Licensed User Terms of Service
These Terms of Service (these “Terms”) are entered into by and between Regrow Agriculture, Inc., a corporation with its principal place of business at 87 Packers Falls Road, Durham, New Hampshire, USA 03824 (“Regrow”), and the account holder that registers for an account to access and use Regrow online services (“you” or the “user”). You have been given access to Regrow products and services (the “Service”) as a user of one or more customers of Regrow (the “Customer”) who has purchased access to the Regrow Service for use by You. Your license to the Regrow Service is made under the terms of an agreement between Customer and Regrow, but your access to the Regrow Service is subject to certain restrictions and obligations set forth in these Terms. By creating an account and/or accessing the Regrow Service, You agree to the following Terms.
1. Restrictions and Conditions. You shall not: (a) attempt to sell, transfer, assign, rent, lend, lease, sublicense or otherwise provide third parties rights to the Service; (b) "frame," "mirror,” copy or otherwise enable third parties to use the Service (or any component thereof) as a service bureau or other outsourced service; (c) allow access to the Service by multiple individuals impersonating a single end user; (d) use the Service in a manner that interferes with, degrades, or disrupts the integrity or performance of any Regrow technologies, services, systems or other offerings, including data transmission, storage and backup; (e) use the Service for the purpose of developing a product or service that competes with the Regrow online products and services; (f) circumvent or disable any security features or functionality associated with Service; or (g) use the Service in any manner prohibited by law. All rights not expressly granted to Customer are reserved by Regrow, its suppliers and licensor.
2. Data. As between Customer, Regrow and You, Customer owns all rights, title and interest in and to all content and other data submitted by You to the Service (“Customer Content”). You and Customer shall have sole responsibility for the legality, reliability, accuracy and quality of Customer Content. You hereby represent and warrant to Regrow that You have all rights necessary to provide the Customer Content and grant the license specified below without infringing upon the rights of any third party. You hereby grant to Regrow a non-exclusive, royalty-free, worldwide license to use, copy, store, modify, distribute, transfer and display the Customer Content solely for the purpose of providing the Service to Customer, and for the limited purposes described in this Section. Notwithstanding the foregoing, Regrow may use aggregated and anonymized Customer Content for the sole purpose of improving the products and services offered by Regrow. Resulting models will not include, or be reversible to expose, Your identity or the identity of any other person.
3. Compliance with Laws. You agree to adhere to all applicable state, federal, local and international laws and treaties in all jurisdictions in which You use the Service, including all end-user, end-use and destination restrictions issued by U.S. and other governments and the U.S. Export Administration Act and its associated regulations. You will not upload any data or information to the Service for which You do not have full and unrestricted rights. Notwithstanding anything to the contrary in these Terms or any other agreement between the parties, You will not upload any data or information that is subject to government regulation, including without limitation, protected health information regulated under the Health Insurance Portability and Accountability Act of 1996 or sensitive financial information regulated under the Gramm-Leach-Bliley Act of 1999.
4. Term and Termination. Your access to the Service is provided under a separate agreement between Regrow and the Customer. As such, your right to access the Service may be revoked by Customer at any time and will automatically terminate if the Customer’s agreement with Regrow expires or is terminated.
5. Disclaimer. THE SERVICE AND ANY REGROW TRAINING, INSTRUCTION AND SUPPORT OR OTHER SERVICES PROVIDED IN CONNECTION WITH THESE TERMS ARE PROVIDED STRICTLY ON AN "AS IS" BASIS. ALL OTHER CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, OR SATISFACTORY RESULTS ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BY REGROW, ITS SUPPLIERS AND ITS LICENSORS.
7. Limitation of Liability. YOUR EXCLUSIVE REMEDY AND REGROW’S, ITS SUPPLIERS’ AND LICENSORS’ TOTAL AGGREGATE LIABILITY RELATING TO, ARISING OUT OF, IN CONNECTION WITH, OR INCIDENTAL TO THESE TERMS, WHETHER FOR BREACH OF CONTRACT, BREACH OF WARRANTY OR ANY OTHER CLAIM SHALL BE LIMITED TO THE ACTUAL DIRECT DAMAGES INCURRED BY YOU UP TO ONE HUNDRED DOLLARS ($100.00).
8. Exclusion of Certain Damages and Limitations of Types of Liability. IN NO EVENT WILL REGROW BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, INDIRECT OR PUNITIVE DAMAGES, OR LOST PROFITS OR LOST REVENUE ARISING OUT OF OR RELATED TO THE SUBJECT MATTER OF THESE TERMS OR THE USE OF OR INABILITY TO USE THE SERVICE. THE FOREGOING EXCLUSION AND LIABILITY LIMITATIONS APPLY EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IN THE EVENT OF STRICT OR PRODUCT LIABILITY.
9. GENERAL. These Terms shall be governed by Delaware law and controlling United States federal law, without regard to the choice or conflicts of law provisions of any jurisdiction to the contrary, and any disputes, actions, claims or causes of action arising out of or in connection with these Terms or the Service shall be subject to the exclusive jurisdiction of the state and federal courts located in Seattle, Washington. No joint venture, partnership, employment, agency or exclusive relationship exists between the parties as a result of these Terms or use of the Service. The failure of Regrow to enforce any right or provision in these Terms shall not constitute a waiver of such right or provision.