Last updated: October 18, 2021
The following terms used herein shall have the following definitions:
(a) “BarnTools Data” means data and information related to Customer’s use of the Services that is used by BarnTools in connection with the provision and operation of the Services.
(b) “BarnTools IP” means the Services, the Documentation, any customized development of the Services and Documentation, and any and all intellectual property provided to Customer in connection with the foregoing. For the avoidance of doubt, BarnTools IP includes BarnTools Data and any information, data, or other content derived from BarnTools’s monitoring of Customer’s access to or use of the Services, but does not include Customer Data.
(c) “Customer Data” means, other than BarnTools Data, information, data, and other content, in any form or medium, that is submitted, posted, or otherwise transmitted by or on behalf of Customer through the Services.
(d) “Documentation” means BarnTools’ end-user documentation relating to the Services.
(e) “Services” means the use of the Website and all services accessible therein, including not limited to the BarnTools website, website application, application programming interface, or other services available digitally associated with the BarnTools application and the BarnTalk remote monitoring system and software service, website, website application, application programming interface, or other services available digitally associated with the BarnTalk system, software, and application.
(g) Changes. BarnsTools reserves the right, in its sole discretion, to make any changes to the Services and Documentation that it deems necessary or useful to: (a) maintain or enhance: (i) the quality or delivery of BarnTools’ services to its customers; (ii) the competitive strength of or market for BarnTools’ services; (iii) the Services’ cost efficiency or performance; or (b) to comply with applicable law.
(c) Linking. Customer may not link to the Website or Services without the prior written consent of BarnTools or cause any portion of the Website or Services to be displayed on, or appear to be displayed by, any other site, for example, by framing, deep-linking, or in-line linking.
Customer may, no more frequently than quarterly, request a copy of all Customer Data collected by BarnTools through the Services; however, the Services do not replace the need for Customer to maintain regular data backups or redundant data archives. IN NO EVENT SHALL BARNTOOLS HAVE ANY OBLIGATION OR LIABILITY FOR ANY LOSS, ALTERATION, DESTRUCTION, DAMAGE, CORRUPTION, OR RECOVERY OF CUSTOMER DATA.
(a) BarnTools IP. Customer acknowledges that, as between Customer and BarnTools, BarnTools owns all right, title, and interest, including all intellectual property rights, in and to the BarnTools IP and, with respect to third-party products, the applicable third-party providers own all right, title, and interest, including all intellectual property rights, in and to the third-party products.
(c) Feedback. If Customer or any of its employees or contractors sends or transmits any communications or materials to BarnTools by mail, email, telephone, or otherwise, suggesting or recommending changes to the BarnTools IP, including without limitation, new features or functionality relating thereto, or any comments, questions, suggestions, or the like (“Feedback”), BarnTools is free to use such Feedback irrespective of any other obligation or limitation between the parties governing such Feedback. Customer hereby assigns to BarnTools on Customer’s behalf, and on behalf of its employees, contractors and/or agents, all right, title, and interest in, and BarnTools is free to use, without any attribution or compensation to any party, any ideas, know-how, concepts, techniques, or other intellectual property rights contained in the Feedback, for any purpose whatsoever, although BarnTools is not required to use any Feedback.
THE SERVICES AND BARNTOOLS IP IS PROVIDED “AS IS” AND BARNTOOLS HEREBY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. BARNTOOLS SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. BARNTOOLS MAKES NO WARRANTY OF ANY KIND THAT THE SERVICES OR BARNTOOLS IP, OR ANY PRODUCTS OR RESULTS OF THE USE THEREOF, WILL MEET CUSTOMER’S OR ANY OTHER PERSON’S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM OR OTHER SERVICES, OR BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR FREE. WITHOUT LIMITING THE FOREGOING, ANY HARDWARE COMPONENTS ASSOCIATED WITH THE BARNTOOLS ARE COVERED BY THE LIMITED WARRANTY ENCLOSED WITH THE PURCHASE OF SAID HARDWARE.
(d) Assignment. Customer may not assign any of its rights or delegate any of its obligations hereunder, in each case whether voluntarily, involuntarily, by operation of law or otherwise, without the prior written consent of BarnTools. Any purported assignment or delegation in violation of this Section will be null and void.