FRIENDLY EAGLE SOFTWARE INC.
TERMS AND CONDITIONS
1. Scope: These Terms and Conditions govern your use of EAGLE GPS™ equipment and software.
2. Other Agreements: These Terms and Conditions must be read together with any other existing and future agreements that you or the Customer has with Friendly Eagle Software Inc. ("Friendly Eagle Software"). If there is a conflict between these Terms and Conditions and any other agreement with us, the terms of the other agreement will apply to the extent necessary to resolve the conflict.
3. Interpretation: Capitalized terms in these Terms and Conditions are defined in Section 20 below.
4. Right to Use: In using any tracking equipment, you warrant that you have had sufficient opportunity to access the Agreement, and that you have read, accepted and will comply with this Agreement. You must be over 18 years of age to use or to purchase any tracking equipment. If you do not agree to this Agreement, do not use any tracking equipment or software provided by Friendly Eagle Software / EAGLE GPS™.
5. Agreement Changes: We reserve the right to change, modify, add or remove portions of this Agreement from time to time. The revised Agreement will apply to your use of the tracking equipment from the date of each renewal of your subscription period (month), unless otherwise agreed in writing. Please check the Agreement regularly to ensure you are aware of any changes. If you continue to use the tracking equipment and/or software, then we will regard that use as conclusive evidence of your agreement and acceptance of the revised Agreement.
6. Currency: The currency used is Canadian Dollar (CAD), therefore the Customer agrees that all payments be made using that currency. We are currently located in Alberta, Canada, therefore the provincial sales tax (GST) of 5% applies on all purchases. In the event that our sales to the Customer will be made from a different location, for example a different province or country, the Customer agrees to pay the corresponding sales tax of that location or office.
7. Unauthorized Usage / Alteration: If such unauthorzed usage or alteration of tracking equipment in any way is detected, EAGLE GPS™ Support reserves the right to deactivate the equipment and disable the online access of Customer to the EAGLE GPS™ platform.
8. Reactivation of Equipment: Reactivating previously deactivated tracking equipment for the Customer should be possible if the overall account balance is settled (paid in full, including additional fees or penalties) and a new activation fee should be paid for each tracking unit.
9. Ordering Equipment: Tracking equipment must be ordered online through www.eaglegps.ca (SHOP) tab. A valid email address is required and the Customer needs to confirm the email address during that process or when resuming a previous order.
10. Credit Card: The Customer agrees to provide the required credit card information and have that information securely stored in the EAGLE GPS™ database and reused for future payments related to the service - the monthly service fee as well as any other fees if ever applicable, for example due to unauthorized usage or alteration of tracking equipment in any way. The Customer agrees to have his or her credit card information used for online payments like stripe.com or similar trustworthy and secure online payment platforms.
11. Payment for Equipment: The equipment ordered must be paid in full in order to have it delivered or installed for the Customer. That is a one-time payment and is processed accrding to the equipment type, activation fee, delivery fee (currently no fee if delivered within Edmonton, Alberta/Canada) and installation fee (none for self-installation) indicated by or for the Customer (upon Customer's written approval) - all of those for each unit, according to the quantity indicated. The payment also includes the fee for first month of usage, according to the monthly plan selected - for each unit. Fully activated data-only SIM cards are provided for each unit and in normal operation (no alteration of tracking equipment) there should be no additional costs related to the SIM cards.
12. Recurring Monthly Service Fee: The Customer agrees to have the monthly fee charged automatically to the credit card on file and keep the credit card information up-to-date, in order to enable the EAGLE GPS™ platform to charge the credit card. The customer has 15 days to contact EAGLE GPS™ Support and resolve any credit card related issues in order to have the monthly service fee processed successfully. After that time, all tracking equipment will be deactivated and the online access to the software platform disabled.
13. Equipment Delivery: Delivery of Equipment needs to be made in one transport. If more than one transport is requested by the Customer, all costs related for preparing and delivering to the Customer location should be charged in full to the Customer and a payment should be received before delivering or installing any equipment. Currently, we do not charge any fee for deliveries within Edmonton, Alberta (Canada). The delivery of equipment needs to be agreed upon with the Customer (confirmed online through www.eaglegps.ca (SHOP) tab / Installation-ADMIN section) and the Customer understands that it may take up to 2-3 weeks for the equipment to be ready for delivery, subject to current stock and supplier's availability to replenish the stock as well as the overall political and geographical conditions at that time, for example ability to ship or receive goods through current country's border or overall, considering the availability of shipping land or airlines involved as well. The Customer agrees to be reasonable from that point of view and from our side, EAGLE GPS™ will ensure to keep the Customer informed.
14. Equipment Installation: There will be no charge for self-installation (Customer installing all equipment or having own installer performing the installation), however there will not be any warranty provided on the equipment either. When an authorized EAGLE GPS™ installer performs the installation, the customer will agree to have pictures of the installation taken for all wiring-related locations of the equipment, as deemed reasonable by the installer - to be used at a later time as proof of and quality of installation, 15 days of warranty being provided in this case for the equipment.
15. Customer Sign-off: In order to complete an online order, the Customer is required to provide a signature, for example on the panel provided on www.eaglegps.ca (SHOP) tab / Installation-CUSTOMER section, or have that page printed and signed on paper then uploaded electronically on the Website as indicated above.
16. Passwords: Passwords must be carefully selected so that they cannot be easily guessed by anyone else. You agree to keep your Password confidential and ensure that it is never disclosed, accidentally or otherwise, to anyone else. Please note that we will NEVER ask you for your password - either in person, by phone or by email, therefore please deny such requests - from anyone. If necessary, we can trigger a password reset through EAGLE GPS™ platform at anytime (just ask by sending an email from your email on file) - which would allow you to set a new password after clicking an email received from the platform, containing a special Web link (URL) to the platform.
17. User Name or Password Becomes Known: If you suspect that someone else knows any of your Password, you must notify the Customer and you or the Customer must change your Password immediately. If such situation occurs, please let us know and we could provide more details in the event that someone else logged in or tried to log in using the User Name and Password.
18. Use an Anti-Virus Program and Firewall; Log-out: The computer you use may be vulnerable to viruses or online attacks that seek to intercept sensitive information that you provide through the Internet. To reduce the chances of harm, you should ensure that any computer you use to access EAGLE GPS™ (including a computer at work, the library, an Internet cafe or another public place) has an up-to-date anti-virus program and a firewall. To prevent unauthorized access to your Files, you must log out of EAGLE GPS™ and close your browser as soon as you finish using them. It is good practice to clear your browser's cache from time to time through the browser's Settings.
19. Data Records: You agree that Friendly Eagle Software and the Customer may maintain a database of your tracking equipment configuration and data. Data includes geolocation (latitude, longitude, altitude), speed, direction (course), various events / alarms, etc. - as they become available through wireless data transmission from the GPS trackers.
20. Online / Current Data: Under normal operation, excluding upgrades, deployments or redeployments of new versions or patches, EAGLE GPS™ should be able to provide at any given time up to one year of GPS tracking data.
21. Past (Old) Data: Upon Customer's request, past data up to 7 years for the GPS tracking equipment can be temporarily provided in the EAGLE GPS™ platform (up to one week) given that the Customer's balance is paid in full (no outstanding balance) and that the cost of locating and reattaching that past data is paid in full by the Customer. Such cost needs to be evaluated and indicated to the customer and it starts with the base fee of CAD $300, being directly proportional with the number of months of data which needs to be reinserted (attached) to the database. Such requests should also take into consideration the availability of our IT Department and the impact overall of adding past data into the system (might impact performance overall). This type of request includes providing any files (attachments) from the platform, as instructed by the Customer.
22. Privacy of Data: Customer's personal data and tracking equipment data will not be discolsed to any third-party unless authorized in writing by the Customer. The Customer understands that if data regarding the Customer or Customer tracking equipment is requested by authorities / law enforcement, that data will be made available immediately without the consent of the Customer.
23. Intellectual Property Rights: EAGLE GPS™ and all information and tools included therein are proprietary to Friendly Eagle Software and Friendly Eagle Software's licensors and are protected by intellectual property laws. You agree not to attempt to advertise, market, sell, distribute or commercially exploit EAGLE GPS™.
24. Access to Websites; No Streaming of Information: You agree that you will not take steps that would have a negative impact on the security, integrity or functionality of EAGLE GPS™.
25. Access to EAGLE GPS™: By designating a person as a User, the Customer is authorizing that person to view information and carry out data alterations on behalf of the Customer through EAGLE GPS™ (subject to any limits on the User's access). The Customer accepts the responsibility for all losses, damages or expenses that may arise from a User misusing his or her authority in any way, either purportedly on the Customer's behalf or for personal or other purposes.
26. User Name: You will ensure that your User Name will be used only by you/Customer or the designated person.
27. Different Levels of Access: At the request of the Customer, Friendly Eagle Software may provide different levels of access to EAGLE GPS™. If this is the case, a User's ability to use EAGLE GPS™ will be limited by the level of access that Friendly Eagle Software provides to him or her. It is the responsibility of the Customer to ensure that the level of access provided to a particular User is appropriate for that person.
28. Authorized Use/Entry Errors: The Customer accepts the responsibility for all losses, damages or expenses that result if: a User uses a User Name or Password, whether with or without the Customer's specific authorization in any particular instance; a User authorizes anyone else to use a User Name or Password; or a User makes data entry errors.
29. Indemnity by Customer: The Customer agrees to indemnify and save Friendly Eagle Software harmless from and against losses, damages or expenses that Friendly Eagle Software may incur (other than due to Friendly Eagle Software's own gross negligence or misconduct), including without limitation legal fees and disbursements reasonably incurred by Friendly Eagle Software arising from a breach by the Customer or a User of any part of these Terms and Conditions or the use by the Customer or a User of EAGLE GPS™, including third party claims. This indemnity is in addition to any other indemnity or assurance against loss that the Customer may provide to Friendly Eagle Software, and will survive termination or expiry of the agreement of which these Terms and Conditions are a part.
30. Passwords, Anti-Virus Program and Firewall: The Customer will ensure that each User follows the duties in Sections 16, 17 and 18 of these Terms and Conditions, including the duty to carefully choose a Password, the duty to keep Passwords secret, and the duty to change Passwords and notify EAGLE GPS&trade& Support if the User suspects that someone else knows a Password or is using his or her User Name. In addition, the Customer will ensure that each computer that a User uses to access EAGLE GPS™ on behalf of the Customer has an up-to-date anti-virus program and a firewall.
31. Acknowledgement of Risk: Each of the Customer and User acknowledges that improper use of EAGLE GPS™, including the input of incorrect information and the circumventing the warning systems included therein, can endanger human health, safety and the environment and agrees to use its or his best efforts to ensure proper use of EAGLE GPS™.
32. No Indirect Damages: Friendly Eagle Software will not be liable in any case for any indirect losses, damages or expenses (including any special, incidental or consequential damages or any damages for loss of profit, business or opportunity), regardless of the cause of action, including negligence, and even if Friendly Eagle Software is advised of the possibility of such damages.
33. No Liability in Certain Cases: Subject to the governing law of your jurisdiction, Friendly Eagle Software will not be liable for any direct or indirect losses, damages or expenses of any kind (including any special, incidental or consequential damages or any damages for loss of profit, business or opportunity) arising out of the following, regardless of the cause of action, including negligence, and even if Friendly Eagle Software is advised of the possibility of such damages:
- any input errors you make, or your failure to sign off of EAGLE GPS™ after you finish using it;
- failure to use up to date virus-scanning software and a firewall on the personal computer you use to access EAGLE GPS™;
- government restrictions or actions;
- a failure by Friendly Eagle Software to perform under the agreement to which these Terms and Conditions are a part, or delays, errors or interruptions of EAGLE GPS™, that result from acts beyond Friendly Eagle Software's reasonable control including acts of God, strikes, postal interruptions, lockouts, riots, acts of war, epidemics, fire, communication line failures, power failures, equipment or software malfunction, earthquakes or other disasters; or
- the circumstances where Friendly Eagle Software has indicated that Friendly Eagle Software will not be liable or responsible in these Terms and Conditions.
34. No Warranties: Except for explicit promises Friendly Eagle Software makes to you in another agreement in writing, Friendly Eagle Software disclaims any and all warranties and conditions (including any oral, implied or statutory warranties and conditions) regarding the nature, quality or character of EAGLE GPS™.
35. Termination by Customer: The service can be terminated by the Customer upon request with 30 days written advance notice originating from the Customer email on file, so that the Customer credit card will not be charged on next billing cycle (next month).
36. Termination by Friendly Eagle Software/EAGLE GPS: The service can be terminated at any time by Friendly Eagle Software/EAGLE GPS™ if any unauthorized activity is detected or if requested by authorities / law enforcement.
37. Definitions: In these Terms and Conditions:
- "File" means any file that a User or the Customer has in EAGLE GPS™;
- "Customer" means the party that has entered into an agreement with Friendly Eagle Software pursuant to which EAGLE GPS™ is made available to you, which may be your employer or a party for whom you provide services under contract;
- "User" means an individual that has been authorized by a Customer to use EAGLE GPS™ on its behalf, and who has received a User Name and Password intended for Customer use from us;
- "Friendly Eagle" or "Friendly Eagle Software" means Friendly Eagle Software Inc.
- "including" means including but not limited to;
- "Data" means information that is communicated to EAGLE GPS™ after Password authentication through EAGLE GPS™, including information that is entered into EAGLE GPS™ by Users, as well as any information transmitted by GPS tracking equipment via wireless communication;
- "Password" means any passwords you use to log in to or use EAGLE GPS™, and the answers to any online personal verification questions you have chosen that permit you to sign on to EAGLE GPS™ if you forget your password;
- "Personal Account" means an Account or Service that is personal to a User and that is not a Customer' Account or a Customer' Service;
- "Service" means any product or service you can access through EAGLE GPS™;
- "User Name" means the user name you use to sign on to EAGLE GPS™ platform;
- "Website" means the Website operated by Friendly Eagle Software or a Friendly Eagle Software affiliate through which you sign on to EAGLE GPS™ platform;
- "you" and "your" means the user of EAGLE GPS™ platform, subject to the expanded definition of "you" and "your" that applies in the circumstances set out in Section 25.
38. Governing Law: Except if prohibited by the laws of your jurisdiction, these Terms and Conditions will be governed by the laws of Alberta and the laws of Canada applicable in Alberta.
39. Quebec Only: You and/or the Customer confirm that you prefer these Terms and Conditions and any related documents be in English. Vous confirmez préférer que cette convention et les documents s'y rattachant soient rédigés en anglais.