Terms of Service

1. Acceptance of Terms

Welcome to Harvestry. These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Harvestry, Inc. ("Harvestry," "we," "us," or "our") governing your access to and use of the Harvestry platform, including our website, applications, APIs, and related services (collectively, the "Services").

By creating an account, accessing, or using our Services, you agree to be bound by these Terms. If you are using the Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms. If you do not agree to these Terms, you may not use our Services.

2. Description of Services

Harvestry provides a cultivation operating system platform designed to help cannabis and agricultural cultivators manage their operations, including but not limited to:

• Cultivation management and planning tools
• Environmental monitoring and control integration
• Inventory tracking and management
• Compliance reporting and regulatory integration
• Task and workflow management
• Analytics and reporting dashboards
• Third-party integrations (METRC, BioTrack, etc.)

3. Account Registration and Security

3.1 Account Creation

To use certain features of our Services, you must create an account. You agree to provide accurate, current, and complete information during registration and to keep your account information updated.

3.2 Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to:

• Use a strong, unique password
• Enable multi-factor authentication when available
• Notify us immediately of any unauthorized access or security breach
• Not share your account credentials with others

3.3 Account Termination

We reserve the right to suspend or terminate your account if you violate these Terms, engage in fraudulent activity, or for any other reason at our sole discretion with reasonable notice.

4. Acceptable Use

You agree to use our Services only for lawful purposes and in accordance with these Terms. You shall not:

• Violate any applicable federal, state, local, or international law or regulation
• Use the Services in connection with any unlawful cultivation or distribution activities
• Submit false, misleading, or fraudulent information
• Interfere with or disrupt the Services or servers
• Attempt to gain unauthorized access to any part of the Services
• Use automated systems or software to extract data from the Services (scraping)
• Reverse engineer, decompile, or disassemble any part of the Services
• Use the Services to transmit malware, viruses, or other harmful code
• Impersonate any person or entity
• Harass, abuse, or harm other users
• Use the Services to send spam or unsolicited communications

5. Subscription and Payment

5.1 Subscription Plans

Access to certain features requires a paid subscription. Current pricing and plan details are available on our website. We reserve the right to modify pricing with 30 days' notice.

5.2 Billing

Subscriptions are billed in advance on a monthly or annual basis. By subscribing, you authorize us to charge your payment method for recurring fees until you cancel.

5.3 Cancellation and Refunds

You may cancel your subscription at any time. Cancellation takes effect at the end of the current billing period. No refunds are provided for partial periods, except as required by law or stated in our refund policy.

5.4 Taxes

Prices do not include applicable taxes. You are responsible for all taxes associated with your subscription, except for taxes based on our net income.

6. Intellectual Property

6.1 Our Intellectual Property

The Services and all content, features, and functionality (including but not limited to software, text, graphics, logos, and user interface design) are owned by Harvestry or its licensors and are protected by intellectual property laws. You receive a limited, non-exclusive, non-transferable license to use the Services according to these Terms.

6.2 Your Content

You retain ownership of the data and content you submit to the Services ("Your Content"). By submitting Your Content, you grant us a worldwide, royalty-free license to use, store, process, and display Your Content solely to provide and improve the Services.

6.3 Feedback

Any feedback, suggestions, or ideas you provide about our Services may be used by us without obligation or compensation to you.

7. Data and Privacy

Your use of the Services is also governed by our Privacy Policy, which describes how we collect, use, and protect your information. By using the Services, you consent to our data practices as described in the Privacy Policy.

You are responsible for ensuring that your use of the Services complies with all applicable data protection and privacy laws, including obtaining any necessary consents from individuals whose data you input into the Services.

8. Compliance and Regulatory

While Harvestry provides tools to assist with regulatory compliance, you are solely responsible for ensuring your operations comply with all applicable laws and regulations. Our Services are designed to facilitate compliance but do not guarantee regulatory approval or protection from enforcement actions.

You acknowledge that cannabis cultivation may be subject to complex and varying regulations at federal, state, and local levels. You agree to use our Services only in jurisdictions where your activities are legally permitted.

9. Third-Party Integrations

Our Services may integrate with third-party services (such as METRC, BioTrack, and other platforms). Your use of third-party services is subject to their respective terms and policies. We are not responsible for the availability, accuracy, or conduct of third-party services.

10. Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING:

• Warranties of merchantability, fitness for a particular purpose, and non-infringement
• Warranties that the Services will be uninterrupted, error-free, or secure
• Warranties regarding the accuracy or completeness of any information
• Warranties that the Services will meet your requirements

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, HARVESTRY AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO:

• Loss of profits, revenue, or data
• Business interruption
• Regulatory fines or penalties
• Crop loss or damage
• Any damages arising from your use or inability to use the Services

OUR TOTAL LIABILITY SHALL NOT EXCEED THE AMOUNT YOU PAID TO US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR $100 IF YOU HAVE NOT MADE ANY PAYMENTS.

12. Indemnification

You agree to indemnify, defend, and hold harmless Harvestry and its officers, directors, employees, agents, and affiliates from any claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys' fees) arising from your use of the Services, violation of these Terms, or infringement of any third-party rights.

13. Dispute Resolution

13.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law provisions.

13.2 Arbitration

Any dispute arising from these Terms shall be resolved through binding arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules. The arbitration shall take place in Delaware or remotely at the parties' mutual agreement.

13.3 Class Action Waiver

You agree to resolve disputes with us on an individual basis and waive any right to participate in a class action lawsuit or class-wide arbitration.

14. Changes to Terms

We may 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. Your continued use of the Services after changes become effective constitutes your acceptance of the revised Terms.

15. General Provisions

• Entire Agreement: These Terms constitute the entire agreement between you and Harvestry regarding the Services.
• Severability: If any provision is found unenforceable, the remaining provisions shall continue in effect.
• Waiver: Our failure to enforce any right or provision shall not constitute a waiver.
• Assignment: You may not assign these Terms without our prior written consent.
• Force Majeure: We are not liable for delays or failures due to circumstances beyond our reasonable control.

16. Contact Information

For questions about these Terms, please contact us: