1) Definitions

• "Account" means a user account used to access the Service.
• "Organization" means the entity (company or individual business) that creates an account and owns the workspace in the Service.
• "User" means an individual authorized by an Organization to use the Service.
• "Content" means information you submit to the Service, including organization details, device metadata, and support requests.
• "Telemetry Data" means data collected from connected devices, including GPS/GNSS location, sensor readings, vehicle diagnostics (if enabled), timestamps, and device health data.

2) Eligibility and acceptance

You must be legally able to enter into a binding contract to use the Service. If you are using the Service on behalf of an Organization, you represent you have authority to bind that Organization to these Terms.

3) Accounts, security, and admin controls

A) Account registration

You agree to provide accurate account information and keep it up to date. You are responsible for all activity under your Account.

B) Credentials

You are responsible for safeguarding usernames, passwords, API keys, and device credentials. Notify us promptly if you suspect unauthorized access.

C) Organization administrators

Organizations may designate admin Users who can manage Users, devices, permissions, billing, and settings. Admins may access and manage Telemetry Data associated with the Organization's devices.

4) Service description and acceptable use

A) What we provide

The Service provides tools to ingest, store, analyze, and display tracking and telematics information for vehicles and cargo, including dashboards, alerts, and account/billing management.

B) Acceptable use

You agree not to:

• use the Service for unlawful purposes or to violate any applicable law;
• interfere with or disrupt the Service, networks, or security features;
• attempt to gain unauthorized access to accounts, data, systems, or devices;
• introduce malware, conduct vulnerability scans without authorization, or attempt exploitation;
• use the Service to harass, stalk, or unlawfully monitor individuals;
• reverse engineer or copy the Service except where prohibited by law.

We may suspend or terminate access for violations.

5) Devices, installation, and safety

A) Device responsibility

You are responsible for: purchasing, installing, and maintaining devices and SIM/data plans (if applicable), ensuring devices are installed safely and in compliance with manufacturer instructions, ensuring devices do not create unsafe driving conditions.

B) Data quality

Telemetry Data depends on signal availability (GNSS, cellular), environmental factors, device placement, and configuration. We do not guarantee uninterrupted coverage or perfect accuracy.

C) No emergency services

The Service is not intended for emergency response or life-safety use. Do not rely on the Service for emergencies.

6) Privacy

Your use of the Service is also governed by our Privacy Policy. If there is a conflict between these Terms and the Privacy Policy regarding privacy matters, the Privacy Policy controls.

7) Plans, fees, billing, and taxes

A) Plans and fees

Some features may require a paid plan. Prices, billing cycles, and included usage may be described in the Service or in an order form.

B) Payment processing

Payments may be processed via a third-party payment processor. You authorize us (and our processor) to charge the payment method on file for amounts due.

C) Manual payments and invoices

Where enabled, administrators may process payments manually (e.g., invoicing, offline payments). You are responsible for paying invoices by the due date.

D) Taxes

You are responsible for applicable taxes, duties, and government assessments, except where we are legally required to collect them.

E) Non-payment

We may suspend or limit access for overdue amounts. We may retain historical data according to our retention practices even after suspension.

8) Data ownership and license

A) Your data

You retain ownership of your Content and Telemetry Data.

B) License to operate the Service

You grant us a worldwide, non-exclusive license to host, process, transmit, and display your data to provide and improve the Service, including making backups and performing analytics necessary to operate the Service.

C) Aggregated and de-identified data

We may generate aggregated or de-identified data derived from use of the Service (e.g., reliability metrics). This data does not identify you or your end users.

9) Support and service changes

We may provide support through documentation or customer channels. We may modify the Service, add or remove features, and update these Terms. If a change materially reduces core functionality, we will take reasonable steps to notify you.

10) Suspension and termination

A) By you

You may stop using the Service at any time. Organization admins may request account closure.

B) By us

We may suspend or terminate access:

• for non-payment,
• for security reasons,
• for suspected fraud or abuse,
• for violation of these Terms,
• to comply with legal requirements.

C) Effect of termination

Upon termination, your right to access the Service ends. We may delete your data according to our retention policy, unless we are required or permitted to retain it.

11) Intellectual property

The Service, including software, design, trademarks, and documentation, is owned by us or our licensors and is protected by law. Except for the rights expressly granted in these Terms, no rights are granted to you.

12) Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

We do not warrant that the Service will be uninterrupted, error-free, or that location data will be accurate at all times.

13) Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• WE WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL.
• OUR TOTAL LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICE WILL NOT EXCEED THE AMOUNT YOU PAID TO US FOR THE SERVICE IN THE 3 MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY (OR $100 IF YOU HAVE NOT PAID ANY AMOUNTS), WHICHEVER IS GREATER.

Some jurisdictions do not allow certain limitations, so these may not apply to you.

14) Indemnification

You agree to defend, indemnify, and hold us harmless from claims, damages, liabilities, and expenses (including reasonable attorneys' fees) arising from:

• your use of the Service,
• your devices and installations,
• your violation of these Terms or applicable laws,
• your Content/Telemetry Data, including if it violates others' rights.

15) Governing law and dispute resolution

Governing law: [State/Country] (without regard to conflict-of-law rules).

Venue: [County/State] courts, unless applicable law requires otherwise.

Optional: If you want arbitration, insert an arbitration clause here (recommended to draft with counsel).

16) Changes to these Terms

We may update these Terms from time to time. We will post the updated Terms and revise the "Effective date" above. Continued use of the Service after the effective date means you accept the updated Terms.