Terms of Service

Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User", "you", or "your") and [Company Legal Name], trading as The SPRK Factory, the developer and operator of the Taxon application ("we", "us", or "our"). By accessing, downloading, installing, or using the Taxon application or any associated services (collectively, the "Service"), you confirm that you have read, understood, and agree to be bound by these Terms in their entirety.

If you are using the Service on behalf of an institution, research organisation, university, or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms. In that case, "you" refers to that entity.

If you do not agree to these Terms, you must not access or use the Service. Your continued use of the Service following any updates to these Terms constitutes your acceptance of those changes, subject to the notification obligations in Section 17.

Service Description

Taxon is an offline-first mobile application designed for field ecologists, taxonomists, and biodiversity researchers. The Service enables users to:

• Capture species observations, including photographic records, GPS coordinates, habitat notes, and taxonomic identifications, in environments with limited or no internet connectivity;
• Manage survey protocols, transects, field equipment, and team coordination;
• Structure and validate occurrence data in alignment with the Darwin Core standard;
• Synchronise data to a cloud backend when connectivity is available;
• Generate and publish Darwin Core Archives (DwC-A) for submission to the Global Biodiversity Information Facility (GBIF) and other biodiversity data infrastructures;
• Export field data in standard interoperable formats including CSV, JSON, DwC-A, and others as made available from time to time.

The Service may include a web-based administrative console, team management features, data review tools, and integrations with third-party map providers and taxonomic reference databases, as described in the product documentation.

We reserve the right to modify, suspend, or discontinue any feature of the Service at any time during the beta period, with reasonable notice to users where practicable.

Eligibility

To use the Service, you must meet at least one of the following conditions:

1. You are at least 18 years of age; or
2. You are affiliated with an accredited academic institution, research organisation, government conservation agency, or non-governmental organisation, and your use of the Service is in connection with your professional or institutional responsibilities, with institutional authorisation where required.

During the beta period, access to the Service is further restricted to individuals and organisations who have received an explicit invitation or access grant from The SPRK Factory. Unauthorised access attempts are prohibited.

By creating an account, you represent and warrant that you meet the eligibility requirements above and that all information you provide is accurate, current, and complete.

Account Registration and Responsibilities

Registration

To access the Service, you must create a user account by providing a valid email address and any other information requested during the registration process. Institutional users may be provisioned accounts by their organisation's administrator through the Taxon administrative console.

Account Security

You are solely responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You agree to:

• Use a strong, unique password and update it regularly;
• Enable any available multi-factor authentication features;
• Notify us immediately at [email protected] if you become aware of any unauthorised access to or use of your account;
• Not share your account credentials with any third party;
• Log out from your account at the end of each session on shared devices.

Accuracy of Information

You agree to keep your account information accurate and up to date. We may suspend or terminate accounts associated with false, inaccurate, or misleading registration information.

Institutional Accounts

Where access is granted through an institutional licence, the institution's designated administrator is responsible for managing user access within the organisation, including provisioning and de-provisioning user accounts. The institution accepts responsibility for ensuring that its users comply with these Terms.

Beta / Pilot Programme Terms

Nature of Beta Software

The Service is pre-release software in active development. As a beta participant, you acknowledge and accept that:

• The Service may contain bugs, errors, or defects that could result in unexpected behaviour, application crashes, or data issues;
• Features, user interfaces, data schemas, API structures, and workflows may change, be removed, or be replaced without prior notice during the beta period;
• The data validation and quality-assurance mechanisms built into the Service are under active refinement; outputs, taxonomic suggestions, and automated validation results may be imperfect or incomplete;
• Synchronisation between the offline-first mobile client and cloud backend may not always be reliable or immediate, and edge-case conflicts may arise in collaborative or multi-device scenarios.

No Uptime Service Level Agreement

We do not offer any service level agreement (SLA) for availability, uptime, response times, or performance during the beta period. The Service is provided on a best-efforts basis. Planned and unplanned maintenance windows may occur without advance notice.

Data Integrity During Beta

While we take reasonable technical measures to protect stored data, we cannot guarantee that data will never be lost, corrupted, or become inaccessible as a result of bugs, migration errors, infrastructure changes, or other unforeseen circumstances inherent in pre-release software.

Feedback

As a beta participant, we may ask you to provide feedback, bug reports, or usability observations. Any feedback you voluntarily provide to us about the Service ("Feedback") may be used by us to improve the Service without any obligation to compensate you. You grant us a non-exclusive, royalty-free, perpetual, irrevocable licence to use, modify, and incorporate such Feedback into the Service. Feedback does not include your research data or field observations, which remain subject to Section 6.

Transition to General Availability

Upon the conclusion of the beta period and the general availability release of the Service, we will provide reasonable advance notice and updated Terms. Beta users will be offered a migration path to production accounts. Your data will be preserved and exported in accordance with Section 7.

User-Generated Content and Data Ownership

Ownership of Field Data

You retain full and exclusive ownership of all data, content, and materials you create, upload, record, or otherwise input into the Service ("User Data"). This includes, without limitation:

• Species occurrence records and taxonomic observations;
• GPS tracks, waypoints, and spatial data;
• Photographs, audio recordings, and other media captured in the field;
• Survey protocols, transect designs, and sampling methodologies;
• Field notes, annotations, and researcher comments;
• Equipment records and deployment metadata;
• Any derived datasets, summaries, or analyses produced from the above.

No Claim by Taxon

[Company Legal Name] / The SPRK Factory asserts no ownership, proprietary right, intellectual property claim, or interest of any kind over your User Data. We will not sell, license, transfer, or otherwise commercialise your User Data to any third party. We will not use your User Data for training machine learning models, for advertising, or for any purpose beyond operating and improving the Service as described in these Terms and our Privacy Policy.

Licence Granted to Taxon for Service Operation

To provide the Service, you grant The SPRK Factory a limited, non-exclusive, non-transferable, revocable licence to store, process, transmit, and display your User Data solely to the extent necessary to operate the Service on your behalf. This licence:

• Does not transfer any ownership rights;
• Is limited to the technical operations required to deliver the Service (e.g., synchronisation, backup, display within your account, generation of export files);
• Terminates upon deletion of your account and exported data, subject to any legal retention obligations;
• Does not permit us to sub-license your data to any third party except where strictly necessary for infrastructure operation (e.g., cloud hosting providers acting as data processors under binding data processing agreements).

GBIF and Third-Party Publication

If you choose to publish a Darwin Core Archive to GBIF or another biodiversity data infrastructure using the Service, you do so at your own discretion and under the licensing terms you select (e.g., CC0, CC-BY, CC-BY-NC). Taxon facilitates this publication but is not a party to any agreement between you and GBIF or any downstream data user. You are responsible for ensuring you have the rights and authority to publish the data you submit.

Institutional Data Agreements

If your use of the Service is governed by an institutional licence or a separate data processing agreement between your institution and The SPRK Factory, the terms of that agreement may supplement or modify these provisions. In the event of a conflict, the specific institutional agreement will prevail with respect to the matters it addresses.

Data Portability

Right to Export

You have the right to export a complete copy of your User Data at any time, including during the beta period, during any account dispute, and prior to account termination. We will make export functionality available directly within the Service.

Supported Export Formats

Taxon provides data export in the following standard, interoperable formats:

• Darwin Core Archive (DwC-A): The standard format for biodiversity occurrence data, compatible with GBIF and the broader TDWG infrastructure;
• CSV (Comma-Separated Values): Flat tabular export of occurrence records, suitable for use in R, Python, QGIS, Excel, and other tools;
• GeoJSON: Spatial export of georeferenced observations, compatible with GIS platforms;
• JSON: Full structured data export, including metadata and nested records.

We will endeavour to maintain compatibility with updated versions of these standards. Where format specifications change materially, we will provide transition guidance.

No Export Fees or Restrictions

Data export is always free of charge and subject to no artificial restrictions, rate limits designed to impede export, or conditional requirements. We will not withhold your data for any reason, including non-payment of fees, except as required by a binding legal obligation.

Data Deletion

Upon account termination or deletion, we will provide you with a minimum of 30 days' notice and a final opportunity to export your data before any deletion is performed. Following confirmed deletion, we will remove your User Data from our live systems within 30 days, and from backup systems within 90 days, except where retention is required by applicable law.

Acceptable Use Policy

You agree to use the Service only for lawful purposes and in accordance with these Terms. The following activities are expressly prohibited:

Prohibited Conduct

• Using the Service for any purpose that violates applicable local, national, or international laws or regulations, including but not limited to wildlife protection laws, data protection regulations, or export control laws;
• Uploading or transmitting content that is unlawful, defamatory, harassing, threatening, obscene, or that infringes the intellectual property rights of any third party;
• Attempting to gain unauthorised access to the Service, its infrastructure, other users' accounts, or any system or network connected to the Service;
• Reverse engineering, decompiling, disassembling, or attempting to derive the source code of the Taxon application, except to the extent expressly permitted by applicable law;
• Introducing viruses, malicious code, or any other software or material that is harmful or disruptive to the Service or other users;
• Using automated tools, scrapers, bots, or scripts to access, extract, or interact with the Service in a manner that places disproportionate load on our infrastructure;
• Reselling, sublicensing, or otherwise commercialising access to the Service without our express written consent;
• Falsifying, fabricating, or intentionally misrepresenting field data or species occurrence records entered into the Service;
• Collecting or harvesting personal data of other Service users without their consent;
• Using the Service in a manner that could bring the GBIF network, Darwin Core standard, or the broader biodiversity informatics community into disrepute.

Responsible Data Practices

As researchers and ecologists, we expect that users will adhere to professional standards of scientific integrity. This includes accurate and complete georeferencing, honest taxonomic identification (including noting uncertainty), and appropriate data quality flags where records are provisional.

We reserve the right to investigate suspected violations of this Acceptable Use Policy and to take appropriate action, including suspension or termination of access, without liability to you, where a violation is reasonably substantiated.

Intellectual Property

Taxon's Intellectual Property

The Taxon application, including its source code, user interface designs, graphics, icons, branding, trademarks, trade names, service marks, logos, documentation, and all other elements of the Service (collectively, "Taxon IP"), are the exclusive property of [Company Legal Name] / The SPRK Factory and are protected by applicable intellectual property laws, including copyright, trademark, and trade secret law.

The "taxon" name, the Taxon logo, and associated brand elements are trademarks (whether registered or unregistered) of The SPRK Factory. You may not use these marks without our prior written consent.

Licence to Use the Service

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to install and use the Taxon application on mobile devices you own or control, solely for your lawful research and biodiversity data capture activities as contemplated by these Terms. This licence does not include any right to:

• Modify, adapt, or create derivative works of the Service;
• Distribute, sublicense, sell, resell, or otherwise transfer the Service to third parties;
• Use the Service in any manner not expressly authorised by these Terms.

Open Standards and Third-Party Components

Taxon integrates with and relies upon open standards (Darwin Core, DwC-A) and open-source software components, each of which remains governed by its respective licence. Nothing in these Terms grants you any rights in those third-party components beyond what is already permitted by their applicable licences.

No Transfer of IP

These Terms do not transfer any Taxon IP to you. All rights not expressly granted herein are reserved by [Company Legal Name] / The SPRK Factory.

Third-Party Services and Integrations

Overview

The Service integrates with or depends upon third-party services, data sources, and APIs to provide certain features. These include, but are not limited to:

• GBIF (Global Biodiversity Information Facility): For taxonomic name lookup, species backbone reference, and Darwin Core Archive publishing. GBIF is an independent international organisation; use of GBIF services is subject to GBIF's own terms of use and data licences;
• Map providers: The Service uses third-party mapping tile providers (which may include OpenStreetMap, Mapbox, or others) to display cartographic basemaps. These providers have their own terms of service and attribution requirements, which you agree to respect when using map features within the Service;
• Cloud infrastructure providers: We use cloud hosting providers based in the European Union to store and process data. These providers act as data processors under binding Data Processing Agreements (DPAs) and are required to handle your data in accordance with GDPR requirements;
• Taxonomic databases: Name lookup and autocomplete features may draw on taxonomic reference databases including the Catalogue of Life, GBIF Backbone Taxonomy, and others. These datasets are published under open licences and are used in accordance with their respective terms.

No Responsibility for Third-Party Services

We do not control third-party services and are not responsible for their availability, accuracy, content, or compliance with applicable laws. Third-party services may change, be discontinued, or become unavailable, which may affect certain features of the Taxon Service. We will endeavour to provide notice of material changes to integrations where practicable.

Links or integrations to third-party services within the Service do not constitute our endorsement or approval of those services. Your use of third-party services is at your own risk and subject to those services' own terms.

Attribution

Where third-party data sources require attribution (such as OpenStreetMap's CC-BY-SA licence), the Taxon application will display the required attribution within the relevant interface elements. You agree not to suppress or obscure these attribution notices.

Limitation of Liability

Exclusion of Certain Damages

To the fullest extent permitted by applicable law, [Company Legal Name] / The SPRK Factory, its directors, employees, contractors, agents, licensors, and service providers shall not be liable for any:

• Indirect, incidental, consequential, special, exemplary, or punitive damages;
• Loss of profits, revenue, data, goodwill, or business opportunities;
• Loss of or damage to research data, field records, or scientific datasets;
• Cost of substitute goods or services;
• Any damages arising from your reliance on data output, taxonomic suggestions, or quality-validation results generated by the Service;
• Damages arising from interruptions to or unavailability of the Service, whether or not we had advance notice of the possibility of such damages.

Cap on Liability

To the fullest extent permitted by applicable law, our total aggregate liability to you for any claims arising out of or relating to these Terms or the Service, regardless of the legal theory under which such claims are brought, shall not exceed the greater of: (a) the total fees paid by you to us in the twelve (12) months immediately preceding the event giving rise to the claim; or (b) one hundred euros (EUR 100).

For beta users accessing the Service at no charge, our maximum aggregate liability shall be EUR 100.

Applicability

The exclusions and limitations of liability in this section apply even if any limited remedy fails of its essential purpose and reflect a reasonable allocation of risk between the parties given the nature of this beta product. Some jurisdictions do not allow the exclusion or limitation of certain types of liability; in such jurisdictions, our liability shall be limited to the greatest extent permitted by law.

Nothing in these Terms excludes or limits our liability for: (a) death or personal injury caused by our negligence; (b) fraud or fraudulent misrepresentation; or (c) any other liability that cannot be excluded or limited under applicable EU or German law.

Disclaimer of Warranties

The Service is provided on an "as is" and "as available" basis, without any warranty of any kind, express or implied. To the fullest extent permitted by applicable law, we expressly disclaim all warranties, including but not limited to:

• Implied warranties of merchantability, fitness for a particular purpose, and non-infringement;
• Any warranty that the Service will be uninterrupted, error-free, secure, or free of viruses or other harmful components;
• Any warranty as to the accuracy, completeness, reliability, or fitness for scientific or academic purposes of any taxonomic data, species suggestions, or automated outputs generated by the Service;
• Any warranty that data synchronisation will occur without loss or conflict;
• Any warranty that the Service will meet your specific research requirements or quality standards.

You acknowledge that as a beta product, the Service is inherently experimental. You assume all risks associated with using pre-release software for research activities.

We strongly recommend that all taxonomic identifications, occurrence records, and data outputs generated through the Service be independently reviewed and validated by qualified researchers before reliance, publication, or submission to biodiversity data repositories.

Indemnification

You agree to indemnify, defend, and hold harmless [Company Legal Name] / The SPRK Factory, its directors, officers, employees, contractors, agents, licensors, and service providers from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or in connection with:

• Your use of the Service in violation of these Terms;
• Your violation of any applicable law or regulation;
• Your User Data, including any claim that your User Data infringes the intellectual property rights, privacy rights, or other rights of any third party;
• Your publication of data to GBIF or other biodiversity data repositories using the Service;
• Any misrepresentation made by you in connection with your use of the Service.

We reserve the right, at our own expense, to assume exclusive control of any matter otherwise subject to indemnification by you, and you agree to cooperate with our defence of any such claim.

Termination

Termination by You

You may terminate your account and stop using the Service at any time by contacting us at [email protected] or by using the account deletion function within the application or administrative console, if available. Prior to deletion of your account data, you will be given a minimum of 30 days to export all of your User Data.

Termination by Us

We may suspend or terminate your access to the Service at any time:

• For cause, immediately and without prior notice, if we determine that you have materially violated these Terms, engaged in fraudulent or illegal conduct, or pose a security risk to the Service or other users;
• With 30 days' written notice, for any other reason, including the conclusion of the beta programme, a decision to discontinue the Service, or a change in our business operations;
• Immediately, if required to do so by applicable law or a binding legal order.

Data Export Guarantee on Termination

Where termination is not for cause, we will provide you with a minimum of 30 days' notice and ensure that export functionality remains accessible throughout that period. Where termination is for cause, we will still provide you with a reasonable opportunity (minimum 14 days) to export your User Data before permanent deletion, unless prohibited by law or by a binding legal order.

Effect of Termination

Upon termination: (a) your licence to use the Service will immediately cease; (b) we will delete or anonymise your User Data in accordance with Section 7 and our Privacy Policy; (c) provisions of these Terms that by their nature should survive termination will do so, including Sections 6, 7, 9, 11, 12, 13, 15, and 16.

Governing Law

These Terms and any dispute or claim arising out of or in connection with them, their subject matter, or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the Federal Republic of Germany, without regard to its conflict of law provisions.

Where applicable, these Terms are subject to and shall be interpreted consistently with applicable European Union law, including but not limited to the General Data Protection Regulation (GDPR, Regulation (EU) 2016/679), the Digital Services Act (DSA), and the EU Consumer Rights Directive, to the extent that such legislation applies to the provision of the Service.

If you are a consumer resident in a Member State of the European Union, you may benefit from mandatory protective provisions of the law of your country of residence that cannot be overridden by these Terms. Nothing in these Terms is intended to deprive you of such protections.

Dispute Resolution

Good-Faith Negotiation

In the event of any dispute, controversy, or claim arising out of or relating to these Terms or the Service ("Dispute"), we encourage you to first contact us at [email protected] to attempt to resolve the matter informally and in good faith. We will make reasonable efforts to respond within 10 business days and to work toward a mutually agreeable resolution.

Jurisdiction

If a Dispute cannot be resolved informally, you agree that the courts of competent jurisdiction located in Germany shall have exclusive jurisdiction to resolve any Dispute. For users who are consumers resident in the European Union, mandatory jurisdiction rules of your country of residence may apply.

EU Online Dispute Resolution

If you are a consumer located in the European Union, you may have access to the European Commission's Online Dispute Resolution (ODR) platform at ec.europa.eu/consumers/odr. We are not required to participate in ODR proceedings, but we will consider any complaint submitted through this platform.

No Class Actions

To the extent permitted by applicable law, you agree that any Dispute will be brought solely in your individual capacity and not as a plaintiff or class member in any purported class action, collective action, or representative proceeding.

Changes to Terms

We reserve the right to update, modify, or replace these Terms at any time. Given the nature of the beta programme, changes may be necessary to reflect product evolution, new features, legal requirements, or regulatory developments.

When we make changes, we will:

• Update the "Effective date" at the top of this page;
• Notify active users by email at the address associated with their account at least 14 days before the new Terms take effect (except where changes are required immediately by applicable law, in which case we will provide notice as soon as reasonably practicable);
• Display a prominent in-app notice for a reasonable period following the update.

Your continued use of the Service after the effective date of updated Terms constitutes your acceptance of those changes. If you do not agree to updated Terms, you must cease using the Service and may request account deletion, with the data export guarantees set out in Section 7 applying.

We encourage you to review these Terms periodically. All historical versions of these Terms will be made available upon request to [email protected].

Contact Information

If you have any questions, concerns, or requests relating to these Terms, your account, data ownership, data portability, or any legal matter concerning your use of the Service, please contact us:

Severability

If any provision of these Terms is found by a court or other competent authority to be invalid, unlawful, or unenforceable in any jurisdiction, that provision shall be deemed severed from these Terms in that jurisdiction only, and the remaining provisions of these Terms shall continue in full force and effect.

Where a provision is severed, the parties agree that the court or authority may, where appropriate, replace the invalid provision with a valid provision that, to the greatest extent possible, achieves the same economic and legal effect as the original provision and reflects the original intent of the parties.

The invalidity or unenforceability of a provision in one jurisdiction does not affect the validity or enforceability of that provision in any other jurisdiction.