TERMS OF USE

Astra Inc. and its partners (alternatively referred to herein as "Astra", "we", or "us") provide access to the Astra Portal Website (https://portal.astra.cloud), subject to the terms and conditions set forth below, including all documents, policies, and guidelines incorporated herein by reference.

These Terms of Use (“Terms”) govern your access to and use of the Astra Services. Please read this agreement carefully before entering the site and start the service. BY CLICKING THE “I AGREE”, “I ACCEPT”, OR SIMILAR BUTTON TO WHICH THIS AGREEMENT IS ATTACHED, YOU ARE ACKNOWLEDGING THAT YOU ARE AUTHORIZED TO ENTER INTO THIS SERVICE AGREEMENT (“AGREEMENT”), AND IF YOU ARE ACCEPTING ON BEHALF OF YOUR EMPLOYER OR OTHER ENTITY (“CUSTOMER”), YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO BIND SUCH ENTITY AND AGREE TO ALL THE TERMS OF THIS AGREEMENT REGARDING CUSTOMER’S USE OF ASTRA SERVICES. IF YOU DO NOT AGREE WITH ALL OF THIS AGREEMENT OR NOT AUTHORIZED TO BIND THE CUSTOMER TO THIS AGREEMENT, DO NOT CLICK ON THE “I AGREE”, “I ACCEPT” OR SIMILAR BUTTON, BUT CLICK THE “I DISAGREE”, “I DON’T ACCEPT”, OTHER SIMILAR BUTTON, OR JUST CLOSE THE WINDOW TO STOP CREATION OF THE ASTRA ACCOUNT.

These Terms of Use (“Terms”) govern your access to and use of the Astra Services. Please read this agreement carefully before entering the site and start the service.

Definitions

“Owner” shall mean the individual who creates an Astra account, who is the Owner of that account and the Astra products bound with that account. “Authorized User” shall mean the individuals who are authorized to access an Owner’s Astra Services and Astra products. The Owner shall ensure that all Authorized Users comply with the terms of this agreement, and the Owner shall be liable for any breach thereof.
“Customer Data” shall mean data published by the Customer or its users or their devices to the Astra Services.
“Client Software” shall mean the object and source code software distributed to the Customer, which enables the Customer to access and use the Astra Services.
“Monthly Active Users” shall mean the total number of users connecting at least once throughout the month. The count is equivalent to the number of the unique user logins made during a single calendar month.
“Monthly Active Devices” shall mean the total number of the devices connecting at least once throughout the month. The count is equivalent to the number of unique client device connected during a single calendar month.
“Documentation” shall mean the documents provided by Astra that describes the Astra Services.
"Astra Dashboard" shall mean the section of the Astra website which is password protected, allowing the Customer to configure settings about the account and devices, purchase other Astra Services, and see analytics about their usage of the Astra Services.
“Astra Services” shall mean the various product and service offerings of Astra Inc., which may be updated at any time based on Astra’s sole discretion.
“Astra products” shall mean the Astra hardware products or mobile applications that are bound with Astra Services.
“Service Period” shall mean the length of time the Customer purchases the Astra Services.
“Usage Data” shall mean the Customer usage of the Astra Services as tracked and reported on by Astra and used to calculate the Customer fee.
“Usage Restrictions” shall mean the Customer monthly usage limits as outlined in the Astra Dashboard.
“Reseller” or “Distributor” shall mean parties who resell or distribute Astra Services to their own Customers.

Registration Obligations

When you are registering an Astra account to use the Astra Services, you need to provide some required personal information and proceed with related verifications, as may be required by the communication regulations and statutes of different countries. You agree to:

Provide true, accurate, current, and complete information about yourself.
Complete additional verification of your personal information as may be required.
Maintain and promptly update your registration data to keep it true, accurate, current, and complete. Astra Inc. reserves the right to contact you directly to aid should you encounter problems using the Astra Services. Accurate information is very important for us to resolve your problems and improve our services. You are responsible for all liability that may arise from your failure to provide true, accurate, current and complete information and to maintain and promptly update such information. If you provide any information that is, or we have reasonable grounds to believe is, untrue, inaccurate, misleading, not current, or incomplete, we may suspend or terminate your account and/or the Astra Services, or any portion thereof.

Account, Password and Security

To use the Astra Services, you must register for a user account (“Accounts”). If any Astra Service requires a login email or password, then you are responsible for maintaining the confidentiality of that email and password, and for restricting access to your computer and/or other devices which may use with Astra Services. You agree that you are solely responsible for any liability or damages resulting from your failure to maintain that confidentiality, and for all activities that occur under your account or password. You agree to:

Immediately notify Astra Inc. or our reseller of any unauthorized use of your account or password or any other breach of security, and
Ensure that you exit from your account at the end of each session of online services.

Astra Inc. reserves the right to take any and all actions, as it deems necessary or reasonable, to ensure the security of your account and Astra Services, including, without limitation, terminating your account, changing your password, or requesting additional information to authorize transactions on your account. Astra Inc. will not be liable for any loss or damage arising from your failure to comply with this section.

Services

Subject to these Terms, Astra Inc. grants you a limited, revocable, non-exclusive, non-assignable, non-sublicensable right to access and use the Astra Services as they are intended to be used, and in accordance with this agreement and all applicable laws and regulations. We grant you no other rights, implied or otherwise.
From time to time, Astra may develop patches, bug fixes, updates, upgrades and other modifications to improve the performance of the Astra Services and/or the product software/firmware (“Updates”). These may be automatically installed without providing any additional notice or receiving any additional consent. You agree to this automatic update. If you do not want such Updates, your remedy is to terminate your Accounts and stop using the Astra Services and the Astra products. If you do not terminate previously created Accounts, you will receive Updates automatically. You acknowledge that you may be required to install Updates to use the Astra Services and the Astra products, and you agree to promptly install any Updates that Astra provides. Your continued use of the Astra Services and the Astra products is your agreement to these Terms with respect to the Astra Services, and to the EULA (End User License Agreement) with respect to updated Astra product software/firmware.
Over time, Astra Inc. may provide the opportunity for you to interface the Astra products and the Astra Services to one or more third-party products and services. Your explicit consent and authorization is required for this interface, and is revocable by you at any time. Once your consent is given for a particular third-party products and services, you agree that Astra may exchange information and control data regarding you and your products, including your personal information, in order to enable the interface you have authorized. Once this information is shared with the particular third-party products and services, its use will be governed by the third-part’s privacy policy and NOT by Astra’s privacy policy. You acknowledge and agree that Astra makes no representation or warranty about the safety of any third-party products or services. Accordingly, Astra is not responsible for your use of any third-party products or services or any personal injury, death, or other harm or losses arising from or relating to your use of any third-party products or services. You should contact the third-party with any questions about their third-party products and services.
Certain materials may be displayed or performed on the Astra Services, including, but not limited to text, graphics, articles, photographs, video, images, and illustrations (“Contents”). The Contents also includes information that you and other users provide us in the course of using the Astra Services, which we may use to provide, maintain and improve the Astra Services. Some content may be visible to others (for example, the Astra Services allows you to upload, post, or otherwise share content). You may also post comments, questions, feedbacks, or other information through Astra support channels (for example, email to support@astra.cloud). You are solely responsible for all Contents that you upload, post, email, transmit, or otherwise disseminate using, or in connection with the Astra Services, or that you contribute in any manner to the Astra Services; you represent and warrant that you have all rights necessary to do so, in the manner in which you contribute it; and you license to Astra Inc. all patent, trademark, trade secret, copyright or other proprietary rights in and to such Contents for publication on the Astra Services pursuant to these Terms. You shall abide by all copyright notices, trademark rules, information, and restrictions contained in any Contents accessed through the Astra Services, and shall not use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell or otherwise exploit for any purposes whatsoever any Contents or third-party submissions or other proprietary rights not owned by you, without the express prior written consent of the respective owners, and in any way that violates any third-party right. Astra reserves the right to remove any of the Contents from the Astra Services at any time, for any reason (including, but not limited to, upon receipt of claims or allegations from third-parties or authorities relating to such Contents or if we are concerned that you may have breached the immediately preceding sentence), or for no reason at all.
Although Astra Portal Website is accessible worldwide, the Astra products and the Astra Services provided or accessed through or on the Astra Portal Website is not available to all persons or in all countries. If you choose to access Astra Portal Website from outside a country in which Astra Services and Astra products support, you do so on your own initiative and you are solely responsible for complying with applicable local laws in your country. You understand and accept that Astra Portal Website, Astra Services, and Astra products are not designed for use in a non-supported country, and some or all of the features of Astra Portal Website, Astra Services, and Astra products may not work or be appropriate for use in such a country. To the extent permissible by law, Astra Inc. accepts no responsibility or liability for any damage or loss caused by your accessing or use of Astra Portal Website, Astra Services, and Astra products in a non-supported country. You will be bound by these Terms wherever you access or use Astra Portal Website, Astra Services, and Astra products.

Responsibility and Use

The Astra Services are intended to be accessed and used for non-time-critical information and control of the Astra products. Astra Services are not intended to be reliable or available 100% or the time. The Astra Services are subject to sporadic interruptions and failures for a variety of reasons beyond Astra’s control, including WiFi intermittency, service provider uptime, mobile notifications and carriers, among others. You acknowledge these limitations and agree that Astra is not responsible for any damages allegedly caused by the failure or delay of the Astra Services. Astra Services may be suspended temporarily without notice for security reasons, system failure, maintenance and repair, or other circumstances. You agree that you will not be entitled to any refund or rebate for such suspensions. Astra does not offer any specific uptime guarantee for the Astra Services.
Astra Services and Astra products will not be accessible without (i) a working WiFi network in the installation area that is positioned to communicate reliably with the Astra products; (ii) an Astra account; (iii) always-on broadband Internet access in the installation area with bandwidth sufficient to support the Astra products you use; (iv) other system elements that may be specified by Astra. It is your responsibility to ensure that you have all required system elements and that they are compatible and properly configured. You acknowledge that the Astra Services may not work as described when the requirements and compatibility have not been met.
You acknowledge and agree that the Astra products and Astra Services, whether standing alone or when interfaced with third-party products or services are NOT certified for emergency response. Astra Inc. makes no warranty or representation that use of the Astra products or Astra Services with any third-party product or service will affect or increase any level of safety. You understand that the Astra products and Astra Services, whether standing alone or interfaced with third-party products or services, are NOT a third-party monitored emergency notification system. In addition, Astra support channels and contacts cannot be considered a lifesaving solution for people at risk in any locations, and they are no substitute for emergency services.
Unless otherwise specified, the Astra Services are for your personal use. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products or services obtained from the Astra Services.
You may use the Astra Services only for lawful, proper and appropriate purpose. You may not use Astra Services in any way that is illegal, improper or inappropriate.
All information publicly posted or privately transmitted through the Astra Services is the sole responsibility of the person from which (or from whose account) such Contents originated. Astra Inc. will not be liable for any errors or omissions in any Contents. Astra cannot guarantee the identity of any other users with whom you may interact in the course of using the Astra Services. Additionally, we cannot guarantee the authenticity of any data that users or merchants may provide about themselves. You acknowledge that all Contents accessed by you using the Astra Services is at your own risk and you will be solely responsible for any damage or loss to any party resulting therefrom. Astra Inc. cannot and have no duty to take any action regarding how you may interpret and use the Contents or what actions you may take as a result of having been exposed to the Contents, and you hereby release us from all liability for you having acquired or not acquired Contents through the Astra Services.
You agree that Astra Inc. may remove or block all communications if we suspect a violation of this agreement, or if we think it necessary to protect our services, or Astra Inc., its parent, affiliates, partners, directors, officers, agents, and employees from harm.
You warrant, represent and agree that you will not contribute any of the Contents or otherwise use the Astra Services in a manner that:
1. Infringes or violates the intellectual property rights or proprietary rights, rights of publicity or privacy, or other rights of any third party;
2. Violates any law, statute, ordinance or regulation;
3. Is harmful, fraudulent, deceptive, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, or otherwise objectionable;
4. Impersonates any person or entity, including without limitation any employee or representative of Astra Inc.;
5. Contains a virus, Trojan horse, worm, time bomb, or other harmful computer code, file, or program;
6. Jeopardizes the security of your Astra account or anyone else’s account;
7. Attempts, in any manner, to obtain the password, account, or other security information from any other user;
8. Violates the security of any computer network, or cracks any passwords or security encryption codes;
9. Runs Maillist, Listserv, or any form of auto-responder or “spam” on the Astra Services, or any processes that otherwise interfere with the proper working of the Astra Services, including by placing an unreasonable load or stress on the Astra Services’ infrastructure;
10. Copies or stores any significant portion of the Contents; or
11. Decompiles, reverse engineers, or otherwise attempts to obtain the source code or underlying ideas or information of or relating to the Astra Services.
Data protection and privacy laws where you live may impose certain responsibilities on you and your use of the Astra Services and Astra products. You agree that you are responsible for ensuring that you comply with any applicable laws when you use the Astra Services and Astra products, including but not limited to any laws relating to the recording or sharing of video/audio content that includes third-parties, or any laws requiring notice to or consent of third-parties with respect to your use of Astra Camera.
You acknowledge that the availability of the Astra Services is dependent on (i) your computer, mobile device, WiFi and Wired network, and other related equipment, (ii) your Internet service provider (ISP), and (iii) your mobile device carrier. You acknowledge that you are responsible for all fees charged by your ISP and mobile device carrier in connection with your use of the Astra Services. You also acknowledge that you are responsible for compliance with all applicable agreements, terms of use/service, and other policies of your ISP and mobile device carrier.
You acknowledge and agree that the availability of the mobile APPs is dependent on the third-party websites from which you download the mobile APPs, for example, the APP store from Apple or the Google Play from Google (each an “APP Store”). You acknowledge that these Terms are between you and Astra Inc. and not with an APP Store. Each APP Store may have its own terms and conditions to which you must agree before downloading mobile APPs from it. You agree to comply with, and your license to use the mobile APPs is conditioned upon your compliance with, such APP Store terms and conditions. To the extent such other terms and conditions from such APP Store are less restrictive than, or otherwise conflict with, the terms and conditions of these Terms, the more restrictive or conflicting terms and conditions in these Terms apply.
The Astra Portal Website may contain links to other web sites operated by third-parties and referrals to the third-party vendors. Such third-party web sites and vendors are not under our control. Astra provides these links and referrals only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to such third-party web sites or vendors. Your use of these third-party web sites is at your own risk.
Astra Inc. is not responsible for third-parties or their products and services, including, without limitation, the APP Stores, third-party products and services, third-party web sites, third-party vendors, equipment, ISPs, and mobile carriers. Astra Inc. hereby disclaims and you hereby discharge, waive and release Astra Inc. and its licensors and suppliers from any past, present, and future claims, liabilities, and damages, known or unknown, arising out of or relating to your interactions with such third-parties and their products and services.
We may disclose your personal information, any communications sent or received by you, and any other information that we may have about your account, including but not limited to, types of service, MAC address(es), IP address(es), email address(es), and all other account information as follows:
1. In response to law enforcement or other governmental agency requests;
2. As required by law, regulation, rule, subpoena, search warrant, or court order;
3. As necessary to identify, contact, or bring legal action against someone who may be misusing the Astra Services, the device(s), or both;
4. To protect Astra’s rights and property; or
5. In emergency situations where disclosure of such information is necessary to protect the Customers or third parties from imminent harm.

Confidentiality

Astra Services contain proprietary and confidential information of Astra Inc. and its third party partners, including engineering documents, manuals, software, program listings, data file printouts, and other technical and marketing information. You agree to keep this information confidential and to use the information solely for the purpose of using the Astra Services in accordance with this agreement. You will not alter, decompile, disassemble, reverse engineer, or modify any Astra confidential and proprietary information that you receive.

Copyright Notice

Except as expressly provided in this agreement, or otherwise permitted by law, no Astra marks, materials, or intellectual property may be used, copied, reproduced, modified, republished, uploaded, posted, publicly displayed, publicly performed, publicly performed by means of a digital audio or video transmission, encoded, translated, transmitted, or distributed in any way to any other computer, server, website, or any other medium for publication or distribution or for any commercial enterprise or purpose, without Astra’s express prior written consent. Any software that you download is governed by the license terms accompanying the software or as otherwise specified.

Our website content, materials, service logos, service marks and trademarks are the intellectual property of Astra Inc., and are protected by trademark, copyright, or other intellectual property laws, and international treaty provisions. Except as otherwise expressly provided herein, Astra grants no express or implied right under any patents, copyrights, trademarks, or other intellectual property rights in Astra Portal Website (https://portal.astra.cloud) and Astra Services. Infringement by you may result in civil or criminal prosecution.

Warranty Disclaimers

THE WARRANTY FOR THE PRODUCT AND PRODUCT SOFTWARE ARE SET FORTH IN THE LIMITED WARRANTY AND THE EULA, RESPECTIVELY.
ASTRA SERVICES ARE PROVIDED FOR YOUR CONVENIENCE, “AS IS” AND “AS AVAILABLE” AND ASTRA AND OUR LICENSORS AND SUPPLIERS EXPRESSLY DISCLAIM ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AND NON-INFRINGEMENT.
ASTRA AND OUR LICENSORS AND SUPPLIERS MAKE NO WARRANTY THAT DEFECTS WILL BE CORRECTED OR THAT THE SERVICE (I) WILL MEET YOUR REQUIREMENTS; (II) WILL BE COMPATIBLE WITH YOUR NETWORK, COMPUTER OR MOBILE DEVICE; (III) WILL BE AVAILABLE ON N UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (IV) WILL BE ACCURATE OR RELIABLE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM ASTRA OR THROUGH THE SERVICES SHALL CREATE ANY WARRANTY.
ASTRA DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD-PARTY THROUGH OR IN CONNECTION WITH THE ASTRA PRODUCTS OR ASTRA SERVICES (INCLUDING, BUT NOT LIMITED TO, THIRD-PARTY PRODUCTS AND SERVICES CONNECTED THROUGH THE WORKS WITH ASTRA PLATFORM) OR ANY HYPERLINKED WEBSITE OR SERVICE, AND ASTRA WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF SUCH PRODUCTS OR SERVICES.
WHEN YOU INSTALL, SETUP OR USE ASTRA PRODUCTS AND ASTRA SERVICES, YOU ARE GIVEN THE OPPORTUNITY TO ALTER DEFAULTS OR CHOOSE PARTICULAR SETTINGS. THE CHOICES YOU MAKE CAN CAUSE DAMAGE OR LEAD TO NON-RECOMMENDED OPERATION OF YOUR CONNECTED EQUIPMENT OR SYSTEMS. YOU ASSUME ALL LIABILITY FOR SUCH DAMAGE WHEN YOU CHOOSE PARTICULAR SETTINGS OR SET OR ADJUST DEFAULTS.
ASTRA MAKES NO REPRESENTATIONS CONCERNING ANY CONTENT CONTAINED IN OR ACCESSED THROUGH THE ASTRA SERVICES, AND ASTRA WILL NOT BE RESPONSIBLE OF LIABLE FOR THE ACCURACY, COPYRIGHT COMPLIANCE, LEGALITY OR DECENCY OF MATERIAL CONTAINED IN OR ACCESSED THROUGH THE SERVICES. ASTRA MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING SUGGESTIONS OR RECOMMENDATIONS OF SERVICES OR PRODUCTS OFFERED OR PURCHASED THROUGH THE ASTRA SERVICES.

Collection and Use of Personal Information

“Privacy Policy” describes how Astra collects and uses personal information of its customers and web visitors. We encourage you to carefully review the Privacy Policy before providing any personal information on Astra Services.

Please refer to Astra Privacy Policy for additional information.

Indemnity

You will indemnify and hold harmless Astra Inc. and its officers, directors, affiliates, employees and licensors, and any other service provider who furnishes services to you for Astra Services, from and against any and all claims, losses, damages, fines, penalties, costs, and expenses (including, without limitation, attorneys’ fees): (i) made by any third-party due to or arising out of your breach of this agreement, or your violation of any law or the rights of a third-party, and (ii) incurred by, or on behalf of, you or any third-party or users of Astra Services, relating to Astra Services, including, without limitation, emergency dialing, or your device, or use of Astra Services, by you or others using your account (whether or not such usage is expressly authorized by you).

Astra Inc. shall not be responsible for any infringement related to or resulting from, either directly or indirectly use of the Astra Portal Website, Astra Services, or otherwise.

Modification to the Terms of Use

Although Astra attempts to provide accurate information on Astra websites, Astra assumes no responsibility for the accuracy of the information. Astra Inc. may change the Astra Services mentioned at any time without notice. Any change will be posted and announced on Astra websites. Your continued use of the Astra Services after this Terms has changed in is your acknowledgement and acceptance of the change terms.

Governing Law and Jurisdiction

Claims related to or arising under this Agreement shall be governed by the laws of Taiwan, excluding its principles of conflict of laws. Please note that your use of the Astra websites, Astra Services may be subject to other local, state, national, and international laws. You hereby agree to submit to exclusive jurisdiction of Taiwan Shi-Lin District Court for any claim or dispute arising out of or related to this Agreement, including claims related to the Astra websites, Astra Services, and you further agree and expressly consent to the exercise of personal jurisdiction in Taiwan Shi-Lin District Court in connection with any such dispute, including any claim involve Astra Inc. or its affiliates, subsidiaries, employees contractors, officers, directors, mobile carriers and content providers.

Miscellaneous

Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, such provision shall be struck and the remaining provisions shall continue in full force and effect. Headings are for reference purposes only and do not limit the scope or extent of such section.

Survival

The provisions of this Agreement that by their sense and context are intended to survive the termination or expiration of this Agreement shall so survive.

Termination of Service

Astra Inc. have the right to suspend or discontinue services generally, or to disconnect your service, at any time. In addition, we reserve the right to immediately disconnect your service at any time without notice on the following terms:

Unlawful or Inappropriate use: If we determine that you have used the Astra Services, Astra Portal Website, or Astra products for an unlawful or inappropriate purpose, or if we determine that your use does not confirm to the requirements in this Agreement or that it interferes with our ability to provide service to you or others.
Violation of laws of jurisdiction: If we determine that you have used the Astra Services, Astra Portal Website, or Astra products in violation of any applicable local, state, national, and/or international laws and regulations.

No Third-Party Beneficiaries

If you are not a party to this Agreement, you do not have any remedy, claim, liability, reimbursement, or cause of action. This Agreement does not create any other third-party beneficiary rights.

Legal Age

You promise that you are of legal age to enter into this Agreement, and that you have read and understand fully its terms and conditions.

Contact

If you have any questions or concerns about this Agreement or any issues raised in this Agreement or on the Astra Services, Astra Portal Website, or Astra products, please contact us at support@astra.cloud.