Terms of Service

By using the AIGrainSolutions LLC (“AI Grain Solutions”) Grain Monitoring Sensors (as defined below) and AI Grain Solutions associated websites, wireless providers, products, and services (collectively “Web Services”), you agree to these Terms of Service (“Terms”). “You” refers to the user, person or entity that uses the Web Services. If you are using the Web Services on behalf of an entity, “You” refers to the company that authorized your use. “Personal Information” has the meaning provided in the Privacy Policy (attached hereto, incorporated by reference herein and to which you agree to be bound). AI Grains Solutions’ gateways, controllers and sensors purchased or leased from AI Grain Solutions shall be collectively referred to as the Device (“Device”). Access to and use of your data on AI Grain Solutions’ servers is explained in AI Grain Solutions’ Data Use Agreement (attached hereto, incorporated by reference herein and to which you agree to be bound). The terms and use of the Device and Data collected by the Device are explained in the Data Upload Agreement (attached hereto, incorporated by reference herein and to which you agree to be bound). “Data” has the meaning provided in the Data Use Agreement.

1. YOUR RESPONSIBILITY FOR DATA UPLOADS

As is described in the Data Upload Agreement, you are obligated to provide and are fully responsible for the Data you transfer, share, upload, download while using the Web Services. You may not intentionally or negligently upload Data that is false or misleading. You certify that you are the owner of any Data uploaded to the Web Services, or that you are licensed or authorized by the owner of such Data to provide such Data. You may not upload viruses, spyware, or other malicious software to the Web Services. You assume full responsibility for and will hold harmless AI Grain Solutions, AI Grain Solutions’ agents, or other users for any damage caused if you or someone using your account violates this provision.

Your use of AI Grain Solutions’ Web Services must be lawful at all times. Any user must be at least 13 years of age or older to use AI Grain Solutions’ Web Services. Any user of your account must be authorized by you. You are responsible for all users of your account.

How you use, share, and transfer your Data is governed by AI Grain Solutions’ Data Use Agreement.

2. USERS OF YOUR ACCOUNT

When you create an AI Grain Solutions account, you will create a unique ID and authenticate your account using an authentication code or password. Other users of AI Grain Solutions with whom you intend to share your Data must create their own account in order to gain access to your Data or other information.

3. SERVICES OFFERED BY AI GRAIN SOLUTIONS

AI Grain Solutions will offer various products and services through the Web Services (“Products”) which may require your acceptance of additional terms. These Products may be changed, suspended, or be discontinued from time to time. AI Grain Solutions may periodically conduct maintenance or improvements on the Web Services that may interrupt the Products offered or your access to the Web Services. AI Grain Solutions will use reasonable efforts to ensure that any interruption in Services to the user is minimized.

4. SOFTWARE

Some of the Products may allow you to download client software (“Software”) which may update automatically. So long as you comply with these Terms, AI Grain Solutions gives you a limited, nonexclusive, nontransferable, revocable license to use the Software, solely to access the Web Services. AI Grain Solutions reserves all other rights to the Software. Unless the following restrictions are prohibited by law, you agree not to reverse engineer or decompile the Software, attempt to do so, or assist anyone in doing so.

5. RESTRICTIONS ON USE

AI Grain Solutions grants you permission to access and use the Web Services subject to the following conditions:

You shall not (nor attempt to) circumvent, disable or otherwise interfere with any security related features of the Web Services.

You shall not use or launch any automated system (including, without limitation, any robot, spider or offline reader) that accesses the Web Services in a manner that sends more request messages to the AI Grain Solutions servers in a given period of time than a human can reasonably produce in the same period by directly using a publicly available, standard (i.e. not modified) web browser.

You shall not copy, reproduce, distribute, transmit, broadcast, display, sell, license, or otherwise exploit any Data for any other purposes without the prior written consent of AI Grain Solutions.

Nothing in these restrictions shall limit your ability to access Data from another lawful source, such as another ag data platform to which you are a subscriber, provided that source integration with AI Grains Solutions Web Services has been approved by AI Grain Solutions.[B1]

You shall not (nor attempt to) use the provided Device without the Web Services or with other software services without prior written consent of AI Grain Solutions.

6. PAYMENT TERMS

As applicable, you agree to pay for the services offered by the Web Services upon the terms in this document and the amount quoted in the purchase agreement and then current annual hosting service amounts [B2] . Payment shall be completed via credit card or other immediately available funds. AI Grain Solutions utilizes third party payment processing vendors who have additional terms and conditions applicable to payments made by you. AI Grain Solutions is not responsible for any errors or omissions caused by such third-party vendors. Additionally, you may be charged sales tax or other applicable taxes based on the bill-to address and the tax rate(s) in effect at the time your purchase is completed.

If your payment is declined or refused by a third party, AI Grain Solutions may suspend or terminate your access to the Web Services.

If services are suspended pursuant to the foregoing provision for more than 30 days, AI Grain Solutions may charge a re-instatement charge not to exceed the cost of the inactive service period.

7. TRADEMARKS AND INTELLECTUAL PROPERTY

These Terms do not grant you any right, title, or interest in the name AI Grain Solutions or the Web Services and Products developed for AI Grain Solutions. The Web Services, Products and other technology provided by AI Grain Solutions may be protected by copyright, trademark, patent, and other state and/or laws of the United States. “AI Grain Solutions” and associated logos are registered trademarks owned by AI Grain Solutions. These Terms do not grant you any rights to any other trademarks, service marks, trade names, logos, domain names, or brand features associated with AI Grain Solutions, including those marks used by the AI Grain Solutions belonging to others (the “Proprietary Designations”) or any trademark, service mark, trade name, logo, domain name or brand feature that is identical or confusingly similar to the Proprietary Designations, or that constitutes a translation thereof into any other language. You agree to pay AI Grain Solutions any attorneys’ fees incurred by AI Grain Solutions in enforcing this provision.

8. DURATION AND TERMINATION

AI Grain Solutions reserves the right to suspend or terminate your account at any time, without cause, without notice and without liability to you. AI Grain Solutions may suspend or terminate your account if you are not complying with these Terms or using the Web Services in any way that would cause AI Grain Solutions legal liability or disrupt others’ use of the Web Services. All indemnity and liability provisions in these Terms survive termination.

9. DISCLAIMER

The Device and the Web Services provide you with information. You should always verify information obtained from the Device and the Web Services before undertaking any activities including any automated settings provided by the Web Services. You are responsible for ensuring the accuracy, currency and other information derived from your use of the Device and the Web Services, and you assume all risks associated with your use. Furthermore, you are responsible for following all federal, state, provincial and local laws and regulations. If you do not agree to the following provisions relating to No Warranty and Indemnity, your sole remedy is to discontinue use of AI Grain Solutions Web Services.

10. NO WARRANTY

ALL WEB SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. AI Grain Solutions does not warrant and expressly disclaims that use of AI Grain Solutions, the Device, or Web Services will increase efficiency, or yield, or improve grain condition, or decrease costs and inputs, of your farming or grain storage operation. You should not rely on the Web Services as the sole basis for making operational decisions.

While we strive to ensure the accuracy and reliability of the software, we do not guarantee that the Web Service will be free from inaccuracies, technical or other mistakes, interruptions, or other defects. AI Grain Solutions shall have no liability for any such mistakes or inaccuracies. If you believe the information contained in the Web Services is inaccurate, please notify AI Grain Solutions at your earliest convenience.

11. LIMITATION OF LIABILITY

In no event shall AI Grain Solutions be liable for any direct, indirect, incidental, special, consequential, punitive or exemplary damages, including but not limited to, damages for loss of profits, loss of revenue, loss of goods, loss of business, loss of goodwill, loss of use, loss of data, loss due to work stoppage, loss of information, computer failure or other intangible losses, resulting from:

The use or the inability to use the Web Service or Device;
Unauthorized access to or alteration of your transmissions or data;
Statements or conduct of any third party on the Device or Web Service;
Any other matter relating to the Web Service.

12. INDEMNITY

You agree to indemnify, defend, and hold harmless AI Grain Solutions, including its officers, directors, employees, agents, developers, affiliates and licensors, from and against any and all claims, damages, obligations, losses, expenses, costs, claims, injuries, or debt, and liabilities (including but not limited to attorneys’ fees) arising from:

Your individual use and your organization’s use of AI Grain Solutions, the Device or the Web Services. You also agree that this provision shall apply if another person causes damages, costs, claims, injuries, or liability using your AI Grain Solutions account, with or without your knowledge. In no event shall AI Grain Solutions be liable for any direct, indirect, incidental, special, consequential, punitive or exemplary damages arising from your use of AI Grain Solutions, the Device, or the Web Services (including but not limited to, damages for loss of profits or revenue, loss of goods, loss of business, loss of goodwill, loss of use, loss of data, loss due to work stoppage, loss of information, computer failure or other intangible losses), unless such damages arise from the gross negligence or willful conduct of AI Grain Solutions.
Your violation of any term of these terms of service;
Your violation of any third-party right, including without limitation any copyright, property, or privacy right;
Any claim that your use of the Web Service caused damage to a third party.

The total liability of AI Grain Solutions for any and all claims arising out of your use of AI Grain Solutions, the Device, or the Web Services will not exceed the amounts actually paid by you to AI Grain Solutions.

13. INTERRUPTION OF SERVICE

In the event of a system failure or interruption, including, but not limited to, an act of God, hardware/software failure or a system overload, your Data may be lost or destroyed. You assume the risk of loss of the Web Services and your Data during any system failure or interruption.

14. MODIFICATIONS

AI Grain Solutions may revise these Terms from time to time. AI Grain Solutions will notify you, when you log into the Web Services, or by another means when these Terms are revised. By continuing to use the Services after revisions become effective, you agree to be bound by any revised Terms.

15. BINDING ARBITRATION CLAUSE

Any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by arbitration in the state of Colorado before a panel of three arbitrators. The arbitration shall be administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. The costs of the arbitration shall be borne by the party seeking such arbitration.

16. OTHER LEGAL TERMS

The Terms are governed by Colorado law. Any suit naming AI Grain Solutions (including any affiliated company or brand, owners, employees, attorneys, or agents) as a party involving these Terms must be filed in state courts or federal district courts located in Colorado, and you consent to venue and jurisdiction there. These Terms create no third-party beneficiary rights. AI Grain Solutions’ failure to enforce any provision in these Terms is not a waiver of the right to do so at a later date. If any provision is found unenforceable, the remaining provisions of the Agreement will remain in full effect. You may not assign your AI Grain Solutions account or any of your rights in these Terms. AI Grain Solutions may assign its rights without your consent. These Terms do not create an employee, partnership or agency relationship between you and AI Grain Solutions.

17. INQUIRIES

If you need to contact AI Grain Solutions for any purpose regarding these Terms, the Privacy Policy, or the AI Grain Solutions Data Use Agreement, please email info@AIGrainSolutions.com.