1. Agreement to Terms
These Terms of Service ("Terms") constitute a legally binding agreement between you ("User", "you", or "your") and Floodlight, Inc. ("Floodlight", "we", "us", or "our") governing your access to and use of the Floodlight platform, website, and services (collectively, the "Services").
By accessing or using our Services, you agree to be bound by these Terms. If you do not agree to these Terms, do not use our Services.
2. Description of Services
Floodlight provides satellite-based climate intelligence and emissions monitoring services, including:
- SAGE: Directly measured Scope 1 and Scope 2 emissions monitoring
- ECO CITY: Building-level municipal emissions monitoring
- REST: Real estate sustainability tracking and physical risk scoring
- BEACON: Blockchain-verified environmental data
- CLEARLINE: Pipeline monitoring and leak detection
- Access to climate risk intelligence, satellite data, and analytics
- API access and data integration services
- Consulting and professional services
3. Eligibility and Account Registration
3.1 Eligibility
You must be at least 18 years old and have the legal capacity to enter into binding contracts to use our Services. By using our Services, you represent and warrant that you meet these requirements.
3.2 Account Registration
To access certain features, you may be required to create an account. You agree to:
- Provide accurate, current, and complete information
- Maintain and promptly update your account information
- Maintain the security of your password and account
- Notify us immediately of any unauthorized access
- Accept responsibility for all activities under your account
3.3 Business Accounts
If you register on behalf of an organization, you represent that you have authority to bind that organization to these Terms, and references to "you" include both you and that organization.
4. User Obligations and Acceptable Use
4.1 You Agree To:
- Use the Services only for lawful purposes
- Comply with all applicable laws and regulations
- Respect intellectual property rights
- Maintain the confidentiality of any credentials provided
- Provide accurate data and information
4.2 You Agree NOT To:
- Use the Services for any illegal or unauthorized purpose
- Violate any laws in your jurisdiction
- Infringe on intellectual property rights of Floodlight or third parties
- Transmit any malware, viruses, or harmful code
- Attempt to gain unauthorized access to our systems
- Reverse engineer, decompile, or disassemble our Services
- Scrape, crawl, or use automated means to access the Services
- Interfere with or disrupt the Services or servers
- Impersonate any person or entity
- Use the Services to compete with Floodlight
5. Intellectual Property Rights
5.1 Floodlight's Rights
All content, features, and functionality of the Services, including but not limited to text, graphics, logos, software, data models, algorithms, and satellite imagery analysis, are owned by Floodlight or its licensors and are protected by copyright, trademark, patent, and other intellectual property laws.
5.2 Limited License
Subject to these Terms, Floodlight grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your internal business purposes. This license does not include:
- Resale or commercial exploitation of the Services
- Distribution, public performance, or public display
- Modifying or making derivative works
- Use of data mining or extraction methods
- Downloading (other than page caching) or copying account information
5.3 Your Content
You retain ownership of any data, content, or materials you provide through the Services ("User Content"). By submitting User Content, you grant Floodlight a worldwide, non-exclusive, royalty-free license to use, process, and analyze your User Content solely to provide the Services to you.
6. Data and Privacy
Our collection and use of personal information is governed by our Privacy Policy. By using the Services, you consent to such collection and use.
For business customers, data processing is governed by our Data Processing Agreement, which complies with GDPR Article 28 requirements.
7. Fees and Payment
7.1 Subscription Fees
Access to certain Services requires payment of subscription fees. By subscribing, you agree to pay all fees associated with your selected plan. Fees are billed in advance on a monthly or annual basis.
7.2 Payment Terms
- All fees are in U.S. Dollars unless otherwise stated
- Fees are non-refundable except as required by law
- You authorize us to charge your payment method on a recurring basis
- You are responsible for all taxes associated with your purchase
- We may change fees with 30 days' notice
7.3 Free Trials
We may offer free trials. At the end of the trial, you will be charged the subscription fee unless you cancel before the trial ends. Trial eligibility is determined by Floodlight.
8. Term and Termination
8.1 Term
These Terms commence when you first access the Services and continue until terminated by either party.
8.2 Termination by You
You may terminate your account at any time by contacting customer support. Upon termination, you will not receive a refund for any prepaid fees.
8.3 Termination by Floodlight
We may suspend or terminate your access to the Services at any time, with or without cause, with or without notice, including if you violate these Terms. We reserve the right to refuse service to anyone.
8.4 Effect of Termination
Upon termination:
- Your right to access the Services immediately ceases
- We may delete your account and User Content
- You remain responsible for all fees incurred prior to termination
- Provisions that by their nature should survive will survive termination
9. Disclaimers and Warranties
9.1 As-Is Basis
THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
9.2 No Warranty
Floodlight does not warrant that:
- The Services will be uninterrupted, secure, or error-free
- Results obtained from the Services will be accurate or reliable
- The quality of Services will meet your expectations
- Any errors will be corrected
9.3 Satellite Data Limitations
Satellite data and climate models are subject to limitations including weather conditions, sensor accuracy, and modeling assumptions. Results should be used as estimates and not absolute measurements.
10. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, FLOODLIGHT SHALL NOT BE LIABLE FOR:
- ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES
- LOSS OF PROFITS, REVENUE, DATA, OR USE
- BUSINESS INTERRUPTION
- COST OF SUBSTITUTE GOODS OR SERVICES
IN NO EVENT SHALL FLOODLIGHT'S TOTAL LIABILITY EXCEED THE AMOUNT YOU PAID TO FLOODLIGHT IN THE 12 MONTHS PRECEDING THE CLAIM, OR $100 IF NO PAYMENT WAS MADE.
11. Indemnification
You agree to indemnify, defend, and hold harmless Floodlight, its officers, directors, employees, and agents from any claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys' fees) arising out of or relating to:
- Your use of the Services
- Your violation of these Terms
- Your violation of any rights of another party
- Your User Content
12. Dispute Resolution
12.1 Governing Law
These Terms are governed by the laws of the State of California, United States, without regard to conflict of law principles.
12.2 Arbitration
Any dispute arising out of or relating to these Terms or the Services shall be resolved through binding arbitration in San Francisco, California, in accordance with the rules of the American Arbitration Association. Each party shall bear its own costs of arbitration.
12.3 Exceptions
Either party may seek injunctive relief in any court of competent jurisdiction for disputes related to intellectual property rights or confidential information.
13. General Provisions
13.1 Modifications
We reserve the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on our website and updating the "Last updated" date. Continued use after changes constitutes acceptance.
13.2 Entire Agreement
These Terms, together with our Privacy Policy and any additional agreements, constitute the entire agreement between you and Floodlight regarding the Services.
13.3 Severability
If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.
13.4 Waiver
No waiver of any term shall be deemed a further or continuing waiver of such term or any other term.
13.5 Assignment
You may not assign or transfer these Terms without our prior written consent. Floodlight may assign these Terms without restriction.
13.6 Force Majeure
Floodlight shall not be liable for any failure to perform due to circumstances beyond its reasonable control, including natural disasters, war, terrorism, riots, embargoes, or acts of government.
14. Contact Information
If you have questions about these Terms, please contact us:
- Email: [email protected]
- Address: Floodlight, Inc., 123 Climate Street, San Francisco, CA 94105, USA
- Phone: +1 (415) 555-0100