TERMS OF SERVICE
This Agreement is between Quick Set Ready Mix, LLC (“QSRM”) and the users (“you” or “user”) of the Ready Set Pour software and associated services (the “Services”). You and QSRM are each individually a “Party” and collectively the “Parties.” Receipt of the Services, including without limitation use of the Ready Set Pour app, is conditioned upon acceptance of these terms. PLEASE READ THESE TERMS CAREFULLY, AS THEY CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU AND QSRM. By clicking “I agree” below, you confirm that you have reviewed and accepted these terms.
By accessing or using the Services, you confirm your agreement to be bound by this Agreement. If you do not agree to this Agreement, you may not access or use the Services. QSRM may immediately terminate this Agreement or any Services with respect to you, or generally cease offering or deny access to the Services or any portion thereof, at any time for any reason.
The purpose of the Services is to provide a marketplace for individuals or businesses seeking provision of concrete (“Contractors”) and providers of concrete (“Suppliers”) to communicate key information regarding proposed purchases of concrete.
2. Receipt of Services.
As a condition of your receipt of the Services, you represent and warrant to QSRM that:
• You are at least eighteen (18) years old and capable of entering into a legally binding agreement. You understand and agree that the Services are not available for use by persons under the age of 18. You may not authorize third parties to access or use the Services. You may not assign or otherwise transfer your access to the Services, including without limitation your credentials, login, or account in the Ready Set Pour app, to any other person or entity. In certain instances you may be asked to provide proof of identity to access or use the Services, and you agree that you may be denied access to or use of the Services if you refuse to provide proof of identity;
• You will use the Services only for the intended purposes, and you agree to comply with all applicable laws when using or receiving the Services, and will not use the Services, including without limitation the Ready Set Pour app, for any unlawful purpose, to harass, intimidate, cause nuisance, annoyance, inconvenience, or property damage. You agree to not provide, upload, send, transmit, receive, publish, or otherwise communicate matter that is defamatory, libelous, hateful, violent, obscene, pornographic, unlawful, or otherwise offensive, as determined by QSRM in its sole discretion, whether or not such material may be protected by law. QSRM may, but shall not be obligated to, review, monitor, or remove any information or material, at QSRM’s sole discretion and at any time and for any reason, without notice to you;
• You will not use the Services, including without limitation the Ready Set Pour app, to fix prices, restrain trade, or violate any anti-trust or consumer protection laws and regulations.
You further agree that these terms may change from time to time, as may the Services. You agree to receive notifications through the Ready Set Pour app and through any contact information provided to QSRM regarding changes to these terms. You further agree that you will review any updates or changes to these terms, and immediately cease all use of the Services if you do not agree to the terms. At all times, your receipt of the Services, including without limitation your use of the Ready Set Pour app, shall indicate your agreement to the then-applicable version of these terms.
You agree that access to the Services, including without limitation the Ready Set Pour app, is not guaranteed. Your access to the Services may be suspended or terminated for any reason, including without limitation failure to comply with the terms of this Agreement, misuse of the Ready Set Pour app, technical changes such as changes to the system requirements, or any other reason in QSRM’s sole and unfettered discretion.
You agree not to access the Services, including without limitation any app, software, webpage, database, code, or data, using any scripts, “bots”, scrapers, crawlers, or automated program without the express written consent of QSRM.
You further agree not to take any action that, in the sole and unfettered discretion of QSRM, imposes or may impose an unreasonable, disproportionate or unforeseen burden on the infrastructure, servers, database, or any system or personnel related to the provision of the Services.
5. Intellectual Property.
All trademarks, service marks, and trade names associated with the Services (the “Trademarks”), including without limitation READY SET POUR™ and QUICK SET READY MIX™ are the property of QSRM. The Ready Set Pour app, and all associated software, source code, object code, graphics, organization, and original works of authorship (the “Copyrights”) are protected by copyright and owned by QSRM. The Trademarks and Copyrights shall collectively be referred to as the “QSRM IP”.
You agree not to challenge, nor to assist any third party in challenging:
• The validity of the QSRM IP;
• The enforceability of the QSRM IP;
• QSRM’s ownership of the QSRM IP.
You agree not to use any trademark, service mark, or tradename that is confusingly similar to the Trademarks. You agree not to adopt any trademark, service mark or tradename the use of which is likely to cause confusion as to QSRM’s sponsorship or affiliation of the goods or services offered thereunder.
You agree not to: (i) remove any copyright, trademark or other proprietary notices from any portion of the Services; (ii) reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services except as expressly permitted by QSRM; (iii) decompile, reverse engineer or disassemble the Services except as may be permitted by applicable law; (iv) link to, “deep link” to, mirror or frame any portion of the Services; (v) cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Services or unduly burdening or hindering the operation and/or functionality of any aspect of the Services; or (vi) attempt to gain unauthorized access to or impair any aspect of the Services or its related systems or networks.
QSRM hereby grants you a limited, non-exclusive license to make such copies of the Copyrights as are strictly necessary for the receipt of the Services. This license is revocable at will by QSRM without notice. You agree not to make any copies beyond the scope of this limited license. You agree that the terms of this Agreement are conditions of this license, and copying beyond the scope of the license is infringement of the Copyrights.
The trademarks and tradenames of any Suppliers or Contractors displayed, referenced, or appearing in the Ready Set Pour app or otherwise related to the Services are the respective properties of the Suppliers or Contractors. You agree, at all times while using or receiving the Services, not to infringe the rights of third parties, including without limitation trademarks, copyrights, patents, and trade secrets.
You agree to indemnify, defend, and hold harmless QSRM, including its officers, directors, employees, agents, affiliates, and subsidiaries against any and all harm, damages, losses, costs and penalties, including attorney’s fees, incurred as a result of your use of the Services, receipt of the Services, your breach of the terms of this Agreement, your violation of the rights of third parties, and any of your actions that may be illegal or in violation of applicable laws, regulations, ordinances, safety codes, agency guidelines, or required disclosures.
Except as expressly provided in this Agreement to the contrary, all SERVICES PROVIDED AND RIGHTS GRANTED BY QSRM ARE PROVIDED AND GRANTED “as is” without warranty of any kind, either expressed or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, AND NON-INFRINGEMENT. QSRM MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, OR AVAILABILITY OF THE SERVICES OR ANY SERVICES OR GOODS REQUESTED THROUGH THE USE OF THE SERVICES, OR THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. QSRM DOES NOT GUARANTEE THE QUALITY, SUITABILITY, SAFETY OR ABILITY OF THIRD PARTY PROVIDERS. YOU AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE SERVICES, AND ANY SERVICE OR GOOD REQUESTED IN CONNECTION THEREWITH, REMAINS SOLELY WITH YOU and your company, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW. In no event will QSRM, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, associates, affiliates or assigns BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST DATA, PERSONAL INJURY, OR PROPERTY DAMAGE RELATED TO, IN CONNECTION WITH, OR OTHERWISE RESULTING FROM ANY USE OF THE SERVICES, REGARDLESS OF THE NEGLIGENCE (EITHER ACTIVE, AFFIRMATIVE, SOLE, OR CONCURRENT) OF QSRM, EVEN IF QSRM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
QSRM SHALL NOT BE LIABLE FOR ANY DAMAGES, LIABILITY OR LOSSES ARISING OUT OF: (i) YOUR USE OF OR RELIANCE ON THE SERVICES OR YOUR INABILITY TO ACCESS OR USE THE SERVICES; OR (ii) ANY TRANSACTION OR RELATIONSHIP BETWEEN YOU AND ANY THIRD PARTY PROVIDER, EVEN IF QSRM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. QSRM SHALL NOT BE LIABLE FOR DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND QSRM’S REASONABLE CONTROL.
THE SERVICES MAY BE USED BY YOU TO REQUEST AND SCHEDULE TRANSPORTATION, GOODS, OR LOGISTICS SERVICES WITH THIRD PARTY PROVIDERS, BUT YOU AGREE THAT QSRM HAS NO RESPONSIBILITY OR LIABILITY TO YOU RELATED TO ANY TRANSPORTATION, GOODS OR LOGISTICS SERVICES PROVIDED TO YOU BY THIRD PARTY PROVIDERS OTHER THAN AS EXPRESSLY SET FORTH IN THESE TERMS.
THE LIMITATIONS AND DISCLAIMER IN THIS SECTION DO NOT PURPORT TO LIMIT LIABILITY OR ALTER YOUR RIGHTS AS A CONSUMER THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, QSRM’S LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. THIS PROVISION SHALL HAVE NO EFFECT ON QSRM’S CHOICE OF LAW PROVISION SET FORTH BELOW.
If, despite the limitations above, QSRM is found liable for any loss or damage which arises out of, or is in any way associated with your use or receipt of the Services, then the liability of QSRM will in no event exceed, in total, the greater of (a) the service fees you have paid to QSRM within the twelve (12) month period immediately preceding the date of payment, or (b) one hundred dollars (USD $100). This limitation of liability reflects the allocation of risks between the parties. The limitations of liability provided herein shall survive and apply even if any provision herein, including without limitation limited remedies, is found to have failed of its essential purpose.
QSRM makes no representations about the accuracy of data provided in connection with the Services, including without limitation the ability of Contractors, Suppliers, or Consultants to actually perform as indicated, nor the feasibility, possibility, or likelihood of Contractors, Suppliers, or Consultants performing as indicated. QSRM is not responsible for errors caused by loss of cellular service, technical errors, malfunctions, errors in data entry or communication, natural disasters, weather or acts of nature, plant outages or supply shortages. In the event a contract for the sale of concrete is consummated, QSRM does not warrant or guarantee that any of the parties to that contract can or will perform as indicated, and QSRM makes no representations about the quality of goods or services that are promised or delivered under said contract.
8. Digital Millennium Copyright Act.
If you believe in good faith that materials hosted by QSRM infringe on your copyright, you may send us a written notice that includes the following information:
• A clear identification of the copyrighted work that you claim is infringed, including a copy of the deposit filed with the U.S. Copyright Office for any registered copyrights;
• A clear identification of the material you claim is infringing;
• Your address, email address, and telephone number;
• A statement that you have a “good faith belief that the material that is claimed as copyright infringement is not authorized by the copyright owner, its agent, or the law”;
• A statement that “the information in this notice is accurate, and under penalty of perjury, the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed”; and
• A signature by the person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Please note that improper or incomplete notices cannot be processed by QSRM. You may send such notices by email to __[firstname.lastname@example.org]__.
This Agreement shall continue until terminated in accordance with the provisions of this section.
• QSRM may terminate this Agreement at any time by sending you notice of termination;
• You may decline updates, changes or revisions to this Agreement, as indicated by your immediate cessation of all use and receipt of the Services. In such case, this Agreement shall terminate one (1) year after the date upon which you decline such changes.
• In the event you are unable to access the Services for any reason, including without limitation suspension or termination by QSRM, this Agreement shall terminate one (1) year after the date of loss of access, provided that QSRM has not restored your access before such date.
In any event, the provisions of Sections 5, 6, and 7 shall survive any termination of this Agreement, including any termination effected by operation of law.
This Agreement shall be interpreted under the laws of the State of Texas, without regard to conflicts of laws. The Parties agree that any dispute, controversy or claim arising under or related to this Agreement, including any claim for breach of this Agreement, shall be settled by the United States Federal District Court for the Northern District of Texas. The Parties submit to the continuing jurisdiction of that court for all such disputes, controversies, and claims.
This Agreement, together with the Additional Terms incorporated in Section 11, constitute the entire agreement between the Parties, and this Agreement supersedes all prior or contemporaneous communications, proposals, or dealings, in any form. If any provision of this Agreement shall be found illegal, unlawful, or otherwise unenforceable for any reason, this Agreement shall continue in force with the unenforceable provision excluded. QSRM’s failure or delay in enforcing any provision of this Agreement, at any time, shall not waive or limit QSRM’s right to enforce that provision in the future, nor any other provision herein. You agree that no joint venture, partnership, or employment relationship exists between you and QSRM as a result of this Agreement, or your use or receipt of the Services.
You may not assign these Terms without QSMR’s prior written approval. QSMR may assign these Terms without your consent to: (i) a subsidiary or affiliate; (ii) an acquirer of QSMR’s equity, business or assets; or (iii) a successor by merger. Any purported assignment in violation of this section shall be void.
During the term of this Agreement and for a period of one (1) year afterwards, you agree to refrain from creating, marketing, advertising, or offering services that directly compete with the Services, including contributions to any app that is functionally similar the Ready Set Pour app. This clause shall be limited to activities that are conducted within, or products which are marketed in, the United States of America.
12. Third party services and content
Network access and devices
You are responsible for obtaining the data network access necessary to use the Services. Your mobile network’s data and messaging rates and fees may apply if you access or use the Services from your device. You are responsible for acquiring and updating compatible hardware or devices necessary to access and use the Services and Applications and any updates thereto. QSRM does not guarantee that the Services, or any portion thereof, will function on any particular hardware or devices. In addition, the Services may be subject to malfunctions and delays inherent in the use of the Internet and electronic communications.
You acknowledge that further terms apply to your use and receipt of the Services, depending on whether you are a Contractor, Supplier, or Consultant. Your use and receipt of the Services is conditioned upon setting up an account through the Ready Set Pour app, which account will specify that you are either a Contractor, a Supplier, or a Consultant. You therefore agree to the additional provisions contained in the Contractor Terms, Supplier Terms, or Consultant Terms, as applicable, which are incorporated herein by reference.
The provisions herein are part of the TERMS OF SERVICE (“Agreement”) which is incorporated by reference. All defined terms shall have the same meaning as in that document. To the greatest extent possible, these provisions shall not conflict with the Agreement, but in the event that any provisions do appear to conflict, the terms herein shall supersede the conflicting terms in the Agreement. Use and receipt of the Services is conditioned upon setting up an account through the Ready Set Pour app, which account must be designated as either a “Contractor”, “Supplier”, or “Consultant” account. Your selection of a “Supplier” account indicates that you have read and agreed to the terms contained herein. Throughout this document, “Supplier” shall have the same meaning as “you.”
The purpose of the Services is to provide a marketplace for individuals or businesses seeking provision of concrete (“Contractors”) and providers of concrete (“Suppliers”) to communicate key information regarding proposed purchases of concrete. As a Supplier, you agree to use the Services only for this purpose. You agree to communicate key information regarding a proposed sale of concrete, which information the Ready Set Pour app will require but in any event shall include the price for which you would agree to provide the proposed amount of concrete. Each set of information related to a proposed purchase of concrete, including the proposed delivery date, approximate amount, and price you provide, shall herein be referred to as a “Quote.” You understand and agree that the Services only provide communication between you and third parties regarding potential contracts. QSRM does not guarantee that any actual contracts relating to a Quote will be consummated. The Services do not provide for the creation of contracts. You understand and agree that it is ultimately the responsibility of you and any Contractor contacted through the Services to form a contract.
2. Obligations of Suppliers.
You agree, at all times while using or receiving the Services, to provide information that is truthful and as accurate as possible. You further agree to periodically update the information you provide to reflect any changes. You agree to provide only truthful contact information, including your full legal name or the name of your business, as well as a telephone number and email address at which you can be reached. As part of your ongoing obligation to update the data you provide, you will also take reasonable steps to ensure that your contact information remains current so that QSRM can always reach you.
You agree to fully document all Quotes to the best of your ability, using the functions of the Ready Set Pour app and any other associated reporting tools of the Services.
You agree not to circumvent, nor to assist any third party in circumventing, the Services. You agree not to enter into any contract relating to a Quote except on the terms and with the Contractor reflected in the Ready Set Pour app. For the purposes of this section and as a non-exhaustive example, a contract shall “relate to” a Quote if that contract provides for the proposed pour of concrete in approximately the same location as the Quote and one of the following criteria is met: (a) the amount of concrete in the contract is equal to or greater than the amount in the Quote, or (b) either the effective date of the contract or the proposed date of the pour is within three (3) months of the date the Quote was submitted.
You agree not use or receive the Services, including without limitation use of the Ready Set Pour app, to view or learn about, or attempt to view or learn about, other Suppliers, other Suppliers’ quotes, any contract to which a Contractor or other Supplier is party to, or any information that is not disclosed to you directly by QSRM through your Supplier account in the Ready Set Pour app. All Suppliers are strictly prohibited from creating Contractor accounts. You understand and agree that violation of this provision may result in immediate suspension of your account by QSRM, without notice.
QSRM does not guarantee that any projects will be available for Quotes. You understand and agree that QSRM is not advocating for you, not endorsing any proposed terms of any contracts or potential contracts between you and Contractors, and not acting as your agent or representative in any negotiations of any kind. You understand and agree that the Quotes you submit are not guaranteed to be viewed or accepted by anyone, and QSRM accepts no obligation nor liability for communicating the Quotes at all.
Furthermore, QSRM does not guarantee that any of the information communicated through the Services, including without limitation Quotes, are accurate. You understand and agree that QSRM is not responsible for any damages or liability arising from mistaken, erroneous or inaccurate information, including Quotes.
In the event a contract does result from a Quote, QSRM does not guarantee that performance of that contract can or will actually take place. QSRM does not guarantee payment by the Contractor, nor any other contractual provision.
4. Identifier License.
You understand and agree that QSRM may, in offering the Services, need to identify you or your goods and services. You grant to QSRM a perpetual, irrevocable, royalty-free, worldwide license to use your name, image, likeness, and tradename to provide, enhance, and promote the Services.
You agree that, for all Quotes you submit, you will allow the Contractor at least a thirty (30) day period of time following the submission to accept the Quote. During this thirty (30) day period, you agree not to withdraw the Quote or make any substantive changes to the Quote, including without limitation changes to the price in the Quote. You agree that, once a Contractor has accepted your Quote through the Ready Set Pour app, you will negotiate with that Contractor in good faith for the purchase of concrete on substantially the same terms as communicated through the Ready Set Pour app. You agree that, for purposes of this section, good faith requires at least:
• Making an offer to the Contractor for the sale of concrete;
• The terms of such offer shall ultimately be determined by you, but in any event shall substantially reflect the terms of the Quote with respect to price, delivery location and delivery date; and
• Any additional terms attached to such offer shall not unreasonably differ from your ordinary and customary practice.
You understand and agree that Contractors have complete discretion in selecting between competing quotes, and are not obligated to select the lowest priced quote.
In exchange for the Services, including without limitation access to the Ready Set Pour app, you agree to pay QSRM according to the following terms.
Fees. Services are purchased for subscription terms with payment for the specific period being due and payable in advance. There are no charges for set-up or basic support.
Payment & Charges
Your access to and use of the Services is subject to Your payment of the applicable fees due for the Services of the Ready Set Pour app (“Fees”) set out on the Website and all other applicable amounts, charges and taxes indicated to You when You purchase Services (or otherwise notified to You by QSRM from time to time) when you use the Ready Set Pour app or as noted on Your invoice. Unless otherwise stated on the Invoice, all invoiced amounts are due upon receipt and processed immediately using the credit card on file for You. Receipts for purchased Services will be delivered to You electronically. You shall: (i) keep the billing, credit card and payment information You provide to QSRM or its suppliers or payment processors, including name, credit card number and expiry date, mailing address, email address and telephone number, accurate and up to date; otherwise, we may suspend the Services; (ii) promptly advise QSMR if Your credit card information changes due to loss, theft, cancellation or otherwise; (iii) be liable for Your failure to pay any Fees billed to You by QSRM caused by Your failure to provide QSRM with up to date billing information. To offset its additional processing costs, QSRM may charge You for administrative charges as set from time to time for administrative or account activities including: collection efforts due to non-payment or having a balance over Your credit limit; returned or rejected payments; or changes in personal identifier information. All administrative charges charged to You will be indicated to You on Your invoice or receipt and You shall pay all such charges.
You are responsible for paying any applicable governmental sales, use, value-added, commodity, harmonized and other taxes imposed on Your purchase or use of the Services. To the extent QSRM is required to collect such taxes, the applicable tax will be added to Your billing account.
Transaction Processing. QSRM will cause transactions in respect of Your purchase of Services to be processed, and applicable fees owing by You to be collected. All subscriptions will automatically renew and the relevant fees will be processed and charged to You in full unless You notify QSRM at least thirty (30) days in advance of the anniversary of a renewal period that you wish to discontinue the Services. Recurring payments for periodic subscriptions are processed on the account anniversary date for any subscriptions.
By providing a credit card to QSRM as part of your account set-up for pre-authorized payments, You authorize QSRM to charge Your credit card for all outstanding Fees, taxes and charges and outstanding account balances due under the Agreement, and this constitutes QSRM’s good and sufficient authority for so doing. If Your pre-authorized payment method fails, QSRM will provide notification to you of payment failure. If you fail to rectify the payment failure within 10 days of written notice, QSRM may immediately deactivate Your account without notice to You and collect Fees owing using other collection mechanisms. If you have not paid applicable fees within 30 days of the due date QSRM will automatically terminate your account and all Customer Data from our servers. You are solely responsible for all charges incurred under Your account by You or third-parties.
7. Trial License.
You may use certain specified modules in the Ready Set Pour App Service on a trial, evaluation basis for the period of time indicated at the time of selecting your subscription plan. For greater certainty, trials are at the discretion of QSRM and QSRM reserves the right to cancel or terminate a trial immediately at any time on provision of written notice to You. QSRM hereby grants to Customer and Customer hereby accepts a non-exclusive, non-transferable, royalty-free, license, during the trial evaluation period, to use the Ready Set Pour App Service for evaluation purposes only, subject to the terms and conditions of this Agreement. QSRM shall provide to Customer without charge, reasonable email support requested by Customer for the trial evaluation period in connection with the use and operation of the Ready Set Pour App Service.