End User License Agreement

1. Acceptance & Eligibility

You represent that you are at least 18 years old and have the authority to enter into this Agreement. If you accept on behalf of an organization, you represent that you are authorized to bind that organization, and "you" refers to that organization. A separately negotiated Master Services Agreement or Enterprise Order ("MSA") signed by both parties, if any, controls over this Agreement to the extent of any conflict.

2. License Grant

Subject to your compliance with this Agreement and payment of applicable fees, we grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to install and use the Software for your internal business purposes, for the number of authorized users/seats you have purchased. The Software is licensed, not sold. We reserve all rights not expressly granted.

4. Diagnostic & Technical Data

To operate, maintain, and improve the Software, we may collect limited technical and diagnostic information — such as app version, device model and OS, crash logs, error reports, connected-device model (e.g., GNSS receiver or locator type), and feature-usage statistics. This is used to deliver updates, provide support, and improve reliability. Diagnostic data is separate from, and does not include, your Customer Data (your utility locations, coordinates, tickets, or GIS layers) except as strictly necessary to reproduce a reported error and only with your involvement. Our handling of personal information is governed by our Privacy Policy.

5. Accuracy, Positioning & Locating — Assumption of Risk

The Software assists with mapping, recording, and visualizing utility and geospatial information. It does not physically locate buried utilities, does not guarantee that any utility exists or does not exist at a given location, and is not a replacement for a qualified utility locator, a one-call/811 notification, subsurface utility engineering (SUE), or physical verification.

Positioning results are estimates, not guarantees

Any coordinate, elevation, RTK/GNSS fix, "relocate"/"navigate-to" guidance, or map position produced or displayed by the Software is an estimate whose accuracy depends on numerous factors outside our control, including but not limited to:

• satellite availability and geometry (DOP), signal obstructions, and multipath;
• the correction source and its integrity (e.g., NTRIP caster, base station, RTK/RTX network, PPP);
• baseline length, correction latency, fix type (RTK fixed/float, DGPS, autonomous), and re-convergence;
• the GNSS receiver, antenna, and any tilt/IMU compensation, and their calibration and setup;
• coordinate reference system, datum, epoch, geoid model, and any transformation or localization applied;
• atmospheric conditions, environment, and physical site conditions;
• device sensors, mounting, pole/rod height entry, and operator technique and setup.

Because of these variables, we do not warrant or guarantee the accuracy, precision, completeness, reliability, or fitness of any position, coordinate, measurement, score, or map produced by the Software. The LocateIQ Rating and any quality/confidence scores are informational indicators only and are not a certification of accuracy or of a utility's existence, depth, or position.

Your responsibilities

• Always submit a one-call/811 request and follow all applicable federal, state, and local damage-prevention laws, regulations, and permits before excavation.
• Independently verify positions by appropriate means (e.g., potholing/daylighting, physical inspection, qualified locators) before excavating, boring, or making any safety-critical decision.
• Use qualified, trained personnel and properly configured equipment.
• Do not rely on the Software as the sole basis for excavation, design, or any decision affecting personal safety or property.

You knowingly and voluntarily assume all risk arising from your use of the Software and any reliance on its outputs.

6. Acceptable Use & Restrictions

You will not, and will not permit others to:

• copy, modify, or create derivative works of the Software except as expressly permitted;
• reverse engineer, decompile, disassemble, or attempt to derive source code, except to the extent that restriction is prohibited by applicable law;
• rent, lease, lend, sell, sublicense, distribute, or make the Software available to third parties, or use it on a service-bureau or timeshare basis beyond your authorized users;
• circumvent license, seat, authentication, or security controls;
• use the Software unlawfully, to infringe others' rights, or to build a competing product; or
• remove or obscure proprietary notices.

7. Third-Party Services & Equipment

The Software may integrate with or rely on third-party services, hardware, and data — including Esri ArcGIS, Subsurface Maps, NTRIP casters and correction networks, GNSS receivers and locators, basemap and map-rendering providers, and the Apple App Store and Google Play. We do not control and are not responsible for third-party services, equipment, availability, accuracy, or terms, and your use of them is at your own risk and subject to their terms. We may add, change, suspend, or discontinue integrations; where a change is within our control and materially affects a paid feature, we will use commercially reasonable efforts to provide reasonable notice.

8. Subscriptions, Fees & Renewal

Paid plans are billed in advance for the subscription period you select ([monthly/annual]). Fees are stated at purchase and are non-refundable except as required by law or expressly stated. Subscriptions automatically renew for successive periods equal to the then-current term unless you cancel before the end of the current period. You may cancel renewal at any time up to [30] days before the end of the current term via your account settings or by contacting us. We will provide reasonable advance notice of any renewal price increase, and renewal pricing will not exceed [the then-current list price / a capped increase] absent notice. App Store / Google Play purchases are also subject to those stores' billing and cancellation rules. [Confirm final fee, term, notice period, and renewal price-protection terms with counsel and your billing setup.]

9. Disclaimer of Warranties

THE SOFTWARE AND ALL SERVICES, DATA, SCORES, AND OUTPUTS ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, TITLE, QUIET ENJOYMENT, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SOFTWARE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR THAT ANY POSITION, MEASUREMENT, OR MAP WILL BE ACCURATE OR COMPLETE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, CREATES ANY WARRANTY. SOME JURISDICTIONS DO NOT ALLOW CERTAIN EXCLUSIONS, SO SOME MAY NOT APPLY TO YOU.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE COMPANY OR ITS OWNERS, EMPLOYEES, OR SUPPLIERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, BUSINESS INTERRUPTION, PROPERTY DAMAGE, COST OF SUBSTITUTE SERVICES, OR DAMAGES ARISING FROM EXCAVATION, DAMAGE PREVENTION, OR RELIANCE ON ANY POSITION OR OUTPUT OF THE SOFTWARE, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

EXCEPT WHERE PROHIBITED BY LAW, THE COMPANY'S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THE SOFTWARE OR THIS AGREEMENT WILL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES YOU PAID TO US FOR THE SOFTWARE IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100). THESE LIMITATIONS APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

Nothing in this Agreement limits liability that cannot be limited by law (for example, certain claims for gross negligence, willful misconduct, or personal injury where non-waivable). Some jurisdictions do not allow certain limitations, so parts of this section may not apply to you. [Confirm the cap amount and any carve-outs with counsel.]

11. Indemnification

To the extent permitted by law, you will defend, indemnify, and hold harmless the Company and its owners and personnel from and against any third-party claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your Customer Data; (b) your use of the Software; (c) any excavation, locating, design, or field decision made in connection with the Software; or (d) your violation of this Agreement or applicable law.

12. Term & Termination

This Agreement applies while you use the Software. You may stop using and uninstall the Software at any time. We may suspend or terminate your license if you materially breach this Agreement or fail to pay fees. On termination: your license ends and you must stop using the Software. For a period of [30] days after termination, you may export your Customer Data; after that, we may delete Customer Data in the ordinary course, subject to our Privacy Policy and any legal retention obligations. Sections that by their nature should survive (including Sections 3, 5, 9, 10, 11, and 14) survive termination.

13. Changes

We may update the Software and this Agreement from time to time. Material changes to this Agreement will be posted here with an updated "Last Updated" date and, where required, communicated to you. Your continued use after changes take effect constitutes acceptance. If you do not agree to a change, stop using the Software.

14. Governing Law & Dispute Resolution

This Agreement is governed by the laws of the State of Nebraska, U.S.A., excluding its conflict-of-laws rules and excluding the U.N. Convention on Contracts for the International Sale of Goods. The parties submit to the exclusive jurisdiction and venue of the state and federal courts located in [County], Nebraska for any dispute, except that either party may seek injunctive relief in any court of competent jurisdiction. If you are a consumer residing outside the U.S., mandatory local laws of your place of residence may apply. [Confirm county/venue, and whether you want arbitration or a class-action waiver, with counsel.]

15. Export Compliance

You may not use or export the Software in violation of U.S. export laws. You represent that you are not located in, and are not a national of or ordinarily resident in, an embargoed country, and are not on any U.S. government restricted-party list. You will not use the Software for any prohibited end use.

16. General

This Agreement (together with any MSA and the Privacy Policy) is the entire agreement between you and us regarding the Software and supersedes prior agreements on that subject. If any provision is unenforceable, the rest remains in effect and the unenforceable provision will be limited to the minimum extent necessary. Our failure to enforce a right is not a waiver. You may not assign this Agreement without our consent; we may assign it in connection with a merger, acquisition, or sale of assets. There are no third-party beneficiaries. Apple and Google are third-party beneficiaries of the app-store terms only to the extent required by their platform rules.

17. Contact

Questions about this Agreement? Contact us:

[COMPANY LEGAL NAME] (LocateIQ)
[Company Address], [City], Nebraska [ZIP]
Email: utilitylocateiq@gmail.com