Terms & Conditions proLink Kit
These Terms & Conditions for the Sale of the Kit (from now on “T&C”) govern the sale of hardware devices (which include the trial version of proGrow's SaaS) through our website: https://www.progrow.io.
By purchasing the equipment, the user expressly and fully accepts these T&C.
These T&C apply only to legal entities. The website does not offer the sale of the Kit to individuals (consumers).
1. DEFINITIONS
Contract:
The purchase and sale of the Kit through the Website.
Equipment:
any computer hardware, components, spare parts, or any other material available for purchase on the Website.
Technical Documentation:
The technical documentation that will be provided with the Kit. The technical documentation will include instructions for connecting, charging, and rebooting the equipment, as well as the setup of the SaaS.
Force Majeure:
any facts and/or unforeseeable and irresistible events whose effects occur independently of the will and outside the control of the Parties, which seriously prevent or hinder, directly or sequentially, the execution of the Contract.
Kit:
The IoT Kit/product includes the Equipment and the SaaS.
Parties:
proGrow and the User, collectively.
Producer:
the manufacturer of the Equipment.
proGrow:
PROGROW, S.A.
Commercial Warranty:
a commitment and/or declaration of conformity assumed by PROGROW towards the User.
Producer's Representative:
Any individual or legal entity acting as a commercial distributor of the equipment manufacturer and/or authorized after-sales service center, in this case, proGrow.
GDPR:
Regulation (EU) 679/2016 of April 27, General Data Protection Regulation.
SaaS:
The Software as a Service, in trial version, is owned by proGrow.
User:
The legal entity that acquires the Kit through the Website.
Trial Version:
The experimental version of the SaaS is free of charge.
Website:
The proGrow website www.progrow.io.
2. ORDERS AND PAYMENT
2.1 Orders. All orders for the Kit placed by the User through the Website will be exclusively governed by these T&C.
2.2 Order Processing.
2.2.1 Order requests remain active for the period identified on the Website at the time of “checkout.” However, if the order is registered under a promotional campaign, it may not be possible to guarantee prices, discounts, promotions, and offers if payment is not made. After confirming the receipt of payment, an email will be sent within a maximum of twenty-four hours to confirm the order. The email will be sent to the email address provided by the User at the time of purchase.
2.2.2 Proceeding with the order by the User constitutes full and complete acceptance of these T&C. These T&C will be the only applicable contractual conditions, so the User should keep a copy of them in a safe place/device of their choice.
2.2.3 The acquisition of the Kit via the Website is limited to mainland Portugal and the islands. proGrow reserves the right not to process orders and make deliveries outside of Portugal.
2.2.4 In cases of stock shortages or Force Majeure events, proGrow, as the Producer's Representative, will inform the User by email, and delivery will be made as soon as the impediments are lifted.
2.3 Receipt of the Order.
At the time of receiving the order, the User must confirm the contents of the Kit. The packaging of the Kit describes the respective Equipment and contains the Technical Documentation. If the User detects any missing Equipment and/or Technical Documentation, they must report it within a maximum of 24 (twenty-four) hours to proGrow, using the email indicated in section 6. Failure to report by the User within the indicated timeframe will mean that the Kit is compliant, and proGrow cannot be held responsible for the lack of components in the Kit.
2.4 Payment Methods. The following payment methods are available on the Website: Credit card (Visa, Mastercard, American Express, UnionPay). The charge will be made to the User immediately after the order is registered on the Website.
2.5 SaaS. The Kit will include the trial version (free for unrestricted use for 14 days) for the User. If the User opts to subscribe to the SaaS, they must contact proGrow through the means defined on the website or via the email address: sales@progrow.io.
It is also advisable to read the SaaS Subscription T&C.
3. PRICES
3.1 Prices are listed and presented in Euros (€), with fees and taxes included in the Kit, taking into account the VAT in force at the time of payment of the order.
3.2 The prices presented during the “checkout” process correspond to the most current prices in effect; however, they should only be considered valid while they are visible on the platform or on a refreshed page (cached or non-refreshed pages may show prices that are no longer updated).
4. WARRANTIES
4.1 Equipment.
4.1.1 Except for certain Equipment whose warranty is shorter, proGrow provides a Commercial Warranty of 3 (three) years related to the operation of the Equipment. For convenience, the Commercial Warranties are identified in the table in Annex I.
4.1.2 The original invoice for the purchase of the Kit will always be necessary to activate the warranty as proof of purchase.
4.1.3 Warranties do not apply to Equipment that has been used improperly, shows signs of inadvisable use or is contrary to the Technical Documentation, has been stored or assembled incorrectly, used inappropriately, damaged, altered, or cleaned with improper methods or products. Commercial warranties do not cover normal wear and tear or damage caused by impacts or accidents.
4.1.4 The Producer will examine the Equipment and validate whether the reported defect is covered by the warranty. In the case of a defect covered by the warranty, proGrow will repair or replace the Equipment with another identical one or a substitute of equivalent value. If the Equipment is no longer sold by proGrow, it will provide an appropriate substitute of equivalent value.
4.2 Annual SaaS Subscription.
4.2.1 The SaaS and all its content are provided on an “as is” basis. To the maximum extent permitted by law, proGrow makes no express or implied warranties, including—without limitation—any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights, correctness, completeness, reliability, quantity, quality, availability, performance, and/or uninterrupted or error-free access or usability of the application. Whenever the law determines the illegality of the exclusion of liability or imposes limits different from those set forth here regarding proGrow's liability for accessing or using the application, these terms will be reduced, revised, and interpreted accordingly, remaining in effect to the maximum extent legally permissible.
4.3 General Declarations of the User.
The User declares and guarantees that:
i. They have not, to the best of their knowledge, been declared insolvent or are in the process of recovery or revitalization, nor is there a general assignment of assets for the benefit of their creditors, and likewise, they have not been appointed, in relation to a substantial part of their assets, as a liquidator or judicial administrator;
ii. They have the necessary capacity and legitimacy to execute this Contract;
4.4 User Declarations Regarding the SaaS.
The User declares and guarantees that:
i. They will possess all necessary authorizations and consents required by law from any persons who will access and use the SaaS, having fully complied with their information duties, namely concerning the inherent risks of the traffic of information and personal data on social networks and/or in web environments;
ii. They will not infringe any intellectual property rights of proGrow.
iii. They will not infringe any applicable provision related to personal data protection legislation, namely, but not limited to, the GDPR. Likewise, the User, as the Data Controller, guarantees that they will fulfill the information duties towards personal data subjects (employees) and that the processing of personal data will comply with the lawful bases that justified the processing.
iv. The User agrees to defend, indemnify, and keep proGrow harmless from any and all liabilities associated or related to any requests, actions, claims, or indemnity claims directed at proGrow, namely, based on:
i. the User's non-compliance with these T&C;
ii. the unauthorized access or use of the SaaS.
5. LIABILITY
5.1 Equipment.
5.1.1 Except for damages caused by the User to the Equipment (falls, negligent use, among others), proGrow is responsible for the repair and/or replacement of the Equipment in the event of abnormal operation or malfunction during the period established in the Commercial Warranty, according to section 4.1. and Annex I.
5.1.2 The User must only and exclusively use the Equipment in accordance with the documentation provided with the Kit. The User will be responsible for any misuse or improper use of the Equipment. Misuse is understood as any use that is not in accordance with the Technical Documentation.
5.1.3 Although we strive to provide a description and image as accurately as possible of our products, proGrow does not guarantee the absolute accuracy and completeness of the Technical Documentation of the Kit published on the Website.
5.1.4 The authorship of the Technical Documentation related to the Equipment is the sole responsibility of the Producers, and proGrow cannot be held responsible for them.
5.1.5 The descriptions, photographs/videos of the Kit presented are merely illustrative.
5.2 SaaS Subscription.
5.2.1 proGrow will make its best efforts to ensure the functionalities described in the Technical Documentation. proGrow will assist the User regarding the operation of the SaaS.
5.2.2 The User expressly agrees that the use of the SaaS and its content is done at their sole discretion, at their exclusive expense and risk. proGrow does not guarantee that the SaaS is free of errors, that it is continuously available, permanently accessible, and/or completely operational at any time, nor that any specific functionality, level of performance, or availability is guaranteed. Likewise, proGrow does not guarantee that the SaaS, servers, email, or any notifications sent to/from proGrow are free of all and any viruses or harmful software components that could affect the User's equipment, systems, network, or any of their components. proGrow is not responsible, directly or indirectly, for any damages that may result from accessing and using the SaaS.
6. TECHNICAL ASSISTANCE
6.1 Any irregularity detected by the User in the operation of the Kit must be reported to proGrow through the following contacts: operations@progrow.io.
7. PRIVACY
7.1 Personal data will be processed in accordance with proGrow's Privacy Policy and Cookie Policy, and acceptance of these policies is an essential and necessary condition for the sale of the Kit, i.e., for the execution of the Contract.
7.2 proGrow makes its best efforts to protect the User's information. However, proGrow is not responsible for the communication of banking data entered by the User for order processing. proGrow acts merely as an intermediary for payments. It is also advisable to read the Website Usage T&C.
7.3 The User has the sole responsibility for establishing the lawful bases and providing information to the data subjects regarding the use of the SaaS, in accordance with the GDPR.
8. INTELLECTUAL PROPERTY RIGHTS
8.1 The SaaS and its development code are the exclusive property of proGrow, and no rights are transferred to the User through the Contract.
8.2 Nothing in these T&C shall be construed as implying that the remuneration paid by the User for entering into the Contract results in the transfer of any intellectual property rights from proGrow to the User.
9. GENERAL PROVISIONS
9.1 Suspension. In the event of a violation of these T&C, proGrow reserves the right, at any time, to suspend the sale of the Kit and/or exercise any legally provided action.
9.2 Updates. proGrow reserves the right to change or update the T&C whenever it deems necessary. Therefore, we advise the User to periodically consult these T&C.
9.3 Invalidity. The invalidity or nullity of any provision of these T&C will not compromise the validity and effectiveness of the remaining provisions.
9.4 Non-Exclusive Service. The User acknowledges that the Kit is provided on a non-exclusive basis. Nothing in these T&C shall be construed as preventing or restricting proGrow from providing the Kit or any other technology, including any resources or functionalities developed for the User, to other parties.
9.5 Non-Integrated Service. The User acknowledges that the Kit is provided “as is” and that the SaaS embedded in the Equipment corresponds to a trial version. The availability of all functionalities depends on the subscription.
9.6 ndependence. proGrow and the User are independent Parties, and nothing in these SaaS T&C shall be construed to imply that the Parties have any other contractual bond.
9.7 Assignment of Contractual Position. The User may not assign their position in this Contract without the prior consent of proGrow.
10. APPLICABLE LAW
10.1 These T&C have been drafted and will be interpreted in accordance with Portuguese law.
11. DISPUTE RESOLUTION. JURISDICTION
11.1 Any disputes arising out of or related to these T&C will be exclusively submitted to the jurisdiction of the civil courts of the district of Porto, with express waiver of any other.
ANNEX 1
COMMERCIAL WARRANTIES OF THE KIT EQUIPMENT
- Tablet and Support
- Technical Description: INSYS EM4-I17J Rugged Tablet with USB-RJ45 Adapter & Mounting Bracket.
- Commercial Warranty: 3 years
- Turck IoT Device
- Technical Description: IoT Turck TBEN-S2-8DXP.
- Commercial Warranty: 3 years
- DIN rail support
- Technical Description: Fixing Accessory TBNN-S0-DRS-01.
- Commercial Warranty: 1 year
- Ethernet connection cable
- Technical Description: 5-meter ethernet cable.CON. ETH 5m IE-SSPS4.027-5-IE-RJ45SS8.005/S3400.
- Commercial Warranty: 1 year
- -Electrical signal cables
- Technical Description: 5 meter connection cables for collecting signals CON. IOs 5m AL-WAS4-5/S370.
- Commercial Warranty: 1 year