End User Terms of Service
These terms and conditions comprise a legally binding agreement (“Agreement”) between MacroPoint LLC (“we” or “MacroPoint”) and the user (“You”) who signs up for the MacroPoint LITE service (“MacroPoint LITE” or the “Service”) and you must accept the Agreement as presented to use the Service.
PLEASE BE AWARE THAT WE RESERVE THE RIGHT TO MODIFY THE SERVICE OR AGREEMENT AT ANY TIME AND TO SUSPEND OR TERMINATE THE SERVICE OR AGREEMENT AT ANY TIME.
MACROPOINT PROVIDES THE SERVICE ON THE CONDITION THAT YOU ACCEPT THE AGREEMENT AS PRESENTED.
PLEASE CAREFULLY READ THE TERMS AND CONDITIONS BELOW.
BY CALLING THE MACROPOINT PHONE NUMBER AND PRESSING THE BUTTON TO ENABLE MACROPOINT DURING ACTIVATION OF THE SERVICE AS DESCRIBED BELOW, YOU WILL ENTER INTO THIS AGREEMENT WITH MACROPOINT AND BE BOUND BY ITS TERMS AND CONDITIONS PRESENTED BELOW WITHOUT CHANGE AND YOU CONSENT TO HAVE THIS AGREEMENT PROVIDED TO YOU IN ITS PRESENT ELECTRONIC FORM.
1. Your Subscription and Your Obligations With MacroPoint
1.1 Use of MacroPoint LITE.
You expressly consent to and grant MacroPoint the right to collect and disclose the telephone number and location of your mobile device ("Location Information") to all accredited third party carriers in the MacroPoint network. MacroPoint does not disclose identifying information to third party carriers other than the telephone number and location of your mobile device. Once MacroPoint discloses the Location Information, your relationship with such third party carriers (and NOT this Agreement) describes how those third party carriers may use your Location Information. You may modify certain aspects of the Service with respect to when your mobile device may be located as described below.
You must call the MacroPoint LITE Phone Number to activate the Service. Once you have dialed the MacroPoint LITE Phone Number follow the instructions to complete activation of the Service.
1.1.2 Temporarily Hiding Location Information.
At any time after activation you can call the MacroPoint LITE Phone Number to temporarily hide your Location Information. Once you have dialed the MacroPoint LITE Phone Number follow the instructions to hide your Location Information temporarily. You must specify the length of time for which you wish to have your Location Information temporarily hidden. Upon the expiration of that length of time, disclosure of your Location Information will resume.
1.1.3 Permanent Hiding Location Information.
At any time after activation you can call the MacroPoint LITE Phone Number to permanently hide your Location Information. Once you have dialed the MacroPoint LITE Phone Number follow the instructions to hide your Location Information permanently. Please note that after you have requested that your Location Information be hidden permanently, your Location Information will not be disclosed until you explicitly request that disclosure of your Location Information resume by calling the MacroPoint LITE Phone Number. Once you have dialed the MacroPoint LITE Phone Number follow the instructions to unhide your Location Information.
1.1.4 Deactivation: Closing your account. You can always completely deactivate the Service by calling 855-755-4400 and dialing “9” to talk to an automatic deactivation attendant.
MACROPOINT LITE SHOULD NOT BE USED FOR OR RELIED ON FOR EMERGENCY LOCATION OR SAFETY PURPOSES OR UNDER CIRCUMSTANCES REQUIRING GUARANTEED RESULTS. YOU AGREE NOT TO USE MACROPOINT LITE WHILE DRIVING A MOVING MOTOR VEHICLE.
1.2 License to MacroPoint LITE.
Other than information required for activation, you do not have to submit anything to us, but if you choose to submit something, you grant MacroPoint a non-exclusive, irrevocable, perpetual, unlimited, assignable, sublicenseable, royalty-free right and license to use, copy, prepare derivative works of, distribute, publish, reproduce, display, remove, retain and use, in any way now known or in the future discovered, any content that you submit in connection with MacroPoint LITE, subject to the terms herein. You represent and warrant that information you submit to MacroPoint is accurate, not confidential and not in violation of applicable law, agreement or any third party right (including without limitation intellectual property rights, rights of publicity and privacy).
1.3 Payment of Fees and SMS Messages.
You may be required to pay fees imposed by your wireless carrier, including but not limited to, SMS text messages, data or WAP services fees, roaming, air time, excess minutes or excess data fees. Such fees may appear on statements that your wireless carrier sends you. Notwithstanding the foregoing, MacroPoint reserves the right to charge (and thereafter, revise) fees for the Service at any time upon providing prior notice to you. If you fail to pay any such charges for MacroPoint LITE when due, then MacroPoint reserves the right to pursue any and all legal remedies to collect the amounts owed by you and any other remedy described herein or available under applicable law. You will receive SMS messages when using MacroPoint LITE and the frequency and number of such messages will depend, in part, on your use of MacroPoint LITE.
1.4 You Represent To Us.
By using MacroPoint, You represent and warrant that (a) you will use the Service only for your personal or commercial use and for lawful purposes in the United States; (b) if you are a parent or guardian entering into this Agreement for the benefit of a minor (i.e. a person that cannot legally enter into binding contracts), then you accept full responsibility for any such minor's (i) use of MacroPoint LITE; (ii) compliance with this Agreement; and (iii) any financial charges or legal liability he or she may incur; (c) you are not a minor (i.e. not under the age of 18; and if a resident of Alabama or Nebraska, not under the age of 19 and if a resident of Mississippi, not under the age of 21); (d) have not previously been suspended or removed from using MacroPoint LITE or any other MacroPoint service.
1.5 Keep Your Account Secure.
Do not let others use your MacroPoint LITE account. You will be responsible for anything that happens through your account until your account is deactivated. You must notify us immediately if you believe that your account has become compromised.
1.7 Limitations of Service and Accuracy of Data.
You expressly agree that (a) MacroPoint LITE provides an approximate location of your mobile device and does not guarantee any results; (b) results from MacroPoint LITE may not be accurate, timely or reliable; (c) use of MacroPoint LITE and any requested Location Information is subject to network capabilities, environmental conditions such as structures, buildings, weather, geography, landscape, and topography, available data, atmospheric conditions and other factors associated with use of satellites and satellite data; (d) MacroPoint LITE is subject to your mobile device being turned on, charged and within your underlying wireless carrier's coverage area, among other factors; and (e) MacroPoint LITE may be limited to mobile devices located in the United States.
1.8 Support for MacroPoint LITE.
Support for MacroPoint LITE is available via phone by dialing 216-369-0144 Extension 154 and on the web at http://www.macropoint.com/ContactUs/default.aspx
1.9 Use and Restrictions.
You will comply with all applicable laws when using MacroPoint LITE. You will comply with any terms, rules and/or policies that may be incorporated into this Agreement, as well as your agreements with your wireless carrier. You will be responsible for any costs and expenses incurred by MacroPoint (including attorneys' fees) as a result of any misuse of MacroPoint LITE. This Agreement prohibits and you will not or permit others to (a) use the Service in a manner inconsistent with or in violation of this Agreement; (b) reverse engineer, decompile, disassemble or otherwise attempt to extract, generate or retrieve source code from any software program (“Programs”) underlying the Service, in whole or part, except as expressly permitted by mandatory law; (c) modify, translate, adapt, arrange or create derivative works based on the Programs, in whole or part, for any purpose; (d) export the technology in the Programs in violation of applicable export control laws; and (e) attempt to or actually override any security component of or related to the Service.
2. Scope of Service
2.1 Suspension of Your Access To MacroPoint LITE.
Without prejudice to any other rights, MacroPoint reserves the right to suspend or terminate your access to MacroPoint LITE at any time for any reason, including reasonable suspicion of, or any actual misuse or fraudulent use by you or no reason and without notice to you.
2.2 Access to MacroPoint LITE Service.
We may – with or without notice - perform maintenance, modify, replace, refuse access to, suspend, limit access or discontinue MacroPoint LITE, partially or entirely. If MacroPoint discontinues the Service entirely, it will post a notice on its website: http://MacroPoint.com
2.3 Wireless Carriers.
To use MacroPoint LITE, you must have an active account with a wireless carrier. MacroPoint LITE is compatible with wireless carriers such as, for example, AT&T, Sprint, and Verizon, provided that availability of MacroPoint LITE with any given carrier is subject to change as set forth in this Agreement. At all times, MacroPoint LITE relies on and is subject to the wireless services furnished by wireless carriers. For example, MacroPoint LITE may not be available, in whole or part, due to capacity and facility constraints, among any others, associated with the wireless carriers' respective networks. You agree that MacroPoint will not be responsible for any damages associated with such limitations.
MacroPoint LITE, including any data, materials, technology, software or other materials that comprise it, are protected by copyright, trade secret and other intellectual property laws and treaties and all title and intellectual property rights in and to MacroPoint LITE are owned by and will remain the exclusive property of MacroPoint, its licensors or Suppliers. All rights not expressly granted herein are reserved.
SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED TERMS IN CONTRACTS WITH CONSUMERS AND AS A RESULT THE CONTENTS OF THIS SECTION MAY NOT APPLY TO YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MACROPOINT PROVIDES THE SERVICE ON AN "AS IS" BASIS WITH ALL FAULTS, ERRORS AND DEFECTS. MACROPOINT DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. THERE IS NO WARRANTY OF QUIET ENJOYMENT, QUIET POSSESSION, CORRESPONDENCE TO DESCRIPTION, OR AUTHORITY WITH RESPECT TO ANY INFORMATION, MATERIALS, SOFTWARE, TECHNOLOGY, AND SERVICES PROVIDED HEREUNDER. YOU USE AND ACCESS THE SERVICE AT YOUR SOLE RISK AND WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE RESULTING FROM USE OF THE SERVICE.
NOTHING CONTAINED IN THIS AGREEMENT WILL CONSTITUTE OR BE CONSTRUED AS ANY REPRESENTATION OR WARRANTY BY MACROPOINT THAT THE SERVICE OR ANY NETWORK THAT MACROPOINT LITE MAY BE CONNECTED TO, DIRECTLY OR INDIRECTLY OR ANY DATA THAT YOU MAY RECEIVE FROM THE SERVICE OR DERIVED FROM A WIRELESS CARRIER'S NETWORK, RESPECTIVELY, INCLUDING WITHOUT LIMITATION, LOCATION INFORMATION (A) WILL BE AVAILABLE, UNINTERRUPTED, TIMELY OR ERROR-FREE; (B) WILL MEET YOUR REQUIREMENTS; OR (C) WILL INCLUDE DATA THAT IS ACCURATE, COMPLETE OR RELIABLE.
THE FOREGOING DISCLAIMER OF WARRANTIES IS AN ESSENTIAL ELEMENT OF THE AGREEMENT AND YOU ACKNOWLEDGE AND AGREE THAT MACROPOINT WOULD NOT BE ABLE TO PROVIDE THE SERVICE ON AN ECONOMIC BASIS WITHOUT SUCH LIMITATIONS. THE FOREGOING LIMITATIONS, EXCLUSIONS AND LIMITATIONS WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS ITS ESSENTIAL PURPOSE. IF YOU ARE DISSATISFIED OR HARMED BY MACROPOINT OR ANYTHING RELATED TO IT, YOU MAY CEASE USE OF THE SERVICE AND TERMINATE THE AGREEMENT AS PROVIDED HEREIN.
4. Limitation of Liability
SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED TERMS IN CONTRACTS WITH CONSUMERS AND AS A RESULT THE CONTENTS OF THIS SECTION MAY NOT APPLY TO YOU. IN SUCH CASES, MACROPOINT'S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL MACROPOINT, ITS AFFILIATES, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, REPRESENTATIVES, AGENTS, OR SUPPLIERS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES OR OTHER INJURY, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, LOST PROFITS, LOSS OF DATA, COMPUTER FAILURE OR MALFUNCTION, ARISING OUT OF OR IN ANY WAY RELATING TO THE SERVICE, INCLUDING THE SERVICE WEBSITE, ANY INFORMATION ANY SOFTWARE ASSOCIATED WITH IT, WHETHER ARISING OUT OF THE USE OF SUCH, WHETHER RESULTING IN WHOLE OR IN PART, FROM BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF MACROPOINT, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES, AGENTS OR SUPPLIERS, HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS ITS ESSENTIAL PURPOSE.
NOTWITHSTANDING ANY DAMAGES THAT YOU MIGHT INCUR FOR ANY REASON WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ALL DAMAGES REFERENCED ABOVE AND ALL DIRECT OR GENERAL DAMAGES), THE ENTIRE LIABILITY OF MACROPOINT UNDER ANY PROVISION OF THIS AGREEMENT AND YOUR EXCLUSIVE REMEDY FOR ALL OF THE FOREGOING WILL BE LIMITED TO THE GREATER OF (A) THE AGGREGATE AMOUNT ACTUALLY PAID BY YOU TO MACROPOINT FOR MACROPOINT LITE DURING THE TWELVE MONTH PERIOD IMMEDIATELY PRECEDING THE DATE OF YOUR CLAIM; OR (B) ONE THOUSAND DOLLARS ($1,000). THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS ITS ESSENTIAL PURPOSE. YOU ACKNOWLEDGE AND AGREE THAT MACROPOINT WOULD NOT BE ABLE TO PROVIDE THE SERVICE ON AN ECONOMIC BASIS WITHOUT SUCH LIMITATIONS.
5.1 By MacroPoint. We may terminate the Agreement for cause or no cause, at any time, by providing notice, and such termination will be effective immediately or as specified in the notice.
5.2 By You. You may terminate this Agreement at any time by deactivating your account as described above.
5.3 Effect of Termination.
Upon any termination of the Service, MacroPoint will cease providing the Service to you and will have no liability to you or any further obligations under this Agreement. Upon termination, you lose access to the Service but you will be and remain responsible for fees for any subscriptions, wireless carrier services or that any third party may legally impose, if any.
6. Choice of Law
6.1 Ohio Law.
The Agreement and any disputes with us arising out of or relating to the Agreement or MacroPoint LITE will be governed by Ohio law, excluding conflicts of law principles that may provide for the application of the law of another jurisdiction and excluding the UN Conventions on Contracts for the International Sale of Goods. Any action or proceeding arising from or relating to this Agreement will be brought in federal court in the Northern District of Ohio or in state court in Cuyahoga County, Ohio, and each Party irrevocably submits to the jurisdiction and venue of any such court.
7. General Terms.
For purposes of this Agreement, the term "Suppliers" will include any wireless carrier (such as Sprint), technology provider, distributor, licensor or service provider that MacroPoint utilizes in conjunction with the Service.
If any provision of the Agreement is found to be invalid or unenforceable under mandatory laws of a particular jurisdiction, such provision will be interpreted as to give maximum effect to its intended purpose and this will not affect the validity or enforceability of (a) such provision under the laws of any other jurisdiction; or (b) any other provision of the Agreement.
You consent to receive all communications, including notices, agreements, legally required disclosures or other information in connection with MacroPoint LITE (collectively, "Notices") in electronic format. We may notify you via postings on http://www.MacroPoint.com
, email, SMS text message or otherwise. You will be responsible for any costs associated with any notices sent via SMS text message. If you desire to withdraw your consent to receive notes as stated herein, then you must terminate the Agreement by deactivating your account as described herein.
7.4 Electronic Access, Electronic Notices, Electronic Signature. By calling the MacroPoint phone number and pressing the button to enable MacroPoint during activation you consent to MacroPoint providing this Agreement in electronic form. YOUR AGREEMENT AND INTENT TO BE BOUND BY AN ELECTRONIC AGREEMENT APPLIES TO ALL RECORDS RELATING TO ALL TRANSACTIONS RELATED TO THE SERVICE, INCLUDING WITHOUT LIMITATION, AMENDMENTS AND NOTICES.
To access and retain this electronic Agreement and use the Service, you must have access to the World Wide Web either directly (via computer and modem) or through devices that access web-based content and pay any applicable fees. You may save this Agreement into any word processing program or print it. You have the right to withdraw your consent to have this Agreement provided to you in electronic form. You can withdraw such consent by deactivating your MacroPoint LITE account as described herein.
7.5 Amendments to this Agreement.
We reserve the right to modify, supplement or replace the terms of the Agreement. If you do not agree to changes to the Agreement, you will terminate the Agreement within ten days of MacroPoint providing notice of such change by deactivating your MacroPoint LITE account as described above. You acknowledge and agree that any such amended or modified terms will become effective unless you terminate the Agreement by deactivating your MacroPoint LITE account.
7.6 No informal waivers, agreements or representations.
Our failure to act with respect to a breach by you or others does not waive our right to act with respect to that breach or subsequent similar or other breaches. Except as expressly and specifically contemplated by the Agreement, no representations, statements, consents, waivers or other acts or omissions by us will be deemed legally binding, unless documented in a physical writing hand signed by a duly appointed officer of MacroPoint.
7.7 Assignment and Delegation.
You may not assign or delegate any rights or obligations under the Agreement and any purported assignment and delegation will be ineffective. We may freely assign or delegate all rights and obligations under the Agreement, fully or partially. We may also substitute, by way of unilateral novation, effective upon notice to you, MacroPoint for any third party that assumes our rights and obligations under this Agreement.
All options, rights and covenants contained herein that are intended to survive will survive the expiration or termination of this Agreement. Any provisions concerning limitations of liability, disclaimers, and indemnification contained herein will survive any expiration or termination of this Agreement.
7.9 Time to Bring Claims.
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or to the Agreement must be commenced within one (1) year after such claim or cause of action arose or you waive such claim or cause of action.
8.0 Data Storage & Retention.
MacroPoint does not guarantee the storage, back up, or availability of any data. Data stored by MacroPoint may be retained for a period of time, or indefinitely, at the discretion of MacroPoint.