These Terms of Use and Service (“Terms” or “Agreement”) contained herein is a legal agreement between you (“you” or “user”) and Figorr[1], its subsidiaries, parents and affiliates (“Figorr,” “we,” “our,” or “us”). Figorr is an IoT company that provides real time monitoring for temperature sensitive products (the “Services”).
These Terms shall govern your access to and use of our Services, which Services are accessible at https://www.figorr.com/ and any other site, application or platform through which Figorr makes the Services available (collectively, the “Platform” or “Website”). By using the Platform, you agree to comply with and be legally bound by the terms and conditions of these Terms, whether or not you become a registered user of the Services. If you accept or agree to these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms and, in such event, “you” and “your” will refer and apply to that company or other legal entity.
While utilizing the features of the Platform, you are bound to any relevant agreements, policies, or guidelines that may be posted periodically. All such agreements, policies or guidelines, including the Privacy Policy[2] are hereby incorporated by reference into these Terms. If there is a conflict between these Terms and all such agreements, policies or guidelines for a specific feature of the Platform, the latter terms and conditions will take precedence with respect to your use of or access to that feature of the Platform. We ask that you read these Terms carefully before agreeing to be bound by them.
These Terms of Service include important agreements about your rights and the rights of Figorr, including a binding agreement about how to resolve any disputes between us connected to the Services. These Terms of Service also contain disclaimers of warranties and limitations on liability that may be applicable to you.
YOU ACKNOWLEDGE AND AGREE THAT, BY ACCESSING OR USING THE PLATFORM OR SERVICES OR BY DOWNLOADING OR POSTING ANY CONTENT FROM OR ON THE PLATFORM, YOU ARE INDICATING THAT YOU HAVE READ AND THAT YOU UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS, WHETHER OR NOT YOU HAVE REGISTERED WITH THE PLATFORM. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE PLATFORM.
Figorr reserves the right, at its sole discretion, to modify the Platform or to modify these Terms, including the Service Fee (as defined below), at any time and without prior notice. If we modify these Terms, we will post the modification on the Platform. We will also update the “Effective Date” on these Terms. Modifications to these Terms shall automatically be effective upon posting and we recommend you review these Terms each time you use the Services. By continuing to access or use the Platform after we have posted a modification on the Platform or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease using the Platform.
The Platform and Services are intended solely for persons who are 18 or such higher age required in your country to use the Services. Any access to or use of the Platform or Services by anyone under 18, or such higher age required in your country, is expressly prohibited. By accessing or using the Platform or Services you represent and warrant that:
• You agree to be bound by these Terms
• You are 18, or such higher age required in your country, and able to form legally binding contracts and
• You are not a person barred from receiving services under applicable local laws.
If you are under the legal age to form a binding contract in your jurisdiction, you represent that your parent or legal guardian has reviewed and agreed to these Terms of Service on your behalf. You also warrant and represent to provide us with accurate information, and not to misrepresent your identity or user information nor use the Platform for unlawful purposes.
Figorr is an IoT company that provides real time monitoring for temperature sensitive products. With our real time cold chain monitoring, you can make decisions based on facts.
Our monitoring software lets you access your storage data in real-time from anywhere.
• Track and monitor temperature, humidity, location, and more easily.
• Receive instant email and SMS notifications if there are any issues.
• Generate quality assurance reports on our software.
We may add or remove Services from time to time, and we may modify or update the Services at any time without notice. Additional services not expressly stated herein may be provided on a case-by-case basis.
In order to access some features of our Services you will need to create an account (an "Account") and may provide information, data, or content specific to you ("Account Information"). You agree to: (i) provide true, accurate, current and complete Account Information, (ii) maintain and promptly update your Account Information, (iii) only maintain one Account, (iv) never use another person’s Account, and (v) bear full responsibility for the activity on your account and the security of your credentials.
You agree that Figorr may use your Account Information to provide Services that you access or use and as otherwise set forth in these Terms. For certain Services, Figorr may require you to verify your phone number or email address and consent to a one-time SMS message or email sent through a third-party service provider. You are responsible for providing your accurate phone number or email address for verification purposes.
You are responsible for keeping your username and password secure and for restricting access to your password, your computer and mobile device while logged into the Services. You accept responsibility for all activities that occur under your Account or from your computer and mobile devices. You may not assign or otherwise transfer your Account to any other person or entity. If you believe that there has been unauthorized access to your username, password or your identity, please contact us as soon as possible so that we can work together to limit the damage. You may register for or log-in to your Account via a third-party network, such as Facebook or Google. If you do so, you hereby authorize Figorr to pre-populate the registration and other relevant information fields of your Account and/or to use such third-party credentials to log you into your Account. If you connect your account to a third-party network, you agree to comply with the terms and conditions and policies applicable to such third party.
We have the right to disable any username or password, whether chosen by you or allocated by us, and refuse current or future access to or use of the Services, at any time, if in our reasonable opinion you have failed to comply with any of the provisions of these Terms of Service or if we consider that you are using our Services to upload or download content or infringe in any manner the rights of another person.
You agree that we may change or discontinue the Services, temporarily or permanently, in our sole discretion and without prior notice. The Platform may download and install upgrades, updates and additional features in order to improve the Services. You agree that you will not rely on the continued availability of the Services in taking any action, refraining from any action, or entering into any commitment.
You agree that any Account you may create via these Services may be terminated, and/or some or all of the associated Account Information deleted, following a period of inactivity. Such deletion may be done without prior notice.
You agree that unless otherwise specified any Account Information which you upload or provide via the Services may be modified or deleted without prior notice and at Figorr's sole discretion. Therefore, to the extent any Account Information has importance to you, you agree to maintain an original copy separate from these Services.
We grant you a non-assignable, non-exclusive and revocable license to use the Platform in the manner permitted by these Terms. This license grant includes all updates, upgrades, new versions and replacement platforms for you to use in connection with our Services. The Services are protected by both Nigeria and foreign countries' copyright, trademark, and other applicable laws. For emphasis, nothing in these Terms gives you a right to use our name or any of our trademarks, logos, domain names, and other distinctive brand features. All right, titles and interests in and to the Services are and will remain ours and/or our licensors’ exclusive property. You also agree not to alter, re-design, reproduce, adapt, display, distribute, translate, disassemble, reverse engineer, or otherwise attempt to create any source code that is derived from our Platform.
As a condition of your use of the Services, you agree that you will not use the Services for any purpose or in any way that is prohibited by these Terms or that violates any applicable laws or regulations. You may not use the Services in any manner which could damage, disable, overburden, or impair the Services or interfere with any other party’s use and enjoyment of the Services. You may not collect or aggregate information regarding other users’ actions related to the Services, and you may not otherwise obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Services. You may not copy the look and feel of the Platform or access, download, copy, modify, distribute, perform, or use any content o the Platform to create a similar or competitive service or to contribute the contents to an existing similar or competitive service.
You may not create an Account, host, display, upload, modify, publish, store, update, share, email or otherwise transmit to Figorr information or any submission of any kind that, within the sole discretion of Figorr:
• Belongs to another person and to which you have no right;
• Is defamatory, obscene, pornographic, pedophilic, invasive of another’s privacy, including bodily privacy, offensive, insulting or harassing on the basis of gender, libelous, racially or ethnically objectionable, relating or encouraging money laundering or gambling, or otherwise inconsistent with, contrary to, or in violation of any laws in force;
• Is harmful to children;
• Infringes any patent, trademark, copyright or other proprietary rights;
• Deceives or misleads the addressee about the origin of the message or knowingly and intentionally communicates any information which is patently false or misleading in nature but may reasonably be perceived as a fact;
• Impersonates another person;
• Threatens the unity, integrity, defense, security or sovereignty of any nation state, friendly relations between nation states, or public order, or causes incitement to the commission of any cognizable offence or prevents investigation of any offence or is insulting to a nation state;
• Contains a software virus or any other computer code, file or program designed to interrupt, destroy or limit the functionality of any computer resource;
• Is patently false and untrue, and is written or published in any form, with the intent to mislead or harass a person, entity or agency for financial gain or to cause any injury to any person; or
• Consists of commercial solicitation, mass messaging, political campaigning or any form of spam.
Third party products and services made available on the Services are made and offered directly by the applicable third party. When you pursue or purchase any such product or service, you acknowledge that you are contracting directly with such third party and not with Figorr. Your interaction with, or participation in promotions of, third parties found on or through the Services are solely between you and such third party. You are not obligated to use or transact business with any third party that appears on the Platform. YOU AGREE THAT FIGORR SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGES OF ANY KIND INCURRED BY YOU AS THE RESULT OF ANY OF YOUR DEALINGS WITH THIRD PARTY SERVICE PROVIDERS OR ADVERTISERS AVAILABLE THROUGH THE SERVICES. We assume no responsibility for the content of websites linked on the Platform. Such links should not be interpreted as endorsement by us of those linked websites. We will not be liable for any loss or damage that may arise from your use of them.
Without prejudice to other rights accruable to us under these Terms, any breach of these Terms will warrant Figorr to take such measures that it deems appropriate to deal with the breach, which may include but shall not be limited to suspending or terminating your account, or prohibiting your access to and/or use of the Platform, blocking computers using your IP address from accessing the Platform, contacting your internet service provider to request that they block your access to the Platform and/or bringing court proceedings against you.
You are responsible for your use of the Service. You agree to defend and indemnify us, including our directors, officers, employees, consultants, affiliates, and agents, from and against any and all claims, liabilities, damages, losses, and expenses (including reasonable attorneys’ fees and costs) arising out of or in any way connected with (i) your access to or use of the Service; (ii) your violation of these Terms or any law or regulation; (iii) your violation of anyone’s rights, including intellectual property rights; or (iv) any disputes between you and a third party. If you do have to defend us, we will have the right to assume exclusive control of the matter (without limiting your indemnification responsibilities) and, if that happens, you will cooperate with our defense of the claim.
WE PROVIDE THE SERVICE, AND ALL CONTENT THAT’S AVAILABLE THROUGH THE SERVICE, ON AN “AS-IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE SPECIFICALLY DISCLAIM ALL WARRANTIES OF ANY KIND, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, AND ANY WARRANTIES ARISING OUT OF THE COURSE OF DEALING, USAGE, OR TRADE. WE DO NOT GUARANTEE OR WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS OR HARMFUL COMPONENTS, OR THAT WE WILL FIX ANY ERRORS OR HARMFUL COMPONENTS.
EXCEPT AS PROVIDED IN SECTION 12 BELOW, YOU USE THE SERVICE AT YOUR OWN RISK AND ASSUME ALL RISK FOR ANY DAMAGES THAT RESULT FROM YOUR USE OF OR ACCESS TO THE SERVICE, YOUR INTERACTIONS WITH OTHER SERVICE USERS, AND ANY CONTENT AVAILABLE THROUGH THE SERVICE. YOUR USE OF THE SERVICE AND USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN MATERIALS OR CONTENT THROUGH THE SERVICE AND ANY ASSOCIATED SITES OR SERVICES AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICE) OR LOSS OF DATA THAT RESULTS FROM THE USE OF THE SERVICE OR THE DOWNLOAD OR USE OF THE CONTENT.
THE LAW IN SOME PLACES PROHIBITS A DISCLAIMER OF WARRANTIES AND YOU MAY HAVE OTHER RIGHTS THAT MAY VARY DEPENDING ON WHERE YOU RESIDE. WE DO NOT EXCLUDE OR LIMIT IN ANY WAY OUR LIABILITY TO YOU WHERE IT WOULD BE UNLAWFUL TO DO SO. IN THE UNITED KINGDOM AND THE EUROPEAN UNION, THIS INCLUDES LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY OUR NEGLIGENCE OR THE NEGLIGENCE OF OUR EMPLOYEES, AGENTS, OR SUBCONTRACTORS; FOR FRAUD OR FRAUDULENT MISREPRESENTATION; OR FOR OUR OBLIGATION TO PERFORM THE SERVICE WITH REASONABLE CARE AND SKILL OR FAILURE TO PERFORM THE SERVICE IN ACCORDANCE WITH INFORMATION PROVIDED ABOUT US OR THE SERVICE.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE WILL NOT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE (OR INABILITY TO USE) THE SERVICE OR ANY CONTENT ON THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR OTHER LEGAL THEORY, WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF THE DAMAGES.
OUR MAXIMUM AGGREGATE LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE (OR INABILITY TO USE) THE SERVICE OR ANY CONTENT AVAILABLE THROUGH THE SERVICE, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR OTHER LEGAL THEORY SHALL NOT EXCEED THE AMOUNTS YOU HAVE PAID OR OWED FOR USE OF OUR SERVICES IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY OR ONE HUNDRED DOLLARS ($100), IF NO SUCH PAYMENTS HAVE BEEN MADE, AS APPLICABLE.
THE LAW IN SOME PLACES DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES. ACCORDINGLY, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS TO ALLOCATE THE RISKS UNDER THESE TERMS BETWEEN THE YOU AND US. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 17 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE
We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Platform (“Feedback”). You may submit Feedback by emailing us at [Insert email]. You acknowledge and agree that all Feedback will be the sole and exclusive property of Figorr and you hereby irrevocably assign to Figorr and agree to irrevocably assign to Figorr all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent, copyright, trade secret, moral and other proprietary or intellectual property rights therein. At Figorr’s request and expense, you will execute documents and take such further acts as Figorr may reasonably request to assist Figorr to acquire, perfect, and maintain its intellectual property rights and other legal protections for the Feedback.
In addition, if you feel any user is acting or has acted inappropriately, including but not limited to, anyone who (i) engages in offensive, violent or sexually inappropriate behavior, (ii) you suspect of fraud, or (iii) engages in any other disturbing conduct, you should immediately report such person to the appropriate authorities and to Figorr.
You may not assign or transfer these Terms, by operation of law or otherwise, without Figorr’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null and of no effect. Figorr may assign or transfer these Terms, at its sole discretion, without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
Unless otherwise specified herein, any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by Figorr (i) via email (in each case to the email address that you provide) or (ii) by posting to the Platform. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
In no event will we be liable for any delay or failure to comply with these Terms to the extent that such failure arises from factors outside our reasonable control, including without limitation, Internet failures, computer, telecommunications or any other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals or non-performance of third parties.
Without limitation of the foregoing, in the absence of our gross negligence or willful misconduct we will not be liable for any damages arising from the acts of hackers or similar bad actors interfering with the Platform or using or disclosing any of your User Content.
These Terms are intended to govern the agreement between Figorr and you to the extent permitted by all applicable laws, ordinances, rules, and regulations. If any provision of these Terms or the application thereof to any person or circumstances shall, for any reason or to any extent, be invalid or unenforceable, the remainder of these Terms and the application of such provision to other persons or circumstances shall not be affected thereby, but rather shall be enforced to the greatest extent permitted by law.
These Terms will be interpreted in accordance with the laws of the Federal Republic of Nigeria, without regard to its conflict-of-law provisions. You and Figorr agree that any action brought by either party to interpret or enforce any provision of this Terms shall be brought in, and each party agrees to, and does hereby, submit to the jurisdiction and venue of the appropriate state or federal court for the district encompassing the Figorr’s principal place of business.
You and Figorr agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof, or to the use of the Services or use of the Platform (collectively, “Disputes”) shall be resolved exclusively through final and binding arbitration, which said arbitration shall be administered in accordance with the rules of the Arbitration and Conciliation Act (Chapter 18, Laws of the Federation of Nigeria 2004) by a single arbitrator appointed in accordance with such rules, and judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The parties agree to pay their respective costs and expenses of the arbitration, including their respective attorneys' fees, except that the prevailing party shall be entitled to recover its reasonable expenses, including reasonable attorneys' fees, from the non-prevailing party. Notwithstanding the foregoing, each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction.
You acknowledge and agree that you and Figorr are each waiving the right to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both you and Figorr otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. This “Dispute Resolution” section will survive any termination of these Terms.
The Terms, our Privacy Policy, and all other supplemental agreements incorporated into these Terms constitute the sole and entire agreement between you and Figorr with respect to the Platform and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Platform.
The failure of Figorr to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Figorr. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
If you have any questions about these Terms, please contact Figorr at info@figorr.com
This Terms of Use and Service is effective this ______day of _________________2023.
