Terms and Conditions for Husqvarna Fleet Services
To use the full range of Services available through Husqvarna Fleet Services, you must subscribe each piece of equipment (a Machine Subscription) and each operator (an Operator Subscription). You can activate and inactivate Machine Subscriptions and Operator Subscriptions as needed (for example, at the beginning and end of a season). Available Service content depends on equipment model and some Services are not available for Third Party equipment. Detailed information about which Service content is available for each equipment model can be found on www.husqvarna.com or inside Fleet Services Platform. In 2018, we plan to release additional functions, at no extra charge. Planned functionality includes an asset list, project and task management, and a library.
For the avoidance of doubt, these terms and conditions apply only to the Services, and do not regulate the sale of Equipment and Hardware, which instead is regulated by a separate contract with the Husqvarna Sales Company or the Dealer.
The following terms shall, when used in these terms and conditions and on the Fleet Services Platform, have the meaning assigned to them in this Section 2:
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“Account” |
means a user account, including log-in credentials, enabling the Customer to access the Fleet Services Platform and other Husqvarna systems. |
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“Base Station” |
Each installation requires a base station, which is typically mounted where machines are stored. One base station can serve unlimited number of machine sensors. The base station functions as a server that gathers information from the machine sensors |
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“Customer” or “You” |
means the customer company that validly operates the Machines in its business and for which the Account has been created. |
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“Dealer” |
means an independent company (not part of the Husqvarna Group) that sells Husqvarna Machines and Hardware to the Customer under a separate agreement.
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“Fleet Services Platform” |
means the web portal found at fleetservices.husqvarna.com and dedicated apps for Android and iOS smart phones and tablets. |
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“Hardware” |
means all hardware equipment required for data collection, monitoring and management in connection with Husqvarna Fleet Services, including Sensors, Operator Tags, base stations and the necessary computer and telecommunications equipment to access the Internet. |
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“Husqvarna AB” |
means Husqvarna AB (publ), Company Registration No. 556000-5331, a corporation organized and existing under the laws of Sweden, having its principle office at Drottninggatan 2, SE-561 82 Huskvarna, Sweden. |
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“Husqvarna Machine”
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means a Husqvarna branded hand held, walk-behind, robotic lawn mower or ride-on Machine owned, leased or otherwise validly operated by the Customer as part of its fleet, in relation to which the Customer will use the Services. The Machine models available for the Services are listed on the Fleet Services Platform at www.husqvarna.com. |
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“Husqvarna Sales Company” |
Means the local Husqvarna sales company providing the Services to the Customer. The Husqvarna Sales Company is the Customer’s contracting party. The Husqvarna Sales Company in the United States is Husqvarna Professional Products, Inc., a Delaware corporation, with its principal place of business at 9335 Harris Corners Parkway, Suite 500, Charlotte, NC, 28269. |
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“Machine” |
Means a Husqvarna Machine and/or a Third Party Machine as the case may be. |
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“Machine Data” |
means certain data attributable to the Machine, such as engine rpm and clutch engagement. For the avoidance of doubt, Machine Data does not contain any personal data.
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“Fleet Machine Sensor” |
means a Sensor installed in a Machine. |
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“Operator” |
means the individual operating the Machine on behalf of the Customer. |
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"Operator Subscription" |
means a subscription to the Services, for one or more of the Operators. |
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“Platform User” |
means an individual who has been authorized by the Customer to use the Services and the Fleet Services Platform, or part thereof. |
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“Machine Subscription” |
means a subscription to the Services, for one or more of the Customer’s Machines. |
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“Operator Tag” |
means a Sensor, about the size of a thick credit card, and connects wirelessly to the machine sensor. The ID of both the machine and the operator is then paired in the cloud, enabling the system to keep track of who is running the machine. This enables the system to provide specific run-time feedback to each machine operator regarding workday log, machine handling, vibration doses, and more |
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“Sensor(s)” |
means the Fleet Machine Sensors and the sensors built into the Operator Tags and the base station, enabling data tracking and wireless transmission of data. |
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“Service(s)” |
means Husqvarna Fleet Services, as described in Section 1, as subscribed to by the Customers. |
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“Software” |
means the software provided with or embedded in the Sensor and the software contained in or underlying the Fleet Services Platform. |
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“System” |
means the Software and Hardware required for data collection, monitoring and management in connection with Husqvarna Fleet Services. |
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“Third Party Machine” |
Means a hand held, walk-behind, ride-on or other utility machine owned, leased or otherwise validly operated by the Customer as part of its fleet that is not a Husqvarna Machine, in relation to which the Customer will use the Services. |
To use the Services, You must:
Sign up for and create an Account, as further described in Section 4.
Accept these Terms and Conditions as set out on the Fleet Services Platform, as further described in Section 4.
Pay the relevant subscription fees, as further specified in Section 10.
Obtain the necessary Hardware (as defined in Section 2 above) as follows:
- The Fleet Machine Sensors and the Base Station are necessary for proper access to the Services. Optional Operator Tags may also be purchased.
- You must also have or purchase all computer and telecommunications equipment necessary to access the Fleet Services Platform (including an Internet connection).
Follow Husqvarna Sales Company’s instructions from time to time regarding the Services, for example relating to Software updates required for the continued use of a Service.
During the onboarding process, a welcome e-mail to the Fleet Services Platform will be generated and sent to You. You must create an Account, and You must also accept these Terms and Conditions for Husqvarna Fleet Services, as presented to You on the Fleet Services Platform.
The Husqvarna Fleet Services will be administered by You via a set of self-service modules in the Fleet Services Platform. Using the modules, You can add Machines, invite and manage Platform Users, activate Machine Subscription(s) and, if applicable, the Operator Subscription(s).
User names and passwords are personal and must be handled with care by You and the Platform Users. Keep your information secure, and do not share it with others.
You acknowledge that Husqvarna AB (or a third party) holds all intellectual property rights to the Software, including the Software documentation and user manuals. You may not copy, replicate, alter, modify, adapt, decompile, disassemble, create a derivative work of, reverse engineer, or otherwise attempt to discover any source code of the Software, except to the extent expressly permitted by Husqvarna AB or under mandatory law. You acknowledge and agree that You do not obtain any intellectual property rights to the Software, to the System or to Husqvarna AB’s or Husqvarna Sales Company’s registered trademarks and/or trade names.
Husqvarna Fleet Services are marketed by Husqvarna Sales Company as services. You also acknowledge and agree that, unless otherwise indicated, the Fleet Services Platform and its contents (except Your Data) are the property of Husqvarna AB. The copyright and the material contained on the Fleet Services Platform belong to Husqvarna AB or its licensors, and the trademarks appearing on the Fleet Services Platform are protected under law and international trademark laws. Except for Your Data, You may not copy, replicate or redistribute any of the content of the Fleet Services Platform or create a database in electronic form or manually by downloading and storing any such content.
Husqvarna Sales Company may modify the Services, including the fees, or the provisions of these terms and conditions at any time in Husqvarna Sales Company’s sole discretion. You will be notified of any change to a Service (other than minor changes) or these terms and conditions, which will become effective thirty (30) days after the notice is provided. If you do not agree to these changes, You may immediately terminate the Services, or individual subscriptions, by providing written notice to the Husqvarna Sales Company within thirty (30) days of our providing notice of a change. If You wish to terminate, the Husqvarna Sales Company will refund, on a pro-rated basis, any pre-paid sums for the Services You wish to terminate. Failure to provide written notice of termination within the thirty (30) day time period set forth above will constitute acceptance of Husqvarna Sales Company’s changes to the Services or these terms and conditions.
The Services will result in the automatic gathering of Machine Data and, if Operator Tags are used, personal data about the Operators.
Data created by You in connection with Your use of the Services belongs to You. However, Husqvarna AB, Husqvarna Sales Company and Dealers (as selected by You) may freely access, process, utilize and aggregate Machine Data contained in the Services and the System. Such aggregated Machine Data may, for example, be used to improve support services and to provide appropriate maintenance and asset management of the Machines. Husqvarna AB and Husqvarna Sales Company are free to disclose any de-identified or aggregated Machine Data to third parties and publicly. Husqvarna AB’s and Husqvarna Sales Company’s right to access, process, utilize and publish the de-identified or aggregated Machine Data may not be revoked or terminated and will survive the termination of all Subscriptions.
Personal data about the Operators, if gathered, will be stored on Your behalf in a database to which only a limited amount of Husqvarna users have access, and only on an as needed basis. See Section 8 below. By disclosing personal data in connection with the Services, You agrees and hereby confirm that You have obtained relevant consents from the Operators (if applicable) to all processing of personal data described above.
Historic data in the System connected to Your individual subscriptions can be accessed by You on the Fleet Services Platform at any time, even after the subscription has been deactivated.
You will control all personal data collected, stored and processed as part of Your use of the Services, and thus you will be considered a “Data Controller” under some privacy laws. You must ensure (i) compliance with all laws and regulations regarding data collection and storage; and (ii) that all relevant permits and consents required for such collection, storage and processing are obtained, including obtaining all necessary consents from Operators, Platform Users and Unions, if relevant.
Husqvarna AB and Husqvarna Sales Company will store the personal data on Your behalf in the System, and thus will be considered a “Data Processor” under some privacy laws. The personal data will only be collected, stored and processed on Your behalf, and for the sole purpose of providing the Services. The Husqvarna Group has implemented appropriate technical and organizational security measures to protect the data.
All parties shall comply with the requirements on Data Controllers and Data Processors included in the EU Directive 95/46/EC (the "Directive") and, as from 25 May 2018, Regulation (EU) 2016/679 General Data Protection Regulation (the "GDPR"), and such national legislation implementing the Directive and the GDPR (together the "Data Protection Legislation"). Husqvarna AB and Husqvarna Sales Company are given a general right to engage sub-processors. Husqvarna AB and Husqvarna Sales Company and their respective sub-processor(s) shall enter into written data processing agreement(s) in line with the Data Protection Legislation and Husqvarna AB and Husqvarna Sales Company must also ensure that there is legal ground for their respective transfer (if any) of data to a third country.
You agree not to disclose any confidential information of Husqvarna AB or Husqvarna Sales Company. Confidential Information includes all business, marketing, technical or other information of a confidential or sensitive nature belonging to, or licensed to, Husqvarna AB or Husqvarna Sales Company and disclosed to You as part of or in connection with the Services. Information shall not be considered confidential to the extent that such information is: (i) already known by You free of restriction at the time it is obtained; (ii) subsequently learned from an independent third party free of restriction; or (iii) available publicly.
You shall pay monthly fees, or as otherwise specified on the Fleet Services Platform, for each active subscription. Subscription fees paid are non-refundable, unless otherwise stated.
To the extent not expressly stated otherwise in these terms and conditions, neither Husqvarna AB, Husqvarna Sales Company, nor any of their partners, agents or affiliates, have made or shall be deemed to have made any representation or warranties in respect of the Services, the Fleet Services Platform or the System. Thus, they are provided without any warranties, to the fullest extent permissible by law.
You understand and agree that Husqvarna AB and Husqvarna Sales Company will have no responsibility or liability for any damage arising as a result of any inaccuracy in the data processed as part of the Services or as a result of a failure to store Your input information or Machine Data. You also understand and agree that the provision of the Services contains elements of hosting services and communications, and that the provision of such services might not be free from errors, meaning that the provision of the Services may be interrupted or suspended, and that Husqvarna AB and Husqvarna Sales Company will have no liability with respect thereto.
By agreeing to these terms and conditions, and to the extent permitted by law, You hereby waive any claims for compensation - including those of a non-contractual nature - for any minor damages caused by the failure of Husqvarna AB or Husqvarna Sales Company, their executive staff or other partners, agents or affiliates to perform their obligations under these terms and conditions.
TO THE EXTENT PERMITTED BY LAW, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE, WHETHER AS A RESULT OF BREACH OF CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE OR PATENT INFRINGEMENT) OR OTHERWISE, FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE OR EXEMPLARY DAMAGES RELATING TO OR ARISING OUT OF USE OF THE SERVICES OR ANY PRODUCT HEREUNDER
The above limitations shall not apply to damage resulting from death or injury.
You shall indemnify and hold harmless Husqvarna AB and Husqvarna Sales Company and each of their partners, agents and affiliates from and against any and all claims, liabilities, losses and damages, costs and expenses (including but not limited to any fines and legal expenses), caused by Your employees or other representatives or by Your third parties or arising out of Your breach of any of Your obligations under these terms and conditions or any of Your obligations under laws in connection with Your use of the Services, including the System, Software and the Fleet Services Platform.
Husqvarna shall have no responsibility or liability towards You or any third party for any claims, liabilities, losses and damages, costs and expenses (including but not limited to any fines and legal expenses) arising as a result of Your use of Fleet Machine Sensors with any Third Party Machine.
Without limitation as to Husqvarna’s other rights hereunder, You shall defend, indemnify, and hold Husqvarna, Husqvarna Sales Company, Dealer, and our affiliates, employees, agents, and customers harmless from and against all claims, liabilities, losses and damages, costs and expenses (including but not limited to any fines and legal expenses) arising out of (i) any death, personal injury, property damage or any other type of damage or injury, by whomever suffered, caused or alleged to be caused by mounting the Fleet Machine Sensor to a Third Party Machine; or (ii) the use of the Third Party Machine on which the Fleet Machine Sensor has been mounted; or (iii) any limitation in warranty covering the Third Party Machine caused or alleged to be caused by mounting the Fleet Machine Sensor to a Third Party Machine or the use thereof, or (iv) any other limitation in the Third Party Machine supplier’s, dealers and/or other representatives responsibility and/or liability for the Third Party Machine related to, caused or alleged to be caused by, mounting the Fleet Machine Sensor to the Third Party Machine or any other use of the Services.
Husqvarna Sales Company shall not be liable for any failure to perform its obligations under these terms and conditions if such failure is caused by a force majeure event such as any failure by a third party supplier of goods or services, communications outages or interruptions, accidents, strikes, labor trouble, earthquakes, flood, fire, riot, revolt, acts of war or terrorism, acts of governmental authority or the occurrence of any other event beyond the reasonable control of Husqvarna Sales Company.
You may not assign, delegate or pledge any right or obligation under Your subscription and these terms and conditions, either in whole or in part, against payment or free of charge, without the prior written consent of Husqvarna Sales Company.
Any notice required or permitted to be given under these terms and conditions by one of the parties to the other, shall, unless expressly stated otherwise herein, be delivered
To You, by e-mail to the e-mail address You provided or contact information as registered on the Account.
To Husqvarna Sales Company, by e-mail using the e-mail address set out on the Fleet Services Platform, under “Contact us”.
These terms and conditions shall apply for as long You maintain an Account. Any party may terminate the Services at any time with one months’ written notice, which may be served by all appropriate means with confirmation of delivery.
Any party is entitled to terminate the Services, or subscription(s), with immediate effect if (a) any other party commits a breach of these terms and conditions that, if capable of being cured, is not cured within ten (10) working days after the party was informed about the breach or (b) insolvency proceedings are instituted with respect to the Customer’s assets or if the institution of such proceedings has been rejected due to a lack of insolvency assets or the Customer can otherwise reasonably be considered as being insolvent (c) or winding-up proceedings take place or are pending against the Customer.
These terms and conditions shall be governed by and interpreted, and all rights and obligations of the parties shall be determined, in accordance with the laws of North Carolina, excluding its conflicts of law rules. Any dispute, controversy or claim arising out of or in connection with the Services or these terms and conditions, or the breach, termination or invalidity thereof shall be submitted to arbitration under the Commercial Arbitration Rules of the American Arbitration Association ("AAA"). Judgment upon the award rendered by the arbitrator shall be binding upon the parties and may be enforced in any court having jurisdiction. Unless otherwise agreed by the parties, a single arbitrator selected by the parties shall conduct the arbitration, or, if the parties are unable to agree, the AAA shall select the arbitrator. The arbitration shall be held in Charlotte, North Carolina, and the arbitrator shall be required to issue a reasoned written decision with respect to any determination. The arbitrator shall be empowered to award money damages but shall not be empowered to award punitive, exemplary, treble or consequential damages and shall have no power to decide any dispute except as between the parties. The fees of the arbitrator shall be divided equally between the parties, and each party shall bear all of its own remaining costs of the arbitration, including attorney fees. Any and all disputes shall be submitted to arbitration hereunder within one year after the date the dispute first arose or shall be forever barred. Arbitration shall be in lieu of all other remedies and procedures available to the parties; provided, however, that either party may seek preliminary injunctive relief prior to commencement of arbitration solely for the purpose of maintaining the status quo pending arbitration.
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