Terms of Use

Date Last Revised: April 21, 2014

This Terms of Use Policy (“Terms of Use Policy”) sets forth the terms and conditions that apply to your use of the Internet Web site located at www.agyield.com (the “AgYield Site”), as owned and operated by AgYield LLC, on behalf of itself and, where applicable, its direct or indirect subsidiaries, affiliates, and/or parent company (collectively, “AgYield”). By accessing and/or using the AgYield Site, you agree to be bound by the terms and conditions of this Terms of Use Policy, as they may be amended from time to time in the future. ACCESSING, BROWSING OR OTHERWISE USING THE AGYIELD SITE INDICATES YOUR AGREEMENT TO ALL THE TERMS AND CONDITIONS IN THIS TERMS OF USE POLICY, SO PLEASE READ THIS TERMS OF USE POLICY CAREFULLY BEFORE PROCEEDING.

Accepting the Terms

By using the information, tools, software, features and functionality including content, updates and new releases located on the AgYield Site (together the “Service”), you agree to be bound by this Terms of Use Policy, whether you are a “Visitor” (i.e., you have visited or browsed the AgYield Site) or you are a “Member” (i.e., you have registered with the AgYield Site). The term “you,” “your” or “User” refers to a Visitor or a Member. A Visitor or a Member may be an individual or an entity. If you wish to become a Member, communicate with other Members and/or make use of the Service, you must read this Terms of Use Policy (“Terms of Use” or “Terms”) and indicate your acceptance during your initial Registration process and from time to time thereafter. “User Information” means any information that you provide to AgYield or that is provided to AgYield on your behalf by any third party at any time and from time to time. By accepting the Terms of Use, you represent that you have the capacity to be bound by it or, if you are acting on behalf of a company or other third party, that you have the authority to bind such entity.

Privacy and Your Data

For information about data protection practices, please read AgYield’s Privacy Policy, which is hereby incorporated and made part of these Terms of Use. This policy explains how AgYield treats your data when you access the AgYield Site and use the Service. The policy may be updated from time to time at AgYield’s sole discretion. Changes will be effective upon posting to the AgYield Site.

Description of the Service

The Service is an agricultural information management service that allows Members to consolidate and track financial performance of their agricultural operations on the AgYield Site. Based on such information, the Service may also present information relating to third party products or services. The Service is provided to you by AgYield and is meant as an aid to assist you in organizing and managing your agricultural production and revenue. It is NOT intended to provide financial or legal advice.

Your Use of the Service

Your right to access and use the AgYield Site and the Service is for you alone and is not transferable, licensable or sub-licensable by you to any other person or entity. You are only entitled to access and use the AgYield Site and the Service under your true identity and only for lawful purposes. You must provide substantially true, accurate, current and complete information as requested in the registration process, and you may not make any misrepresentation or omission with respect to your User Information. Any such misrepresentation or omission may be grounds for immediate revocation of your ability to use the AgYield Site and the Service. In order for the Service to function effectively, you must also keep your User Information (or cause your User Information to be kept) up to date and accurate. You acknowledge that you are solely responsible for any such updates to your User Information, regardless of whether you make such updates or such updates are made on your behalf by any other person, and that any failure to make such any update will negatively affect the accuracy and effectiveness of the Service. You agree to review all such updates to your User Data carefully and promptly and to immediately notify AgYield of any erroneous User Information update. You acknowledge and understand that AgYield may receive User Information on your behalf from third parties or input by persons other than you and that AgYield is not responsible for the accuracy of any such updates and that any such updates are accepted by AgYield solely at your risk. You acknowledge that you are solely responsible to review any such update and for all results of any such update or updates regardless of whether any such update is input correctly or incorrectly and regardless of whether such update is input by you, someone purporting to be you, your agent or someone purporting to be your agent. Your access and use of the AgYield Site may be interrupted from time to time for any of several reasons, including, without limitation, the malfunction of equipment, periodic updating, maintenance or repair of the AgYield Site or other actions that AgYield, in its sole discretion, may elect to take.

You agree that AgYield may use your feedback, suggestions, or ideas in any way, including in future modifications of the Service, other products or services, advertising or marketing materials. You grant AgYield a perpetual, worldwide, fully transferable, sublicensable, irrevocable, fully paid-up, royalty free license to use the feedback you provide to AgYield in any way. AgYield will not sell, publish or share your feedback in a way that could identify you without your explicit permission.

Disclaimers of Representations and Liability

THE CONTENT ON THE AGYIELD SITE IS PROVIDED “AS IS” AND “WITH ALL FAULTS,” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY, AVAILABILITY, NON-INFRINGEMENT, RELIABILITY, OR COMPLETENESS OF THE CONTENT OR THE SITE. THE USE OF THE AGYIELD SITE BY A MEMBER AND ITS AUTHORIZED USER(S) IS AT SUCH MEMBER’S AND AUTHORIZED USER’S OWN RISK AND EXPENSE. NEITHER AGYIELD LLC NOR ITS AFFILIATES, SUBSIDIARIES OR PARENT, OR ANY OF IT OR THEIR SERVICE PROVIDER SUPPORTING THE AGYIELD SITE AND CONTENT, LICENSORS, AND ANY THIRD PARTY PROVIDER OF ANY CONTENT (COLLECTIVELY, “PROVIDERS”) WARRANTS THAT ANY SUCH CONTENT OR SITE WILL BE ERROR FREE, FREE FROM VIRUSES, NON-DEFAMATORY, NOT OFFENSIVE, OR THAT IT WILL BE FREE FROM ANY OTHER HARMFUL MATTER, AND EXPRESSLY DISCLAIMS ANY WARRANTIES OF NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE.

PROVIDERS DO NOT WARRANT OR GUARANTEE THE ACCURACY, RELIABILITY, COMPLETENESS, USEFULNESS, OR QUALITY OF ANY CONTENT, OR THE AGYIELD SITE, REGARDLESS OF WHO ORIGINATES THAT CONTENT. THE USE OF ANY INFORMATION CONTAINED ON THE AGYIELD SITE OR OTHERWISE PROVIDED IN CONNECTION WITH THE AGYIELD SITE AND CONTENT, INCLUDING FROM PROVIDERS OR IN CONNECTION WITH OTHER FUNCTIONS ASSOCIATED WITH THE KNOWLEDGE DATABASE, SUCH AS OPINIONS, INSTRUCTIONS, SUGGESTIONS, ADVICE, AND OTHER SIMILAR CONTENT, IS AT YOUR OWN RISK AND EXPENSE. AS WITH ANY INTERNET-BASED SYSTEM, THE POSSIBILITY OF MALICIOUS INTRUSION EXISTS AND, ACCORDINGLY, PROVIDERS CANNOT REPRESENT, WARRANT OR GUARANTEE THAT THE CONTENT, AGYIELD SITE OR THE SERVICE IS FREE OF INFECTION FROM ANY VIRUSES OR OTHER CODE OR COMPUTER PROGRAMMING ROUTINES THAT CONTAIN CONTAMINATING OR DESTRUCTIVE PROPERTIES OR THAT ARE INTENDED TO DAMAGE, SURREPTITIOUSLY INTERCEPT, OR EXPROPRIATE ANY SYSTEM, DATA, OR PERSONAL INFORMATION. YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOU BEAR ALL RISKS ASSOCIATED WITH USING OR RELYING ON THE CONTENT AND THE AGYIELD SITE. PROVIDERS ARE NOT LIABLE OR RESPONSIBLE IN ANY WAY FOR ANY CONTENT POSTED ON OR LINKED FROM THE SITE, INCLUDING ANY ERRORS OR OMISSIONS IN CONTENT. IN NO EVENT, UNLESS REQUIRED BY APPLICABLE LAW OR AGREED TO IN WRITING, WILL THE PROVIDERS OR ANY PROVIDER BE LIABLE TO YOU, OR TO ANY PARTY CLAIMING THROUGH YOU, FOR DAMAGES, INCLUDING ANY GENERAL, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF, OR INABILITY TO USE, THE CONTENT OR THE AGYIELD SITE (INCLUDING BUT NOT LIMITED TO LOSS OF DATA OR DATA BEING RENDERED INACCURATE OR LOSSES SUSTAINED BY YOU OR THIRD PARTIES OR A FAILURE OF THE CONTENT OR THE AGYIELD SITE TO OPERATE WITH ANY OTHER SOFTWARE), EVEN IF SUCH HOLDER OR OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

Rights You Grant to AgYield

By submitting information, data, passwords, usernames, other login information, materials and other content to AgYield through the Service, you are licensing that content to AgYield solely for the purpose of providing the Service. AgYield may use and store the content for the purpose of providing the Service to you and as otherwise provided herein. By submitting this content to AgYield, you represent that you are entitled to submit it to AgYield for use for this purpose, without any obligation by AgYield to pay any fees or other limitations and without any limitation. By using the Service, you expressly authorize AgYield to access your Account Information maintained by identified third parties, on your behalf as your agent. You hereby authorize and permit AgYield to use and store information submitted by you to the Service (such as account passwords and usernames) to accomplish the foregoing and to configure the Service.

Intellectual Property Rights

The contents of the AgYield Site, including its “look and feel” (e.g., text, graphics, images, logos and button icons), photographs, editorial content, notices, software (including html-based computer programs) and other material are protected under both United States and other applicable laws. The contents of the AgYield Site belong or are licensed to AgYield or its software or content suppliers. AgYield grants you the right to view and use the AgYield Site subject to these terms. You may download or print a copy of information provided on the AgYield Site solely for your internal business purposes. You will not, without prior written consent from AgYield, sell, license, publish, export, distribute or redistribute the data or information from the AgYield Site in any form. You will not, and will not permit any other person or third party to do or attempt to use the AgYield Site, including without limitation the data or information obtained from the AgYield Site, in any manner or for any purpose not expressly authorized by this Terms of Use Policy. You knowledge that you may not use information provided on the AgYield Site on behalf of third parties, as a service bureau or in a manner akin to a service bureau. Any distribution, reprint or electronic reproduction of any content from the AgYield Site in whole or in part for any other purpose is expressly prohibited without our prior written consent.

Access and Interference

You agree that you will not:

  • Use any robot, spider, scraper, deep link or other similar automated data gathering or extraction tools, program, algorithm or methodology to access, acquire, copy or monitor agyield.com or any portion of the AgYield Site, without AgYield’s express prior written consent;
  • Use or attempt to use any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search the AgYield Site, other than the search engines and search agents available through the Service and other than generally available third-party web browsers (such as Microsoft Explorer);
  • Post or transmit any file which contains viruses, worms, Trojan horses or any other contaminating or destructive features, or that otherwise interfere with the proper working of the AgYield Site or the Service;
  • Attempt to decipher, decompile, disassemble, or reverse-engineer any of the software comprising or in any way making up a part of the AgYield Site or the Service; or
  • Post or transmit any message, data, image or program that is libelous, defamatory, indecent, harassing, threatening, inappropriate, or offensive; that encourages conduct that would be considered a criminal offense or give rise to civil liability; or that discloses private or personal matters concerning any person.

Not a Commodity Broker or Crop Insurance Agent

AGYIELD LLC IS NOT A COMMODITY BROKER OR CROP INSURANCE AGENT. The Service is intended only to assist you in revenue, risk management and decision-making and is broad in scope. Your business is unique. Any information or advice obtained through the AgYield Site or the Service may or may not be appropriate for your situation. Accordingly, before making any final decisions or implementing any marketing strategy, you should consider obtaining additional information and advice from your appropriately registered or licensed broker, insurance agent, lender or any other party who may be aware of or able to advise you in connection with your individual circumstances.

Limitations on Providers’ Liability

UNDER NO CIRCUMSTANCES WILL ANY OF PROVIDERS (AS DEFINED HEREIN) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES, INCLUDING DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL, EXEMPLARY, LIQUIDATED OR OTHER DAMAGES (INCLUDING LOST PROFITS, LOST REVENUES, OR SIMILAR ECONOMIC LOSS), WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, ARISING IN WHOLE OR IN PART OUT OF THE USE OR INABILITY TO USE THE AGYIELD SITE OR THE CONTENT AVAILABLE IN THE AGYIELD SITE OR ANY LINKED SITE OR YOUR USE OR INABILITY TO USE THE SERVICE, EVEN IF AGYIELD HAS BEEN ADVISED OF THE POSSIBILITY THEREOF. NOTWITHSTANDING THIS PROVISION, ANY LIABILITY OF ANY OF PROVIDERS TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION WILL AT ALL TIMES BE LIMITED TO $500 (FIVE HUNDRED UNITED STATES DOLLARS).

Limitations on AgYield’s Liability

AGYIELD SHALL IN NO EVENT BE RESPONSIBLE OR LIABLE TO YOU OR TO ANY THIRD PARTY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, LIQUIDATED OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFIT, REVENUE OR BUSINESS, ARISING IN WHOLE OR IN PART FROM YOUR ACCESS TO AGYIELD, YOUR USE OF THE SERVICE OR THIS TERMS OF USE POLICY, EVEN IF AGYIELD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS TERMS OF USE POLICY, AGYIELD’S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO $500.00 (FIVE HUNDRED UNITED STATES DOLLARS).

Your Indemnification of AgYield LLC

You shall defend, indemnify and hold harmless AgYield LLC, on behalf of itself and its direct or indirect subsidiaries, affiliates, and/or parent company (collectively, “AgYield Entities”) and the officers, members, directors, shareholders, managers, employees and agents of the AgYield Entities from any expenses or claims including but not limited to attorneys fees, in whole or in part arising out of or attributable to any breach of this Terms of Use Policy by you.

Ending your relationship with AgYield

This Terms of Use Policy may be terminated by either you or AgYield, as set out below, but any such termination shall not relieve either party of any liability or obligation arising or incurred prior to such termination. All provisions which, by their nature, must remain in effect beyond the termination of this Terms of Use Policy including but not limited to all obligations on the part of one party to indemnify any other party, shall survive termination. If you want to terminate your legal agreement with AgYield, you may do so by closing your account for the Service. AgYield may at any time terminate its legal agreement with you:

  • if you have breached any provision of this Terms of Use Policy (or have acted in a manner which clearly shows that you do not intend to, or are unable to comply with the provisions of this Terms of Use Policy);
  • if AgYield in its sole discretion believes it is required to do so by law (for example, where the provision of the Service to you is, or becomes, unlawful); or
  • Immediately upon notice, to the e-mail address provided by you as part of your User Information if AgYield in its sole discretion deems it necessary or advisable.

Miscellaneous

If any portion of this Terms of Use Policy is deemed unlawful, void or unenforceable by any arbitrator or court of competent jurisdiction, this Terms of Use Policy as a whole shall not be deemed unlawful, void or unenforceable, but only that portion of this Terms of Use Policy that is unlawful, void or unenforceable shall be stricken. You agree that if AgYield does not exercise or enforce any legal right or remedy which is contained in the Terms of Use Policy (or which AgYield has the benefit of under any applicable law), this will not be taken to be a formal waiver of AgYield’s rights and that those rights or remedies will still be available to AgYield. All covenants, agreements, representations and warranties made in this Terms of Use Policy shall survive your acceptance of this Terms of Use Policy and the termination of this Terms of Use Policy. This Terms of Use Policy represents the entire understanding and agreement between you and AgYield regarding the subject matter of the same, and supersedes all other previous agreements. The AgYield Site may contain links to other sites on the Internet that are owned and operated by third parties. You acknowledge that AgYield is not responsible for the operation of or content located on or through any such site.

Any action to resolve or any litigate any dispute, whether in arbitration, court, or otherwise, will be conducted solely on an individual basis, and neither you nor AgYield will seek to have any dispute heard as a class action, representative action, a collective action, a private attorney-general action, or any proceeding in which you act in a representative capacity, and you agree that no arbitration proceeding will be joined with another arbitration proceeding without AgYield’s written consent. The terms contained in this Terms of Use Policy and your relationship with AgYield under this Terms of Use Policy, will be governed by the laws of Illinois without regard to conflict or choice of law provisions and shall be exclusively resolved in state the state or federal courts of Cook County, Illinois.