These Terms and Conditions ("Terms") govern access to and use of the Truss service and the website at https://truss.re. Truss Software Inc. ("Truss", "we", "us") provides them. Truss processes confidential financial and real estate data for institutional investors, owners and operators, and these Terms set out how that data is owned, used and protected.
1. Agreement
By accessing or using the Service or the Website, you agree to these Terms on behalf of yourself and the organization you represent. You represent that you are at least 18 years old and authorized to bind that organization. If you do not agree, do not use the Service or the Website.
Where a Customer has a signed agreement with Truss, such as a master services agreement, order form or data processing agreement, that agreement governs the Customer's use of the Service, and these Terms apply only to matters it does not address. If the two conflict, the signed agreement controls.
Our Privacy Policy describes how we handle personal information and names the service providers that help us operate the Service. It forms part of these Terms.
2. Definitions
- "Customer" means the company or other organization that subscribes to the Service, and on whose behalf its Users access it.
- "Customer Data" means the files, models, exports, records and other data that a Customer or its Users submit to the Service or connect it to, and the reports, workbooks and other output the Service produces from them.
- "Service" means Truss's software platform, including its web application, APIs, automated data processing and report generation, and the support Truss provides for them.
- "User" means a person a Customer authorizes to access the Service under the Customer's account.
- "Website" means truss.re and its pages.
3. Accounts and Access
- Each User needs their own account. Users sign in with their work email address or their organization's single sign-on.
- You must give accurate information when an account is created, keep sign-in credentials confidential, and not share an account.
- The Customer is responsible for its Users' activity in the Service and for removing access when a User leaves or no longer needs it.
- Tell us at once at security@truss.re if you learn of any unauthorized use of an account or any other security incident involving the Service.
4. Customer Data
Ownership
The Customer owns its Customer Data. Nothing in these Terms transfers ownership of Customer Data to Truss.
How Truss uses Customer Data
The Customer grants Truss a limited, non-exclusive license to host, copy, process and transmit Customer Data only as needed to provide, secure and support the Service for that Customer, and as the Customer instructs. Truss does not use Customer Data for any other purpose.
No sale or sharing
- Truss never sells, rents or shares Customer Data with anyone.
- Truss does not make one Customer's data available to any other Customer, and does not use Customer Data for advertising or marketing.
- Customer Data is processed only by Truss and by the service providers that host and operate the Service on Truss's behalf, which are named in our Privacy Policy. Each is bound by written confidentiality and security obligations and may process Customer Data only to provide its service to Truss. Truss remains responsible for them.
- Truss discloses Customer Data to a government or court only when the law compels it, discloses only what is required, and, where the law allows, notifies the Customer first so that it can seek protection.
Customer responsibilities
The Customer is responsible for having the rights and consents needed to submit Customer Data to the Service and to connect the Service to its systems and accounts, and for the accuracy of the data it submits.
5. Security
Truss maintains administrative, technical and physical safeguards designed to protect the confidentiality, integrity and availability of Customer Data, including:
- Independent audit. Truss's controls are audited under SOC 2 Type 2 by Sensiba, an independent CPA firm, and monitored with Drata.
- Encryption. Customer Data is encrypted in transit with TLS and at rest with AES-256.
- Location. Truss stores Customer Data in Microsoft Azure data centers in the United States.
- Separation. Each Customer's data is kept separate: a Customer's Users can reach only that Customer's data.
- Access. Access to Customer Data is limited to Truss personnel who need it to operate and support the Service.
Notice of a security breach
If Truss confirms a breach of security that leads to unauthorized access to, or loss, alteration or disclosure of, a Customer's Customer Data, Truss will notify the affected Customer without undue delay, and in any case within 72 hours of confirming it. The notice will describe what happened, the data affected as far as known, and the steps Truss is taking. Truss will take reasonable steps to contain the breach and limit its effects.
6. Backups
Truss backs up Customer Data regularly and automatically. Backups are encrypted, kept in the United States, and used to restore the Service after a failure, loss or corruption of data. Backups reduce the risk of loss but cannot rule it out entirely, so the Customer should keep its original source files in its own systems.
7. Retention
Truss keeps Customer Data for as long as the Customer's account is active and as needed to provide the Service. Retention and deletion of Customer Data after an account ends follow the Customer's signed agreement; questions and requests go to security@truss.re.
8. Acceptable Use
You will not, and will not allow anyone else to:
- access the Service without authorization, or use another User's account;
- probe, scan or test the Service's security, or circumvent any security or access control, without Truss's written permission;
- upload malware or anything designed to disrupt or damage the Service or anyone's systems or data;
- interfere with the Service or place an unreasonable load on it;
- copy, modify, reverse engineer or decompile the Service, except as the law expressly permits despite this restriction;
- resell or provide the Service to anyone other than the Customer's Users, or use it to build a competing product;
- submit data the Customer has no right to submit, or use the Service in violation of any law or anyone's rights.
9. Connected Systems and Third-Party Software
The Service reads from and writes to systems the Customer chooses, such as ARGUS Enterprise, MRI, Yardi, SharePoint, Dropbox, Box and Egnyte. Those systems are provided by their own vendors under their own terms. Truss is not responsible for their availability, accuracy or security, and the Customer is responsible for its licenses and permissions to use them with the Service.
10. Reports and Outputs
The Service automates data processing and report preparation. Its output is not investment, financial, legal, tax, appraisal or valuation advice. The Customer is responsible for reviewing output before relying on it and for the decisions it makes with it.
11. Confidentiality
Each party will protect the other's confidential information with at least reasonable care, use it only for the purposes of the relationship, and disclose it only to personnel and providers who need it and are bound to protect it. Customer Data is the Customer's confidential information. Truss's non-public product, pricing and security information is Truss's confidential information. These obligations do not apply to information that is or becomes public through no fault of the receiving party, that the receiving party already had or develops independently, or that it lawfully receives from someone else without restriction.
12. Truss's Intellectual Property
Truss and its licensors own the Service, its software, templates and documentation, and the Website and its content, including all improvements to them. Subject to these Terms and any signed agreement, Truss grants the Customer a non-exclusive, non-transferable right for its Users to use the Service for the Customer's internal business purposes during its subscription. Truss's names and logos may not be used without its written permission.
If you send Truss suggestions or feedback about the Service, Truss may use them without restriction or obligation to you. Feedback does not include Customer Data.
13. Fees
Fees, invoicing and payment terms are set out in the Customer's order form or signed agreement.
14. Suspension and Termination
Truss may suspend access to the Service if needed to protect the Service, Customer Data or other customers from a security threat, or if a User materially breaches these Terms. Truss will give notice where practicable and restore access once the cause is resolved. The term of a subscription, and how either party may end it, are set out in the Customer's agreement. Sections 4, 7 and 10 through 18 survive the end of these Terms.
15. Disclaimer
Except as expressly stated in these Terms or in a signed agreement, the Service and the Website are provided "as is" and "as available", and Truss disclaims all other warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, title and non-infringement, and any warranty that the Service will be uninterrupted or error-free. Some jurisdictions do not allow these exclusions, so some may not apply to you.
16. Limitation of Liability
To the maximum extent permitted by law:
- Truss will not be liable for any indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue or business opportunities, arising out of or relating to the Service, the Website or these Terms, even if advised of their possibility.
- Truss's total liability arising out of or relating to the Service, the Website or these Terms will not exceed the fees the Customer paid Truss for the Service in the 12 months before the event giving rise to the claim.
17. Governing Law and Disputes
These Terms are governed by the laws of the State of Delaware, without regard to its conflict of laws rules. Before starting any formal proceeding, a party will first try to resolve a dispute informally by contacting the other.
18. General
- Export and sanctions. You represent that you are not located in a country subject to a United States government embargo, and not named on any United States government list of prohibited or restricted parties.
- Assignment. Neither party may assign these Terms without the other's consent, except to a successor in a merger, acquisition or sale of substantially all of its assets.
- Events beyond control. Neither party is liable for a delay or failure caused by events beyond its reasonable control, other than a failure to pay.
- Severability and waiver. If any provision is held unenforceable, it will be enforced to the extent possible and the rest of these Terms remain in effect. Not enforcing a provision is not a waiver of it.
- Entire agreement. These Terms, the Privacy Policy and any signed agreement with Truss are the entire agreement on their subject.
19. The Website
The Website links to and embeds services Truss does not control, such as Calendly for booking demos. Their own terms and privacy policies apply to them. To report content on the Website that you believe infringes your copyright, email security@truss.re with a description of the work and where it appears.
20. Changes to These Terms
Truss may update these Terms. If a change is material, Truss will make reasonable efforts to give at least 30 days' notice, by email to Customers or on the Website, before it takes effect. The effective date at the top of this page shows when they last changed. Continuing to use the Service after a change takes effect means accepting the updated Terms; a signed agreement still controls where it conflicts.
21. Contact
Truss Software Inc. — security@truss.re