Proximi.io Terms and Conditions

Proximi.io is a software development tool for developing location-aware Applications. By utilizing the Proximi.io Software you agree to the following terms and conditions.

Revised February 2023.

1. Terms and Conditions

The Terms form the contract between Navture Apps Oy (trading as “Proximi.io”, referred to hereafter as “We”) and you as an individual or company using the services provided by Proximi.io. The terms and conditions include this document and any additional terms or policies that may apply to some or all of our Services described below. Other terms and conditions of use may be allowed only after written permission, and are subject to separate terms and conditions and pricing.

Proximi.io retains the right to update these Terms and Conditions in the future. Where additional terms or policies apply, we will bring them to your attention and they will become part of these Terms. If there are any conflicts between additional terms or policies and our main Terms and Conditions, then the additional terms or policies will take precedence.

Whether you do not agree to any changes, you should discontinue your use of our Services. If you continue to use our Services after any update is announced, you will be considered to have agreed to these changes.

2. Definitions

Applications refer to applications which you can download and run on your phone, tablet or other electronic device, and which utilize the Proximi.io Services. This is not limited to mobile applications but also includes web applications and applications for any other computing platforms that we may choose to support.
Proximi.io Software refers to the Proximi.io’s cloud-based platform (including software libraries, sample codes, and APIs that may be integrated into an Application, and documentation), known commercially as Proximi.io, which allow software developers to develop location-aware Applications that combine multiple location technologies.
Content refers to the content, images and information You provide through an Application.
Services refer to the services that Proximi.io provides to its customers in connection with the Proximi.io Software, which include, without limitation, providing the Application access to different location technologies through the Proximi.io Software. These services are operated on our website at http://proximi.io (“Website”).

3. License

We grant you a non-sub licensable, non-transferable, non-exclusive, terminable, limited license to use the Proximi.io Software, until this Agreement is terminated. This license is solely for the purpose of incorporating libraries and APIs that are included in the Proximi.io Software into Your Applications, reproducing and distributing such libraries and APIs together with Your Applications and accessing, using, performing and displaying the Proximi.io Software via the Internet, solely for use with Your Applications.

You may not, directly or indirectly, in whole or in part: sell, rent, sublicense, lease, loan, commercially share or otherwise transfer or distribute or create derivative works of any part of Proximi.io Software. Neither you may not reverse engineer or attempt to extract the source code of any parts of the Proximi.io Software, unless laws prohibit those restrictions or you have our written permission.

There are no implied licenses under this Agreement and any rights in or to the Proximity Platform that are not expressly granted to you are reserved by us.

4. Fees and Payments

When You subscribe to a paid subscription, You agree to pay all fees charged by Proximi.io. All fees are non-refundable and, unless otherwise stated, displayed in EUR and exclusive of VAT. Taxes, all fees and other charges will be billed to Your credit card or invoiced. All transactions take place through secure payment processors. You hereby authorize Proximi.io to charge Your credit card. There will be no refunds or credits for partial months of service, upgrades, or unused months. Your subscription will renew automatically, unless Proximi.io terminates it or you terminate your subscription, as specified in section 13 below. You must cancel your subscription before it renews in order to avoid billing of subscription fees for the renewal term to Your credit card. In the event You fail to pay any amount when due, Proximi.io reserves the right to immediately suspend or terminate Your access to the Proximi.io Software and the Services.

Proximi.io reserves the right to adjust their pricing annually. The pricing is adjusted annually in January, according to the Finnish Consumer Price Index for December of the previous year. Proximi.io also reserves the right to not adjust the pricing at their own discretion. The increase will apply automatically for license charges invoiced from March onwards for monthly invoices or from the renewal date of the license period for annual licenses. Price changes do not apply to any invoices charged before the date.

At their own discretion, Proximi.io reserves the right to additional price increases upon the renewal of Your license period. You will be informed about a potential additional price increase before the renewal, and have the right to terminate the agreement at the end of the current license period.

5. Restrictions

The use of our Services in your Application must comply with all applicable laws, regulations, policies and industry guidelines. You may not use our Services for any unlawful, misleading, malicious, fraudulent or discriminatory conduct. You may neither use our Services to stalk, track or monitor people without their prior consent. The contents you upload to our Services may not include viruses or other malicious code, or include material that is hateful, threatening, defamatory, harassing, pornographic, obscene, racist, violent or is otherwise inappropriate as determined by us in our sole discretion.

You may only use our Services in the manner described in the Documents. You might not attempt to access our Service in a manner contradictory to those instructions, such as by using automated harvesting bots, robots, spiders or scrapers. Also, you may not jeopardize the proper functioning of our Services by any means, such as a denial of service attack.

You may not facilitate or encourage any violations of these Terms.

6. Privacy

You agree that you have read, understand and agree to the terms and conditions of the Privacy Policy which is available at http://proximi.io/privacy. The Privacy Policy may be updated time to time and any updates will be brought to your attention.

7. Ownership of Data

A feature of the Services provided by the Proximi.io Software is the data collected about Your Application’s end users’ whereabouts and movement patterns. You will own and have a non-exclusive right to access all the data collected by your Application through the use of the Proximi.io Software. You can export all of your information from the Proximi.io Software at any time, through our REST API, subject to limitations on maximum queries.

Proximi.io reserves the right to access, index, store and cache this data collected by Your Application through the Proximi.io Software and store any related content. Proximi.io may modify, combine and alter this data, and to choose to or not choose to, provide it to You in analytics and reporting formats as a feature of some or all of the paid subscription models. Additionally, Proximi.io retains the right to host, reuse, resell, re-package and otherwise exploit this material, in any and all media, whether currently known or created in the future, throughout the universe and in perpetuity without compensation.

8. Ownership of Contents

You retain copyright and any other rights you already hold in your Content, including text, graphics, images, photographs, audio and video, before you submitted it through our Services. You acknowledge that you are responsible for the legality, reliability, appropriateness, originality, and copyright of any material you submit, and warrant and represent that you have the full right and authority to submit this information through our Services.

Proximi.io is not responsible for monitoring our users’ content or use of the Services and the Proximi.io Software and therefore we cannot guarantee that our Services are free of illegal material or other content that may be considered unacceptable. When it comes to our attention, we may review content to determine whether it is illegal or violates our Terms and conditions, and we may remove or refuse to display it. In serious instances of abuse we may also notify the police or relevant law enforcement agency.

9. Intellectual Property

You acknowledge that Proximi.io owns all right, title and interest, including without limitation all intellectual property rights to the Proximi.io Software, as well as to all updates, enhancements and modifications thereto. Using our Services does not give you ownership of any intellectual property rights in our Services, Proximi.io Software or the content (other than content that belongs to you) that you access.

Any suggestions, requests, comments, criticism, ideas, remarks and know-how you communicate to us orally or in written form (including without limitation, product, service or advertising ideas) shall become property of Proximi.io. Proximi.io retains the exclusive right to host, reuse, resell, re-package and otherwise exploit this material, in any and all media, whether currently known or created in the future, throughout the universe and in perpetuity without compensation. We are not required to treat any of this material confidential and will not be held liable for any possible similarities in our future products, services or operations.

10. Warranty Disclaimer

You acknowledge that the Services are provided to you as is. We make no warranty of any kind, whether express, implied, STATUTORY, OR OTHERWISE regarding the Services, and we specifically disclaim ALL warranties INCLUDING BUT NOT LIMITED TO THOSE of merchantability, fitness for a particular purpose, SATISFACTORY QUALITY and non-infringement to the maximum extent permitted by law.

In addition, we do not warrant that the Services will meet your (or any of your end user’s) requirements, operate without interruption, be error-free, BE ALWAYS AVAILABLE OR AVAILABLE AT A PARTICULAR TIME, OR THAT any errors or defects will be corrected. We retain the right to alter, add and delete any parts or features of the Service without prior notice. We also retain the right to stop providing our Services to you or add or create new limits to our Services. FURTHERMORE, WE OFFER NO WARRANTY FOR STORING OR UPKEEPING OF THE DATA COLLECTED BY YOUR APPLICATION THROUGH THE USE OF PROXIMI.IO SOFTWARE AND DO NOT WARRANT ITS AVAILABILITY TO YOU AT A GIVEN TIME.

You will bear all risks relating to the quality and performance of the Services, and assume the entire cost of all necessary support, repair, and correction.

NONE OF THE PROXIMI.IO SOFTWARE AND SERVICES IS FAULT TOLERANT. THEY ARE NOT DESIGNED, LICENSED OR INTENDED FOR USE IN HAZARDOUS ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE SUCH AS IN THE OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION OR COMMUNICATIONS SYSTEMS, AIR TRAFFIC CONTROL, LIFE SUPPORT MACHINES, WEAPONS SYSTEMS OR ANY OTHER APPLICATION IN WHICH ITS FAILURE COULD LEAD DIRECTLY TO DEATH, PERSONAL INJURY, OR PHYSICAL OR ENVIRONMENTAL DAMAGE.

11. Indemnity

In no event will Proximi.io be liable to pay you compensation for financial loss, loss of profit, anticipated profits, goodwill or business opportunity, indirect, special, incidental or consequential loss, any information or data which is lost or corrupted, any damage to software, or any other loss. To the maximum extent permitted by law, the total liability of Proximi.io, our subsidiaries and affiliates for any claims under these Terms, including for any implied warranties, whether in contract or tort (including negligence) or otherwise, is limited to the amount that you paid us to use our Services in the previous 12 months.

You will defend, indemnify, and hold harmless Proximi.io and all its representatives against all claims, damages, losses, expenses and liabilities arising from any claims by any third party, in connection with your use or misuse of our Services or a breach of these Terms.

12. Protection of Confidential Information

You acknowledge that our Services contain proprietary information owned by Proximi.io. You agree not to decompile, disassemble, reverse engineer, or attempt to reconstruct, identify, or discover any source code (other than source code provided openly in the Proximi.io Software), underlying ideas, underlying user interface techniques (unless expressly authorized by the Documentation), or algorithms included in the Proximi.io Software by any means whatsoever, except to the extent the foregoing restriction is prohibited by applicable law.

13. Termination

This Agreement will automatically terminate if you break or are suspected of breaking these Terms or are in breach of an obligation to us.

Upon termination of this Agreement, all licenses and rights of access granted to you shall immediately terminate. The provisions of these Terms, which by their nature extend beyond the termination, will survive any termination or expiration of this Agreement.

14. Other Legal Points

These Terms, our relationship and any non-contractual obligations arising out of or in connection with these Terms are governed by the laws of Finland.

You accept that this agreement for our Services is personal to you / your organization and will not transfer or assign it to anyone else without prior written consent. We can transfer this Agreement to another company provided this does not adversely affect your rights under our Terms. These Terms do not create any agreements between Proximi.io and any thirds parties.

If any provision of this Agreement is found to be invalid or unenforceable, it will be enforced to the extent permissible and the remainder of this Agreement will remain in full force and effect. We may assign any or all of our rights or obligations under this Agreement.

Where applicable laws require, we will respond to legitimate requests by authorities or court orders to disclose your information.

Company Information

Navture Apps Oy (trading as “Proximi.io”), a company registered in Finland, company number 2609532-7.

Registered office address at Hämeentie 31, 00500 Helsinki, Finland.

If you have any questions regarding the Terms or our Services, you may contact us at support@proximi.io.