Effective Date: June 26, 2018

The ParaPlan Terms of Service (“Terms”) are a legally binding agreement between you (“the User”) and EnGraph Software, LLC (“EnGraph”, "ParaPlan Software", "ParaPlan") having a business address at 15621 West 87th Street Parkway, #419, Lenexa, KS 66219 and apply to your use of a ParaPlan account and ParaPlan products and services. ParaPlan provides software and services to manage paratransit and non-emergency medical transportation operations.

It is important that you read and understand these Terms as they govern your use of the ParaPlan products. These Terms contain a binding arbitration provision which affects your legal rights and may be enforced by the parties. By accessing or using the ParaPlan products, you accept and agree to be bound by these Terms. If you do not agree to these Terms, you must immediately stop using ParaPlan products.

We may amend these Terms at any time by posting a revised version on this site or any other website we maintain for purposes of providing the ParaPlan products. Amended Terms are effective at the time we post them and your continued use of the ParaPlan products constitute your acceptance of any amended Terms.

Data

ParaPlan will host your database using Amazon Web Services. Nightly, the database will be backed up to a separate server. From there, a .BAK file will be generated and stored for 6 months.

Installation

ParaPlan will install ParaPlan software for transportation services. Installation will performed remotely, unless onsite training has been purchased.

Usually, all work is to be done by ParaPlan with no subcontracts. If a subcontractor will be used, the user will be notified to the portion done by the subcontractor and the subcontractor’s information.

Payment Terms

Payment is due on the first of the month for that month’s services. Payment price and payment structure will remain in place unless both parties agree to modify price or structure.

For SaaS clients, support, hosting and upgrades are included in the monthly price. For outright purchases, support, hosting and upgrades are separately charged and are due annually. All ParaPlan Licenses provide unlimited users unless otherwise specified. Prices are in US dollars and FOB destination. All applicable sales/use taxes are additional. Payment of such is the sole responsibility of the purchaser.

• Remote Training is included in all packages.
• Custom ParaPlan reports are included in all packages.
• On-Site Training is available for $1,500/visit + $1,200/day.

Confidential Information

The user wishes to maintain in confidence all information including data, technology, commercial and research strategies, trade secrets, inventions and know-how disclosed by the user to ParaPlan, directly or indirectly, in written, oral or other tangible form, for the purpose of this Agreement or generated by as a result of the performing the Contract Services (collectively, Confidential Information). In this regard, ParaPlan will not disclose Confidential Information to others without the prior written consent of the user, except ParaPlan will not be prevented from disclosing information that (i) can be shown by contemporaneous documentation to have been in ParaPlan's possession prior to the disclosure by the user; (ii) at the time of the disclosure is, or thereafter becomes, through no fault of ParaPlan, part of the public domain; or (iii) is furnished to ParaPlan by a third party after the time of the disclosure without the breach of any duty to the user. In addition, ParaPlan will keep separate and segregated from other work all documents, records, notebooks, correspondence and the like arising from the Contract Services. All right, title, and interest in Confidential Information, including that arising from the Contract Services, shall belong to the user and upon completion of the Contract Services or termination of this Agreement all tangible forms of Confidential Information, including copies thereof, whether prepared by ParaPlan or other, will be delivered to the user.

ParaPlan will not disclose to the user any information of third parties that ParaPlan does not have the right to disclose.

Termination

This Agreement may be terminated by either party upon thirty (30) days written notice to the other party. This Agreement may be terminated by a non-breaching party, in addition to any other remedy, for a breach of any term of the Agreement effective upon written notice to the breaching party; upon which event all rights of the breaching party shall terminate. If terminated by ParaPlan, a reimbursement of 100% for material software items purchased at delivery will be distributed. In either event, notice shall be given by registered mail, prepaid and properly addressed to addresses listed below.  Any such notice shall be deemed to have been given when received.

The terms and obligations of Confidential Information shall survive and remain in full force and effect after termination of this Agreement regardless of the cause of such termination.

Contractor Status

ParaPlan is an independent contractor and is not an employee or agent of the user. ParaPlan shall be entitled to no benefits or compensation from the user except as set forth in this Agreement and shall in no event be entitled to any fringe benefits payable to employees of the user. ParaPlan shall be solely responsible for the payment of all taxes due on the income received for performing the Contract Services.

Jurisdiction

This Agreement shall be interpreted and enforced in accordance with the laws of the State of Kansas (regardless of the choice of law principles in Kansas or any other jurisdiction).

We may update these Terms of Service from time to time. When we make changes, we’ll update the “Effective Date” at the top of the Terms of Service. We encourage you to check back periodically to review this Terms of Service for any changes since your last visit.