PROXXI END USER LICENSE AGREEMENT
Last updated: June 2, 2026
IMPORTANT NOTICE: THIS END USER LICENSE AGREEMENT ("AGREEMENT") IS A LEGAL CONTRACT BETWEEN YOU (OR YOUR ORGANIZATION) AND PROXXI TECHNOLOGY CORPORATION ("PROXXI") FOR: (I) PROXXI SOFTWARE (WHETHER EMBEDDED IN A PROXXI PRODUCT OR PROVIDED AS A SEPARATE COMPONENT SUCH AS A DOWNLOADABLE MOBILE APPLICATION IF YOU HAVE AN IOS OR ANDROID SUPPORTED-DEVICE), (II) FIRMWARE THAT OPERATES WITH PROXXI PRODUCTS/DEVICES, (III) ACCESS TO THE PROXXI CLOUD DASHBOARD AND RELATED SAAS SERVICES; AND (IV) ANY ACCOMPANYING DOCUMENTATION, HARDWARE OR MEDIA (COLLECTIVELY THE 'LICENSED PROGRAM'). BY INSTALLING THE APPLICATION OR ACCESSING THE DASHBOARD YOU ARE DEEMED BY PROXXI TO HAVE IRREVOCABLY AGREED TO BE BOUND BY AND COMPLY WITH ALL OF THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, DO NOT INSTALL, ACCESS, OR USE THE LICENSED PROGRAM. YOUR DOWNLOAD, INSTALLATION, POWER UP, OR USE OF THE LICENSED PROGRAM WILL BE DEEMED BY PROXXI TO BE YOUR IRREVOCABLE CONSENT TO BE BOUND BY AND COMPLY WITH ALL OF THE TERMS OF THIS AGREEMENT. THE LICENSED PROGRAM PROVIDED PURSUANT TO THIS AGREEMENT IS PROVIDED UNDER LICENSE; NOT SOLD.
IF YOU ARE AN EMPLOYEE, CONTRACTOR OR OTHERWISE INSTALLING OR USING THIS LICENSED PROGRAM BY OR ON BEHALF OF AN ORGANIZATION, YOU REPRESENT AND WARRANT TO PROXXI THAT (I) YOU ARE OF THE AGE OF MAJORITY IN YOUR JURISDICTION; AND (II) YOU HAVE ALL REQUISITE CAPACITY, RIGHT, POWER AND AUTHORITY TO ACCEPT THIS LICENSE ON BEHALF OF SUCH ENTITY; AND (III) SUCH ENTITY WILL BE IRREVOCABLY BOUND BY AND WILL COMPLY WITH ALL OF THE TERMS OF THIS AGREEMENT.
THESE TERMS MAY BE AMENDED OR UPDATED BY US FROM TIME TO TIME AND MAY HAVE CHANGED SINCE YOUR LAST VISIT TO OR USE OF THE LICENSED PROGRAM. IT IS YOUR RESPONSIBILITY TO REVIEW THESE TERMS FOR ANY CHANGES. YOUR USE AFTER ANY AMENDMENTS OR UPDATES OF THESE TERMS SHALL SIGNIFY YOUR ASSENT TO AND ACCEPTANCE OF SUCH REVISED TERMS. ANY NEW FEATURES THAT MAY BE ADDED FROM TIME TO TIME WILL BE SUBJECT TO THESE TERMS, UNLESS STATED OTHERWISE. YOU SHOULD VISIT THIS PAGE PERIODICALLY TO REVIEW THESE TERMS.
WHEN YOU DOWNLOAD THE APP, ACCESS THE DASHBOARD, OR CREATE AN ACCOUNT, YOU MAY BE REQUIRED TO PROVIDE CERTAIN PERSONAL INFORMATION. ALL PERSONAL INFORMATION WILL BE TREATED IN ACCORDANCE WITH THE PROXXI PRIVACY POLICY LOCATED AT https://www.proxxi.co/privacy-policy, WHICH IS HEREBY INCORPORATED BY REFERENCE INTO THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THE PRIVACY POLICY, DO NOT DOWNLOAD OR USE ANY PROXXI PRODUCTS OR SERVICES.
1. Service Terms
The Licensed Program enables users to connect through wireless networks to access, obtain, download, and transmit data from Proxxi sensors and wearable devices in real-time or offline. The data generated from Proxxi sensors and devices to the Licensed Program is intended to report and provide insights on electrical safety conditions for the internal use of the recipient organization, who accepts full responsibility for its use.
You acknowledge that access to the Licensed Program and Proxxi services is provided on the understanding that Proxxi is not providing any professional safety advice or recommending any actions based on the results generated. Proxxi does not guarantee or warrant the accuracy, reliability, completeness, or currency of data or its usefulness in achieving any purpose. Accordingly, all information is provided "as is", without warranty of any kind, express or implied, including but not limited to any warranties of performance, merchantability, merchantable quality, or fitness for a particular purpose. In no event will Proxxi, or its partners, suppliers, employees, or agents, be liable to the recipient organization or anyone else for any loss, damage, cost, or expense of any kind, including any consequential, special, or similar damages, arising in connection with results obtained from the use of this information, any decision made or action taken in reliance on the service or data, or any information provided as part of the services.
1.1 SaaS Dashboard and Cloud Services
Access to the Proxxi cloud dashboard and associated data analytics services (the "Dashboard") is provided on a subscription basis. The following terms apply to Dashboard access:
Subscription terms, pricing, and billing cycles are as agreed at time of purchase or as set out in your applicable order form.
Proxxi does not commit to any specific service uptime or availability level. The Dashboard is provided on an "as is" basis without warranty of uninterrupted or error-free operation.
Upon termination or expiry of your subscription, your access to the Dashboard will be deactivated. Proxxi will retain your data for 90 days following termination, after which it may be deleted. You are responsible for exporting any data you wish to retain prior to termination.
Proxxi reserves the right to modify, suspend, or discontinue the Dashboard or any feature thereof at any time with reasonable notice.
2. License Terms
2.1 License Grant
Subject to the terms of this Agreement, Proxxi grants to you a license as follows:
Firmware and Embedded Software – if you are the lawful possessor of a Proxxi product, Proxxi grants you a non-exclusive, non-transferable license to run the Licensed Program provided with that product together with any updated versions downloaded by you only on and as incorporated in the product.
For software provided as a standalone component (including mobile software applications and the Dashboard) – Proxxi grants you a non-exclusive, non-transferable license to use the software for your internal use and you may not distribute the same to any third party.
2.2 New Releases
This Agreement does not automatically grant you the right to any updates or enhancements of the Licensed Program or the right to receive any technical support in respect to the Licensed Program. Such updates and other technical support services, if available, may be purchased separately from Proxxi. Proxxi reserves the right at any time to not release or to discontinue release of any Licensed Program and to alter prices, features, specifications, capabilities, functions, licensing terms, release dates, general availability or other characteristics of the Licensed Program. Should Proxxi release any updates, upgrades or new versions of the Licensed Program or supplemental code or supporting materials for the Licensed Program ("Additional Licensed Program Releases"), all such Additional Licensed Program Releases shall be considered part of the Licensed Program and subject to the terms and conditions of this Agreement.
2.3 Restrictions
YOU MAY NOT (i) use the Licensed Program or make copies of it except as permitted in this License; (ii) translate, reverse engineer, decompile, or disassemble the Licensed Program or any Proxxi device except to the extent applicable law expressly prohibits the foregoing restriction; (iii) rent, lease, assign, or transfer the Licensed Program except as expressly permitted herein; (iv) modify the Licensed Program, create derivative works of the Licensed Program, or merge all or any part of the Licensed Program with another program; or (v) separate the component parts of the Licensed Program for use on more than one computer.
2.4 Security
Information sent or received over the Internet is generally unsecure and Proxxi cannot and does not make any representation or warranty concerning security of any communication to or from the Website or Dashboard, or any representation or warranty regarding the interception by third parties of personal or other information. You are responsible for safeguarding the password or credentials that you use to access the Licensed Program and you are responsible for any activities or actions under your account. You agree to keep your credentials secure. Proxxi will not be liable for any loss or damage arising from your failure to comply with these requirements.
3. App Providers
If you obtain the Licensed Program through the AppStore, Google Play, or another approved site operated by a third party (the "App Provider"), you acknowledge that the App Provider has no obligation to furnish any maintenance and support services with respect to the Licensed Program. In the event of any failure of the Licensed Program to conform to any applicable warranty, you may notify the App Provider, and the App Provider will refund the purchase price for the Licensed Program to you (if applicable) and to the maximum extent permitted by applicable law, the App Provider will have no other warranty obligation whatsoever with respect to the Licensed Program. Any complaints or claims relating to Proxxi should be directed to Proxxi (see section 10 below). You must also comply with all applicable third party terms of service when using the Licensed Program.
4. Fees
In consideration of the grant of the foregoing license, you agree to pay the applicable license fees or subscription fees for the Licensed Program as agreed at time of purchase.
5. Term and Termination
5.1 Term
These Terms shall remain in effect for as long as you are in compliance with its terms and conditions. Proxxi may, under certain circumstances and without prior notice, immediately terminate your ability to access the Licensed Program and services or portions thereof. Cause for such termination shall include, but not be limited to, (a) breaches or violations of these Terms, (b) requests by law enforcement or other government agencies, (c) a request by you, (d) discontinuance or material modification to the services, and/or (e) unexpected technical, security or legal issues or problems.
5.2 Effects of Termination
Your obligations of payment (if any) and your representations, the limitations of liabilities and warranties, ownership, and general clauses will survive any termination of this Agreement and will remain in full force and effect even after termination.
6. No Warranty; Limitations of Liability
6.1 No Warranty
THE LICENSED PROGRAM IS PROVIDED TO YOU "AS IS". PROXXI MAKES NO REPRESENTATIONS, WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, WRITTEN OR ORAL, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABLE QUALITY, SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT OR TITLE, OR THOSE ARISING BY LAW, STATUTE, USAGE OF TRADE, COURSE OF DEALING OR OTHERWISE. PROXXI DOES NOT WARRANT THAT THE OPERATION OF THE LICENSED PROGRAM WILL BE UNINTERRUPTED OR ERROR FREE. YOU ASSUME THE ENTIRE RISK AS TO THE RESULTS AND PERFORMANCE OF THE LICENSED PROGRAM AND YOU ARE SOLELY RESPONSIBLE FOR ENSURING ADEQUATE PROTECTION AND BACKUP OF THE DATA AND EQUIPMENT USED IN CONNECTION WITH THE LICENSED PROGRAM.
6.2 Limitation of Liability
NEITHER PROXXI NOR ITS LICENSORS, DEALERS OR SUPPLIERS SHALL HAVE ANY LIABILITY TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR ANY DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, LOSS OF REVENUE OR PROFIT, LOST OR DAMAGED DATA OR OTHER COMMERCIAL OR ECONOMIC LOSS, EVEN IF PROXXI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR THEY ARE FORESEEABLE. PROXXI IS ALSO NOT RESPONSIBLE FOR CLAIMS BY A THIRD PARTY. THE LICENSED PROGRAM IS NOT FAULT-TOLERANT AND IS NOT DESIGNED, MANUFACTURED, OR INTENDED FOR USE OR RESALE AS A FAIL-SAFE CONTROL SYSTEM IN ANY CONTEXT WHERE ITS FAILURE COULD LEAD DIRECTLY TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE. THE PROXXI VOLTAGE WEARABLE IS INTENDED AS A SUPPLEMENTARY SAFETY AWARENESS TOOL AND DOES NOT REPLACE ESTABLISHED ELECTRICAL SAFETY PROCEDURES, LOCKOUT/TAGOUT PROTOCOLS, OR OTHER REQUIRED SAFETY PRACTICES.
6.3 Aggregate Liability Cap
PROXXI'S MAXIMUM AGGREGATE LIABILITY TO YOU, AND THAT OF PROXXI'S LICENSORS, DEALERS AND SUPPLIERS SHALL NOT EXCEED THE PRICE PAID FOR THE LICENSED PROGRAM GIVING RISE TO THE CLAIM IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. THE LIMITATIONS IN THIS SECTION SHALL APPLY WHETHER OR NOT THE ALLEGED BREACH OR DEFAULT IS A BREACH OF A FUNDAMENTAL CONDITION OR TERM OR A FUNDAMENTAL BREACH.
The limited warranty, exclusive remedies, and limited liability set out herein are fundamental elements of the basis of the bargain between you and Proxxi. You acknowledge and agree that Proxxi would not be able to provide the Licensed Program for the fees charged without such limitations.
7. Ownership, Title and Feedback
7.1 License to User Content
As between you and Proxxi, you and your organization own the data generated from your sites where Proxxi's wireless sensors and devices are installed ("Site Data"). You hereby grant Proxxi a non-exclusive, royalty-free license to access and process Site Data: (i) for the purpose of providing service to you, including backing up the Site Data on Proxxi's cloud-based servers; and (ii) to improve the algorithms, functionality, and data analytics of the Proxxi sensors, devices, and services. For greater certainty, Site Data will not be shared with third parties and only aggregated, de-identified data derived from Site Data will be retained by Proxxi.
7.2 Proxxi IP
The Licensed Program, including all copies, and all copyrights and all other rights, title, and interest subsisting in or related to the Licensed Program, shall at all times remain the property of Proxxi or its licensors. Proxxi and its licensors reserve all rights not expressly granted to you. If you provide us with any suggestions, comments, or other feedback relating to any aspect of the Licensed Program or Proxxi products or services ("Feedback"), we may use such Feedback in any products or services without remuneration to you.
8. U.S. Government End-Users
The Licensed Program is a "commercial item" as that term is defined at FAR 2.101, consisting of "commercial computer software" and "commercial computer software documentation" as such terms are defined in FAR 12.212, and are provided to the U.S. Government only as commercial end items. Government end users acquire the rights set out in this Agreement consistent with: (i) for acquisition by or on behalf of civilian agencies, the terms set forth in FAR 12.212; or (ii) for acquisition by or on behalf of units of the Department of Defense, the terms set forth in DFARS 227.7202.
9. Export Restrictions
The Licensed Program and related information are subject to export and import restrictions. By downloading, installing, or using the Licensed Program, you represent and warrant that you are not located in, under the control of, nor are a national or resident of, any country to which the export of the Licensed Program would be prohibited by the laws and/or regulations of Canada and/or the United States. You shall comply with all applicable export laws and regulations of Canada and the United States and any local laws in your jurisdiction that may impact your right to export, import, or use the Licensed Program.
10. General
This Agreement is the entire agreement between Proxxi and you concerning the subject matter hereof and supersedes all other agreements, discussions, and negotiations, whether oral or written. This Agreement cannot be modified or amended except by a written agreement signed by an authorized officer of Proxxi. This Agreement shall be governed by the laws of the Province of British Columbia, Canada, excluding conflicts of law and choice of law principles and the United Nations Convention on Contracts for the International Sale of Goods. You consent and attorn to the exclusive jurisdiction of British Columbia courts. If any provision of this Agreement is found to be illegal, invalid, or unenforceable, such provision shall be deemed severed and the remainder of the Agreement shall continue in full force and effect.
11. Contact
If you have any questions about these Terms please contact us at:
Proxxi Technology Corporation
55 Water St., Suite 503
Vancouver, BC, Canada V6B 1A1