Terms of Use

Last updated: November 20, 2020

Blues Inc. and its affiliates (collectively, “Blues,” “we,” “our,” and “us”) operate the public-facing website, available at Blues.io as well as other Blues websites that link to these Terms of Use (collectively, our “Public Website”). These Terms of Use (the “Terms”) govern your use of the Public Website.

 

1. Scope of these Terms

These Terms apply to visitors to the Public Website (collectively, “you”). We offer a range of hardware products and cloud-based services, each of which provides a foundation for, and assists in the development and deployment of, IoT solutions (collectively, “Blues Offerings”). Our Public Website provides information concerning these Blues Offerings. It does not provide you access to functionalities available via our Blues Offerings.

2. Your Agreement

These Terms govern your use of the Public Website. Please read these Terms carefully as they impose legal obligations on you and us. By accessing or using the Public Website, you acknowledge and agree to be legally bound by these Terms.

3. Our Grant of Rights to You

Based on your agreement to comply with these Terms, we grant you the right to access and use, on a non-commercial and informational basis only, the Public Website and Website Content (as defined below) in order to: (i) learn more about Blues and our Blues Offerings; (ii) provide information to us through the Public Website; and (iii) download and print pages on the Public Website (collectively, the “General Permitted Purposes”). We strictly prohibit use of the Public Website or the Website Content for any purpose other than the General Permitted Purposes.

4. Blues Ownership; Reservation of Rights

Other than User-Generated Content (which is licensed pursuant to Section 5.1 (Grant of Rights in User-Generated Content)), as between the parties, all information, software, artwork, trademarks, text, video, audio, pictures, logos, and other content on the Public Website, including all associated intellectual property rights (collectively, the “Website Content”), are the property of Blues and its licensors, are protected by U.S. and international copyright and other intellectual property laws, or are used under principles of fair use. Blues and its licensors retain all rights, title, and interest with respect to the Public Website and Website Content except those expressly granted to you in these Terms. You agree not to duplicate, publish, display, distribute, modify, or create derivative works from the material available through the Public Website unless specifically authorized by these Terms or in writing by Blues.

5. User-Generated Content

The Public Website may provide you with the ability (either directly or through a third party service) to engage with us and others in exchanges of information and other communications, and these may include opportunities for you to provide comments, reviews, recommendations, information related to the Public Website, Blues offerings, IoT solutions, and other topics (collectively, “User-Generated Content”).

  • - Grant of Rights in User-Generated Content: By providing User-Generated Content, and subject to your rights in Personal Information set out in our Public Website Privacy Policy, you authorize us to copy, modify, display, distribute, use, and otherwise exercise applicable rights in the User-Generated Content without compensation to you, and for so long as we deem warranted (collectively, the “Use Rights”). In addition, you similarly authorize us to permit third-parties to exercise these Use Rights. By way of example, the Use Rights include the right for us to publish User-Generated Content on the Public Website in whole or in part, and whether cropped, adopted, altered, or otherwise manipulated.

  • - Requisite Permission for Providing User-Generated Content: By providing User-Generated Content, you warrant that you own such User-Generated Content (including any copyright and other intellectual property rights therein), or that you have rights in the User-Generated Content sufficient to provide the Use Rights.

  • - User-Generated Content Containing Personal Information: If you provide User-Generated Content that includes Personal Information (as this term is defined in our Public Website Privacy Policy), other than by means of a forum or other area open to the public, we will treat such User-Generated Content in accordance with our Public Website Privacy Policy.

  • - Right to Decline User-Generated Content: We expressly reserve the right to refuse to use (or to disable or remove) User-Generated Content that for any reason, including if we conclude, in our sole discretion, that such User-Generated Content violates these Terms or our Public Website Privacy Policy, or is incompatible with the purposes of the Public Website or our operations.

6. Code of Conduct; Revocation or Suspension of Use Privileges

By using the Public Website, you agree to comply with these Terms, and to follow our Code of Conduct, which is set out below. Under this Code of Conduct, you shall not:

  • – Use the Public Website for purposes that, in Blues’ judgment and sole discretion, are unlawful, obscene, harmful, hateful, invasive of the privacy of others, objectionable, or otherwise prohibited by these Terms;

  • – Use the Public Website in a manner that could disable, overburden, or impair the Public Website or interfere with another party’s use and enjoyment of the Public Website, such as through sending “spam”;

  • – Seek to obtain access to any Public Website features, Website Content, materials, accounts, or information through hacking, data harvesting, data mining, or through other means we have not intentionally made available to you through the Public Website; or

  • – Infringe Blues’ or any third-party’s copyright, patent, trademark, trade secret, or other proprietary rights or rights of publicity or privacy.

We reserve the right at any time to terminate or suspend your use of some or all of the Public Website immediately without notice if you engage in activities that we conclude, in our sole discretion, breach our Code of Conduct or otherwise violate these Terms or our Public Website Privacy Policy.

The Public Website may contain links or references to other websites. We have no control over these other websites or their content and do not assume responsibility or liability for any content, opinions, or material available on them. We do not endorse the content of any third-party website and are not responsible for the performance, functionality, or other attributes of such third-party websites.

8. Disclaimers

THE PUBLIC WEBSITE AND THE WEBSITE CONTENT ARE PROVIDED TO YOU FOR INFORMATIONAL PURPOSES ONLY, AND ARE DELIVERED ON AN “AS IS” AND “AS AVAILABLE” BASIS. BLUES AND ITS LICENSORS AND SERVICE PROVIDERS DISCLAIM: (i) ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT; (ii) ANY RESPONSIBILITY OR LIABILITY FOR THE ACCURACY, CONTENT, COMPLETENESS, OR LEGALITY OF INFORMATION AVAILABLE THROUGH THE PUBLIC WEBSITE; AND (iii) ANY RESPONSIBILITY OR LIABILITY FOR HARM RESULTING FROM DOWNLOADING OR ACCESSING INFORMATION THROUGH THE PUBLIC WEBSITE, INCLUDING HARM CAUSED BY VIRUSES OR SIMILAR DESTRUCTIVE FEATURES.

9. Limitation of Liability

UNDER NO CIRCUMSTANCES INCLUDING, BUT NOT LIMITED TO BREACH OF CONTRACT, TORT, OR NEGLIGENCE, WILL Blues OR ITS LICENSORS AND SERVICE PROVIDERS BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS) THAT ARISE OUT OF, OR ARE RELATED TO, YOUR USE OF THE PUBLIC WEBSITE OR WEBSITE CONTENT. IN NO EVENT SHALL Blues’ AGGREGATE LIABILITY TO YOU FOR ANY LOSS, DAMAGE, OR CLAIM RELATED TO OR ARISING OUT OF THE PUBLIC WEBSITE OR WEBSITE CONTENT EXCEED TEN DOLLARS ($10.00).

10. Indemnity

You agree to defend, indemnify, and hold Blues and its subsidiaries, affiliates, officers, directors, agents, and employees harmless from any liability to third-parties, including reasonable attorneys’ fees, arising from or related to your breach of these Terms or a claim that User-Generated Content or other material that you provide to us violate the rights of a third-party.

11. Monitoring Public Website Use

You agree that we have the right and discretion to monitor any activity and content associated with the Public Website or Website Content. We may investigate any reported violation of these Terms or complaints relating to the Public Website or Website Content, and may take any action that we believe is appropriate including, but not limited to, removing materials from the Public Website and terminating/suspending your access to the Public Website.

12. Modifications to these Terms

We may modify these Terms from time to time at our discretion. If we modify these Terms, then such modifications shall take effect proactively, upon your subsequent access to the Public Website. You may print out a copy of these Terms for your records.

13. Assignment

These Terms shall not be assignable by you, either in whole or in part. We reserve the right to assign the rights and obligations under these Terms for any reason and in our sole discretion.

14. General

These Terms shall be governed in all respects by the laws of the State of New York, USA, without giving effect to its conflicts of law provisions. Both parties submit to the personal jurisdiction of and venue in, the state and federal courts sitting in the judicial district that includes New York City, New York. The parties further agree that any cause of action arising under these Terms shall exclusively be brought in such courts. If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. Headings are for reference purposes only and in no way define, limit, construe, or describe the scope or extent of such section. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches.

15. Claims Against Other Users

You agree that in the event that you have any right, claim, or action against visitors or other users of the Public Website arising out of that person’s use of the Public Website, then you will pursue such right, claim, or action independently of, and without recourse to, us.

16. Translations

These Terms may be translated into languages other than English (collectively, “Translations”). Any communications sent by us to you shall be sent in English. Dispute resolution procedures arising out of either these Terms or the Translations shall be conducted in English, and the English version of these Terms shall control over the Translations.

17. Survival

In addition to any right or obligation that by its nature or intent is intended to survive any termination or expiration of these Terms, the following provisions shall survive the termination or expiration of these Terms and shall apply indefinitely: (i) Section 4 (Blues Ownership; Reservation of Rights); (ii) Section 5 (User-Generated Content); (iii) Section 6 (Code of Conduct; Revocation or Suspension of Use Privileges); (iv) Section 8 (Disclaimers); (v) Section 9 (Limitation of Liability); (vi) Section 10 (Indemnity); (vii) Section 14 (General); (viii) Section 17 (Survival); and (ix) Section 19 (Complete Agreement).

18. Contact Us

We welcome your feedback or suggestions. If you have suggestions or concerns, or questions about these Terms, please contact us at:

19. Complete Agreement

These Terms must be read in conjunction with our Public Website Privacy Policy and the provisions of our Public Website Privacy Policy are incorporated herein. To the extent that these Terms conflict with the Public Website Privacy Policy, the terms of the Public Website Privacy Policy shall control. Please note that, except as expressly stated otherwise, these Terms only apply to your use of the Public Website.

20. Effective Date

The effective date of this Website Privacy Policy is November 20, 2020.