Terms of Service

These Terms of Service (“Terms”) govern your access to and use of the ToolClerk mobile application (the “App”) and related services (collectively, the “Service”) operated by Welch Digital (“we,” “us,” or “our”).

1. Acceptance of Terms

By downloading, installing, or using the App, you enter into a binding agreement with Welch Digital. If you are using the Service on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms, and “you” refers to both you individually and the organization.

2. Description of Service

ToolClerk is a construction tool tracking and inventory management application. The Service allows users to catalog tools, assign them to personnel, track check-outs and returns, and manage tool inventories across job sites.

3. Account Registration

To use the Service, you must create an account. You agree to:

• Provide accurate, current, and complete registration information
• Maintain and promptly update your account information
• Maintain the security and confidentiality of your login credentials
• Accept responsibility for all activity under your account
• Notify us immediately of any unauthorized use of your account

We reserve the right to suspend or terminate accounts that contain inaccurate information or violate these Terms.

4. Acceptable Use

You agree not to:

• Use the Service for any unlawful purpose or in violation of any applicable law
• Interfere with or disrupt the integrity or performance of the Service
• Attempt to gain unauthorized access to the Service or its related systems
• Reverse engineer, decompile, or disassemble any aspect of the Service
• Use automated scripts or bots to access or interact with the Service
• Transmit any viruses, malware, or other harmful code
• Impersonate any person or entity, or misrepresent your affiliation with any person or entity
• Use the Service to store or transmit content that infringes third-party rights

5. User Content and Data

You retain ownership of any data, content, or materials you submit to the Service (“User Content”), including tool records, photos, notes, and inventory data. By submitting User Content, you grant us a limited, non-exclusive license to use, store, and process that content solely to provide and improve the Service.

You are responsible for ensuring that your User Content does not violate any applicable law or infringe upon the rights of third parties.

6. Intellectual Property

The Service, including its design, features, code, documentation, logos, and trademarks, is owned by Welch Digital and is protected by applicable intellectual property laws. These Terms do not grant you any right, title, or interest in the Service except for the limited right to use it in accordance with these Terms.

7. Theft and Loss Disclaimer

You expressly acknowledge and agree that:

• ToolClerk is designed to assist with tool inventory management and record-keeping. It is not an anti-theft system, security service, insurance product, or loss-prevention guarantee.
• We are not responsible or liable for any loss, theft, damage, or misplacement of tools, regardless of whether such tools were tracked using the Service.
• The Service does not guarantee the physical security, location accuracy, or recovery of any tools.
• Any location-tracking features (current or future) are provided as organizational aids and are subject to technological limitations including, but not limited to, GPS inaccuracy, signal interference, device availability, and connectivity issues.
• You are solely responsible for the physical security of your tools and equipment. Reliance on the Service for theft prevention or loss recovery is at your own risk.
• We strongly recommend maintaining appropriate insurance coverage for your tools and equipment independent of any features offered by the Service.

8. Future Location Features

The Service may, in a future release, include features that utilize GPS or other location-based technologies to assist with tool tracking. If and when such features are introduced:

• Location data collection will require your explicit, informed consent before activation
• You will be able to revoke location permissions at any time through your device settings
• Location data will be handled in accordance with our Privacy Policy
• Location features are subject to the limitations described in Section 7 and do not constitute a security or recovery service

9. Fees and Payment

Certain features of the Service may require payment of fees. If applicable, pricing and payment terms will be presented to you before you incur any charges. All fees are non-refundable except as expressly stated otherwise or as required by applicable law.

We reserve the right to change our fees upon reasonable notice. Continued use of paid features after a fee change constitutes your acceptance of the new pricing.

10. Disclaimer of Warranties

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ACCURACY.

We do not warrant that the Service will be uninterrupted, error-free, or secure, or that any defects will be corrected. Your use of the Service is at your sole risk.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WELCH DIGITAL, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, TOOLS, EQUIPMENT, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SERVICE.

OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100).

12. Indemnification

You agree to indemnify, defend, and hold harmless Welch Digital and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or in connection with: (a) your use of the Service; (b) your violation of these Terms; (c) your violation of any rights of a third party; or (d) any claim that your use of the Service caused damage to a third party.

13. Termination

We may suspend or terminate your access to the Service at any time, with or without cause, and with or without notice. You may terminate your account at any time by contacting us at support@toolclerk.app.

Upon termination, your right to use the Service ceases immediately. Sections that by their nature should survive termination (including Sections 5, 6, 7, 10, 11, 12, and 15) will survive.

14. Changes to These Terms

We reserve the right to modify these Terms at any time. When we make material changes, we will update the effective date at the top of this page and may notify you via the App or by email. Your continued use of the Service after the revised Terms are posted constitutes your acceptance of the changes.

15. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict-of-law principles. Any disputes arising out of or relating to these Terms or the Service shall be resolved through binding arbitration administered under the rules of the American Arbitration Association, except that either party may seek injunctive or equitable relief in a court of competent jurisdiction.

16. General Provisions

• Entire Agreement: These Terms, together with the Privacy Policy, constitute the entire agreement between you and Welch Digital regarding the Service.
• Severability: If any provision of these Terms is found to be unenforceable, the remaining provisions shall continue in full force and effect.
• Waiver: Our failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision.
• Assignment: You may not assign or transfer your rights under these Terms without our prior written consent. We may assign our rights and obligations without restriction.

17. Contact Us

If you have any questions about these Terms, please contact us:

ToolClerk (operated by Welch Digital)
Email: support@toolclerk.app