, SO THE AMOUNT ABOVE WOULD BE ZERO. FOR AN INDIVIDUAL ACCOUNT, OUR TOTAL AGGREGATE LIABILITY TO YOU ARISING OUT OF OR RELATING TO THESE TERMS WILL INSTEAD NOT EXCEED ONE HUNDRED U.S. DOLLARS (US $100).

These limits do not apply to your obligation to pay fees, to either party's breach of Section 11, or to liability that cannot be limited under applicable law.

15. Indemnity

You will defend and indemnify us against third-party claims arising from Customer Data, from User Content you post, from your use of the Service in violation of these Terms or applicable law, or from a regulatory action against you, except to the extent the claim arises from our breach of these Terms.

16. Changes to these Terms

We may update these Terms. For material changes we will give notice by email to the address on your account or by a notice in the Service at least 30 days before they take effect. Continued use after the effective date means you accept the updated Terms; if you do not, you may cancel, or close an individual account, before they take effect.

17. Term and termination

These Terms run for as long as you have an account. Either party may terminate an organization account for convenience effective at the end of the current billing period, or immediately for the other's material breach that stays uncured 30 days after written notice. An individual account can be closed as Section 7 describes. Sections 6, 8, 11, 12, 13, 14, 15, and 18 survive termination.

18. Governing law and disputes

These Terms are governed by the laws of the State of Colorado, without regard to its conflict-of-laws rules. The parties will try in good faith to resolve any dispute informally first; a party must give the other written notice and 30 days to cure before filing suit. Otherwise, the state and federal courts located in Colorado have exclusive jurisdiction, and both parties consent to venue there.

19. General

These Terms, together with the Acceptable Use Policy, the Data Processing Agreement where it applies, and any order form or written agreement we sign with you, are the entire agreement between us on this subject and supersede prior discussions. If a provision is held unenforceable, the rest stays in force. Neither party may assign these Terms without the other's consent, except in connection with a merger or sale of substantially all assets. Our failure to enforce a provision is not a waiver. Neither party is liable for delays caused by events beyond its reasonable control. Notices to us go to [email protected]; notices to you go to the email on your account.

20. Contact

RailCompliant — A product of Foxx Cyber LLC
[email protected]

See also our Privacy Policy, Acceptable Use Policy, Copyright Policy, and Data Processing Agreement.

Section 8 is adapted from the Basecamp open-source policies / CC BY 4.0, and from GitHub's site policies (CC0).