EagleAir Breathing Air Systems

The following Terms of Use state the terms and conditions that govern the use of the "Dealer/Sales Reps" area (referred to as "Dealer/Sales Reps Web Portal") of the Internet site of Eagle Compressors, Inc. ("Eagle").  When any person uses or accesses, or permits any other person(s) to use or access, Dealer/Sales Reps Web Portal, that person agrees to the terms and conditions of these Terms of Use.  Eagle may amend or change these Terms of Use from time to time, in our sole discretion, by sending you written notice by electronic mail or by regular mail or by posting the updated terms on its Internet site.  Please access and review these Terms of Use regularly.  If you find the Terms of Use unacceptable to you at any time, please discontinue your use of Dealer/Sales Reps Web Portal and notify Eagle immediately.  Eagle may modify, delete, update, enhance, or add additional services to, Dealer/Sales Reps Web Portal in its sole discretion, and such changes shall be subject to any conditions Eagle may specify.

These terms and conditions are in addition to those that apply to any other agreements you may have with Eagle. Where appropriate, please review those specific terms and conditions.

As used in these Terms of Use, "you" or "User" refers to each authorized dealer and sales representative, including their designated agent(s), if any, to whom access to and use of Dealer/Sales Reps Web Portal is expressly granted by Eagle.

Eagle grants access to and use of Dealer/Sales Reps Web Portal by assigning User an User ID and Password, and delivering same to User via United States mail.

Dealer/Sales Reps Web Portal.
Dealer/Sales Reps Web Portal is an Internet function located on Eagle's Internet site and available to specific Users.  Dealer/Sales Reps Web Portal offers certain information and data concerning product orders and product ordering.  Eagle grants each User, for that User's own and internal business purposes only, a nonexclusive, limited and revocable right to access and use Dealer/Sales Reps Web Portal.

The right to use Dealer/Sales Reps Portal is granted solely to User and its designated agent(s), if any.  The right to use Dealer/Sales Reps Web Portal is granted only for the purposes of viewing data made available thereunder and such other purposes designated by Eagle.  User may not transfer, assign, sublicense or otherwise convey this right to any other person.  User shall not use or access Dealer/Sales Reps Web Portal for any purpose other than the intended purpose of faciliting and promoting the relationship between Eagle and User.

Confidential Information.
All information made available through Dealer/Sales Reps Web Portal is non-public information and is confidential and proprietary in nature.  All information is made available solely in the course of the special relationship between Eagle and User.  Except for purposes of User's relationship with Eagle, User has no other right or interest in the information made available through Dealer/Sales Reps Web Portal, and User shall not reproduce or authorize the reproduction any information made available through Dealer/Sales Reps Web Portal without the express authorization of Eagle.

Limitation of Access.
Access to Dealer/Sales Reps Web Portal is restricted to Users.  As a means of restricting access to Users, Eagle shall provide the following security measures: (1) a User log-on procedure that includes the entry by the User of their User ID and Password assigned to them by Eagle.  Eagle may, at its option and in its sole discretion, modify these security procedures.  User acknowledges that the use of the Dealer/Sales Reps Web Portal involves the transmission of proprietary and confidential information over the Internet, including one or more intermediary data networks, public switched telephone networks and computers, that are not owned, operated or controlled by Eagle and may be unsecure or unavailable from time to time.  Accordingly, Eagle does not guarantee the security of information under, or access to Dealer/Sales Reps Web Portal and is not responsible to discover, audit or report to User any unauthorized access or use of Dealer/Sales Reps Web Portal.

To prevent unauthorized access to and use of Dealer/Sales Reps Web Portal, User shall protect and keep confidential User's ID and Password.  User is responsible for enforcing these Terms of Use with User's employees and agents and for taking appropriate steps to limit access to Dealer/Sales Web Reps Portal.  The loss, theft, or unauthorized dissemination of User's User ID or Password may compromise the security of Dealer/Sales Reps Web Portal and therefore is strictly prohibited.  If User believes someone may attempt to use or has used User's User ID or Password without User's permission, or that any other unauthorized access to or use of Dealer/Sales Reps Web Portal has occurred, User shall immediately notify Eagle by calling 1-336-398-8000 during normal customer service hours (8:00am-4:45pm Eastern Standard Time).

Eagle may terminate, suspend or limit User's access privileges to Dealer/Sales Reps Web Portal, in whole or in part, in Eagle's sole discretion, at any time without prior notice.

Copyright and Trademark Notices.
The images, text and screens made available within Dealer/Sales Reps Web Portal are owned by Eagle, or others, as indicated and are protected by copyright laws.  User agrees not to copy, display, distribute, download, license, sub-license, modify, publish, repost, reproduce, reuse, sell, transmit, create a derivative work from or otherwise use for public or commercial purposes, the information and materials made available within Dealer/Sales Reps Web Portal, except for the purpose of facilitating or promoting User's relationship with Eagle.  Unless otherwise noted, all other trademarks, service marks, and logos appearing within Dealer/Sales Reps Web Portal are the trademarks, service marks or logos of Eagle, or others as indicated.

Equipment.
User is responsible for obtaining, installing, maintaining, and operating all computer hardware, software, and Internet access services necessary to use or access any aspect of Dealer/Sales Reps Web Portal, as well as complying with the terms of any third party software license.  Eagle will not be responsible for any errors or problems that arise from the malfunction or failure of User's hardware, software, or any Internet access services.

Indemnity.
User is personally responsible for User's conduct while using Dealer/Sales Reps Web Portal and User agrees to indemnify and hold Eagle and its affiliates and their officers, directors, employees and agents harmless from and against any loss, damage, liability, cost or expense of any kind (including attorney's fees) that Eagle may incur in connection with a third party claim or otherwise, in relation to User's use of Dealer/Sales Reps Web Portal or your violation of these Terms of Use or the rights of any third party.

LIMITATION OF LIABILITY
IN NO EVENT SHALL EAGLE OR ANY OF ITS AFFILIATES BE LIABLE TO ANY USER OR OTHER PERSON FOR ANY DIRECT, SPECIAL, CONSEQUENTIAL OR OTHER DAMAGES (INCLUDING, WITHOUT LIMITATION, ANY LOSS OF INFORMATION, PROGRAMS OR OTHER DATA) THAT ARE: RELATED TO THE USE OF, OR THE INABILITY TO USE, DEALER/SALES REPS WEB PORTAL, DUE TO ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION THROUGH DEALER/SALES REPS WEB PORTAL, OR DUE TO ANY COMPUTER VIRUS INADVERTENTLY TRANSMITTED THROUGH DOCUMENTS DOWNLOADED BY USERS FROM DEALER/SALES REPS WEB PORTAL, IN EACH CASE EVEN IF EAGLE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

DISCLAIMER OF WARRANTY
EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN ANY APPLICABLE AGREEMENT, USER UNDERSTANDS AND AGREES THAT USE OF DEALER/SALES REPS WEB PORTAL IS DONE AT USER'S SOLE RISK AND THAT THE SERVICES AND ALL INFORMATION, PRODUCTS AND OTHER CONTENT (INCLUDING THIRD PARTY INFORMATION, PRODUCTS AND CONTENT) INCLUDED IN OR ACCESSIBLE FROM DEALER/SALES REPS WEB PORTAL, ARE PROVIDED ON AN "AS IS" "WHERE-IS" AND "WHERE AVAILABLE" BASIS, AND ARE SUBJECT TO CHANGE AT ANY TIME WITHOUT NOTICE TO USER. USER ACKNOWLEDGES THAT EAGLE MAKES NO WARRANTY THAT DEALER/SALES REPS WEB PORTAL WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE UNLESS OTHERWISE STATED ON THE SITE OR IN ANY APPLICABLE AGREEMENT.

TO THE FULLEST EXTENT PERMITTED BY LAW, EAGLE DISCLAIMS ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS OF ANY KIND (EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS) AS TO DEALER/SALES REPS WEB PORTAL AND ALL INFORMATION, PRODUCTS AND OTHER CONTENT (INCLUDING THIRD PARTY INFORMATION, PRODUCTS AND CONTENT) INCLUDED IN OR ACCESSIBLE FROM THE SITES.
 
Choice of Law/Successors.
These Terms of Use and its enforcement shall be governed by the laws of the State of Illinois, without regard to any choice of law provision, and shall inure to the benefit of Eagle's successors and assigns, whether by merger, consolidation, or otherwise.

Miscellaneous.
Eagle will not be deemed to have waived any rights or remedies under these Terms of Use unless such waiver is in writing and signed by Eagle.  No delay or omission on Eagle's part in exercising any rights or remedies shall operate as a waiver of such rights or remedies or any other rights or remedies.  A waiver on any one occasion shall not be construed as a bar or waiver of any rights or remedies on future occasions.

Risk Of Loss.
In the event of a system failure or interruption, data may be lost or destroyed. Any transaction(s) that User initiated, was in the process of completing, or completed shortly before a system failure or interruption should be verified by User through means other than online to ensure the accuracy and completeness of such transaction(s). User assumes the risk of loss of data during any system failure or interruption and the responsibility to verify the accuracy and completeness of any transaction(s) so affected.