These Terms constitute a legally binding agreement by and between you and us and no other party. We are solely responsible for the App. By downloading the App and accessing and using the App, you accept these Terms and agree to the provisions, terms, conditions, and notices contained or referenced herein whether or not you become a registered user. IF YOU DO NOT AGREE WITH THESE TERMS, YOU ARE NOT AUTHORIZED TO USE THE APP.
WE RESERVE THE RIGHT TO MAKE CHANGES TO THESE TERMS AT ANY TIME, AND WE WILL PROVIDE NOTICE THROUGH THE APP. YOUR CONTINUED USE OF THE APP THEREAFTER CONSTITUTES ACCEPTANCE OF SUCH CHANGES.
We hereby grant to you the limited, nonexclusive, non-transferable right and license to use the App (including without limitation to download, install, and operate the software application components thereof) solely on any applicable device that you own or control, all in accordance herewith and in accordance with the Edge Server EULA and with such instructions and documentation as we may post via the App or otherwise promulgate from time to time.
2. USER CONDUCT
While using the App you agree not to: (a) violate any applicable law or regulation; (b) infringe the rights of any third party, including without limitation, intellectual property, privacy, and contractual rights; (c) use the App to transmit, distribute, post, or submit any unauthorized information concerning any other person or entity, including without limitation photographs, personal contact information, protected medical or health information, or numbers of credit, debit, or calling cards or accounts; (d) remove any copyright, trademark, or other proprietary right notices or legends contained in the App; (e) modify, adapt, sublicense, translate, sell, reverse engineer, decipher, decompile, or otherwise disassemble any portion of the App; (f) operate a motor vehicle or heavy machinery; or (g) assist or facilitate any third party in doing any of the foregoing.
3. YOUR INTERACTIONS WITH OTHER USERS OF THE EDGE SERVER
IN NO EVENT SHALL WE BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, CONSEQUENTIAL, PUNITIVE, OR INCIDENTAL, ARISING OUT OF OR RELATING TO THE CONDUCT OF YOU OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE APP AND/OR YOUR INTERACTION WITH THE EDGE SERVER, INCLUDING WITHOUT LIMITATION BUSINESS LOSSES, BODILY INJURY, EMOTIONAL DISTRESS, AND ANY OTHER DAMAGES RESULTING FROM COMMUNICATIONS WITH OTHER USERS OF THE EDGE SERVER OR PERSONS YOU INTERACT WITH THROUGH THE APP.
a. Purpose of Collecting Your Personal Information
b. Your Personal Information
The App may request that you enter into the App, and transmit to the Edge Server, certain personal information about yourself, including some or all of your: (i) first name and last name; (ii) date of birth; (iii) email address; (iv) mailing address; (v) telephone numbers; and (vi) credit card and bank account numbers. We do not receive this information.
Your Operator’s Edge Server may also record information about your use of the App, such as the times and dates at which you use the App, the particular portions of the App you use, and the details of transactions you conduct using the App.
c. How We May Use or Disclose Your Personal Information
We do not receive your personal information. The Edge Server will use your personal information to authenticate your access to the App and the Edge Server. If, in the unlikely event we receive your personal information (such as to provide support services), we will use your location and other data you transmit through the App solely to enable us to provide the features and services of the App.
The App is intended for persons 16 years or older, and we will not knowingly permit anyone under the age of 16 to use the App. By using the App, you represent and warrant that you are at least 16 years old, or have the permission of your parent or guardian, and otherwise have the right, authority and capacity to accept these Terms and abide by all of the terms and conditions set forth herein.
6. REGISTRATION & FEES
In order to access some features of the App, you may be required to become a paying user of the App. Fees are payable in advance as billed and nonrefundable.
7. USER CONTENT
By entering any content or data into the App, you represent and warrant to us that you have the right to so submit such content and that our and your Operator’s use of your content as described herein will not infringe or violate the rights of any third party.
Unless otherwise specified in any other document pertaining to specific content, you or your Operator will continue to own all content you submit through the App; however you grant us the right and license to use such content acquired through the App for purposes in connection with providing services related to the App.
8. PROPRIETARY RIGHTS AND PRODUCT CLAIMS
You agree that the App is protected by our or third parties’ rights of publicity, copyright, trademarks, service marks, patents, trade secrets, and other proprietary rights and laws. Except for that information which is in the public domain or for which you have been given express written permission by us, you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, or create derivative works of any aspect of the App.
If the user is the U.S. Government or an agency or department therefore (collectively “Government”), the Product is provided with RESTRICTED RIGHTS; use, duplication, or disclosure by the Government is subject to restrictions as set forth in subparagraphs (c)(1) and (2) of the Commercial Computer Software Restricted Rights clause at 48 C.F.R. 52.227-19.
If you receive a notice that the App or your possession and use of the App infringes a third party’s intellectual property rights or other proprietary rights (including rights of privacy), we will be solely responsible for the investigation, defense, settlement and discharge of any such claim.
We are solely responsible for addressing any claims by you or any third party relating to the App or your possession and use of the App, including, but not limited to, (i) product liability claims, (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement, (iii) claims arising under consumer protection or similar legislation, or (iv) claims arising under data privacy laws and regulations.
9. SECURITY MEASURES
We are not responsible for the security of the Edge Server that is operated by your Operator. We do, however, employ industry standard SSL protocols for the data transfer between the App and the Edge Server. Since the Operator is the sole administrator of the Edge Server, we make no warranty as to its security.
You will select a username and password when completing the registration process. You are solely responsible for maintaining the confidentiality of your username and password, and are solely responsible for all activities that occur under your username and password. You agree to: (a) immediately notify your Operator of any unauthorized use of your username and password or any other breach of security; and (b) ensure that you log off from your account at the end of each session. Notice of security breaches should be made to the Operator. We will not be liable for any loss or damage arising from your failure to comply with this paragraph.
You agree that we, in our sole discretion, may terminate your license to use the App and your access to the Edge Server through the App for any reason or no reason, including without limitation your breach of these Terms. You agree that any termination of your license to use the App and your access to the Edge Server through the App may be effected without prior notice, and you acknowledge and agree that we may immediately deactivate any of your accounts and all related information and files in such accounts, and bar any further access to such files or the App (subject to the Edge Server EULA with your Operator). You agree that we will not be liable to you or any third party for any loss or damages of any kind resulting from any termination of your use of the App or access to the Edge Server through the App. To voluntarily terminate your access to the Edge Server through the App at any time via the App, simply follow the directions provided via the App. If for some reason you cannot log-in, you may terminate your account by sending written or email notice of termination to your Operator.
11. MODIFICATION AND DISCONTINUANCE OF THE APP
We reserve the right at any time to modify or discontinue, temporarily or permanently, any portion of the App with or without prior notice. You agree that we will not be liable to you or to any third party for any modification or discontinuance of the App.
12. CUSTOMER SERVICE
We are the only party who may provide you with assistance and guidance in connection with the App. When communicating with our representatives, you may not to be abusive, obscene, threatening, harassing, or racially offensive, or otherwise behave inappropriately. If we feel that your behavior towards any of our representatives is at any time threatening or offensive, we reserve the right to immediately terminate your license to use the App and your access to the Edge Server through the App. No third party licensors have any obligation to provide any maintenance and support services with respect to the App.
13. REPRESENTATIONS AND WARRANTIES
You hereby represent and warrant to us that: (a) you have the full power and authority to enter into and perform under these Terms; and (b) your use of the App will not violate any of these Terms.
14. DISCLAIMER OF WARRANTIES
YOU AGREE THAT:
- IF YOU USE THE APP, YOU DO SO AT YOUR OWN AND SOLE RISK. THE APP IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE AND OUR THIRD PARTY LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF EVERY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
- NEITHER WE NOR OUR THIRD PARTY LICENSORS WARRANT THAT: (A) THE APP WILL MEET YOUR REQUIREMENTS; (B) THE APP WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (C) ANY INFORMATION THAT YOU MAY OBTAIN ON THE APP WILL BE ACCURATE OR RELIABLE; (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE APP WILL MEET YOUR EXPECTATIONS; OR (E) ANY ERRORS IN ANY DATA OR SOFTWARE WILL BE CORRECTED. NEITHER WE NOR OUR THIRD PARTY LICENSORS ARE RESPONSIBLE FOR ANY PROBLEMS OR TECHNICAL MALFUNCTION OF ANY CELLULAR TELEPHONE NETWORK, WI-FI, COMPUTER ONLINE SYSTEMS, SERVERS, PROVIDERS, COMPUTER EQUIPMENT, SOFTWARE, FAILURE OF COMMUNICATION ON ACCOUNT OF TECHNICAL PROBLEMS, OR TRAFFIC CONGESTION ON THE INTERNET OR AT ANY WEBSITE OR COMBINATION THEREOF, INCLUDING INJURY OR DAMAGE TO USERS OR TO ANY OTHER PERSON’S COMPUTER RELATED TO OR RESULTING FROM PARTICIPATING OR DOWNLOADING MATERIALS IN CONNECTION WITH THE APP. UNDER NO CIRCUMSTANCES WILL WE OR ANY OF OUR LICENSORS AFFILIATES, ADVERTISERS, PROMOTERS, OR DISTRIBUTION PARTNERS BE RESPONSIBLE FOR ANY LOSS OR DAMAGE, INCLUDING PERSONAL INJURY OR DEATH, RESULTING FROM ANYONE’S USE OF THE SITE OR THE APP.
- NO DATA, INFORMATION OR ADVICE OBTAINED BY YOU IN ORAL OR WRITTEN FORM FROM US OR THROUGH OR FROM THE APP WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.
- LIMITS ON LIABILITY
- YOU AGREE THAT NEITHER WE NOR OUR THIRD PARTY LICENSORS WILL BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM, RELATING TO, OR CONNECTED WITH: (A) THE USE OR INABILITY TO USE THE APP, (B) THE COST OF REPLACEMENT OF ANY INFORMATION STORED OR MANAGED USING THE APP, (C) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR CONTENT, (D) STATEMENTS, CONDUCT, OR OMISSIONS OF ANY SERVICE PROVIDERS OR OTHER THIRD PARTY ON THE APP, OR (E) ANY OTHER MATTER ARISING FROM, RELATING TO, OR CONNECTED WITH THE APP OR THESE TERMS.
- NEITHER WE NOR OUR THIRD PARTY LICENSORS WILL BE LIABLE FOR ANY FAILURE OR DELAY IN PERFORMING UNDER THESE TERMS WHERE SUCH FAILURE OR DELAY IS DUE TO CAUSES BEYOND OUR REASONABLE CONTROL, INCLUDING NATURAL CATASTROPHES, GOVERNMENTAL ACTS OR OMISSIONS, LAWS OR REGULATIONS, TERRORISM, LABOR STRIKES OR DIFFICULTIES, COMMUNICATIONS SYSTEMS BREAKDOWNS, HARDWARE OR SOFTWARE FAILURES, TRANSPORTATION STOPPAGES OR SLOWDOWNS, OR THE INABILITY TO PROCURE SUPPLIES OR MATERIALS.
- IN NO EVENT WILL OUR OR OUR THIRD PARTY LICENSORS AGGREGATE LIABILITY TO YOU OR ANY THIRD PARTY IN ANY MATTER ARISING FROM, RELATING TO OR CONNECTED WITH THE APP OR THESE TERMS EXCEED THE SUM OF TEN DOLLARS ($10.00).
- SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE LIMITATIONS HEREIN MAY NOT APPLY TO YOU.
You agree to defend, indemnify, and hold harmless us and our subsidiaries, parents, affiliates, and each of our and their directors, officers, managers, members, partners agents, and employees from and against each and every claim, demand, action, damage, loss, cost or expense, including without limitation reasonable attorneys’ fees, incurred in connection with any suit or proceeding brought against us arising out of your use of the App or your interactions with the Edge Server or alleging facts or circumstances that could constitute a breach by you of any provision of these Terms or any of the representations and warranties set forth above. If you are obligated to indemnify us, we will have the right in our sole and unfettered discretion to control any action or proceeding and determine whether we wish to settle it, and if so, on what terms.
15. COPYRIGHT POLICY
You may not distribute or reproduce in any way any copyrighted material, trademarks, or other proprietary information without obtaining the prior written consent of the owner of such proprietary rights. Without limiting the foregoing, if you believe that your work has been copied and transmitted via the App in a way that constitutes copyright infringement, submit your notice of infringement to http://www.terragotech.com/support/submit-support-case.
16. USER DISPUTES
You are solely responsible for your interactions with other users of the Edge Server and the App. We reserve the right, but have no obligation, to monitor interactions between you and other users.
17. DISPUTE RESOLUTION
All disputes arising out of or relating to these Terms or your use of the App will be exclusively resolved in state or federal court located in the Eastern District of Virginia. Each party hereby irrevocably submits to the personal jurisdiction of such courts.
These Terms shall be interpreted in accordance with the laws of the State of Delaware without reference to conflict of law principles. These Terms contain the entire understanding of the parties regarding their subject matter, and supersede all prior and contemporaneous agreements and understandings between the parties regarding their subject matter. No failure or delay by a party in exercising any right, power or privilege under these Terms shall operate as a waiver thereof. The invalidity or unenforceability of any of these Terms shall not affect the validity or enforceability of any other of these Terms, all of which shall remain in full force and effect. You agree that Trimble Navigation Limited and its subsidiaries (“Trimble”) are third party beneficiary to these Terms, and that, upon your acceptance of these Terms, Trimble will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third party beneficiary hereof.
19. DEVELOPER NAME AND ADDRESS
Any questions, complaints or claims with respect to the App should be directed to Terrago Technologies, Inc., 45610 Woodland Road, Suite 350, Sterling, VA 20166 USA, 678.391.9666, firstname.lastname@example.org.