Subscription Enrollment & Service Terms

This document outlines the terms under which Aperture provides its analytics platform. If this purchase is made through an Authorized Seller, the Seller is responsible for billing facilitation, but the data usage remains subject to Aperture’s terms.

1. Scope of Service & Identified Fields

Aperture agrees to provide daily soil moisture maps via its web-based platform for the specific acreage identified by the Customer. Service activation is a “two-key” process. Aperture will only initiate service for a Customer once both of the following conditions are met:

• Payment Clearance: Full payment (from either the Customer or the Authorized Seller) has been received and cleared by Aperture.
• Setup Data Provision: The Customer (or their Authorized Seller) has provided (a) accurate and complete field boundaries (shapefiles or equivalent) and (b) necessary third-party irrigator API logging access (e.g., AgSense, ReinCloud, FieldNet).

Once both Activation Requirements are met, Aperture will provision the service and provide login credentials within ten (10) business days. Customer acknowledges that delays in providing the required setup data will result in a corresponding delay in the Service Start Date.

Billing Policy: Pricing is based on a “Cash Price” of $3.00 per acre per year. Total annual fees are determined by the Total Mapped Area as calculated from Customer’s confirmed field boundaries, subject to a $200 per field minimum. The 10% Variance Rule: The quote provided at enrollment is an estimate.

• Differences of 10% or less between estimated and mapped acres will not result in an adjustment.
• If actual mapped acres differ from the estimate by more than 10%, the Total Annual Subscription Fee will be adjusted accordingly. Customer hereby authorizes Aperture to automatically charge or credit the payment method on file for such adjustments within 30 days of shapefile upload. Customer will receive a receipt of the transaction but acknowledges that no further signature or prior authorization is required for variances.

2. Subscription Terms & Payments

• Term: The initial term is one (1) year from the Customer’s selected Service Start Date. If no future start date is selected, the Service Start Date is the date of signature.
• Automatic Renewal: This subscription will automatically renew for successive one-year terms at the then-current rate.
• Modifications: Acreage increases may be added during the subscription term and will be billed at the agreed per-acre rate on a prorated basis for the remainder of the term. Acreage reductions may be made at renewal by providing written notice prior to the renewal date. Acreage commitments for an active subscription term may not be reduced mid-term.
• Cancellation: Customer may cancel the automatic renewal at any time by providing written notice to Aperture (or the Authorized Seller) at least one (1) day prior to the renewal date.

3. Data Use & Restrictions

• Permitted Use: Customer is encouraged to analyze Aperture data alongside their own field maps, yield data, and management software.
• Prohibited Commercial Use: Customer shall not resell, redistribute, or license Aperture’s maps. Furthermore, Customer is prohibited from using Aperture’s data to derive, train, or develop a third-party commercial software product or downstream model for resale.

4. Data Authorization (API Access)

Customer grants Aperture authorization for read only access to irrigation data (including timing, rates, and volumes) from third-party providers such as Valley AgSense, Reinke ReinCloud, or Lindsay FieldNet. This data is used solely to improve the quality of Aperture’s soil moisture mapping product. This authorization remains in effect for the duration of the active subscription term.

5. Limitation of Liability & “No Control” Policy

• No Control of Hardware: Aperture does not control, operate, or override the Customer’s center pivots, pumps, or irrigation infrastructure.
• Final Authority: All irrigation decisions are the sole responsibility of the Customer.
• No Liability: Data is provided “as is.” Aperture’s total liability under this agreement shall not exceed the amount paid by Customer during the subscription term.

6. Customer Support

Aperture provides dedicated customer support for platform navigation and data interpretation. Support is available via phone (301-448-0090) and email ([email protected]) during standard business hours (9:00 AM – 5:00 PM EST Monday to Friday).

7. Governing Law

This Agreement shall be governed by the laws of Massachusetts.

8. Taxes

Customer is responsible for all applicable sales, use, and other taxes. Aperture will calculate and add such taxes to the invoice based on the Customer’s jurisdiction.

9. Invoice Authorization

Customer authorizes Aperture to issue invoices to the email address provided at enrollment.

• Direct-Billed: If Customer is the payor, payment is due upon receipt or by the selected Service Start Date, whichever is later.
• Distributor-Billed: If Customer designates an Authorized Seller as the payor, Aperture will invoice that Seller directly.
• Adjustments: Customer confirms that Aperture may issue adjusted invoices for acreage variances exceeding 10% (as defined in Section 1) without requiring further signature or additional authorization.

10. Payment & Renewal Authorization

Customer authorizes Aperture to store the payment method provided during the initial payment process for this enrollment, regardless of whether that method is provided by the Customer or an Authorized Seller. Customer grants Aperture a standing authorization to charge this stored payment method for:

• Initial Fees: The Total Annual Subscription Fee on the Service Start Date;
• Acreage Adjustments: Any supplemental charges for acreage variances exceeding 10% as confirmed by final mapping; and
• Renewals: Annual subscription renewals unless cancelled in accordance with Section 2. Aperture will provide a digital receipt to the email address on file for all automated transactions.