AgrowKnow Terms of Use

Operator: GEMx LLC
Contact: noah@agrowknow.com
Mailing address: 211 E Beverly Dr, Indianapolis, IN 46205, USA
Effective date: October 30, 2026.

1 Our agreement and the services covered

GEMx LLC operates the AgrowKnow family of agricultural software and data services. These Terms apply to all websites, web and mobile applications, hosted tools, APIs, reports, subscriptions, data services, and related support and communications provided by GEMx LLC under AgrowKnow or another GEMx LLC product name that link to or expressly incorporate these Terms, including future services, renamed products, and updated versions (collectively, the “Services”).

Your agreement is with GEMx LLC. “AgrowKnow,” “we,” “us,” and “our” refer to GEMx LLC. Product names identify different Services; they do not identify separate contracting businesses. Coverage under these Terms does not mean that a Service or feature has launched or is included in your purchase. Your accepted offer identifies the products, features, and access you receive.

AgrowKnow tools distributed under an open-source or other separate software license, including QGIS plugins, remain subject to that license for the rights it grants. These Terms do not restrict rights granted by that license. Related hosted services may be governed by these Terms when identified as such. Third-party services remain subject to their own agreements.

By affirmatively accepting these Terms, you agree to them. If you act for a farm, employer, company, or other organization, you represent that you have authority to bind it, and “you” includes that organization where appropriate.

Every account user, including an invited user, must be at least 18 years old and legally able to enter a binding agreement. A parent, guardian, or organization administrator cannot authorize an under-18 account under these Terms. This account-age rule does not itself restrict access to public information or rights granted under a separate software license. The Services are not directed to children under 13, and an account-age rule does not replace applicable children's privacy protections.

The Services are initially offered for use in the United States. Supported locations, crops, years, features, and purchasing channels vary. A web feature is not necessarily available on Android or iOS. Our Privacy Policy explains information processing. Accepting these Terms does not authorize a purchase or provide blanket consent to optional marketing, research, location access, or unrelated uses of personal information.

2 Agricultural guidance and tool specific limits

General planning limits

The Services support planning, analysis, and recordkeeping. They do not guarantee safe operating conditions, correct recommendations, crop performance, yields, input savings, regulatory compliance, or financial results.

Information may be observed, reported, estimated, modeled, inferred, synthetic, user-entered, or generated by AI. Sources and models may be incomplete, delayed, revised, inaccurate, unavailable, or supplied from a dated cache. Regional statistics do not establish conditions for an individual field. Review the source, date, geography, crop year, units, assumptions, and uncertainty before acting.

Verify actual field conditions, equipment limits, official weather warnings, current product labels, stewardship obligations, and applicable laws. Consult qualified agronomic, financial, legal, tax, engineering, or other advisers as appropriate. You remain responsible for operational decisions and for checking outputs before use.

Maps, boundaries, acreage, soils, terrain, crop classifications, and inferred operation dates are planning aids. They are not land surveys, proof of ownership, permission to enter land, official insurance determinations, or certification of actual field activities. The Services are not emergency warning systems; do not rely on alerts, emails, or app availability as your sole source of safety information.

Limits by tool

Weather and field conditions. Forecasts, precipitation estimates, workability, spray windows, crop stages, disease risk, and planting or harvest guidance can differ from actual conditions. A favorable score or missing alert does not establish safety, disease absence, trafficability, or absence of inversions, drift hazards, or sensitive neighboring sites. These outputs do not authorize pesticide or fertilizer application.

Seed selection and placement. Catalog entries, private ratings, rankings, trial results, and placement recommendations depend on available products, comparison groups, field information, and assumptions. Verify maturity, traits, tolerances, stewardship, availability, and current supplier documentation. Seller judgments and trial results are not independent certification or guarantees of whole-field performance. Sellers must accurately describe material commercial interests. A seed plan is not a seed order; purchases from a seed seller are governed by your agreement with that seller unless GEMx LLC expressly agrees to act as the seller.

Crop intelligence and benchmarking. Crop progress, acreage, yield outlooks, planting dates, and comparisons may be provisional or modeled. They are not necessarily final government estimates or observations of your farm. Correlations do not establish causes. Comparison groups and available records affect benchmarking results. Private farm data is used for optional research or shared benchmarking only as described in the Privacy Policy and any separate permission you provide.

Budgets, fuel, rent, and markets. Cost estimates, fuel consumption, fuel-price histories, rent references, break-even calculations, scenarios, and returns depend on your inputs and dated assumptions. Actual costs, equipment performance, prices, taxes, and results may differ. Estimated economic costs are not necessarily cash payments; projected revenue and unsold inventory are not realized sales. Check receipts, allocations, harvest, inventory, and sales for completeness and duplicates. These tools do not provide audited accounts, tax returns, land appraisals, lender approval, executable market quotes, or personalized trading advice. We do not execute commodity trades through these planning tools.

Tax and fertility valuation. Where offered, residual-fertility valuations, nutrient or land-value allocations, and related schedules are analytical estimates, not certified appraisals, formal tax opinions, or a determination that a deduction is available under Internal Revenue Code section 180 or another provision. They do not establish a tax basis, depreciation entitlement, or acceptance by the IRS or a state taxing authority. Have a qualified tax professional assess the applicable law, transaction, sampling, records, and valuation evidence before using an output for a return or tax position.

Nutrients, pesticides, disease, erosion, and sampling. Models and extracted label summaries support review within their stated coverage. They do not replace applicable product labeling, field scouting, laboratory analysis, professional assessment, nutrient-management requirements, or site-specific restrictions. For pesticide use, follow applicable labeling, supplemental directions, federal and state requirements, and label-directed EPA Bulletins Live! Two restrictions for the product, location, and application period. Extracted summaries, tank-mix suggestions, drift or endangered-species buffers, and AI-generated rules do not themselves establish lawful use or verified label instructions. Soil-loss and environmental estimates are screening tools, not certifications, permits, or guaranteed environmental-credit outcomes.

Government programs and insurance. Maps, acreage, crop classifications, seed or conservation mixes, inferred operation dates, and management scenarios do not determine eligibility or compliance for USDA, FSA, NRCS, Conservation Reserve Program, crop-insurance, or environmental-credit programs. They do not guarantee program payments, insurance coverage, acceptance of records, or protection from repayment demands. Check the applicable program rules, official records, deadlines, and administrator or insurer requirements independently.

Scouting, tours, photos, and observations. Enter accurate dates, locations, permissions, and observations. A photo, geotag, rating, or visit record does not establish a professional diagnosis or permission to visit private land. Review recipients and location information before sharing.

Aerial and drone workflows. Importing imagery does not itself authorize or conduct a flight. If a feature supports flight planning or aerial application, the operator and remote pilot remain responsible for applicable FAA rules, including Part 107 or Part 137 where applicable, aircraft and operator certifications, airspace authorizations, exemptions, pesticide requirements, and site permissions. A map or suggested flight or application plan is not regulatory approval or a transfer of those responsibilities to GEMx LLC.

Synthetic data and demonstration tools. Generated farm, soil, planting, application, or yield records are artificial unless expressly identified otherwise. Keep them distinguishable from observed production records. Do not misrepresent them as actual harvest, trial, insurance, lending, regulatory, certification, or environmental-credit evidence. Synthetic outputs can still contain private information if you supply real names, locations, or other private inputs.

Equipment files and analytical exports. Before use, verify field identity, boundaries, coordinate system, crop, season, units, product identifiers, rates, equipment capabilities, and import results. A supported format does not certify safe or correct machine operation. Downloading does not itself transmit or activate a file on equipment. Do not operate equipment using an unvalidated preview output.

AI and automated explanations. Answers, extracted information, and summaries can be inaccurate or misleading even when they cite sources. Verify underlying evidence. Do not submit credentials, unrelated sensitive information, or confidential third-party materials to general AI question tools. Private-data AI workflows, if offered, require the disclosures and permissions described in the Privacy Policy.

3 Accounts and authorized access

Participating Services use shared AgrowKnow identity, workspace, field, billing, and access infrastructure. Some tools work without an account. A shared login does not mean all products are included, all records are shared, or all products use identical permissions.

Provide accurate information, protect credentials and API keys, and promptly report suspected unauthorized access. Do not share an individual login or create duplicate identities to evade limits. Upload another person's information, invite them, or deliver reports only when authorized.

Workspace owners, company administrators, assigned advisers, and other participants can access records within their permissions and relationships. Verify the selected organization, farm, grower, and recipients. Removing one relationship does not necessarily remove a record from another independently authorized workspace or product.

Payment or sponsorship alone does not grant access to a grower's private data. Sponsors may receive information needed to administer funded access. Access to private fields, budgets, management records, ratings, or reports requires the applicable permission or a separate, clearly explained authorization. Sponsorship does not automatically cancel an independently purchased subscription.

4 Your information and our limited license

“Customer Data” means the records, files, and other content you or authorized participants supply to the Services, including contacts, organizational records, field boundaries, farm and crop records, financial records, photographs, private ratings, trial data, company materials, and uploads.

“Private Derived Results” means nonpublic plans, reports, recommendations, calculations, and other results generated using Customer Data for a customer's account, farm, field, or workspace. A result can be protected even when public or licensed sources contribute to it.

The protections for Customer Data concerning permitted use, confidentiality, sharing, sale, advertising, AI training, research, retention, and deletion also apply to Private Derived Results. This does not transfer ownership of our software, models, or source datasets, or make independently available public or licensed source data private.

As between you and GEMx LLC, you retain the rights you hold in Customer Data. Supplying, receiving, or accessing another person's information does not transfer their rights to you. Public availability does not eliminate source licenses or confidentiality obligations.

You grant us a nonexclusive license to host, copy, process, transmit, and display Customer Data only as reasonably necessary to provide the Services you use, generate and preserve your requested work, support your account, maintain security, comply with law, and carry out your authorized sharing instructions. This license continues only as needed for those purposes and the retention described in the Privacy Policy. It does not grant ownership of your farm records to us.

We require providers acting on our behalf to follow authorized purposes, confidentiality protections, and applicable retention and deletion requirements. Independent payment and other provider processing is described in the Privacy Policy.

We do not sell identifiable Customer Data, use it for targeted advertising, use private Customer Data to train general-purpose AI models, publish private records without authorization, or grant sponsors private-data access merely because they pay. Separate research use, including research using private records for broader model development or shared benchmarking, requires clear advance disclosure and your separate affirmative permission. Declining optional permission does not reduce access you purchased. A change to these commitments requires advance disclosure and separate affirmative permission for affected uses.

Optional permission must come from someone with authority over the affected records and include any individual permissions required by law. Workspace administration, uploading a record, or funding access does not by itself establish that authority.

We may process service-performance metrics, usage records, and error or security logs as reasonably necessary to operate, troubleshoot, secure, and maintain the Services, subject to the purposes, safeguards, and retention described in the Privacy Policy. Those operational purposes do not grant a separate license to reuse private agronomic or financial records for broader model-development research or shared benchmarking. Removing names or aggregating records does not by itself override the separate-permission commitment above.

You may use and share results generated for your authorized farm, advisory, or business activities, subject to other people's rights and disclosed source licenses. This does not transfer ownership of our software, models, or licensed source datasets. We do not promise that AI or synthetic outputs are unique or eligible for exclusive intellectual-property rights.

5 Sharing and connected services

Use sharing controls and connected services only with authority. Review the information and recipients before exporting, publishing, or delivering a report. Anyone possessing a report link that allows access without sign-in may be able to view and forward that report. Reports can contain names, field locations, recommendations, and company information.

Revoking access or disabling a link cannot recall downloaded, printed, forwarded, or independently retained copies. Contact us for help disabling a report link. A connection to an equipment, farm, or other third-party platform requires its own disclosed authorization; downloading a file alone does not establish that connection.

6 Trials subscriptions billing and refunds

Free access and usage allowances

Offers and account controls describe available free features, trial eligibility and duration, included products, users, fields, crop years, credits, exports, API calls, and other limits. A no-card trial does not automatically convert to paid access. Starting another product does not restart an existing product's trial unless expressly offered.

Usage-counting and credit-expiration rules must be disclosed with the offer. Archiving a field does not necessarily restore an allowance. Where an offer counts a field and crop year once for a defined successful output, revisions to that unit do not consume another credit unless the offer expressly provides otherwise. Contact us about duplicate counts, failed outputs, or incorrect charges. We do not authorize undisclosed overage charges.

Trial expiration, cancellation, or loss of sponsorship changes access under the applicable offer; it does not itself erase your records. References to future products, bundles, native versions, or integrations are not promises of availability.

Purchases and automatic renewal

Before purchase, we disclose the seller, included Services, allowances, term, price, applicable taxes, billing interval, expiration rules, and any recurring or usage-based charges. You separately authorize the purchase. A recurring plan renews automatically for the disclosed period until renewal is turned off. These Terms alone do not authorize charges.

Web purchases from GEMx LLC may be processed by Stripe. Prices are in U.S. dollars unless an offer states otherwise; the confirmed total controls. Company agreements may provide invoicing or different payment arrangements. Software fees, credits, and sponsorship are separate from seed, supplies, or professional services purchased from another seller.

Use the billing controls or subscription-management link supplied with the purchase to stop renewal before the next charge is processed. Contact noah@agrowknow.com if controls are unavailable or you need help. Cancellation normally preserves paid access through the current term, subject to disclosed credit-expiration rules. Uninstalling, signing out, deleting fields, leaving an organization, or disabling messages does not itself cancel a subscription. Organization subscriptions must be managed by an authorized billing administrator.

If Apple or Google Play purchases are offered, that store manages billing, cancellation, and refunds under its process. Account deletion does not itself cancel an independently managed store subscription. We explain relevant billing effects during deletion review.

Once a personal account-deletion request is verified, we promptly turn off future renewals for the affected GEMx-managed personal web subscriptions without waiting for erasure to finish. Product-only deletion stops renewals for the deleted product's personal access; shared-account deletion stops all personal GEMx-managed web renewals attached to that account. We identify the affected subscriptions and explain billing effects before closure.

If product-only deletion affects an inseparable personal bundle, we turn off renewal of that bundle and preserve already-paid access to the remaining products through the paid term where possible. A replacement plan or new charge requires your explicit authorization; we do not silently convert you to a different paid plan. Existing refund provisions continue to apply. A valid deletion request is not postponed until a paid term expires.

An individual's deletion request does not automatically cancel an organization subscription or sponsored coverage serving other users. Those billing arrangements follow instructions from an authorized organization billing administrator; the individual's access and records are handled according to the verified deletion scope. Store-managed subscriptions require the store's cancellation process. Billing review must not prevent fulfillment of a valid privacy request within applicable legal deadlines.

We provide advance notice of renewal-price or material paid-plan changes, an opportunity to cancel before they apply, and additional consent where required. We do not retroactively increase the price of an already-paid term. Plan changes, prorated charges, and additional usage charges must be presented as applicable before authorization. Failed payments may be retried and premium access restricted after any applicable notice or grace period.

Refunds

Contact noah@agrowknow.com with your account email, purchase date, and issue. We review refunds for web software fees and credits case by case, including duplicate charges, billing errors, and significant service problems. Cancellation does not automatically produce a refund, and a discretionary refund is not guaranteed. We provide refunds and cancellation rights required by law. Store purchases follow the store's refund process.

A full refund normally ends the entitlement associated with that purchase. Other valid access may continue. A refund does not itself delete your account or records.

7 Communications

We may send account, security, invitation, billing, legal, and authorized report-delivery messages. Weather summaries, briefings, and other optional communications follow the preferences and defaults disclosed for the relevant feature. Daily FieldCast weather summaries may be enabled by default for eligible accounts; weekly summaries are optional. An in-app briefing does not by itself subscribe you to email.

Use settings or the applicable unsubscribe control to change optional delivery. Essential service notices may continue. Marketing choices are separate. Providing a phone number or accepting these Terms does not authorize unrelated marketing, automated marketing calls, or texts. Do not use invitation or report-delivery tools for unsolicited bulk advertising. Delivery timing and receipt are not guaranteed.

8 Permitted use and intellectual property

We grant you a limited, nonexclusive right to use the Services within your authorized access and applicable licenses. We and our licensors retain rights in our branding, software, models, and other supplied materials. Third-party source rights and attribution requirements continue to apply. Government or manufacturer information does not imply endorsement.

Do not bypass access controls or quotas, obtain another person's records without permission, introduce malicious code, disrupt the Services, misrepresent your authority, or remove required attribution. Do not resell access or bulk redistribute licensed datasets without the necessary permission. These limits do not restrict rights expressly protected by law or a governing open-source license.

Do not use scraping, automated accounts, bulk queries, or other extraction methods outside documented and authorized access to harvest proprietary datasets or outputs or reconstruct our proprietary models. Do not reverse engineer, decompile, or disassemble proprietary portions of the Services, or systematically probe them to derive nonpublic source code, algorithms, or model parameters, except to the extent applicable law expressly permits despite this restriction.

Without written permission or an applicable license, do not systematically harvest proprietary outputs to train or reproduce a competing model or service. These restrictions do not prohibit authorized API use within its license, your permitted exports and ordinary farm or advisory work, reasonable evaluation or validation of recommendations, or independent development using information you lawfully hold. They do not claim rights over your own Customer Data or public-domain material, or override third-party data rights, open-source licenses, or legally protected activity.

API and data-service offers define credentials, permitted users and uses, quotas, redistribution rights, and fees. Keep credentials secure and use documented access methods. A website subscription does not automatically include API rights. A separate data license controls an express conflict within its licensed scope.

If you voluntarily provide suggestions or feedback about the Services, you grant GEMx LLC a nonexclusive, worldwide, perpetual, irrevocable, royalty-free license to use, reproduce, adapt, and incorporate that feedback into the Services without attribution or compensation. This license applies only to feedback you have authority to provide. It does not transfer ownership of your feedback or apply to Customer Data, private farm or financial records, confidential information, or third-party materials included with a suggestion; those materials retain their existing protections. A separate written confidentiality agreement continues to apply.

9 Availability and account closure

We may maintain, update, or discontinue features and suspend access for misuse, security risks, nonpayment, or legal requirements. Where reasonably possible, we explain a suspension and allow an opportunity to resolve it. Urgent security or legal situations may require immediate action. We do not promise uninterrupted service or a service level unless separately agreed in writing.

Availability and data freshness can be affected by circumstances beyond our reasonable control, such as government shutdowns, interrupted or discontinued source feeds, internet or cloud-provider failures, severe weather, or cyberattacks that reasonable safeguards could not prevent. To the extent permitted by law, we are not responsible for delay or interruption caused by those circumstances to the extent they were beyond our reasonable control. We take reasonable steps to mitigate the effects and communicate material disruptions affecting the Services. This provision does not excuse our own negligence or other fault, failures to meet applicable security or legal duties, or inaccurate outputs attributable to our own processing. It does not override the liability exceptions, separate service commitments, or unused-prepayment protections in these Terms.

If we discontinue a paid Service or end your paid access for reasons other than your breach, we provide an appropriate refund for the unused prepaid portion, subject to law and the applicable purchase arrangement.

You may request product-specific removal or shared-account deletion as described in the Privacy Policy. We explain effects on other products, records independently maintained by authorized participants, and subscriptions. Closure and export can require identity and authority checks. Accrued payment obligations, lawful retention, intellectual-property protections, the warranty, liability, and indemnification provisions and related enforcement rights, and provisions that by their nature must continue survive termination.

10 Warranties and liability

For this section and section 11, the “Protected Parties” are GEMx LLC and its current and former owners and members, including Noah Freeman, managers, officers, employees, agents, and service providers. A person or entity other than GEMx LLC receives these protections only to the extent a claim arises from that person's or entity's activities in providing, operating, or supporting the Services on behalf of GEMx LLC. These protections do not extend to unrelated personal activities or independent services outside that role.

GEMx LLC is the contracting party responsible for its obligations under these Terms. An owner, member, manager, officer, employee, or agent does not become a party to your agreement or personally guarantee GEMx LLC's obligations merely by holding that role or performing work for GEMx LLC. This does not override a separate express obligation that person accepts in an individual capacity or liability imposed by applicable law.

To the maximum extent permitted by law, the Services are provided “as is” and “as available.” The Protected Parties disclaim implied warranties of merchantability, fitness for a particular purpose, and noninfringement and do not warrant that information is complete, accurate, continuously available, or suitable for a particular operation.

To the maximum extent permitted by law and subject to the exceptions below, the Protected Parties are not liable for indirect, incidental, special, consequential, or punitive damages, including lost profits, business, crops, or data. For claims subject to this limitation, the combined total aggregate liability of all Protected Parties arising from the Services under these Terms is limited to the greater of US $100 or the Covered Fees for the 12 months before the event giving rise to the claim. This is one combined limit across the covered Services and Protected Parties, not a separate limit for each product, person, or entity.

For an individual's claim, “Covered Fees” are the actual software-access fees paid by that individual or on their behalf for their covered access across the Services during that 12-month period, subject to the prepaid rule below. Fees for other users do not count toward an individual's amount. For an organization's own claim, Covered Fees are the actual fees for its covered Services under the applicable agreement during that period, including access for its authorized users; the organization is not treated as a single individual user.

Use the actual purchase price after discounts. Count a bundle payment once across its included products. Allocate sponsored or company purchases using documented line-item, unit, or recipient allocations. If a single price covers equal units or users without a separate allocation, divide it equally among those units or users; do not substitute an undiscounted retail price. The same payment cannot be counted more than once for the same loss, including overlapping claims asserted by an individual and an organization.

For prepaid inventory, an assigned unit's actual allocated purchase price is attributed to the date its assigned coverage term begins for this calculation, even if the inventory was purchased earlier. It is not also counted on the inventory's original purchase date. For inventory still unassigned at the event giving rise to the claim, use its actual purchase date when calculating the organization's own Covered Fees. No unit price is counted both as assigned coverage and unassigned inventory in the same calculation. This allocation affects the liability calculation only; it does not authorize a new charge or change credit-expiration or access terms.

The exclusions and combined limit apply to claims arising from the Services whether framed in contract, tort (including ordinary negligence), or another legal theory, only to the extent permitted by applicable law. They do not apply to fraud, willful misconduct, gross negligence, or liability and remedies that cannot lawfully be excluded or limited. They do not eliminate nonwaivable consumer rights, excuse a person's own conduct where liability cannot lawfully be limited, or retroactively reduce rights relating to events governed by an earlier agreement.

11 Third party claims and indemnification

Business use only. This section applies only when you use the Services for a commercial farm, advisory practice, dealership, or other business, whether individually or on behalf of an organization. It does not apply to purely personal, noncommercial use. Subject to applicable law and the exclusions below, no separate contractual monetary ceiling applies to the customer's indemnification obligation under this section. Section 10 limits the Protected Parties' liability; it does not cap this obligation. A separately signed business agreement may expressly provide a different indemnity limit within its scope.

To the extent permitted by law, you agree to defend and indemnify the Protected Parties defined in section 10 against third-party civil claims and resulting judgments, approved settlements, and reasonable defense costs, including reasonable attorneys' fees, only to the extent caused by: (a) Customer Data you supply or direct us to use that infringes another person's rights or was collected, uploaded, or disclosed without required authority; (b) your material breach of these Terms or unauthorized misuse of the Services; or (c) your negligent or unlawful acts or omissions in field operations or professional services you undertake using the Services, including unauthorized entry, chemical application, or disclosure of another person's records. A third party's allegation or your ordinary authorized use of an output does not by itself establish that you caused the claimed loss.

This obligation does not cover claims you bring to enforce our obligations to you, or losses to the extent caused by a Protected Party's own negligence, misconduct, breach of these Terms, defective processing, or failure to perform its security or legal duties. Responsibility for a claim involving multiple causes must be allocated to the covered causes; you are not required to fund the defense of unrelated or excluded portions. This section does not shift governmental fines, tax liabilities, criminal penalties, or regulatory compliance duties to you merely because you use the Services. It does not bind a regulator or prevent a third party from bringing a claim.

We must promptly notify you of a covered claim, provide reasonable information and cooperation at your expense for the covered defense, and let you control that defense with qualified counsel reasonably acceptable to us. A delay in notice reduces your obligation only to the extent it materially prejudices the defense. A Protected Party may participate with separate counsel at its own expense. Neither party may settle a covered claim in a way that admits fault by, imposes obligations on, or fails to fully release the other party without that party's prior written consent, which must not be unreasonably withheld. GEMx LLC may not incur a settlement obligation on your behalf without your written consent. Applicable nonwaivable rights and the exclusions stated above continue to apply.

12 Disputes and general terms

Contact noah@agrowknow.com to seek informal resolution. Doing so is not a prerequisite that prevents timely filing of a claim, seeking urgent relief, or making a complaint to a regulator. You retain available statutory remedies and eligible small-claims procedures.

For disputes arising from your use of the Services for farm, advisory, or other business purposes, Indiana law governs these Terms and the dispute, without applying rules that would select another jurisdiction's law. Subject to the exceptions below, those business disputes must be brought in the state courts in Marion County, Indiana, or the United States District Court for the Southern District of Indiana sitting in Indianapolis if that court has subject-matter jurisdiction. You and GEMx LLC consent to personal jurisdiction in those courts for covered business disputes. This agreement does not create federal subject-matter jurisdiction.

Mandatory law controls where it provides rights or protections that cannot be displaced by the choice of law or forum above. The business-forum provision does not prevent an eligible small-claims case in another legally available small-claims court, an application for urgent provisional relief in a court with jurisdiction, or a complaint or proceeding before an authorized regulator. Disputes outside the business-use provision may be brought in a court with jurisdiction under applicable law. These Terms do not require arbitration, waive jury-trial or class-action rights, or shorten an applicable statutory period for bringing a claim.

A separately signed agreement controls an express conflict within its scope, subject to the data-handling rules below and applicable law. Accepted purchase terms control disclosed prices, duration, allowances, and included Services. Open-source and third-party licenses continue to govern the rights they grant. Otherwise, these Terms govern the Services that adopt them. If one provision is unenforceable, the remaining provisions continue to the extent permitted by law.

The Privacy Policy governs GEMx LLC's collection, use, sharing, retention, and deletion of personal information, Customer Data, and Private Derived Results. The Terms govern access, purchases, permitted use, and liability, subject to applicable law. A separately signed data-processing agreement controls the specific organizational processing it expressly covers, subject to applicable law and the privacy commitments and permissions attached to the records. A purchase term, provider notice, or general contract clause does not by itself expand those processing rights or authorize a materially incompatible use of previously collected information. This relationship does not displace nonwaivable rights or itself change the Terms' liability provisions.

The persons and entities other than GEMx LLC included in the Protected Parties are intended third-party beneficiaries of sections 10 and 11 and may enforce the protections applicable to them, subject to those sections' scope and exceptions. This limited enforcement right does not make them contracting parties or give them a separate right to use Customer Data. These Terms do not otherwise create contractual third-party beneficiary rights.

13 Changes and contact

We identify the effective date of each revision and provide appropriate notice of material changes. We request renewed agreement or separate consent where required. New Terms apply prospectively when properly adopted; a renamed product or consolidated policy does not itself establish your acceptance of new terms or erase existing purchase rights.

Changes do not retroactively expand our use of previously collected information without a lawful basis and required permission. Privacy commitments and optional permissions remain subject to the Privacy Policy.

Send questions and legal notices to noah@agrowknow.com or GEMx LLC, 211 E Beverly Dr, Indianapolis, IN 46205, USA.