Terms of Use

These Terms of Use (“Terms”, “Agreement”) constitute a legally binding agreement between X-Centric Sciences (ABN 30 660 925 977), headquartered in Sydney, Australia (“X-Centric”, “we”, “us”, or “our”) and you (“User”, “you”, or “your”). This Agreement governs your access to and use of the xcentric.tech website, mobile applications, proprietary hardware, cloud dashboards, APIs, and secure MQTT brokers (collectively, the “Services”).

Note: X-Centric is a registered trademark of X-Centric Sciences.

By accessing or using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you are strictly prohibited from using the Services.

1. Company Mission and Purpose

X-Centric Sciences aims to generate a material positive impact on society and the environment, specifically by decreasing the cost of quality science and facilitating environmental sustainability in agriculture. By using our Services, you acknowledge and agree to support our mission of enabling precision agronomy for the benefit of both operators and the ecosystem.

2. Accounts, Security, and API Tokens

To access certain features of the Services, you must register for an account using our secure authentication providers. You are solely responsible for maintaining the confidentiality of your account credentials, passwords, and keys. You are fully responsible for all activities that occur under your account. You agree to notify us immediately of any unauthorized use or suspected security breach. We will not be liable for any losses or damage arising from your failure to comply with this security obligation.

3. Agronomic, AI, and VRA Disclaimer (Assumption of Risk)

THE SERVICES INCLUDE SPATIAL MODELING, SATELLITE IMAGERY INTERPOLATION, MASS BALANCE CALCULATORS, AND GENERATIVE ARTIFICIAL INTELLIGENCE (THE "AI SIDEKICK"). YOU EXPLICITLY ACKNOWLEDGE AND AGREE THAT:

• Not Professional Advice: X-Centric is a technology provider, not a licensed agronomist, financial advisor, or environmental regulator. All Variable Rate Application (VRA) maps, predictive yields, sustainability metrics, and AI-generated insights are hypotheses based on mathematical models, user-provided information, and third-party data. They are provided for informational purposes only.
• Ground-Truthing Required: AI models and remote-sensing data can produce inaccurate, incomplete, or hallucinated results. You are solely responsible for validating and confirming all data with a qualified, locally licensed agronomist before taking action in the field (e.g., applying fertilizer, altering irrigation).
• Limitation of Liability for Crop Loss: IN NO EVENT SHALL X-CENTRIC BE LIABLE FOR CROP FAILURE, YIELD REDUCTION, FINANCIAL LOSSES, SOIL TOXICITY, EQUIPMENT DAMAGE, OR REGULATORY FINES (INCLUDING ENVIRONMENTAL VIOLATIONS) RESULTING FROM YOUR RELIANCE ON THE SERVICES OR AI-GENERATED REPORTS.

4. Data Rights and Intellectual Property

a. Your Data: You retain all ownership rights to the raw telemetry, GPS coordinates, field boundaries, and financial/economic inputs ("User Content") that you upload or transmit through our Services. By uploading User Content, you grant X-Centric a worldwide, royalty-free, sublicensable, and transferable license to host, store, process, display, and transmit your User Content solely as required to provide the Services to you.

b. Aggregated and Anonymized Data (Machine Learning License): To further our mission of decreasing the cost of quality science, you grant X-Centric a perpetual, irrevocable, worldwide, royalty-free license to aggregate, anonymize, and de-identify your User Content. Once de-identified, X-Centric retains absolute and perpetual ownership of this Aggregated Data and may use it for any lawful business purpose, including but not limited to: training artificial intelligence (AI) and machine learning models, improving spatial interpolation algorithms, predicting soil carbon for environmental purposes, and publishing peer-reviewed agronomic research.

c. Our Intellectual Property: Excluding your User Content, all hardware designs, software code, proprietary algorithms (e.g., our VRA generation logic), visual interfaces, trademarks, and granted or pending patents associated with the Services are the exclusive property of X-Centric. Your use of the Services grants you no rights to our intellectual property other than the limited right to use the Services as intended.

5. Third-Party Integrations and APIs

Our Services rely on various third-party data providers, satellite imagery sources, and digital service providers. We do not warrant the uptime, accuracy, or continued availability of these third-party services. By using our features, you acknowledge that certain inputs and bounding boxes may be transmitted to third-party providers for processing. We are not liable for degraded service resulting from third-party outages, inaccuracies, or rate-limiting.

6. Prohibited Uses

You agree not to use the Services to:

• Reverse engineer, decompile, or attempt to extract the source code of the X-Centric mobile app, Dashboard, hardware firmware, or spatial interpolation algorithms.
• Use the Services to generate datasets to train competing AI or machine learning models.
• Intentionally overload, disrupt, or abuse our infrastructure or third-party APIs.
• Intercept or manipulate live telemetry feeds.
• Submit false or misleading environmental, spatial, or economic data. Our outputs rely on the accuracy of your inputs; intentionally submitting false information may lead to inaccurate outputs and is strictly prohibited.

7. Limitation of Liability

To the maximum extent permitted by applicable law, in no event will X-Centric, its affiliates, officers, directors, employees, or agents be liable for any indirect, incidental, special, consequential, or punitive damages, including lost profits, lost revenue, crop loss, or loss of data arising from your use of the services. In no event shall our aggregate liability exceed the greater of one hundred Australian Dollars ($100.00 AUD) or the amount you paid to us in the past twelve (12) months for the services.

8. Indemnification

You agree to defend, indemnify, and hold harmless X-Centric, its directors, officers, and employees from any claims, damages, liabilities, and expenses (including reasonable attorney's fees) arising out of: (a) your use of the Services; (b) your User Content; (c) your application of agronomic inputs (e.g., fertilizers, chemicals) based on our software; or (d) your violation of these Terms or any applicable environmental laws.

9. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of New South Wales, Australia, without regard to its conflict of law principles. Any legal action or proceeding arising under this Agreement shall be brought exclusively in the state or federal courts located in New South Wales, and the parties hereby consent to the personal jurisdiction and venue therein.

10. Changes to Terms

We reserve the right to modify these Terms at any time as our technology evolves. We will notify you of material changes by updating the date at the top of this page. Continued use of the Services constitutes acceptance of the modified Terms.

11. Contact Us

If you have any questions about these Terms, please contact us at: [email protected].