1. ACCESS AND USE

(a) Access to Service. During the applicable subscription term, the Client and its authorized users (“Authorized Users”) may access and use the GWMApp Service solely for the Client’s internal business purposes. The Service is provided for use only by the Client and its Authorized Users and may not be resold, sublicensed, or otherwise made available to any third party without our prior written consent.

(b) Use Restrictions. Except as expressly permitted in these Terms, the Client shall not, and shall not permit any Authorized User to:

• Copy, modify, or create derivative works of any part of the Service or its software.
• Rent, lease, lend, sell, license, sublicense, assign, distribute, publish, or otherwise make the Service available to any third party.
• Reverse engineer, decompile, or otherwise attempt to derive the source code of any component of the Service.
• Remove, alter, or obscure any proprietary notices.
• Use the Service to develop, train, or enhance a competing product or service.
• Use the Service in any manner that infringes, misappropriates, or violates any intellectual-property, privacy, or other legal right.
• Use the Service in connection with any unlawful, fraudulent, or harmful purpose, or to attempt unauthorized access to any system or data.
• Permit multiple individuals to share a single-user license or credential.

(c) High-Risk Use. The Service is not designed for, and must not be used in, environments requiring fail-safe performance where its failure could lead to death, personal injury, or severe property or environmental damage.

(d) Suspension of Service. We may temporarily suspend access if the Client violates these Terms, continued use presents a security risk, payment is overdue, or provision is prohibited by law.

(e) System and Usage Data. We may collect and analyze data relating to the provision and use of the Service, provided it does not identify the Client or its Authorized Users.

(f) Reservation of Rights. Except for the limited rights expressly granted, all right, title, and interest in and to the GWMApp Service are the exclusive property of ECE Global Company.

2. INTELLECTUAL PROPERTY RIGHTS

The GWMApp Service, including its software, source code, databases, functionality, website design, text, graphics, images, and logos (the “Content” and “Marks”), are owned by or licensed to ECE Global Company. No right, title, or interest in or to the Service, Content, or Marks is transferred to the Client or any Authorized User. The Client and its Authorized Users shall not copy, modify, or create derivative works of any Content, or use any Marks without prior written consent. The Service is provided “AS IS” for the Client’s permitted business use.

3. CLIENT RESPONSIBILITY AND USER REGISTRATION

(a) General Responsibility. The Client is responsible for all access to and use of the GWMApp Service by its Authorized Users.

(b) Account Management and Registration. The Client must register for an account, maintain confidentiality of login credentials, and promptly notify us of any security breach.

(c) Adequate Rights and Data Ownership. The Client warrants that it owns or has sufficient rights to all data uploaded (“Client Data”) and grants us a license to process Client Data solely to provide and improve the Service.

(d) Tools and Integrations. The Service may include links to or integrations with third-party content or software subject to separate terms.

4. ACCOUNT INTEGRITY

Account registration and credential management are governed by Section 3(b) (Client Responsibilities and User Registration). You agree to maintain accurate registration information and to safeguard all credentials.

5. FEES AND PAYMENT

(a) Fees and Billing. The Client shall pay all fees applicable to its subscription in advance. Payments are in U.S. dollars and are due within thirty (30) days of the invoice date unless specified otherwise.

(b) Payment Authorization and Recurring Charges. By providing a payment method, the Client authorizes recurring charges until the subscription is canceled.

(c) Late Payments. Undisputed amounts may accrue interest at 1.5% per month (18% per annum). Access may be suspended for payments unpaid for ten (10) days after written notice.

(d) Taxes. All fees are exclusive of taxes, and the Client is responsible for applicable sales, use, or other taxes, excluding our net income taxes.

(e) Pricing Errors and Adjustments. We reserve the right to correct pricing or billing errors at any time.

(f) Audit Rights (Enterprise Accounts). We may audit enterprise accounts once per year to verify compliance.

6. FREE TRIAL

A free trial may be offered at our discretion. The trial will automatically convert to a paid subscription unless canceled before the trial ends. Data may be deleted if the Client does not upgrade to a paid subscription within a reasonable period after the trial.

7. CANCELLATION AND TERMINATION

(a) Client Cancellation. Cancellations take effect at the end of the current paid subscription term, and fees already paid are non-refundable, except where required by law.

(b) Company Termination or Suspension. We may suspend or terminate access immediately for breaches, non-payment, or misuse.

(c) Effect of Cancellation or Termination. The Client’s license will end, and the Client is solely responsible for exporting data before the termination date.

8. OWNERSHIP AND FEEDBACK

(a) GWMApp Intellectual Property. We own all right, title, and interest in the GWMApp Service, including all software and documentation (“GWMApp IP”).

(b) Client Data. The Client retains all intellectual-property rights in Client Data and grants us a non-exclusive license to host and process it solely to provide and improve the Service.

(c) Feedback. Any ideas, suggestions, or feedback provided grants us a perpetual, irrevocable, royalty-free, worldwide license to use, modify, and incorporate such Feedback for any purpose without compensation.

8. PROHIBITED ACTIVITIES

The Client shall not use the Service for any unlawful or fraudulent purpose, attempt unauthorized access, introduce malware, use automated systems without express permission (except documented APIs), harass users, or use the Service in any manner that could impair its performance or security.

9. USER-GENERATED CONTENT

The Client represents that any submitted or shared content (“User Content”) does not infringe any third-party rights. We are not responsible for User Content.

10. USER CONTENT LICENSE

The Client grants us a limited, non-exclusive, revocable license to host and display User Content solely as necessary to operate, maintain, and improve the Service. We do not acquire ownership of User Content.

11. USER REVIEWS

Reviews must be based on genuine firsthand experience and comply with applicable law. We reserve the right to moderate, edit, or remove Reviews that violate these Terms.

12. WARRANTY DISCLAIMER

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE,” without warranty of any kind. We specifically disclaim all implied warranties, including merchantability and fitness for a particular purpose. We do not warrant that the Service will meet the Client’s requirements or operate without interruption.

13. WELDING CODE INTERPRETATIONS AND USER RESPONSIBILITY

The Service provides tools based on our internal interpretation of welding codes and standards, which are not intended to replace professional judgment or independent verification by the Client. The Client is solely responsible for validating and approving all SaaS-generated results.

14. LIBRARY CONTENT AND THIRD-PARTY STANDARDS

The Service may include or reference libraries or data from publicly available or third-party sources (including welding codes), which are provided solely for informational and reference purposes. Such materials are not guaranteed to be complete, current, or accurate. The Client is solely responsible for verifying the accuracy and applicability of any library content.

15. INDEMNIFICATION

We agree to indemnify the Client against third-party claims alleging the Service infringes a U.S. patent, copyright, or trademark. Conversely, the Client will indemnify us from claims arising from Client Data, violation of these Terms, or use of the Service in a manner not authorized by these Terms.

16. LIMITATION OF LIABILITY

We will not be liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, or for any loss of profits, revenue, goodwill, data, or business interruption. In no event will our aggregate liability exceed the total amount paid by the Client for the Service during the three (3) months immediately preceding the event giving rise to the claim, or ten thousand U.S. dollars (USD $10,000), whichever is greater.

17. UNSOLICITED SUBMISSIONS

We do not accept unsolicited submissions of ideas, works, or materials.

18. TERM AND TERMINATION

Subscriptions automatically renew for successive renewal terms unless either party provides written notice of non-renewal at least thirty (30) days prior to the end of the current term. Either party may terminate for a material breach that is not cured within thirty (30) days after receiving written notice.

19. THIRD-PARTY SERVICES AND RELATED TERMS

The Service is hosted on third-party cloud infrastructure and may include or interoperate with Third-Party Services. Use of these services is subject to their own terms and conditions, and we are not responsible for the acts or omissions of any Third-Party Service provider.

20. CONFIDENTIALITY

“Confidential Information” includes all non-public information disclosed by either party. The receiving party must use Confidential Information solely to perform or receive the Services and protect it using at least the same degree of care it uses for its own confidential information.

21. MISCELLANEOUS

These Terms, together with any applicable order and other documents referenced, constitute the entire agreement between the parties.

• Amendments: We may modify these Terms at any time.
• Assignment: The Client may not assign or transfer any rights or obligations without our prior written consent.
• Export Compliance: The Client agrees to comply with all applicable import, export, and trade laws.
• Electronic Communications: By using the Service, you consent to receive electronic communications, notices, and disclosures.

22. DEFINITIONS

Key terms are defined, including:

• **Authorized User**: Client’s employees, contractors, or other individuals authorized by Client to access the Service.
• **Client Data**: All non-public or proprietary data submitted by the Client.
• **Personal Data**: Any information relating to an identified or identifiable natural person.
• **Subscription Term**: The initial period of Client’s subscription and any renewal.

23. NOTICES

All legal notices must be in writing and delivered by hand, courier, certified mail, or email to the specified addresses. Notices are deemed received on the date of delivery or confirmed email transmission.

24. PRIVACY POLICY

Your use of the Service is subject to our **Privacy Policy**, which is incorporated into these Terms by reference. By using the Service, you consent to the processing and storage of your data in the United States.

25. COPYRIGHT INFRINGEMENT CLAIMS

If you believe any material infringes your copyright, please send a written notice to the DMCA Agent, including the information required by 17 U.S.C. § 512(c)(3).

26. GOVERNING LAW AND DISPUTE RESOLUTION

These Terms are governed by the laws of the **State of Florida, United States**. Disputes will be submitted to binding arbitration administered by the American Arbitration Association in **Orlando, Florida**. Arbitration is limited solely to the dispute between the parties, and class actions are not permitted.

27. CALIFORNIA RESIDENTS NOTICE

The Service is operated by ECE Consulting, Inc. d/b/a ECE Global, located in Winter Garden, FL 34787. If you are a California resident, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs.

29. CONTACT US

ECE Consulting, Inc. d/b/a ECE Global
Email: contact@gwmapp.com
Phone: (847) 250-5240
Address: Winter Garden, FL 34787

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Attachment A – Data Processing Addendum (DPA)

This Data Processing Addendum (“DPA”) forms an integral part of the Terms of Service. In the event of any conflict between the DPA and the Terms, the DPA shall control with respect to data-protection obligations.

Effective Date: **[Insert same effective date as the ToS]**
Applies to: **ECE Consulting, Inc. d/b/a ECE Global Company** (“ECE Global”) and the Client (“you”).
Purpose: This DPA forms part of the GWMApp Terms of Service and governs the processing of Personal Data by ECE Global in connection with the provision of the GWMApp software-as-a-service platform (“Service”).

1. Definitions

For purposes of this DPA:

• **Controller / Business**: The entity that determines the purposes and means of processing Personal Data (the Client).
• **Processor / Service Provider**: The entity that processes Personal Data on behalf of the Controller (ECE Global).
• **Personal Data**: Any information relating to an identified or identifiable natural person as defined under applicable data-protection laws.
• **Processing**: Any operation performed on Personal Data (such as collection, recording, storage, use, disclosure, or deletion).
• **Sub-processor**: Any third party engaged by ECE Global to process Personal Data in connection with the Service.
• **Applicable Data Protection Laws**: All laws and regulations relating to privacy, data protection, or data security that apply to the processing of Personal Data, including the EU GDPR, UK GDPR, and CCPA/CPRA.

2. Roles of the Parties

The Client acts as **Controller/Business** for Personal Data provided or uploaded to the Service. ECE Global acts as **Processor/Service Provider**, processing such Personal Data solely for the purpose of providing the Service in accordance with the ToS and this DPA.

3. Processing Details

ECE Global will not process Personal Data for any purpose other than providing the Service or as required by law.

4. Client Instructions

ECE Global will process Personal Data only on documented instructions from the Client, including those contained in the ToS, except where required by law. If required to process Personal Data by applicable law, ECE Global will inform the Client (unless legally prohibited).

5. Confidentiality

ECE Global shall ensure that all personnel authorized to process Personal Data are subject to confidentiality obligations consistent with this DPA.

6. Security Measures

ECE Global will implement and maintain **technical and organizational measures** designed to protect Personal Data against accidental or unlawful destruction, loss, alteration, unauthorized disclosure, or access. These measures include access controls, encryption at rest and in transit, network monitoring, regular security testing, and staff training.

7. Sub-processors

ECE Global may engage **Sub-processors** to provide hosting, infrastructure, or support services. A current list of Sub-processors is available upon request at contact@gwmapp.com. ECE Global will: enter into written agreements with Sub-processors imposing equivalent data-protection obligations; and remain liable for their performance.

8. Data Subject Rights

ECE Global will assist the Client, insofar as possible, in responding to data-subject requests to exercise rights under applicable data-protection laws (access, correction, deletion, restriction, portability, and objection).

9. Security Incidents

ECE Global will notify the Client **without undue delay** after becoming aware of a Personal Data breach, and will provide reasonable information to enable the Client to comply with its reporting obligations.

10. Data Transfers

If Personal Data is transferred outside the country of origin, ECE Global will ensure that such transfers comply with applicable data-transfer mechanisms (e.g., EU Standard Contractual Clauses or other legally approved safeguards).

11. Return or Deletion of Data

Upon termination or expiration of the Service, ECE Global will, at the Client’s choice, delete or return all Personal Data (unless retention is required by law or to protect legal interests). Aggregated, anonymized data used for analytics or system improvement may be retained.

12. Audit and Compliance

ECE Global shall make available to the Client information reasonably necessary to demonstrate compliance with this DPA and will allow for audits (no more than once per year) by the Client or an independent auditor under confidentiality obligations.

13. Liability and Indemnification

Each party’s liability arising from or in connection with this DPA is subject to the **limitations of liability** set forth in the Terms of Service.

14. Miscellaneous

If any provision of this DPA is held invalid or unenforceable, the remaining provisions shall remain in full force and effect. In case of conflict between this DPA and the ToS, this DPA shall control regarding the processing of Personal Data.

15. Contact

Questions about this DPA or data-protection practices may be directed to: contact@gwmapp.com 📞 (847) 250-5240 ECE Global Company | Winter Garden, FL 34787 | United States