These Terms of Service ("Terms") govern your access to and use of FieldScout's services, including our websites, mobile applications, and other products and services (collectively, the "Services"). Please read them carefully.

By accessing or using the Services, you agree to be bound by these Terms and our Privacy Policy. If you are using the Services on behalf of an entity, you represent that you have authority to bind that entity. If you do not agree to these Terms, you may not use the Services.

1. Use of Services
‍
1.1 Eligibility - You must be at least eighteen (18) years of age or the age of majority in your jurisdiction to use the Services. By using the Services, you represent and warrant that you meet these eligibility requirements. You may not use the Services if you are barred from doing so under any applicable law or have previously been suspended or removed from the platform.

1.2 Account Registration - To access certain features of the Services, you may be required to register for an account. You agree to provide accurate, current, and complete information during the registration process and to keep such information updated. You are solely responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify FieldScout immediately of any unauthorized use of your account.

1.3 Subscription and Payment - Some features of the Services may require payment of fees on a subscription basis. Subscription plans and pricing are provided at the time of signup. By subscribing, you agree to pay all applicable fees, which are exclusive of applicable taxes. FieldScout reserves the right to modify pricing and subscription terms upon reasonable prior notice.


2. User Obligations

2.1 Acceptable Use - You agree that you will not use the Services for any purpose that is unlawful or prohibited by these Terms. This includes, without limitation, the following: (a) transmitting or posting material that is infringing, fraudulent, defamatory, obscene, or otherwise objectionable; (b) attempting to gain unauthorized access to the Services or related systems; (c) interfering with or disrupting the integrity or performance of the Services; (d) using the Services in a manner that could damage, disable, or impair the FieldScout platform or servers.

2.2 Responsibility for Content- You are solely responsible for any content or data that you upload, post, or otherwise transmit through the Services. You represent and warrant that you have all rights necessary to upload such content and that it does not infringe any third-party rights. By submitting content, you grant FieldScout a non-exclusive, worldwide, royalty-free, sublicensable license to use, reproduce, display, and process such content as necessary to provide and improve the Services.

3. Intellectual Property Rights

FieldScout retains all right, title, and interest in and to the Services, including but not limited to all software, documentation, logos, trademarks, and other intellectual property. These Terms do not grant you any ownership interest in the Services. You may not use FieldScout’s name, marks, or branding without prior written authorization. Any feedback or suggestions you provide regarding the Services may be used by FieldScout without restriction or compensation.

4. Privacy and Data Protection

FieldScout’s collection and use of personal information is governed by its Privacy Policy, which is hereby incorporated by reference. You acknowledge and agree that FieldScout may process your personal data and that of your employees or contractors to provide and improve the Services. You are responsible for ensuring that you have the appropriate legal basis for processing and sharing any personal data with FieldScout. A Data Processing Addendum (DPA) is available upon request or will be automatically incorporated if required by law.

5. Third-Party Services

The Services may allow you to access third-party services, websites, or applications. These third-party services are not under FieldScout’s control, and FieldScout is not responsible for their availability, functionality, or content. Your use of such third-party services is subject to the terms and conditions of the respective third party, and FieldScout makes no endorsement or warranty regarding such services.6. ConfidentialityEach party agrees to keep confidential and not disclose to any third party any proprietary or confidential information received from the other party in connection with the Services. Confidential information does not include information that is publicly available, rightfully received from a third party without obligation of confidentiality, or independently developed without access to the confidential information.

7. Disclaimers

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, FIELDSCOUT DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. FIELDSCOUT DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR MEET YOUR EXPECTATIONS. THE USE OF ANY GUIDANCE OR TEMPLATES FROM THE PLATFORM DOES NOT GUARANTEE COMPLIANCE WITH SAFETY OR LEGAL REQUIREMENTS.

8. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, FIELDSCOUT SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, DATA, OR GOODWILL, ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICES, EVEN IF FIELDSCOUT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL FIELDSCOUT’S AGGREGATE LIABILITY EXCEED THE AMOUNT PAID BY YOU FOR THE SERVICES IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE CLAIM.

9. Indemnification

You agree to indemnify, defend, and hold harmless FieldScout, its affiliates, officers, employees, and agents from and against any claims, liabilities, damages, losses, and expenses, including reasonable legal fees, arising out of or in any way connected with: (a) your use of the Services; (b) your breach of these Terms; (c) any content or data you provide to the Services; or (d) any jobsite injuries, safety violations, or non-compliance issues related to the use of FieldScout.

10. Force Majeure

FieldScout shall not be liable for any failure or delay in performance due to causes beyond its reasonable control, including but not limited to acts of God, natural disasters, fire, flood, terrorism, labor disputes, internet outages, cyberattacks, governmental actions, or failures of suppliers or third-party services.

11. Assignment

You may not assign or transfer these Terms or any rights or obligations hereunder without FieldScout’s prior written consent. FieldScout may assign these Terms in whole or in part without your consent in connection with a merger, acquisition, or sale of assets.

12. Export Compliance

You agree to comply with all applicable export and re-export control laws and regulations. You may not use or access the Services from a country that is subject to U.S. government embargo or is designated by the U.S. government as a “terrorist supporting” country.

13. Termination

These Terms remain in effect until terminated. Either party may terminate these Terms at any time for any reason. Upon termination, you must cease all use of the Services. FieldScout may retain and use your content as necessary to comply with legal obligations or as permitted by our Privacy Policy. Sections 3 through 14 shall survive termination.

14. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of laws principles. Any dispute arising out of or relating to these Terms or the Services shall be resolved through binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. The arbitration shall take place in Texas. Both parties waive any right to a jury trial or to participate in class action proceedings.

15. Changes to Terms

FieldScout reserves the right to modify these Terms at any time. We will provide notice of material changes by posting an updated version on our website or by email. Continued use of the Services after changes become effective constitutes your acceptance of the updated Terms.