These Terms of Service (“Terms”) form a binding agreement between The Agentic Grove (“The Agentic Grove,” “we,” “us,” or “our”), a company incorporated under the laws of the Province of Alberta, Canada, and the individual or entity that accesses or uses our platform (“you,” “your,” or “Customer”). By creating an account, clicking “I agree,” or using the Service, you accept these Terms. If you are entering into these Terms on behalf of a company or other organization, you represent that you have authority to bind that organization.
If you do not agree to these Terms, do not use the Service.
1. Definitions
- “Service” means The Agentic Grove web application and related software, including the farm operations, ERP, CRM, analytics, and administrative features, and any associated APIs, documentation, and updates.
- “Customer Data” means all data, content, and information that you or your authorized users submit to or generate through the Service, including farm, lot, lifecycle, pricing, cost, customer-relationship, and operational data.
- “Authorized User” means an individual you permit to use the Service under your account (e.g., employees, contractors, or farm staff).
- “Account” means your registered access to the Service.
2. Eligibility and Accounts
2.1 You must be at least 18 years old and capable of forming a binding contract to use the Service.
2.2 You are responsible for the accuracy of registration information and for keeping your login credentials confidential. You are responsible for all activity that occurs under your Account and those of your Authorized Users.
2.3 You must notify us promptly at info@theagenticgrove.com of any unauthorized use of your Account or any security breach.
2.4 Certain administrative functions are restricted to approved users. You agree not to attempt to access features or data for which you are not authorized.
3. The Service and License
3.1 Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your internal business operations during the term of your subscription.
3.2 We may update, modify, or enhance the Service from time to time. We may add, change, or remove features, provided we do not materially degrade the core functionality you are paying for during a paid term.
3.3 The Service is provided on a software-as-a-service basis. You receive no copy of the underlying software and no right to access source code.
4. Subscriptions, Fees, and Payment
4.1 Access to certain features may require a paid subscription. Applicable fees, billing frequency, and plan features are as described at the time of purchase or in a separate order.
4.2 Unless stated otherwise, fees are exclusive of taxes, and you are responsible for all applicable taxes, duties, and currency-conversion costs.
4.3 Fees are non-refundable except as required by law or expressly stated. We may change pricing on renewal with prior notice.
4.4 If payment is overdue, we may suspend the Service after reasonable notice.
5. Customer Data and Ownership
5.1 You own your Customer Data. We claim no ownership of it.
5.2 You grant us a worldwide, limited license to host, process, transmit, display, and use Customer Data solely to provide, maintain, secure, and improve the Service, and as otherwise permitted in our Privacy Policy.
5.3 You are responsible for the legality of your Customer Data and for having the rights necessary to submit it, including any personal information of third parties (such as your buyers, contacts, or staff).
5.4 We may generate aggregated and de-identified data derived from use of the Service (which does not identify you or any individual) and may use it to operate, analyze, and improve our products.
5.5 Upon termination, you may request export of your Customer Data within 30 days, after which we may delete it in the ordinary course, subject to legal retention requirements.
6. Acceptable Use
You agree not to:
- use the Service unlawfully or in violation of these Terms;
- upload malware or interfere with the Service’s operation or security;
- attempt to gain unauthorized access to any system or data;
- reverse engineer, decompile, or copy the Service except as permitted by law;
- resell, sublicense, or provide the Service to third parties except your Authorized Users;
- use the Service to store or transmit unlawful, infringing, or harmful content; or
- use automated means to access the Service in a manner that imposes an unreasonable load.
7. Third-Party Services
The Service relies on third-party infrastructure and providers (including Google Cloud / Firebase for hosting, authentication, and database services, and email delivery providers). Your use may be subject to those providers’ terms. We are not responsible for third-party services outside our control, but we select reputable providers and use them to deliver the Service.
8. Intellectual Property
8.1 We and our licensors own all rights, title, and interest in and to the Service, including all software, designs, trademarks, logos (including “The Agentic Grove” name and marks), and content (excluding Customer Data).
8.2 No rights are granted to you except as expressly stated. You may not use our trademarks without prior written consent.
8.3 If you provide feedback or suggestions, you grant us a perpetual, royalty-free license to use them without obligation to you.
9. Privacy and Data Protection
9.1 Our handling of personal information is described in our Privacy Policy, incorporated by reference.
9.2 We process personal information in accordance with applicable laws, including Canada’s Personal Information Protection and Electronic Documents Act (PIPEDA) and, for users located in Costa Rica, the Ley de Protección de la Persona frente al tratamiento de sus datos personales (Ley N.º 8968) and its regulations, to the extent applicable.
9.3 Customer Data may be stored and processed in Canada, the United States, or other jurisdictions where we or our service providers operate. By using the Service, you consent to such cross-border transfer and processing, subject to appropriate safeguards.
10. Confidentiality
Each party may receive confidential information of the other. The receiving party will protect it with reasonable care, use it only to perform under these Terms, and not disclose it except to those who need to know and are bound by similar obligations. This does not apply to information that is public, independently developed, or rightfully obtained from a third party.
11. Warranties and Disclaimers
11.1 We will provide the Service with reasonable skill and care.
11.2 EXCEPT AS EXPRESSLY STATED, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
11.3 We do not warrant that the Service will be uninterrupted, error-free, or that analytics, forecasts, cost models, or recommendations will be accurate or suitable for any particular decision. You are responsible for your own business and agronomic decisions.
12. Limitation of Liability
12.1 To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, revenue, data, or goodwill, even if advised of the possibility.
12.2 Our total aggregate liability arising out of or related to these Terms or the Service will not exceed the greater of (a) the amounts you paid to us for the Service in the twelve (12) months preceding the event giving rise to the claim, or (b) CAD $100.
12.3 These limitations do not apply to liability that cannot be excluded by law.
13. Indemnification
You will defend, indemnify, and hold harmless The Agentic Grove and its officers, directors, employees, and agents from and against any third-party claims, damages, and costs (including reasonable legal fees) arising from your Customer Data, your use of the Service, or your breach of these Terms or applicable law.
14. Term and Termination
14.1 These Terms apply while you use the Service.
14.2 You may stop using the Service and close your Account at any time.
14.3 We may suspend or terminate your access if you materially breach these Terms and (where curable) fail to cure within 15 days of notice, or immediately for unlawful use or security risks.
14.4 Sections that by their nature should survive termination (including ownership, confidentiality, disclaimers, limitation of liability, indemnification, and governing law) will survive.
15. Changes to These Terms
We may update these Terms from time to time. If we make material changes, we will provide reasonable notice (for example, by email or in-app). Your continued use of the Service after the changes take effect constitutes acceptance. The “Last updated” date reflects the current version.
16. Governing Law and Dispute Resolution
16.1 These Terms are governed by the laws of the Province of Alberta and the federal laws of Canada applicable therein, without regard to conflict-of-laws rules.
16.2 Subject to Section 16.3, the courts located in Calgary, Alberta, Canada have exclusive jurisdiction, and the parties consent to that jurisdiction and venue.
16.3 The parties will first attempt in good faith to resolve any dispute informally by contacting info@theagenticgrove.com.
16.4 The United Nations Convention on Contracts for the International Sale of Goods does not apply.
17. International Use and Language
17.1 You are responsible for compliance with local laws applicable to your use of the Service, including in Costa Rica.
17.2 These Terms may be provided in English and Spanish for convenience. In the event of any conflict or inconsistency between versions, the English version governs, except where local law requires otherwise.
18. Force Majeure
Neither party is liable for failure or delay due to causes beyond its reasonable control, including acts of God, natural disasters, internet or utility failures, third-party provider outages, government action, or labor disturbances.
19. General
19.1 Assignment. You may not assign these Terms without our consent; we may assign to an affiliate or in connection with a merger or sale of assets.
19.2 Entire Agreement. These Terms (with the Privacy Policy and any order) are the entire agreement and supersede prior agreements on the subject.
19.3 Severability. If any provision is unenforceable, the rest remains in effect.
19.4 No Waiver. Failure to enforce a provision is not a waiver.
19.5 Notices. We may send notices to your Account email; you may contact us at info@theagenticgrove.com.
19.6 Relationship. The parties are independent contractors; nothing creates a partnership or agency.
20. Contact
The Agentic Grove
Calgary, Alberta, Canada
Email: info@theagenticgrove.com