Terms & Conditions
Email | Print

The OxBlue Product owned and operated by OxBlue is provided to the Client under the terms and conditions of this End User Terms of Service, and any revisions, operating rules or policies that may be published by OxBlue on the OxBlue website (collectively, "TOS" or "Terms of Service"). The TOS, and any attachment expressly referenced in this TOS, is the complete and exclusive statement of the Agreement between OxBlue and Client and supersedes any prior agreement, oral or written, relating to the subject matter of the TOS. BY USING THE OXBLUE PRODUCT, CLIENT AGREES TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS HEREIN. IF YOU DISAGREE WITH ANY PART OF THESE TERMS OF SERVICE, DO NOT USE OR REGISTER FOR THE USE OF THE OXBLUE PRODUCT.

Access To Site
OxBlue expressly prohibits the use of devices (including software) designed to provide repeated automated access to the online system and its Content for any purpose. We reserve the right to take all measures necessary to prevent such access, including denial or termination of service. Only human user-based access is permitted.

Billings/Payments
Invoices will be submitted monthly for services and reimbursable expenses and are due when rendered. Invoice shall be considered PAST DUE if not paid within 30 days after the invoice date and OxBlue Corporation may without waiving any claim or right against Client, and without liability whatsoever to the Client, terminate the performance of the service. Retainers shall be credited on the final invoice. A service charge will be charged at 1.5% (or the legal rate) per month on the unpaid balance. In the event any portion or all of an account remains unpaid 90 days after billing, the Client shall pay cost of collection, including all reasonable attorneys' fees.

Risk Allocations/Limitation of Liability
It is agreed that Client will limit any and all liability for any damage on account of any error, omission or other professional negligence to a sum not to exceed the amount of the fee. If Client prefers to have higher limits of liability, the limits can be increased by Client's written request at the time of acceptance of this proposal, provided that Client agrees to pay an additional consideration for the higher liability limits because of the greater risk assumed.

Availability of Service
OxBlue uses various coverage maps based on computerized, mathematical predictions of expected coverage. Given the nature of wireless radio engineering, it is impossible to predict with 100% certainty whether a site will have coverage. Actual coverage area may differ substantially from that shown on coverage maps, and coverage may be affected by such things as terrain, weather, foliage, buildings and other construction, signal strength, equipment and other factors. OxBlue does not guarantee coverage, and coverage is subject to change and may not be relied upon. In-building coverage can and will be adversely affected by the thickness/construction type of walls, or location in the building (i.e., in the basement, in the middle of the building with multiple walls, etc.)

Installation & Support
Client is responsible for testing and installation of the OxBlue Camera System (the "System"). It is the Client's responsibility to install the System per all local codes and requirements. Client shall provide an onsite contact person who is able to provide basic services necessary for the maintenance and operation of the camera including testing, installation and, from time to time, confirmation on the status of System's indicator lights. Should the System require replacement, OxBlue will provide a replacement System (within the US) at no cost to the Client. Client's site contact shall be able to install the replacement System at no cost to OxBlue. Client is responsible for the return of the original unit within 30 days of the replacement unit arriving at site. If the original unit is not returned to OxBlue’s office within 30 days of the replacement unit arriving on site, Client agrees to purchase the replacement unit at the price of the original unit which was not returned.

Termination of Services
This Agreement may be terminated upon 10 days written notice by either party should the other fail to perform it's obligation hereunder. In the event of termination, the Client shall pay OxBlue Corporation for all services, rendered to the date of termination, all reimbursable expenses, and reimbursable termination expenses. Images will be permanently removed when the account they are associated with has had no billable archiving service for a period of 12 months. This process will occur at periodic intervals so Client should assume that after 12 months, any images associated with these accounts will be permanently removed.

Ownership Documents
All images and time-lapse footage created under this Agreement are instruments of service and are, and shall remain, the property of OxBlue, including all intellectual property rights to them, until such time as they are paid for in full by the Client at which time their ownership shall pass to the Client.

All intellectual property and other materials owned by OxBlue, including but not limited to trademarks, patents, pending patents, embedded software, and server software, shall remain the exclusive property of OxBlue Corporation. Notwithstanding the foregoing, OxBlue reserves the right to use limited samples of the photos and time-lapse footage produced for the Client for OxBlue's marketing and promotional purposes.

Applicable Law
Unless otherwise specified, venue and the choice of law for this Agreement shall be governed by the laws of the principal place of business of OxBlue Corporation.

Safety
Should Client or its contractors be conducting activities on the Site, OxBlue shall not be responsible for site safety and shall have no right or obligation to direct, interfere with, or stop the work of Client's contractors, agents, or employees. Should OxBlue provide observations or monitoring services at the job site during construction, Client agrees that, in accordance with generally accepted construction practice, the Contractor, or Client, will be solely and completely responsible for working conditions on the job site, including safety of all persons and property during the performance of work and compliance with OSHA regulations, and these regulations will apply continuously and will not be limited to working hours. Any monitoring of the Contractor's procedures conducted by OxBlue does not include review of the adequacy of the Contractor's safety measures in, on, adjacent to, or near the project site.

Service Agreement

Financial Arrangements
OxBlue Corporation will invoice Client for the cost of the OxBlue Camera System (the "System") including hardware, configuration, testing, and setup of said System to Client.

OxBlue Corporation will invoice Client on a monthly basis for the System service fee at the determined rate per month per camera. To terminate monthly service, Client must disconnect the camera unit from power.

System services include the acquisition, transfer, backup, viewing access via the interface on the Internet, and online storage of images subject to continued monthly service fee payment by Client. In addition, continuous upgrades to the System will also be included.

Should the System require replacement, OxBlue Corporation may, at its discretion, use a new or reconditioned System.

Invoices are due net 30 payable by check to OxBlue Corporation:
OxBlue Corporation
814 Bellemeade Ave NW
Atlanta, GA 30318

Term of Agreement & Termination
Service begins on the day in which the System equipment begins transmitting images.

Either party, without cause, may terminate this Agreement by giving the other party written 10 day notice. In the event that the Client terminates this Agreement, Client will be liable for the duration of the monthly service fee of that period.

Images will be permanently removed when the account they are associated with has had no billable archiving service for a period of 12 months. This process will occur at periodic intervals so Client should assume that after 12 months, any images associated with these accounts will be permanently removed.

Limited Liability
Client expressly agrees that use of the System is at Client's sole risk. Neither OxBlue Corporation, its employees, affiliates, agents, third party information providers, merchants, licensers, or the like, warrant that the System service will not be interrupted or error free; nor do they make any warranty as to the results that may be obtained from the use of the System. Under no circumstances, including negligence, shall OxBlue Corporation, its officers, agents or anyone else involved in creating, producing, or distributing the System be liable for any direct, indirect, incidental, special or consequential damages that result from the use of or inability to use the System; or that results from mistakes, omissions, interruptions, deletion of files, errors, defects, delays in operation, or transmission or any failure of performance, whether or not limited to acts of God or Nature, communication failure, theft, destruction or unauthorized access to records, programs or services. Notwithstanding the above, Client's exclusive remedies for all damages, losses and causes of actions whether in agreement, tort including negligence or otherwise, shall not exceed the aggregate dollar amount which Client paid during the term of this Agreement.

Lawful Purpose
Client may only use the System for lawful purposes. Transmission of any material in violation of any federal, state or local law is prohibited. This includes, but is not limited to copyrighted material, material legally judged to be threatening or obscene, pornographic, profane, or material protected by trade secrets.

Indemnification
Client agrees to indemnify OxBlue Corporation against liability for any and all use of the Client's account.

Client agrees that it shall defend, indemnify, save and hold OxBlue Corporation harmless from any and all demands, liabilities, losses, costs and claims, including reasonable attorneys' fees, asserted against OxBlue Corporation, its agents, its clients, servants, officers, and employees, that may arise or result from any service provided or performed or agreed to be performed or any product sold by Client, its agents, employees, or assigns. Client agrees to defend, indemnify and hold harmless OxBlue Corporation against liabilities arising out of (i) any injury to person or property caused by any products sold or otherwise distributed by Client in connection with the use of the System; (ii) any material supplied by Client infringing or allegedly infringing on the proprietary rights of a third party; (iii) copyright infringement and (iv) any defective product which Client sold in conjunction with using the System.

Continuous Product Improvement
OxBlue Corporation reserves the right to modify, add, or remove all services and features of the System at any time.

Please report any violations of the TOS to:
OxBlue Corporation
814 Bellemeade Ave NW
Atlanta, GA 30318