TERMS AND CONDITIONS
LIMITED WARRANTY
BEHOLD WEBSITE PRIVACY POLICY
BEHOLD CONTROLLER PRIVACY
TERMS OF SERVICE
END USER LICENSE AGREEMENT
Terms & Conditions
1. Effort. Company will use commercially reasonable efforts to provide Customer the Services and/or Hardware. As part of the registration process; By registering to use beholdcontrol.com Customer is accepting the Terms of this Agreement. Customer will identify an administrative user name and password for Customer’s Company account. Company reserves the right to refuse registration of, or cancel passwords it deems inappropriate.
2. Support. Company will provide Customer with reasonable technical support services in accordance with Company’s standard practice attached as Exhibit B hereto.
3. Compatibility. You acknowledge that you have verified the compatibility of the Services and/or Hardware you are purchasing with the equipment in your facility (e.g., ensuring that your heating, ventilation, air conditioning and refrigeration ("HVAC/R") or other systems are compatible with the Services and/or Hardware. You are solely responsible for determining the compatibility of the Services and/or Hardware with other equipment, and you accept that lack of compatibility is not a valid claim under the warranty provided with your Services and/or Hardware .
4. Availability and Pricing. All Services and/or Hardware offered are subject to availability, and we reserve the right to impose quantity limits on any order, to reject all or part of an order and to discontinue offering certain Services and/or Hardware without prior notice. Prices for the Services and/or Hardware are subject to change at any time, but changes will not affect any order for Hardware you have already placed.
5. Shipping and Delivery. Prices for the Hardware do not include shipping costs. The estimated arrival or delivery date is not a guaranteed delivery date for your order.
6. Installation. There may be laws in the jurisdiction that you install particular Hardware applicable to where and how to install that Hardware. You should check that you are in compliance with all relevant laws in your jurisdiction. Behold is not responsible for any injury or damage caused by or during installation.
7. Responsibilities
7.1. Services and Hardware. Customer will not, directly or indirectly: reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure, ideas, know-how or algorithms relevant to the Hardware or any software, documentation, data or hardware related to the services or any software, documentation or data related to the Services in this Agreement; modify, translate, or create derivative works based on the Hardware, Services or any Software (except to the extent expressly permitted by Company or authorized within the Services); use the Hardware, Services or any Software for timesharing or service bureau purposes or otherwise for the benefit of a third; or remove any proprietary notices or labels.
7.2. Using Services. Service Customer represents, covenants, and warrants that Customer will use the Services only in compliance with Company’s standard published policies then in effect (the “EULA”) and all applicable laws and regulations. Customer hereby agrees to indemnify and hold harmless Company against any damages, losses, liabilities, settlements and expenses (including without limitation costs and attorneys’ fees) in connection with any claim or action that arises from an alleged violation of the foregoing or otherwise from Customer’s use of Services. Although Company has no obligation to monitor Customer’s use of the Services, Company may do so and may prohibit any use of the Services it believes may be (or alleged to be) in violation of the foregoing.
7.3. Customer equipment requirement. Customer shall be responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access or otherwise use the Services, including, without limitation, modems, hardware, servers, software, operating systems, networking, web servers and the like (collectively, “Equipment”). Customer shall also be responsible for maintaining the security of the Equipment, Customer account, passwords (including but not limited to administrative and user passwords) and files, and for all uses of Customer account or the Equipment with or without Customer’s knowledge or consent.
8. Confidentiality; Proprietary Rights
8.1. Confidentiality. Each party (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party). Proprietary Information of Company includes non-public information regarding features, functionality and performance of the Service. Proprietary Information of Customer includes non-public data provided by Customer to Company to enable the provision of the Services (“Customer Data”). The Receiving Party agrees: (i) to take reasonable precautions to protect such Proprietary Information, and (ii) not to use (except in performance of the Services or as otherwise permitted herein) or divulge to any third person any such Proprietary Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information after five (5) years following the disclosure thereof or any information that the Receiving Party can document (a) is or becomes generally available to the public, or (b) was in its possession or known by it prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party or (e) is required to be disclosed by law.
8.2. Proprietary rights. Company shall own and retain all right, title and interest in and to (a) the Services and Software, all improvements, enhancements or modifications thereto, (b) any software, applications, inventions or other technology developed in connection with implementation of Services, Hardware and/or Support, and (c) all intellectual property rights related to any of the foregoing.
8.3. Collecting Data. Notwithstanding anything to the contrary, Company shall have the right to collect and analyze data and other information relating to the provision, use and performance of various aspects of the Services and/or Hardare and related systems and technologies (including, without limitation, information concerning Customer Data and data derived therefrom), and Company will be free (during and after the term hereof) to (i) use such information and data to improve and enhance the Services and for other development, diagnostic and corrective purposes in connection with the Services and other Company offerings, and (ii) disclose such data solely in aggregate or other de-identified form in connection with its business. No rights or licenses are granted except as expressly set forth herein.
9. Payments and Fees
9.1. Applicable fees. Customer will pay Company the then applicable fees described in the Order Form for the Services and Hardware in accordance with the terms therein (the “Fees”). If Customer’s use of the Services exceeds the Service Capacity set forth on the Order Form or otherwise requires the payment of additional fees (per the terms of this Agreement), Customer shall be billed for such usage and Customer agrees to pay the additional fees in the manner provided herein. Company reserves the right to change the Fees or applicable charges and to institute new charges and Fees at the end of the Initial Service Term or then‑current renewal term, upon thirty (30) days prior notice to Customer (which may be sent by email). If Customer believes that Company has billed Customer incorrectly, Customer must contact Company no later than 30 days after the closing date on the first billing statement in which the error or problem appeared, in order to receive an adjustment or credit. Inquiries should be directed to Company’s customer support department.
9.2. Invoice. Company may choose to bill through an invoice, in which case, full payment (i) for Services invoices must be received by or on the first day of the month in which Services will be rendered; (ii) for Hardware invoices must be paid upon receipt, Unpaid amounts are subject to a finance charge of 1.5% per month on any outstanding balance, or the maximum permitted by law, whichever is lower, plus all expenses of collection and may result in immediate termination of Service. Customer shall be responsible for all taxes associated with Services other than taxes based on Company’s net income.
10. Term and Termination. Subject to earlier termination as provided below, this Agreement is for the Initial Service Term as specified in the Order Form, and shall be automatically renewed for additional periods of the same duration as the Initial Service Term (collectively, the “Term”), unless either party requests termination at least ninety (90) days prior to the end of the then-current term.
11. Pay in full. Customer will pay in full for the Services and/or Hardware. All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, accrued rights to payment, confidentiality obligations, warranty disclaimers, and limitations of liability.
12. Disputes and Arbitration
12.1. Contact Behold First. If a dispute arises between you and Behold, our goal is to learn about and address your concerns. You agree that you will notify Behold about any dispute you have with Behold regarding these Terms & Conditions by contacting Behold.
12.2. Binding Arbitration. You and Behold agree, subject to section 12.6 (Protection of Confidentiality and Intellectual Property Rights), to submit any claim, dispute, action, cause of action, issue, or request for relief arising out of or relating to these Terms & Conditions or your use of the Hardware and/or Services to binding arbitration rather than by filing any lawsuit in any forum other than set forth in this section. Further you agree arbitration is final and binding and subject to only very limited review by a court. This provision is intended to be interpreted broadly to encompass all disputes or claims arising out of or relating to your use of the Hardware and/or Services outlined in this Agreement. Subject to section 12.6 (Protection of Confidentiality and Intellectual Property Rights), any dispute or claim made by you against us or us against you arising out of or relating to these Terms & Conditions or your use of the Hardware and/or Services outlined in this Agreement (whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory) will be resolved by binding arbitration except that you may take claims to small claims court if they qualify for hearing by such a court.
12.3. Arbitration Procedures. You must first present any claim or dispute to Behold by contacting us to allow us an opportunity to resolve the dispute. You may request arbitration if your claim or dispute cannot be resolved within 90 days after presenting the claim or dispute to Behold. Behold may request arbitration against you at any time after it has notified you of a claim or dispute in accordance with section 15 (Electronic Communications) The arbitration of any dispute or claim shall be conducted in accordance with the then current and applicable rules of the Canadian Arbitration Association as modified by this agreement. The place of any arbitration will be Waterloo, Ontario, Canada, and will be conducted in the English language. Claims will be heard by a single arbitrator. The arbitrator may not award relief in excess of or contrary to what this agreement provides, order consolidation or arbitration on a class wide or representative basis, award punitive or consequential damages or any other damages aside from the prevailing party’s actual damages, or order injunctive or declaratory relief, except that the arbitrator may award on an individual basis damages required by statute and may order injunctive or declaratory relief pursuant to an applicable consumer protection statute. Any arbitration shall be confidential, and neither you, nor Behold nor the arbitrator may disclose the existence, content or results of any arbitration, except as may be required by law or for purposes of enforcement or appeal of the arbitration award. Judgment on any arbitration award may be entered in any court having proper jurisdiction. If any portion of this arbitration section is determined by a court to be inapplicable or invalid, then the remainder shall still be given full force and effect.
12.4. Fees and Expenses. All administrative fees and expenses of arbitration will be divided equally between you and Behold. Each party will bear the expense of its own counsel, experts, witnesses and preparation and presentation of evidence at the arbitration hearing.
12.5. YOU MUST CONTACT BEHOLD WITHIN THREE (3) MONTHS OF THE DATE OF THE OCCURRENCE OF THE EVENT OR FACTS GIVING RISE TO A DISPUTE, OR YOU WAIVE THE RIGHT TO PURSUE ANY CLAIM BASED UPON SUCH EVENT, FACTS, OR DISPUTE.
12.6. Protection of Confidentiality and Intellectual Property Rights. Notwithstanding the foregoing, Behold may seek injunctive or other equitable relief to protect its confidential information and intellectual property rights or to prevent loss of data or damage to its servers in any court of competent jurisdiction.
13. Limitation of Liability. Nothing in these Terms & Conditions and in particular within this "Limitation of Liability" section shall attempt to exclude or limit liability that cannot be excluded under applicable law. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN ADDITION TO THE ABOVE WARRANTY DISCLAIMERS, IN NO EVENT WILL (A) BEHOLD BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, SPECIAL, OR INCIDENTAL DAMAGES, INCLUDING ANY DAMAGES FOR LOST DATA OR LOST PROFITS, ARISING FROM OR RELATING TO THE HARDWARE, EVEN IF BEHOLD KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, AND (B) BEHOLD’S TOTAL CUMULATIVE LIABILITY ARISING FROM OR RELATED TO THE SERVICES AND HARDWARE, WHETHER IN CONTRACT OR TORT OR OTHERWISE, EXCEED THE FEES ACTUALLY PAID BY YOU TO BEHOLD OR BEHOLD’S AUTHORIZED RESELLER FOR THE PRODUCT AT ISSUE IN THE PRIOR THREE (3)MONTHS (IF ANY). THIS LIMITATION IS CUMULATIVE AND WILL NOT BE INCREASED BY THE EXISTENCE OF MORE THAN ONE INCIDENT OR CLAIM. BEHOLD DISCLAIMS ALL LIABILITY OF ANY KIND OF BEHOLD’S LICENSORS AND SUPPLIERS.
14. Data Protection. By placing an order for Hardware and/or Services outlined herein, you agree and understand that Behold may store, share, process and use data collected from your order form or phone/fax/email order for the purposes of processing the order. Behold may also share such data globally with its subsidiaries. All Behold companies shall protect your information in accordance with the Website Privacy Policy. Behold works with other companies that help Behold provide Hardware to you, such as freight carriers and payment processing companies, and Behold may have to share certain information with these companies for this purpose.
15. Electronic Communications. You are communicating with Behold electronically when you send email to Behold. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
16. By using the Services and/or Hardware you agree to the terms of the End User License Agreement (found on Behold website) between you and Behold Control Equipment Inc.
17. Force Majeure. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a contract that is caused by an act or event beyond our reasonable control, including without limitation acts of God, strikes, lock-outs or other industrial action by third parties, civil commotion, riot, terrorist attack, war, fire, explosion, storm, flood, earthquake, epidemic or other natural disaster, failure of public or private telecommunications networks or impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport.
18. Severability. If any part of these Terms & Conditions becomes illegal, invalid, unenforceable, or prohibited in any respect under any applicable law or regulation, such provision or part thereof will be deemed to not form part of the contract between us. The legality, validity or enforceability of the remainder of these Terms & Conditions will remain in full force and effect.
19. Survivability. The obligations in Sections 7, 8, 9, and 10 through 12 will survive any expiration or termination of these Terms.
20. Waiver. Failure or delay by us to enforce any of these Terms & Conditions will not constitute a waiver of our rights against you and does not affect our right to require future performance thereof.
21. Governing Law and Jurisdiction. These Terms & Conditions are governed by the laws of the Province of Ontario without giving effect to any conflict of laws principles that may provide the application of the law of another jurisdiction. You agree to submit to the personal jurisdiction of the province and federal courts in or for Ontario, Canada for the purpose of litigating all such claims or disputes, unless such claim or dispute is required to be arbitrated as set forth in an above section.
22. Miscellaneous. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable or sub licensable by Customer except with Company’s prior written consent. Company may transfer and assign any of its rights and obligations under this Agreement without consent. This Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and all waivers and modifications must be in writing signed by both parties, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of this Agreement and Customer does not have any authority of any kind to bind Company in any respect whatsoever. In any action or proceeding to enforce rights under this Agreement, the prevailing party will be entitled to recover costs and attorneys’ fees. All notices under this Agreement will be in writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; the day after it is sent, if sent for next day delivery by recognized overnight delivery service; and upon receipt, if sent by certified or registered mail, return receipt requested. This Agreement shall be governed by the laws of the Province of Ontario without regard to its conflict of laws provisions. The parties shall work together in good faith to issue at least one mutually agreed upon press release within 90 days of the Effective Date, and Customer otherwise agrees to reasonably cooperate with Company to serve as a reference account upon request.
Limited Warranty
Behold Control Equipment Inc.
Limited Warranty
1) WHAT THIS LIMITED WARRANTY COVERS; PERIOD OF COVERAGE Behold Control Equipment Inc. (“Behold Control”), 60 Bathurst Drive Unit 26, Waterloo, Ontario, Canada warrants to the owner of the enclosed product that the product contained in this box (“Product”) will be free from defects in materials and workmanship for a period of one (1) year from the date of delivery following the original purchase (the “Warranty Period”). If the Product fails to conform to this Limited Warranty during the Warranty Period, Behold Control will repair or replace any defective Product or component. Repair or replacement may be made with a new or refurbished product or components, at Behold Controls’ sole discretion. If the Product or a component incorporated within it is no longer available, Behold Control may, at Behold Control’s sole discretion, replace the Product with a similar product of similar function. This is your sole and exclusive remedy for breach of this Limited Warranty. Any Product that has either been repaired or replaced under this Limited Warranty will be covered by the terms of this Limited Warranty for the longer of (a) ninety (90) days from the date of delivery of the repaired Product or replacement Product, or (b) the remaining Warranty Period. This Limited Warranty is non-transferable from the original purchaser or original installation location to subsequent owners or other facility equipment.
2) WARRANTY CONDITIONS; HOW TO GET SERVICE IF YOU WANT TO CLAIM UNDER THIS LIMITED WARRANTY Before making a claim under this Limited Warranty, the owner of the Product must (a) notify Behold Control of the intention to claim by visiting BeholdControl.com/ support during the Warranty Period and providing a description of the alleged failure, and (b) comply with Behold Control’s return shipping instructions. Behold Control will have no warranty obligations with respect to a returned Product if it determines, in its reasonable discretion after examination of the returned Product, that the Product is an Ineligible Product (defined below). Owner will bear costs of shipping to Behold Control and Behold Control will bear costs of return shipping to owner.
3) WHAT THIS LIMITED WARRANTY DOES NOT COVER This Limited Warranty does not cover the following (collectively “Ineligible Hardware”): Hardware marked as “sample” or “Not for Sale”, or sold “AS IS”; or Hardware that have been subject to: (a) modifications, alterations, tampering, or improper installation, maintenance or repairs; (b) handling, storage, installation, testing, or use not in accordance with the User’s Guide or other instructions provided by Behold Control; (c) abuse or misuse of the Product; (d) breakdowns, fluctuations, or interruptions in electric power or the telecommunications network; or (e) Acts of God, including but not limited to lightning, flood, tornado, earthquake, or hurricane. This Limited Warranty does not cover consumable parts, including cables, unless damage is due to defects in materials or workmanship of the Product, or software (even if such consumable parts or software are packaged or sold with the product). Behold Control recommends that you use only authorized service providers for installation, maintenance or repair. Unauthorized use of the Product or software can impair the Product’s performance and may invalidate this Limited Warranty.
4) DISCLAIMER OF WARRANTIES EXCEPT AS STATED ABOVE IN THIS LIMITED WARRANTY, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, BEHOLD CONTROL DISCLAIMS ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES AND CONDITIONS WITH RESPECT TO THE PRODUCT, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, BEHOLD CONTROL ALSO LIMITS THE DURATION OF ANY APPLICABLE IMPLIED WARRANTIES OR CONDITIONS TO THE DURATION OF THIS LIMITED WARRANTY.
5) LIMITATION OF DAMAGES IN ADDITION TO THE ABOVE WARRANTY DISCLAIMERS, IN NO EVENT WILL BEHOLD CONTROL BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, EXEMPLARY, OR SPECIAL DAMAGES, INCLUDING ANY DAMAGES FOR LOST DATA OR LOST PROFITS, ARISING FROM OR RELATING TO THIS LIMITED WARRANTY OR THE PRODUCT, AND BEHOLD CONTROL’S TOTAL CUMULATIVE LIABILITY ARISING FROM OR RELATED TO THIS LIMITED WARRANTY OR THE PRODUCT WILL NOT EXCEED THE AMOUNT ACTUALLY PAID FOR THE PRODUCT BY THE ORIGINAL PURCHASER.
6) LIMITATION OF LIABILITY THE BEHOLD CONTROL ONLINE SERVICES (“SERVICES”) PROVIDE YOU INFORMATION (“PRODUCT INFORMATION”) REGARDING YOUR BEHOLD HARDWARE OR OTHER PERIPHERALS CONNECTED TO YOUR HARDWARE (“PRODUCT PERIPHERALS”). THE TYPE OF PRODUCT PERIPHERALS THAT MAY BE CONNECTED TO YOUR PRODUCT MAY CHANGE FROM TIME TO TIME. WITHOUT LIMITING THE GENERALITY OF THE DISCLAIMERS ABOVE, ALL PRODUCT INFORMATION IS PROVIDED FOR YOUR CONVENIENCE,“AS IS”, AND “AS AVAILABLE”. BEHOLD CONTROL DOES NOT REPRESENT, WARRANT, OR GUARANTEE THAT PRODUCT INFORMATION WILL BE AVAILABLE, ACCURATE, OR RELIABLE OR THAT PRODUCT INFORMATION OR USE OF THE SERVICES OR PRODUCT WILL PROVIDE SAFETY IN YOUR HOME. YOU USE ALL PRODUCT INFORMATION, THE SERVICES, AND THE PRODUCT AT YOUR OWN DISCRETION AND RISK. YOU WILL BE SOLELY RESPONSIBLE FOR (AND BEHOLD CONTROL DISCLAIMS) ANY AND ALL LOSS, LIABILITY, OR DAMAGES, INCLUDING TO YOUR WIRING, FIXTURES, ELECTRICTY, FACILITY, PRODUCT, PRODUCT PERIPHERALS, EQUIPMENT, COMPUTER, MOBILE DEVICE, AND ALL OTHER ITEMS AND ITEMS IN YOUR FACILITY, RESULTING FROM YOUR USE OF THE PRODUCT INFORMATION, SERVICES, OR PRODUCT. PRODUCT INFORMATION PROVIDED BY THE SERVICES IS NOT INTENDED AS A SUBSTITUTE FOR DIRECT MEANS OF OBTAINING THE INFORMATION. FOR EXAMPLE, A NOTIFICATION PROVIDED THROUGH THE SERVICE IS NOT INTENDED AS A SUBSTITUTE FOR ONSITE REPAIR.
7) VARIATIONS THAT MIGHT APPLY TO THIS LIMITED WARRANTY This Limited Warranty gives you specific legal rights. You may also have other legal rights that vary by state, province, or jurisdiction. Likewise, some of the limitations in this Limited Warranty may not apply in certain states. The terms of this Limited Warranty will apply to the extent permitted by applicable law. For a full description of your legal rights you should refer to the laws applicable in your jurisdiction and you may wish to contact a relevant consumer advisory service.
Privacy Policy for Behold Control Web Sites
This Privacy Policy for Behold Web Sites describes information Behold Control Equipment Inc. and its subsidiaries and affiliates (collectively, “Behold”) collect, use, share, and store, including personal information (i.e., information that personally identifies you, such as your name, email address or billing information, or other data that can be reasonably used to infer this information).
This document focuses on information related to the operation of the public websites available at BeholdControl.com and BeholdControl.com sub-domains (each, a “Site”), including our online store. We provide additional details about how we collect and use information in connection with Behold Control products and services in our Privacy Statement for Behold Control Products and Services.
COLLECTION AND USE: Behold collects information about you and your visits to Behold Sites in several ways: 1) Understand visitor site navigation 2) Provide Behold Control products and services.
Purchase and Login Information: Pre-ordering or purchasing Behold products from our Site, requires you provide your name, email address, billing and shipping address, credit card information and any other information necessary to complete the transaction. If you create a Behold account, your name, billing and shipping address. We do not collect or store your full credit card information. Our credit card processing service provider, Stripe.com, will collect and store full payment card information from you, even as a guest user, when an order is placed until when it ships. If you create a Behold account card information will be saved by Stripe.com for the recurring service portion of your service agreement.
Mailing List Information: You may choose to submit your email address via a submission form located on our Site. Your email address may be used to send you news about Behold-related services, products or promotions. We may use one or more service providers to administer these messages, but we do not share your email address with spammers or any other third parties without your permission.
Device Usage information: If you are logged into your Behold account, we record the IP address you visit our website from, and if you have a Behold device or other connected device, we record adjustments you make to the product through the website interface. We store this data along with your email address, information about your Behold device, data collected directly by the device, a history of your device settings, and any other information we have collected about your use of Behold products and services.
Online Tracking and Your Choices:
Website Use Information: Like many websites, we and our third-party partners analyze log file information and other data collected through cookies, web beacons, and other tracking technology, to collect information about your browsing behavior when you visit our Site, including for example, your browser type, domains, page views, IP address, referring/exit pages, information about how you interact with our Site’s webpages and with third-party links, traffic and usage trends on the service, etc. We use session cookies to keep you logged in while you use features of our Site; these disappear after you close your browser. We also use persistent cookies, which stay in your browser and allow us to recognize you when you return to the Site. We use this to remember your information so you will not have to re-enter it, to better understand how you use our website and products and services, to diagnose and fix technology problems, and otherwise enhance our Site, products, and services. In some of our email messages, we use a “click-through URL” linked to content on the Site. We track this click-through data to help us measure the effectiveness of our customer experience. We also use third-party analytics tools (including Google Analytics) to assist us with analyzing and improving our service. Most Internet browsers automatically accept cookies, but you may be able to change the settings of your browser to stop accepting cookies or to prompt you before accepting a cookie from the websites you visit. If you set your browser to reject cookies, parts of our Site may not work for you. Please note, depending on your type of device or browser, it may not be possible to delete or disable all tracking mechanisms on your device.
Third-Party Sites and Features: Our Site may contain links to other websites operated by third parties and may include social media features such as Facebook and Twitter buttons (such as “Like,” “Tweet” or “Pin”). These third-party sites may collect information about you if you click on a link and the social media sites may automatically record information about your browsing behavior every time you visit a site that has a social media button. Your interactions with these features are governed by the privacy policy of the company providing the feature, not by our privacy policy. We do not control what information these third parties collect. Please review your privacy settings on your social media sites and think carefully before clicking on links which may take you to a third-party website.
Minors: Our Site does not knowingly collect or store any personal information about children under the age of 13.
DATA SHARING: Under no circumstance do we share personal information for any commercial or marketing purpose unrelated to the delivery of Behold Products and services without asking you first. Period. We do not rent or sell our customer lists.
The following are the limited situations where we may share personal information:
• For external processing: We have vendors, service providers, and technicians who help with some of our processing and storage, including helping to answer your questions. They may also assist with monitoring our servers for technical problems.
These technicians (as well as Behold employees) can access certain information about you or your account in line with this work but these technicians are not allowed to use this data for non-Behold purposes.
• As part of business transitions: Upon the sale or transfer of the company and/or all or part of its assets, your personal information may be among the items sold or transferred. We will request a purchaser to treat our data under the privacy statement in place at the time of its collection.
• For legal reasons: We may provide information to a third party if we believe in good faith that we are required to do so for legal reasons. For example, to respond to legal process, or comply with state and federal laws (or the applicable laws of foreign countries other than the United States).
We may share non-personal information (for example, aggregated or anonymized customer or equipment data) publicly and with our partners. For example, we may publish trends about energy use or elevated carbon monoxide levels in commercial facilities. This information may also be shared with other users to help them better understand their energy usage compared to others in the Behold community, raise awareness about equipment issues, or help us generally improve our system. We may also share non-personal information with our partners, for example, if they are interested in providing demand-response services or other incentive programs. We take steps to keep this non-personal information from being associated with you and we require our partners to do the same.
Your personal information may be collected, processed and stored by Behold or its service providers in the Canada and other countries where our servers reside. As a result, your personal information may be subject to legal requirements, including lawful requirements to disclose personal information to government authorities, in those jurisdictions.
SECURITY: Behold takes security seriously and cares about the integrity of your personal information. We use commercially reasonable physical, administrative, and technological methods to transmit your data securely including HTTPS, TLS/SSL protocol, AES and RSA data encryption. The data is stored using cloud services. However, Behold cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. In the event that any information under our control is compromised as a result of a breach of security, we will take reasonable steps to investigate the situation and where appropriate, notify those individuals whose information may have been compromised and take other steps, in accordance with any applicable laws and regulations.
International Visitors: The Behold website is hosted in the United States and is intended for United States and Canadian visitors as well as visitors from the United Kingdom, Ireland, France, Belgium and the Netherlands. If you are accessing the site from the European Union or other regions with laws governing data collection and use that may differ from U.S. law, then please note that you are transferring your personal data to the United States and by providing your personal data you consent to that transfer.
We comply with the US-EU Safe Harbor Framework and the US-Swiss Safe Harbor Framework as set forth by the US Department of Commerce regarding the collection, use and retention of personal information from European Union member countries and Switzerland. Behold has certified (through its parent) that it adheres to the relevant Safe Harbor Privacy Principles.
Changes to Privacy Policy: Please note that this privacy policy may change from time to time. We will provide notice of any changes on the website or by contacting you.
If you have any questions, please contact us at privacy@BeholdControl.com. Last Updated: June 17, 2015
End to End Privacy
This Privacy Statement for Behold Products and Services (“Privacy Statement”) describes information that Behold Control Equipment, Inc. and its subsidiaries and affiliates (collectively, “Behold”) collect, use, share, and store, including personal information (i.e., information that personally identifies you, such as your name, email address or billing information, or other data that can be reasonably used to infer this information).
This document focuses on information related to the operation of Behold products and services, including the Behold Controller, and other products from Behold (collectively, “Behold Products”). In this Privacy Statement, the expression “Behold Products” also includes our Web Apps, Mobile Apps, and Subscription Services.
By using Behold Products, you agree to allow us to collect and process information as described below.
What information does the Behold Controller collect?
The Behold Controller collects:
• Information input during setup
• Environmental data from the Behold Controller Nodes
• Direct scheduling and temperature adjustments
• Heating and cooling usage information
• Technical information from the device
We use industry-standard methods to keep this information safe and secure while it is transmitted over cellular or on-premise networks and through the Internet to our servers. Depending on your location and type of data, Behold may process your personal information on servers that are not in your home country.
In what circumstances does Behold share my information?
Under no circumstance do we share personal information for any commercial or marketing purpose unrelated to the delivery of Behold Products and services without asking you first. Period. We do not rent or sell our customer lists.
The following are the limited situations where we may share personal information:
• With your explicit consent: We may share personal information when we have your consent. One example of this would be if you sign up for programs offered by our partners (e.g., energy or insurance companies). If you do this, we may share certain information with the partner. This could include things like your enrollment information and the activation status of your device. Similarly, when you connect third-party devices and services to your Behold Products through the Works with Behold program, you are shown information about any proposed exchange of data. Your explicit consent is required to allow these exchanges on your behalf and you can change your mind at any time.
• For external processing: We have vendors, service providers, and technicians who help with some of our processing and storage, including helping to answer your questions. They may also assist with monitoring our servers for technical problems.
These technicians (as well as Behold employees) can access certain information about you or your account in line with this work but these technicians are not allowed to use this data for non-Behold purposes. We also have strict policies and technical barriers in place to prevent unauthorized employee access to video data.
• As part of business transitions: Upon the sale or transfer of the company and/or all or part of its assets, your personal information may be among the items sold or transferred. We will request a purchaser to treat our data under the privacy statement in place at the time of its collection.
• For legal reasons: We may provide information to a third party if we believe in good faith that we are required to do so for legal reasons. For example, to respond to legal process, or comply with state and federal laws (or the applicable laws of foreign countries other than the United States).
We may share non-personal information (for example, aggregated or anonymized customer data) publicly and with our partners. For example, we may publish trends about energy use or elevated carbon monoxide levels in the home. This information may also be shared with other users to help them better understand their energy usage compared to others in the Behold community, raise awareness about safety issues, or help us generally improve our system. We may also share non-personal information with our partners, for example, if they are interested in providing demand-response services or other incentive programs. We take steps to keep this non-personal information from being associated with you and we require our partners to do the same.
Your personal information may be collected, processed and stored by Behold or its service providers in the United States and other countries where our servers reside. As a result, your personal information may be subject to legal requirements, including lawful requirements to disclose personal information to government authorities, in those jurisdictions.
If you select an outside party for the purchase, installation, or service of your Behold device and share your personal information, we cannot control the collection, storage or sharing of information collected by that party. For example, if you buy a Behold Controller from a retailer, the retailer may collect personal information as part of the transaction. Or the party that installed the device may retain information that you provided to them to assist them in servicing the device if needed. Always check the privacy policies for any company that collects your personal information.
How long does Behold save my personal information and how can I delete it?
Behold generally stores your personal information on Behold’s servers until you delete or edit it, or for as long as you remain a Behold customer in order to provide you with Behold Products.
As described above, some information is processed and stored directly on the Behold device. All personal information is encrypted as it is transmitted to Behold and cannot easily be accessed.
You can access, amend or delete your personal information from Behold’s servers through the controls in your account. Because of the way we maintain certain Services, after your information is deleted, backup copies may linger for some time before they are deleted, and we may retain certain data for a longer period of time if we are required to do so for legal reasons.
We comply with the US-EU Safe Harbor Framework and the US-Swiss Safe Harbor Framework as set forth by the US Department of Commerce regarding the collection, use and retention of personal information from European Union member countries and Switzerland. Behold has certified (through its parent) that it adheres to the relevant Safe Harbor Privacy Principles.
Please note that this Privacy Statement may change from time to time. We will provide notice of any changes on the website or by contacting you.
If you have any questions, please contact us at privacy@BeholdControl.com .
Terms of Service
Behold Control Equipment Inc. and its subsidiaries and affiliates (collectively, “Behold”) provides: (1) a Behold user account website that may be accessed at BeholdControl.com or subdomain thereof (each a “Site”), (2) services accessible through the Sites (“Web Apps”), (3) software that may be downloaded to your smartphone or tablet to access services (“Mobile Apps”), (4) subscription services, including services that can be accessed using the Web Apps and Mobile Apps (“Subscription Services”), all for use in conjunction with Behold hardware products (“Products”) and in other ways that Behold provides. Some Behold Products and Services can be used together or in ways that integrate with products and services from third parties. The term “Services” means the Sites, Web Apps, Mobile Apps, Subscription Services.
These Terms of Service (“Terms”) govern your access to and use of the Services. These Terms give you specific legal rights, and you may also have other legal rights in addition, which vary from jurisdiction to jurisdiction. The disclaimers, exclusions, and limitations of liability under these Terms will not apply to the extent prohibited by applicable law. Some jurisdictions do not allow the exclusion of implied warranties or the exclusion or limitation of incidental or consequential damages or other rights, so those provisions of these Terms may not apply to you.
THIS IS A LEGAL AGREEMENT. BY ACCESSING AND USING THE SERVICES (INCLUDING THE SITES), YOU ARE ACCEPTING AND AGREEING TO THESE TERMS ON BEHALF OF YOURSELF OR THE ENTITY YOU REPRESENT IN CONNECTION WITH THE ACCESS. YOU REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, AUTHORITY, AND CAPACITY TO ACCEPT AND AGREE TO THESE TERMS ON BEHALF OF YOURSELF OR THE ENTITY YOU REPRESENT. YOU REPRESENT THAT YOU ARE OF SUFFICIENT LEGAL AGE IN YOUR JURISDICTION OR RESIDENCE TO USE OR ACCESS THE SERVICES AND TO ENTER INTO THIS AGREEMENT. IF YOU DO NOT AGREE WITH ANY OF THE PROVISIONS OF THESE TERMS, YOU SHOULD DISCONNECT YOUR PRODUCTS FROM YOUR ACCOUNT (AS DESCRIBED BELOW) AND CEASE ACCESSING OR USING THE SERVICES. 
AS DESCRIBED BELOW, YOU ARE CONSENTING TO AUTOMATIC SOFTWARE UPDATE OF THE SERVICES AND OF THE PRODUCTS CONNECTED TO THE SERVICES. IF YOU DO NOT AGREE, YOU SHOULD NOT USE THE SERVICES.
AS DESCRIBED BELOW, SECTIONS 4 AND 5 DESCRIBE IMPORTANT LIMITATIONS OF THE SERVICES, ESPECIALLY IN CONNECTION WITH LIFE SAFETY AND CRITICAL USES. PLEASE READ THESE DISCLOSURES CAREFULLY, AS YOU ARE ACKNOWLEDGING THEM AND ACCEPTING THEM.
1. Overview, Eligibility, Customer Service, Term and Termination
(a) Overview and Relation to Other Agreements. These Terms govern your use of the Services. Your purchase of any Product is governed by the limited warranty provided with that Product (“Limited Warranty”) and may further be governed by the Terms & Conditions of Sale. The software embedded in the Product (and any updates thereto) (“Product Software”) is licensed and governed by the End User Licensing Agreement. Certain features of the Services may be subject to additional guidelines, terms, or rules, which will be posted on the Services in connection with such features. All additional guidelines, terms, or rules, and the Website Privacy Policy ("Website Privacy Policy"), and the Privacy Statement (“Privacy Statement”), are incorporated by reference into these Terms and you are agreeing to accept and abide by them by using the Services.
(b) Eligibility. You may use the Services only if you can form a binding contract with Behold, and only if you are in compliance with these Terms and all applicable local, state/provincial, national, and international laws, rules, and regulations. Any use or access to the Services by anyone under the age of 18 is strictly prohibited and is a violation of these Terms. The Services are not available to any users previously prohibited from using the Services by Behold.
(c) Customer Service. If you have any questions or concerns regarding the Products, the Services, or these Terms, please contact Behold.
(d) Term and Termination. These Terms will remain in full force and effect so long as you continue to access or use the Services, or until terminated in accordance with the provisions of these Terms. At any time, Behold may (i) suspend or terminate your rights to access or use the Services, or (ii) terminate these Terms with respect to you if Behold in good faith believes that you have used the Services in violation of these Terms, including any incorporated guidelines, terms or rules. If you transfer a Product to a new owner, your right to use the Services with respect to that Product automatically terminates, and the new owner will have no right to use the Product or Services under your Account (as described below) and will need to register for a separate Account with Behold.
(e) Effect of Termination. Upon termination of these Terms, your Account and your right to use the Services will automatically terminate.
2. Accounts
To use the Services, you must register for a user account (“Account”), provide certain information about yourself as prompted by the applicable registration form and pay annual license fee. You represent and warrant that: (a) all required registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; and (c) your use of the Services does not violate any Canadian/U.S. or other applicable law or regulation (e.g., you are not located in an embargoed country or are not listed as a prohibited or restricted party under applicable export control laws and regulations). You are entirely responsible for maintaining the confidentiality of your Account login information and for all activities that occur under your Account. You agree to use “strong” passwords (passwords that use a combination of upper and lower case letters, numbers and symbols) with your Account, and to maintain your password securely to prevent others from gaining access without your permission. You agree to immediately notify Behold of any unauthorized use, or suspected unauthorized use, of your Account or any other breach of security. Behold is not liable for any loss or damage arising from your failure to comply with the above requirements.
3. Access to Services
(a) Access and Use. Subject to these Terms, Behold grants you a non-transferable, non-exclusive, right (without the right to sublicense) to access and use the Services by (i) using the Web Apps in connection with, and solely for the purpose of, controlling and monitoring the Products installed on your property or otherwise accessing a service explicitly provided by Behold for your use (the “Permitted Purpose”), and (ii) installing and using the Mobile Apps solely on your own handheld mobile device (e.g., iPhone, iPad, or Android smartphone) and solely for the Permitted Purpose.
(b) Automatic Software Updates. Behold may from time to time develop patches, bug fixes, updates, upgrades and other modifications to improve the performance of the Services and/or the Product Software (“Updates”). These may be automatically installed without providing any additional notice or receiving any additional consent. You consent to this automatic update. If you do not want such Updates, your remedy is to terminate your Account and stop using the Services and the Product. If you do not terminate a previously created Account, you will receive Updates automatically. You acknowledge that you may be required to install Updates to use the Services and the Product and you agree to promptly install any Updates Behold provides. Your continued use of the Services and the Product is your agreement – (i) to these Terms with respect to the Services, and (ii) to the End User License Agreement with respect to updated Product Software.
(c) Interface to Third Party Products and Services. Over time, Behold may provide the opportunity for you to interface the Products and Services to one or more third party products and services, through and using the Services. You decide whether and with which Third Party Products and Services you want to interface. Your explicit consent and authorization is required for this interface, and is revocable by you at any time. Once your consent is given for a particular Third Party Product and Service, you agree that Behold may exchange information and control data regarding you and your products, including your personal information, in order to enable the interface you have authorized. Once this information is shared with the particular Third Party Product and Service, its use will be governed by the third party's privacy policy and not by Behold's privacy documentation. You acknowledge and agree that Behold makes no representation or warranty about the safety of any Third Party Products or Services. Accordingly, Behold is not responsible for your use of any Third Party Product or Service or any personal injury, death, property damage (including, without limitation, to your home), or other harm or losses arising from or relating to your use of any Third Party Products or Services. You should contact the third party with any questions about their Third Party Products and Services.
(d) Certain materials may be displayed or performed on the Services (including, but not limited to text, graphics, articles, photographs, video, images, and illustrations (“Content”). The Content also includes information that you and other users provide us in the course of using the Services (collectively, “User Submissions”), which we may use to provide, maintain and improve the Services. You may also post feedback, comments, questions, or other information on the Sites. You are solely responsible for all Content that you upload, post, email, transmit, or otherwise disseminate using, or in connection with, the Services, or that you contribute in any manner to the Services; you represent and warrant that you have all rights necessary to do so, in the manner in which you contribute it; and you license to Behold all patent, trademark, trade secret, copyright or other proprietary rights in and to such Content for publication on the Service pursuant to these Terms. You shall abide by all copyright notices, trademark rules, information, and restrictions contained in any Content accessed through the Services, and shall not use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell or otherwise exploit for any purposes whatsoever any Content or third party submissions or other proprietary rights not owned by you: (i) without the express prior written consent of the respective owners, and (ii) in any way that violates any third party right. Behold reserves the right to remove any Content from the Services at any time, for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content or if we are concerned that you may have breached the immediately preceding sentence), or for no reason at all.
(e) Certain Restrictions. The rights granted to you in these Terms are subject to the following restrictions: (i) you agree not to license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Services; (ii) you agree not to modify, make derivative works of, disassemble, reverse compile, or reverse engineer any part of the Services; (iii) you agree not to access the Services in order to build a similar or competitive service; (iv) except as expressly stated herein, no part of the Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted, or transmitted in any form or by any means; (v) you agree not to upload, transmit, or distribute any computer viruses, worms, or any software intended to damage or alter a computer or communication network, computer, handheld mobile device, data, the Services, the Product, the Product Software, or any other system, device or property; (vi) you agree not to interfere with, disrupt, or attempt to gain unauthorized access to, the servers or networks connected to the Services or violate the regulations, policies, or procedures of such networks; (vii) you agree not to access (or attempt to access) any of the Services by means other than through the interface that is provided by Behold; and (viii) you agree not to remove, obscure or alter any proprietary rights notices (including copyrights and trademark notices) which may be contained in or displayed in connection with the Services. Any future release, update, or other addition to functionality of the Services shall be subject to these Terms.
(f) Open Source. Certain items of independent, third party code may be included in the Web Apps and/or Mobile Apps that are subject to the GNU General Public License (“GPL”) or other open source licenses (“Open Source Software”). The Open Source Software is licensed under the terms of the license that accompanies such Open Source Software. Nothing in these Terms limits your rights under, or grants you rights that supersede, the terms and conditions of any applicable end user license for such Open Source Software. In particular, nothing in these Terms restricts your right to copy, modify, and distribute such Open Source Software that is subject to the terms of the GPL.
(g) Privacy Statement. Please review the Privacy Statement. The Privacy Statement describes practices regarding the information that Behold may collect from users of the Products and Services, including any Content or User Submissions.
(h) Security. Behold cares about the integrity and security of your personal information. However, Behold cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.
(i) Modification. Behold reserves the right, at any time, to modify, suspend, or discontinue the Services or any part thereof with or without notice. You agree that Behold will not be liable to you or to any third party for any modification, suspension, or discontinuance of the Services or any part thereof.
(j) Access Outside Certain Countries. Although the Sites are accessible worldwide, the Products and Services provided or accessed through or on the Sites are not available to all persons or in all countries. If you choose to access the Sites from outside a country in which Behold supports the Product and Services listed here ("Target Country"), you do so on your own initiative and you are solely responsible for complying with applicable local laws in your country. You understand and accept that the Sites are not designed for use in a non-Target Country and some or all of the features of the Sites may not work or be appropriate for use in such a country. To the extent permissible by law, Behold accepts no responsibility or liability for any damage or loss caused by your accessing or use of the Sites or Behold Products in a non-Target Country. You will be bound by these Terms wherever you access or use the Sites or use the Services.
4. Agreed Usage and Limitations Of Behold Services
(a) Intended Use of Behold Services. The Services are intended to be accessed and used for non-time-critical information and control of Behold products. While we aim for the Services to be highly reliable and available, they are not intended to be reliable or available 100% of the time. The Services are subject to sporadic interruptions and failures for a variety of reasons beyond Behold’s control, including Cellular and on-premise network intermittency, service provider uptime, mobile notifications and carriers, among others. You acknowledge these limitations and agree that Behold is not responsible for any damages allegedly caused by the failure or delay of the Services to reflect current status or notifications.
(b) Reliability of Notifications. You acknowledge that the Services, including remote access and mobile notifications, are not intended to be 100% reliable and 100% available. We cannot and do not guarantee that you will receive notifications in any given time or at all.
(c) Temporary Suspension. The Services may be suspended temporarily without notice for security reasons, system failure, maintenance and repair, or other circumstances. You agree that you will not be entitled to any refund or rebate for such suspensions. Behold does not offer any specific uptime guarantee for the Services.
(d) System Requirements. The Services will not be accessible without:
(e) System elements that may be specified by Behold. It is your responsibility to ensure that you have all required system elements and that they are compatible and properly configured. You acknowledge that the Services may not work as described when the requirements and compatibility have not been met. In addition, you acknowledge that Behold may activate functions on your smartphone or tablet, with or without prior notification, in order to facilitate proper operation of the Services, enable communication with Behold Products connected to the same Behold account, and enable certain features.
(f) Energy Savings and other Benefits. Unless explicitly promising a “guarantee,” Behold does not guarantee or promise any specific level of energy savings or other monetary benefit from the use of the Products or Services or any feature of them. Actual energy savings and monetary benefits vary with factors beyond Behold’s control or knowledge. From time to time, Behold may use the Services to provide you with information that is unique to you and your energy usage and suggests an opportunity to save money on energy bills if you adopt suggestions or features of the Product or Services. We do this to highlight an opportunity based on our analysis and information about you and your household. You acknowledge that these promotions are not a guarantee of actual savings, and you agree not to seek monetary or other remedies from Behold if your savings differ.
(g) The Services provide you information (“Product Information”) regarding the Products in your facility and their connection with other products and services. All Product Information is provided “as is” and “as available”. We cannot guarantee that it is correct or up to date. In cases where it is critical, accessing Product Information through the Services is not a substitute for direct access of the information in the home.
(h) All information publicly posted or privately transmitted through the Services is the sole responsibility of the person from which such Content originated and Behold will not be liable for any errors or omissions in any Content. Behold cannot guarantee the identity of any other users with whom you may interact in the course of using the Services. Additionally, we cannot guarantee the authenticity of any data that users or merchants may provide about themselves. You acknowledge that all Content accessed by you using the Services is at your own risk and you will be solely responsible for any damage or loss to any party resulting therefrom. We cannot control and have no duty to take any action regarding how you may interpret and use the Content or what actions you may take as a result of having been exposed to the Content, and you hereby release us from all liability for you having acquired or not acquired Content through the Services.
(i) You warrant, represent and agree that you will not contribute any Content or otherwise use the Services in a manner that (i) infringes or violates the intellectual property rights or proprietary rights, rights of publicity or privacy, or other rights of any third party; (ii) violates any law, statute, ordinance or regulation; (iii) is harmful, fraudulent, deceptive, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, or otherwise objectionable; (iv) impersonates any person or entity, including without limitation any employee or representative of Behold; (v) contains a virus, trojan horse, worm, time bomb, or other harmful computer code, file, or program; (vi) jeopardizes the security of your Behold Account or anyone else’s Account (such as allowing someone else to log in to the Services as you; (vii) attempts, in any manner, to obtain the password, account, or other security information from any other user; (viii) violates the security of any computer network, or cracks any passwords or security encryption codes; (ix) runs Maillist, Listserv, or any form of auto-responder or “spam” on the Services, or any processes that otherwise interfere with the proper working of the Services (including by placing an unreasonable load on the Services’ infrastructure); (x) copies or stores any significant portion of the Content; or (xi) decompiles, reverse engineers, or otherwise attempts to obtain the source code or underlying ideas or information of or relating to the Services.
(j) Data protection and privacy laws where you live may impose certain responsibilities on you and your use of the Products and Services. You agree that you (and not Behold) are responsible for ensuring that you comply with any applicable laws when you use the Products and Services.
5. Limitations Of Behold Services Due to Third Parties.
(a) General. Behold Services rely on or interoperate with third party products and services. These third party products and services are beyond Behold’s control, but their operation may impact or be impacted by the use and reliability of the Behold Services. You acknowledge and agree that: (i) the use and availability of the Services is dependent on third party product vendors and service providers, (ii) these third party products and services may not operate in a reliable manner 100% of the time, and they may impact the way that the Behold Services operate, and (iii) Behold is not responsible for damages and losses due to the operation of these third party products and services.
(b) Third Party Service Providers Used By Behold. You acknowledge that Behold uses third party service providers to enable some aspects of the Services – such as, for example, data storage, synchronization, and communication. YOU AGREE NOT TO RELY ON THE SERVICES FOR ANY LIFE SAFETY OR TIME-CRITICAL PURPOSES.
(c) Equipment, ISP, and Carrier. You acknowledge that the availability of the Services is dependent on (i) your computer, mobile device, facility wiring, facility network, and other related equipment (“Equipment”), (ii) your Internet service provider (“ISP”), and (iii) your mobile device carrier (“Carrier”). You acknowledge that you are responsible for all fees charged by your ISP and Carrier in connection with your use of the Services. You also acknowledge that you are responsible for compliance with all applicable agreements, terms of use/service, and other policies of your ISP and Carrier.
(d) Third Party Products and Services that Work With Behold Services. Use of any Third Party Products and Services is governed by separate terms and conditions provided by the operator(s) of the applicable Third Party Products and Services. You acknowledge and agree that Behold makes no representation or warranty about the safety of any Third Party Products or Services. Accordingly, Behold is not responsible for your use of any Third Party Product or Service or any personal injury, death, property damage, or other harm or losses arising from or relating to your use of any Third Party Products or Services. You should contact the Third Party with any questions about their Products and Services.
(e) App Stores. You acknowledge and agree that the availability of the Mobile Apps is dependent on the third party websites from which you download the Mobile Apps, e.g., the App Store from Apple or the Android app market from Google (each an “App Store”). You acknowledge that these Terms are between you and Behold and not with an App Store. Each App Store may have its own terms and conditions to which you must agree before downloading Mobile Apps from it. You agree to comply with, and your license to use the Mobile Apps is conditioned upon your compliance with, such App Store terms and conditions. To the extent such other terms and conditions from such App Store are less restrictive than, or otherwise conflict with, the terms and conditions of these Terms, the more restrictive or conflicting terms and conditions in these Terms apply.
(f) Third Party Website Links and Referrals. The Sites may contain links to other web sites operated by third parties (“Third Party Sites”) and referrals to third party vendors (“Referred Vendors”). Such Third Party Sites and Referred Vendors are not under our control. Behold provides these links and referrals only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to such Third Party Sites or Referred Vendors. Your use of these Third Party Sites is at your own risk.
(g) Release Regarding Third Parties. Behold is not responsible for third parties or their products and services, including, without limitation, the App Stores, Third Party Products and Services, Third Party Sites, Referred Vendors, Equipment, ISPs, and Carriers. Behold hereby disclaims and you hereby discharge, waive and release Behold and its licensors and suppliers from any past, present, and future claims, liabilities, and damages, known or unknown, arising out of or relating to your interactions with such third parties and their products and services. YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” YOU HEREBY WAIVE ANY SIMILAR PROVISION IN ANY OTHER JURISDICTION.
6. Ownership and Intellectual Property
(a) Behold Property. You acknowledge that all intellectual property rights, including without limitation copyrights, patents, trademarks, and trade secrets, in the Product, Product Software, and Services (i.e., the Sites, Web Apps, and Mobile Apps) are owned by Behold or its affiliates or our licensors. Your possession, access, and use of the Product, Product Software, and Services do not transfer to you or any third party any rights, title, or interest in or to such intellectual property rights. Behold and its affiliates and licensors and suppliers reserve all rights not granted in these Terms. The Services are licensed to you, not sold, under these Terms.
You may only copy parts of the Services (including this Site) on to your own computer for your own personal use. You may not use the content of the Services in any other public or commercial way nor may you copy or incorporate any of the content of the Services into any other work, including your own web site without the written consent of Behold. You must have a license from us before you can post or redistribute any portion of the Services. Other than with respect to User Submissions, Behold retains full and complete title to all content on the Services, including any downloadable software and all data that accompanies it. You must not copy, modify or in any way reproduce or damage the structure or presentation of the Services or any content therein.
(b) Feedback. You may choose to, or Behold may invite you to submit comments, suggestions, or ideas about the Products or Services, including how to improve the Products or Services (“Ideas”). By submitting any Ideas, you agree that your submissions are voluntary, gratuitous, unsolicited, and without restriction and will not place Behold under any fiduciary or other obligation. Behold may use, copy, modify, publish, or redistribute the submission and its contents for any purpose and in any way without any compensation to you. You also agree that Behold does not waive any rights to use similar or related ideas previously known to Behold, developed by its employees, or obtained from other sources.
(c) User Submissions. You hereby grant us with a nonexclusive, worldwide, royalty-free, perpetual, irrevocable, sublicenseable and transferable right to access, display, or otherwise use your User Submissions (including all related intellectual property rights) solely in connection with providing you the Services and as directed by you. You also hereby do and shall grant each user of the Services a non-exclusive license to access and use your User Submissions through the Services and as permitted through the functionality of the Services and under these Terms. Furthermore, you understand that we retain the right to reformat, modify, create derivative works of, excerpt, and translate any User Submissions submitted by you. For clarity, the foregoing license grant to Behold does not affect your ownership of or right to grant additional licenses to the material in your User Submissions, unless otherwise agreed in writing.
7. Indemnity
You agree to defend, indemnify and hold Behold and its licensors and suppliers harmless from any damages, liabilities, claims or demands (including costs and attorneys’ fees) made by any third party due to or arising out of (i) your use of the Products or Services, (ii) your violation of these Terms, (iii) any User Submissions or Feedback you provide; or (iv) your violation of any law or the rights of any third party. Behold reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Behold and you agree to cooperate with our defense of such claims. You agree not to settle any such claim without Behold’s prior written consent. Behold will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
8. Warranty Disclaimers
(a) THE WARRANTY FOR THE PRODUCT AND PRODUCT SOFTWARE ARE SET FORTH IN THE LIMITED WARRANTY AND THE EULA, RESPECTIVELY.
(b) THE SERVICES (I.E., THE SITES, WEB APPS, MOBILE APPS) ARE PROVIDED FOR YOUR CONVENIENCE, “AS IS” AND “AS AVAILABLE” AND BEHOLD AND OUR LICENSORS AND SUPPLIERS EXPRESSLY DISCLAIM ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AND NON-INFRINGEMENT.
(c) BEHOLD AND OUR LICENSORS AND SUPPLIERS MAKE NO WARRANTY THAT DEFECTS WILL BE CORRECTED OR THAT THE SERVICES: (I) WILL MEET YOUR REQUIREMENTS; (II) WILL BE COMPATIBLE WITH YOUR FACILITY NETWORK, COMPUTER OR MOBILE DEVICE; (III) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (IV) WILL BE ACCURATE OR RELIABLE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM BEHOLD OR THOUGH THE SERVICES SHALL CREATE ANY WARRANTY.
(d) BEHOLD DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH OR IN CONNECTION WITH THE PRODUCTS OR SERVICES (INCLUDING, BUT NOT LIMITED TO, THIRD PARTY PRODUCTS AND SERVICES CONNECTED THROUGH THE WORKS WITH BEHOLD PLATFORM) OR ANY HYPERLINKED WEBSITE OR SERVICE, AND BEHOLD WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF SUCH PRODUCTS OR SERVICES.
(e) WHEN YOU INSTALL, SETUP OR USE PRODUCTS AND SERVICES LIKE THOSE PROVIDED BY BEHOLD YOU ARE GIVEN THE OPPORTUNITY TO ALTER DEFAULTS OR CHOOSE PARTICULAR SETTINGS. THE CHOICES YOU MAKE CAN CAUSE DAMAGE OR LEAD TO NON-RECOMMENDED OPERATION OF YOUR CONNECTED EQUIPMENT OR SYSTEMS. YOU ASSUME ALL LIABILITY FOR SUCH DAMAGE WHEN YOU CHOOSE PARTICULAR SETTINGS OR SET OR ADJUST DEFAULTS.
(f) BEHOLD MAKES NO REPRESENTATIONS CONCERNING ANY CONTENT CONTAINED IN OR ACCESSED THROUGH THE SERVICES, AND BEHOLD WILL NOT BE RESPONSIBLE OR LIABLE FOR THE ACCURACY, COPYRIGHT COMPLIANCE, LEGALITY OR DECENCY OF MATERIAL CONTAINED IN OR ACCESSED THROUGH THE SERVICES. BEHOLD MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING SUGGESTIONS OR RECOMMENDATIONS OF SERVICES OR PRODUCTS OFFERED OR PURCHASED THROUGH THE SERVICES.
9. Limitation of Liability
Nothing in these Terms and in particular within this "Limitation of Liability" clause shall attempt to exclude liability that cannot be excluded under applicable law.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN ADDITION TO THE ABOVE WARRANTY DISCLAIMERS, IN NO EVENT WILL (A) BEHOLD BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, SPECIAL, OR INCIDENTAL DAMAGES, INCLUDING ANY DAMAGES FOR LOST DATA OR LOST PROFITS, ARISING FROM OR RELATING TO THE SERVICES OR THE PRODUCTS, EVEN IF Behold KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, AND (B) BEHOLD’S TOTAL CUMULATIVE LIABILITY ARISING FROM OR RELATED TO THE SERVICES AND THE PRODUCTS, WHETHER IN CONTRACT OR TORT OR OTHERWISE, EXCEED THE FEES ACTUALLY PAID BY YOU TO BEHOLD OR BEHOLD’S AUTHORIZED RESELLER FOR THE SERVICES OR THE PRODUCT AT ISSUE IN THE PRIOR 12 MONTHS (IF ANY). THIS LIMITATION IS CUMULATIVE AND WILL NOT BE INCREASED BY THE EXISTENCE OF MORE THAN ONE INCIDENT OR CLAIM. BEHOLD DISCLAIMS ALL LIABILITY OF ANY KIND OF BEHOLD’S LICENSORS AND SUPPLIERS. UNDER NO CIRCUMSTANCES WILL Behold BE LIABLE IN ANY WAY FOR ANY CONTENT, INCLUDING, BUT NOT LIMITED TO, ANY ERRORS OR OMISSIONS IN ANY CONTENT, OR ANY LOSS OR DAMAGE OF ANY KIND INCURRED IN CONNECTION WITH USE OF OR EXPOSURE TO ANY CONTENT POSTED, EMAILED, ACCESSED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES.
10. Fees and Payment
Certain Services may be provided for a fee. You shall pay all applicable fees in connection with the Services selected by you in accordance with the Terms of Sale.
11. Disputes and Arbitration
(a) Contact Behold First. If a dispute arises between you and Behold, our goal is to learn about and address your concerns. You agree that you will notify Behold about any dispute you have with Behold regarding these Terms or our Products or Services by contacting Behold.
(b) Binding Arbitration. You and Behold agree, subject to clause 11(c) (Protection of Confidentiality and Intellectual Property Rights), to submit any claim, dispute, action, cause of action, issue, or request for relief arising out of or relating to these Terms or your use of the Services to binding arbitration rather than by filing any lawsuit in any forum other than set forth in this section. Further you agree arbitration is final and binding and subject to only very limited review by a court. You also waive your right to any form of appeal, review or recourse to any court or other judicial authority, insofar as such waiver may be validly made. This provision is intended to be interpreted broadly to encompass all disputes or claims arising out of or relating to your use of the Service. Subject to clause 11
(c) (Protection of Confidentiality and Intellectual Property Rights), any dispute or claim made by you against us or us against you arising out of or relating to these Terms or your use of the Services (whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory) will be resolved by binding arbitration except that you may take claims to small claims court if they qualify for hearing by such a court.
(d) Arbitration Procedures. You must first present any claim or dispute to us by contacting Behold to allow us an opportunity to resolve the dispute. You may request arbitration if your claim or dispute cannot be resolved within 60 days after presenting the claim or dispute to Behold. Behold may request arbitration against you at any time after it has notified you of a claim or dispute in accordance with clause 11(f) (Notifications). The arbitration of any dispute or claim shall be conducted in accordance with the then current and applicable rules of the American Arbitration Association as modified by this agreement. The place of any arbitration will be Waterloo, Ontario, Canada, and will be conducted in the English language. Claims will be heard by a single arbitrator. The arbitrator may not award relief in excess of or contrary to what this agreement provides, order consolidation or arbitration on a class wide or representative basis, award punitive or consequential damages or any other damages aside from the prevailing party’s actual damages, or order injunctive or declaratory relief, except that the arbitrator may award on an individual basis damages required by statute and may order injunctive or declaratory relief pursuant to an applicable consumer protection statute. Any arbitration shall be confidential, and neither you, nor Behold nor the arbitrator may disclose the existence, content or results of any arbitration, except as may be required by law or for purposes of enforcement or appeal of the arbitration award. Judgment on any arbitration award may be entered in any court having proper jurisdiction. If any portion of this arbitration clause is determined by a court to be inapplicable or invalid, then the remainder shall still be given full force and effect.
(e) No Class Actions. There shall be no right or authority for any claims subject to this arbitration clause to be arbitrated on a class action or consolidated basis or on bases involving claims brought in a purported representative capacity on behalf of the general public (including, but not limited to, as a private attorney general).
(f) Fees and Expenses. All administrative fees and expenses of arbitration will be divided equally between you and Behold. Each party will bear the expense of its own counsel, experts, witnesses and preparation and presentation of evidence at the arbitration hearing.
(g) YOU MUST CONTACT BEHOLD WITHIN ONE (1) YEAR OF THE DATE OF THE OCCURRENCE OF THE EVENT OR FACTS GIVING RISE TO A DISPUTE, OR YOU WAIVE THE RIGHT TO PURSUE ANY CLAIM BASED UPON SUCH EVENT, FACTS, OR DISPUTE.
12. General
(a) Changes to these Terms. Behold reserves the right to make changes to these Terms. We'll post notice of modifications to these Terms on this page. You should ensure that you have read and agree with our most recent Terms when you use the Services. Continued use of the Services following notice of such changes shall indicate your acknowledgment of such changes and agreement to be bound by the revised Terms.
(b) Governing Law. The courts in some countries will not apply Ontario, Canada law to some types of disputes. If you reside in one of those countries, then where Ontario, Canada law is excluded from applying, your country's laws will apply to such disputes related to these terms. Otherwise, you agree that these Terms, and any claim, dispute, action, cause of action, issue, or request for relief arising out of or relating to these Terms or your use of the Products and Services shall be governed by the laws of the Province of Ontario, Canada without giving effect to any conflict of laws principles that may provide the application of the law of another jurisdiction. You agree to submit to the personal jurisdiction of the provincial and federal courts in or for Ontario, Canada for the purpose of litigating all such claims or disputes, unless such claim or dispute is required to be arbitrated as set forth in an above section.
(c) Protection of Confidentiality and Intellectual Property Rights. Notwithstanding the foregoing, Behold may seek injunctive or other equitable relief to protect its confidential information and intellectual property rights or to prevent loss of data or damage to its servers in any court of competent jurisdiction.
(d) Entire Agreement/Severability. These Terms constitute the entire agreement between you and Behold regarding the use of the Services. Any failure by Behold to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Neither party is an agent or partner of the other party.
(e) Survivability. The obligations in Sections 3(d), 4, 6, 7, 8, 9, 11, and 12 will survive any expiration or termination of these Terms.
(f) Assignment. These Terms, and any associated rights or obligations, may not be assigned or otherwise transferred by you without Behold’s prior written consent. These Terms may be assigned by Behold without restriction. These Terms are binding upon any permitted assignee.
(g) Notifications. Behold may provide notifications to you as required by law or for marketing or other purposes via (at its option) email to the primary email associated with your Account, mobile notifications, hard copy, or posting of such notice on www.BeholdControl.com. Behold is not responsible for any automatic filtering you or your network provider may apply to email notifications. Behold recommends that you add @BeholdControl.com email addresses to your email address book to help ensure you receive email notifications from Behold.
(h) Disclosures. Please see www.beholdcontrol.com for Behold’s address.(i) Copyright/Trademark Information. Copyright © 2015, Behold Control Equipment Inc. All rights reserved. All trademarks, logos, and service marks (“Marks”) displayed on the Services are the property of Behold or of their respective holders. You are not permitted to use any of the Marks without the applicable prior written consent of Behold or such respective holders. Behold reserves the right to alter product and services offerings, specifications, and pricing at any time without notice, and is not responsible for typographical or graphical errors that may appear in this or in related documents.
To use the Services, you must register for a user account (“Account”), provide certain information about yourself as prompted by the applicable registration form and pay annual license fee. You represent and warrant that: (a) all required registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; and (c) your use of the Services does not violate any Canadian/U.S. or other applicable law or regulation (e.g., you are not located in an embargoed country or are not listed as a prohibited or restricted party under applicable export control laws and regulations). You are entirely responsible for maintaining the confidentiality of your Account login information and for all activities that occur under your Account. You agree to use “strong” passwords (passwords that use a combination of upper and lower case letters, numbers and symbols) with your Account, and to maintain your password securely to prevent others from gaining access without your permission. You agree to immediately notify Behold of any unauthorized use, or suspected unauthorized use, of your Account or any other breach of security. Behold is not liable for any loss or damage arising from your failure to comply with the above requirements.
(a) Intended Use of Behold Services. The Services are intended to be accessed and used for non-time-critical information and control of Behold products. While we aim for the Services to be highly reliable and available, they are not intended to be reliable or available 100% of the time. The Services are subject to sporadic interruptions and failures for a variety of reasons beyond Behold’s control, including Cellular and on-premise network intermittency, service provider uptime, mobile notifications and carriers, among others. You acknowledge these limitations and agree that Behold is not responsible for any damages allegedly caused by the failure or delay of the Services to reflect current status or notifications.
(a) General. Behold Services rely on or interoperate with third party products and services. These third party products and services are beyond Behold’s control, but their operation may impact or be impacted by the use and reliability of the Behold Services. You acknowledge and agree that: (i) the use and availability of the Services is dependent on third party product vendors and service providers, (ii) these third party products and services may not operate in a reliable manner 100% of the time, and they may impact the way that the Behold Services operate, and (iii) Behold is not responsible for damages and losses due to the operation of these third party products and services.
(a) Behold Property. You acknowledge that all intellectual property rights, including without limitation copyrights, patents, trademarks, and trade secrets, in the Product, Product Software, and Services (i.e., the Sites, Web Apps, and Mobile Apps) are owned by Behold or its affiliates or our licensors. Your possession, access, and use of the Product, Product Software, and Services do not transfer to you or any third party any rights, title, or interest in or to such intellectual property rights. Behold and its affiliates and licensors and suppliers reserve all rights not granted in these Terms. The Services are licensed to you, not sold, under these Terms.
You agree to defend, indemnify and hold Behold and its licensors and suppliers harmless from any damages, liabilities, claims or demands (including costs and attorneys’ fees) made by any third party due to or arising out of (i) your use of the Products or Services, (ii) your violation of these Terms, (iii) any User Submissions or Feedback you provide; or (iv) your violation of any law or the rights of any third party. Behold reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Behold and you agree to cooperate with our defense of such claims. You agree not to settle any such claim without Behold’s prior written consent. Behold will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
(a) THE WARRANTY FOR THE PRODUCT AND PRODUCT SOFTWARE ARE SET FORTH IN THE LIMITED WARRANTY AND THE EULA, RESPECTIVELY.
Nothing in these Terms and in particular within this "Limitation of Liability" clause shall attempt to exclude liability that cannot be excluded under applicable law.
Certain Services may be provided for a fee. You shall pay all applicable fees in connection with the Services selected by you in accordance with the Terms of Sale.
(a) Contact Behold First. If a dispute arises between you and Behold, our goal is to learn about and address your concerns. You agree that you will notify Behold about any dispute you have with Behold regarding these Terms or our Products or Services by contacting Behold.
(a) Changes to these Terms. Behold reserves the right to make changes to these Terms. We'll post notice of modifications to these Terms on this page. You should ensure that you have read and agree with our most recent Terms when you use the Services. Continued use of the Services following notice of such changes shall indicate your acknowledgment of such changes and agreement to be bound by the revised Terms.