PRODUCT-SPECIFIC TERMS:  ABS MY DIGITAL FLEET™ PLATFORM

NOTICE: CLIENT’S USE OF ABS MY DIGITAL FLEET™ AND/OR THE THIRD PARTY PRODUCTS (defined in the attached Exhibit 1) MADE AVAILABLE THROUGH ABS MY DIGITAL FLEET™ TO SUBMIT DATA DOES NOT GUARANTEE THAT ANY PARTICULAR OUTCOME WILL BE ACHIEVED. SIMILARLY, THE USE OF ABS MY DIGITAL FLEET™, THE THIRD-PARTY PRODUCTS, AND/OR THE PROCESSED DATA WILL NOT, UNDER ANY CIRCUMSTANCE, REPLACE NOR SUPERSEDE THE JUDGEMENT OF A PROFESSIONAL MARINE SURVEYOR, NOR DOES IT WAIVE SURVEYOR ATTENDANCE FOR THE PERIODIC SURVEYS, AS REQUIRED BY THE APPLICABLE CLASSIFICATION SOCIETY’S RULES AND/OR STANDARDS FOR THE ISSUANCE AND MAINTENANCE OF CLASSIFICATION.

1.    DISCLAIMERS
 
1.1  CLIENT UNDERSTANDS AND AGREES THAT IF IT ACTIVATES THE SETTINGS FOR ALERT NOTIFICATIONS, THE ALERTS PROVIDED BY ABS MY DIGITAL FLEET™ AND/OR ANY THIRD-PARTY PRODUCTS ARE AUTO-GENERATED AND FOR INFORMATIONAL PURPOSES ONLY, BASED ON INFORMATION PROVIDED BY CLIENT, AND THAT THESE ALERTS ARE NOT INTENDED TO REPLACE A SURVEYOR’S OR ENGINEER’S PROFESSIONAL SKILL AND JUDGMENT

1.2    A. NON-ABS CLASSED VESSELS: ALERTS ARE  AUTO-GENERATED AND TO THE EXTENT ABS MY DIGITAL FLEET OR A THIRD-PARTY PRODUCT GENERATES AN AUTOMATED ALERT TO NOTIFY CLIENT OF A POTENTIAL ISSUE PERTAINING TO CLIENT’S VESSEL, IT IS THE CLIENT’S RESPONSIBILITY TO REVIEW AND/OR ADDRESS SUCH ALERTS AS APPROPRIATE WITH THEIR RESPECTIVE CLASSIFICATION SOCIETY. IN CONSIDERATION THAT ABS IS NOT THE CLASSIFICATION SOCIETY OF ANY VESSELS COVERED UNDER THIS AGREEMENT AND IS NOT ACTIVELY MONITORING THE AUTO-GENERATED ALERTS, ABS WILL NOT TAKE ANY ACTION WHATSOEVER AND DISCLAIMS ANY AND ALL RESPONSIBILITY WITH RESPECT TO SUCH ALERTS, WHICH ARE AND WILL REMAIN THE SOLE PROPERTY AND PROPRIETARY INFORMATION OF THE CLIENT.
       B. ABS-CLASSED VESSELS: ALERTS ARE AUTO-GENERATED AND BASED UPON, AMONG OTHER FACTORS, THE VESSEL’S LATEST AVAILABLE CLASS RECORDS. TO THE EXTENT MY DIGITAL FLEET OR A LICENSED APPLICATION GENERATES AN AUTOMATED ALERT TO THE CLIENT THAT MAY AFFECT A PARTICULAR VESSEL’S CLASSIFICATION, IT IS INCUMBENT UPON THE CLIENT TO PROMPTLY CONTACT ABS IN ACCORDANCE WITH THE ABS RULES TO REVIEW THE ALERT.

1.3    WITHOUT LIMITING THE FOREGOING, NEITHER ABSDS NOR ANYONE ASSOCIATED WITH ABSDS REPRESENTS OR WARRANTS THAT MY ABS DIGITAL FLEET™, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH ABS MY DIGITAL FLEET, INCLUDING BUT NOT LIMITED TO THE THIRD-PARTY PRODUCTS AND PROCESSED DATA, WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT MY ABS DIGITAL FLEET OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT ABS MY DIGITAL FLEET OR ANY SERVICES OR ITEMS OBTAINED THROUGH ABS MY DIGITAL FLEET OR THE LICENSED  APPLICATION(S) WILL OTHERWISE MEET THE CLIENT’S NEEDS OR EXPECTATIONS.

1.4    IN NO WAY SHOULD ANY USE OF ABS MY DIGITAL FLEET, THE THIRD-PARTY PRODUCTS, ALERTS OR PROCESSED DATA BE DEEMED TO BE A REPRESENTATION, STATEMENT OR WARRANTY OF SEAWORTHINESS, STRUCTURAL INTEGRITY, QUALITY OR FITNESS FOR A PARTICULAR USE OR SERVICE, OF ANY VESSEL, ITEM OF MATERIAL, EQUIPMENT OR MACHINERY.  THE USE OF ABS MY DIGITAL FLEET OR PROCESSED DATA FROM ABS MY DIGITAL FLEET OR THE THIRD-PARTY PRODUCTS MADE AVAILABLE THROUGH ABS MY DIGITAL FLEET DOES NOT RELIEVE THE OWNER OR OPERATOR OF THE VESSEL OF ITS NON-DELEGABLE DUTY TO MAINTAIN THE VESSEL IN A SEAWORTHY CONDITION.
 
 

EXHIBIT 1: THIRD PARTY DATA FEED PROVIDERS TERMS AND CONDITIONS

Certain third-party products that are provided with ABS My Digital Fleet  are provided under a separate license directly from the third-party licensor (“Third Party Products”). Client agrees and acknowledges that, to the extent that any such Third Party Products are provided with ABS My Digital Fleet : (i) such Third Party Products are provided on an “as-is”, pass-through basis, and as such are provided to Client without warranty, indemnification, support or other representation by ABSDS; (ii) ABSDS bears no liability with respect to such Third Party Products and support services for such Third Party Products will be provided at ABSDS’s discretion; and (iii) Client may be required to upgrade to new versions of such Third Party Products as they become available and supported by their respective licensors. 

1. NOAA DATA
The Parties expressly acknowledge that the NOAA Data is material within the public domain and although not subject to copyright protection, the NOAA Data is subject to the terms of use of the National Weather Service website, which are available at https://www.weather.gov/disclaimer and subject to change without notice. It is Client’s responsibility to regularly monitor the NOAA terms of use for any updates, changes, or additional use restrictions. “NOAA Data” means the historical metocean hindcast data (including wind and wave) sourced from the NOAA WAVEWATCH III model. 
 

2. CONTROL RISKS

Client’s use of the CORE Special Contents (as defined below) within My Digital Fleet is subject to and governed by the terms and conditions in the CORE Subscription Agreement located at www.controlrisks.com/core-sa   and the Content Standards and Privacy Policy located at https://www.controlrisks.com/core-cspp, together with the below provisions: 

3. EMH SYSTEMS

4. PLOTLY

PRODUCT-SPECIFIC TERMS: ABS NAUTICAL SYSTEMS® AND E-LOGS (ELECTRONIC LOGBOOKS) SOFTWARE 

NOTICE: CLIENT’S USE OF THE ABS NAUTICAL SYSTEMS® SOFTWARE (“ABS NS” OR “SOFTWARE”) TO SUBMIT DATA DOES NOT GUARANTEE THAT ANY PARTICULAR OUTCOME WILL BE ACHIEVED. SIMILARLY, THE USE OF ABS NS THIRD-PARTY PRODUCT OFFERINGS MADE AVAILABLE THROUGH THE SERVICES, AND/OR THE PROCESSED DATA WILL NOT, UNDER ANY CIRCUMSTANCE, REPLACE NOR SUPERSEDE THE JUDGEMENT OF A PROFESSIONAL MARINE SURVEYOR, NOR DOES IT WAIVE SURVEYOR ATTENDANCE FOR THE PERIODIC SURVEYS, AS REQUIRED BY THE APPLICABLE CLASSIFICATION SOCIETY’S RULES AND/OR STANDARDS FOR THE ISSUANCE AND MAINTENANCE OF CLASSIFICATION. 

DATA PRIVACY & CYBERSECURITY ADDENDUM

1.    DEFINITIONS

    1.1.    All capitalized terms shall have the same meaning as provided in the Agreement, as modified by the Amendment. In addition, the following terms have the meaning shown below:

    “Personal Data” means any information that can be used to identify a specific individual, such a name, email address, home address or phone number that is provided, uploaded, or transferred to ABSDS to store process, or transfer on Client’s behalf.
 

2.    ACCEPTABLE USE

    2.1.    Account Administrator: Client agrees to designate account administrator(s) for Client’s organization who will accept full responsibility for directing all email notices from ABSDS to the correct personnel within Client’s organization. Client also hereby accepts full responsibility for ensuring that any designated email address for assigned administrator(s) and authorized users is valid.

    2.2.    When Authorized End Users register for an account (“Account”), ABSDS may provide the Authorized End User with an Account identification and password. Client is responsible for ensuring that each Authorized End User protects their Account identification and password and controls who may access an Authorized End User Account or uses the Services on Client’s behalf. 

    2.3.    Client agrees that its Authorized End Users shall not the Services to: (a) send spam or otherwise duplicative or unsolicited messages in violation of applicable laws; (b) send or store infringing, obscene, threatening, libelous, or otherwise unlawful or tortious material, including material harmful to children or in violation of third party privacy rights; (c) send or store material containing software viruses, worms, Trojan horses, or other harmful computer code, files, scripts, agents, or programs; (d) interfere with or disrupt the integrity or performance of the Services or the data contained therein; or (e) attempt to gain unauthorized access to the Services, the Licensed Product(s), or the  ABSDS network infrastructure or their related systems. 

    2.4.    Client shall be responsible for all activity occurring under the Authorized End Users’ Accounts caused by their failure to comply with Section 2.3of this Addendum.  Client shall not permit the Authorized End Users to share their Account identifications with each other or with unauthorized third parties. Client shall: (i) notify ABSDS immediately of any unauthorized use of any password or Account or any other known or suspected breach of security; (ii) report to ABSDS immediately and use reasonable efforts to stop immediately any copying or distribution of the Licensed Product(s) and/or Processed Data that is known or suspected by Client or Authorized End Users caused by the failure to comply with Section 2.3 of this Addendum; and (iii) not provide false identity information.

    2.5.    Client understands and agrees that it shall be responsible for any third-party mobile carrier or internet service provider fees incurred in connection with the downloading of Processed Data re-ports by its Authorized End Users. Client agrees to use the Services only with the hardware and software specified by ABSDS, if any. It is not the responsibility of ABSDS to make any changes to the Services or any Licensed Product(s) to ensure hardware or software compatibility.  

    2.6.    Except as expressly permitted, Client shall not, and shall not allow any third party (including, but not limited to, independent contractors and consultants working for Client) to allow the Licensed Product(s) or Processed Data to become the subject of any charge, lien, or encumbrance.

    2.7.    Client understands and agrees that certain third-party products provided with the Services are pro-vided under a separate license directly from the third-party licensor (“Third Party Products”). Client agrees and acknowledges that, to the extent that any such Third Party Products are provided with the Services: (i) such Third Party Products are provided on an “as-is”, pass-through basis, and as such are provided to Client without warranty, indemnification, support or other representation by ABSDS; (ii) ABSDS bears no liability with respect to such Third Party Products and support services for such Third Party Products will be provided at AB-SDS’s discretion; and (iii) Client may be required to upgrade to new versions of such Third Party Products as they become available and supported by their respective licensors. The Third Party Products that may be included in the Services are identified at Trusted Technology Partners: Alliance Program | ABS Wavesight and may be provided by ABSDS as integrated data streams or as optional features.

    2.8.    ABSDS may perform regularly scheduled maintenance during maintenance windows defined by ABSDS. Other scheduled and non-scheduled downtimes may occur.  The Services will not be available during these times.

    2.9.    Client’s acceptance of this Agreement in writing, activating the Services subscription and/or the Client accessing or using the Licensed Product(s) automatically puts the terms of this Agreement into effect. Client further agrees to abide by the ABSDS Privacy Policy, available at Legal/Privacy (eagle.org). In the event of any inconsistency between this Agreement and the ABSDS Privacy Policy, the terms in this Agreement shall prevail.  In the event of any inconsistency between this Agreement and the Terms and Conditions for each of the Licensed Product(s), the Terms and Conditions for each of the Licensed Product(s) shall prevail.

3.    DATA PRIVACY & SECURITY

    3.1.    ABSDS shall maintain and enforce reasonable technical and organizational safeguards against accidental or unlawful destruction, loss, alteration or unauthorized disclosure or access of the Client’s Content that are at least equal to industry standards for applications similar to the Licensed Products. 

    3.2.    ABSDS provides only services for Content.  Client has sole responsibility for the following:

        3.2.1.    Ensuring the adequacy of any software elements to satisfy the Client’s use requirements, subject to ABSDS’s obligations under the Agreement;

        3.2.2.    All Content including, without limitation, its selection, creation, design, licensing, installation, accuracy, maintenance, testing, backup and support (to the extent such maintenance, testing, backup and support is not within the scope of ABSDS’s warranty, support and other obligations under the Agreement);

        3.2.3.    Having all necessary authorizations to allow ABSDS and its subcontractors to host, cache, record, copy, and display Content for the purpose of providing the Services and Licensed Product(s) to Client, and  Client represents that it has and will keep in effect during its use of the  Services and Licensed Product(s) all such authorizations and approvals necessary to grant ABSDS and its subcontractors these rights, and that such rights are provided at no charge to ABSDS; and

        3.2.4.    The selection and implementation of procedures and controls regarding access, security, encryption, entry, use, and transmission, and backup of Content prior to such Content being uploaded from Client’s networks and systems to the Services.

    3.3.    Client’s Obligations.  In relation to all Personal Data provided by or through Client to ABSDS, Client will be responsible as the sole data controller for complying with all applicable laws that regulate the processing of Personal Data, including special categories of data. Client agrees to obtain all legally required consents, authorizations and approvals and make all necessary disclosures before (a) including any Personal Data in Content and (b) using the Software. Client confirms and acknowledges that it is solely responsible for any Personal Data that may be contained in Content it uploads, including any information which any Authorized End User shares with third parties on Client’s behalf. Client is solely responsible for determining the purposes and means of processing any Personal Data by ABSDS under the Agreement that is outside of ABSDS’s normal data processing procedures, including that such processing according to Client’s instructions will not place ABSDS in breach of applicable data protection laws.

    3.4.    Upon request by ABSDS, Client shall perform any and all encryption and/or obfuscation steps prior to any submission of data back to ABSDS, including but not limited to, transparent data encryption, standard AES-256 encryption and/or decryption, process-based access control lists, and file- and block-level encryption and/or decryption, so as to comport to applicable data protection laws. Client will, at its expense, defend, indemnify, and hold harmless ABSDS against any action brought against ABSDS for violations of any applicable data protection laws due to Client’s failure to perform the required encryption and/or obfuscation steps prior to any submission of data back to ABSDS as set forth above.

    3.5.    ABSDS’s Obligations.  ABSDS will only process Personal Data in a manner that is reasonably necessary to provide the Services to the Licensee, and only for that purpose.  ABSDS will only process Personal Data in delivering the Services, and Licensee agrees that the description provided by ABSDS is consistent with Client’s processing instructions. If Client or a Client data controller is required by Applicable Law to provide information about or access to Personal Data to any individual or to a relevant authority, ABSDS will reasonably cooperate with Client in providing such information or access.

    3.6.    Within sixty (60) days after the expiration or termination of this Agreement, ABSDS will return to Client all of Client’s Content. ABSDS may, upon obtaining prior written approval from Client, satisfy this requirement by providing a written confirmation of destruction of all Client’s Content.

    3.7.    ABSDS implements and maintains practices and procedures, which may be revised periodically, regarding the systems used to host and operate the Services and Licensed Products. These practices and procedures are designed to reduce the vulnerability of ABSDS’s systems to accidental loss, unlawful intrusions, unauthorized access, disclosure or alteration, or wrongful conduct that may interfere with, misappropriate, or otherwise damage the Content or Client’s use of the Services. A description of the practices and procedures applicable to the Services, including applicable technical and operational measures, is available to Client upon request. Client is responsible for determining whether these practices and procedures are appropriate to meet Client’s requirements. By using the Services, Client acknowledges its acceptance of the ABSDS practices and procedures and their adequacy for Client’s purposes.

    3.8.    Business Continuity and Disaster Recovery: ABSDS and its Affiliates will maintain a formal Crisis Management Plan, Business Continuity Plan, and Disaster Recovery Plan (collectively, “Disruption Response Plans”) to guide reaction to any significant disruptions to ABSDS’s services, operations and infrastructure. The Disruption Response Plans are reviewed and updated periodically and approved at least annually. Multiple disaster scenarios are considered as part of the Disruption Response Plans such as pandemics, losses of office facilities, losses of data centers, or losses of personnel. The Disruption Response Plans will include disaster avoidance procedures which are designed to safeguard Client Data and ABSDS’s data processing capabilities in the event of a disaster as defined therein. ABSDS will test the Disruption Response Plans on a periodic basis to evaluate tools, processes and subject matter expertise in response to specific incidents and results of these exercises are documented and issues identified for remediation.  Client acknowledges that during an occurrence requiring actions pursuant to the Disruption Response Plans, the Services may not meet the same performance standards as during normal operating conditions and that this will not be considered a material breach of this Agreement unless such degradation of Service results from a failure to properly or reasonably implement the Disruption Response Plans. 

    3.9.    Client understands that ABSDS cannot and does not guarantee or warrant that files available for download from the internet will be free of viruses or other harmful code. Client is responsible for implementing sufficient procedures, checkpoints, and security to satisfy Client’s particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to the Services for any reconstruction of any lost data.  Except as specifically provided in this Agreement, ABSDS makes no representations or warranties regarding any security functions.   

    3.10.    TO THE FULLEST EXTENT PROVIDED BY LAW, ABSDS WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT CLIENT’S COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO CLIENT’S USE OF THE SERVICES OR ANY OUTPOUT OR ITEMS OBTAINED THROUGH ABS MY DIGITAL FLEET OR THE LICENSED PRODUCT(S) OR TO CLIENT’S DOWNLOADING OF ANY MATERIAL POSTED ON THEM, OR ON ANY WEBSITE LINKED TO THEM.

    3.11.    Protection of Content.  

        3.11.1.    ABSDS will not disclose or use Client’s Content except as necessary to operate and perform the Services as contemplated in the Agreement, subject to ABSDS’s compliance with Applicable Laws and its obligations under the Agreement. ABSDS will only process Client Content on systems used to host and operate the Services on which ABSDS has implemented the security practices and procedures referenced herein.

        3.11.2.    If ABSDS reasonably determines it to be useful in its provision of the Services to the Client and subject to the prior written agreement of the Client, ABSDS may transfer Content, including any Personal Data, across a country border to the entities and countries notified to Client. Client consents to the Services being provided by such entities in such countries and is solely responsible for determining that any transfer of any Personal Data across a country border under the terms of the Agreement complies with Applicable Law. ABSDS shall reasonably cooperate with Client, for Client’s own benefit or for the benefit of a Client data controller, in its fulfillment of any legal requirement, including obtaining mandatory approvals. If ABSDS makes a change to the way it processes or secures Personal Data as part of providing the   Services and the change causes Client to be noncompliant with Applicable Law, Client may terminate the current Subscription Period for the affected Services or Licensed Product(s) (as applicable) by providing written notice to ABSDS within thirty (30) days of ABSDS’s notification of the change to Client.
 

4.    AUDIT

4.1.    Client shall maintain records and documents to ensure accurate identification of all Authorized End Users, compliance with Applicable Laws, and compliance with Client’s obligations under this Agreement.

4.2.    Such records and documents shall be retained through the earlier to occur of: four (4) years after the expiration or termination of this Agreement or the termination of any dispute or litigation hereunder, including all appeals.

4.3.    All such records and documents shall be subject at reasonable times and upon reasonable prior notice, to examination, inspection, copying, or audit by personnel authorized by ABSDS and/or any third-party auditor designated by ABSDS. Client shall provide accurate reporting of all records, and upon request, provide network access and, if necessary, adequate and appropriate workspace at Client’s facility in order to conduct such audits at no cost to ABSDS. In the event any such audit indicates inaccuracies or other violation of this Agreement were known to Client and recklessly not disclosed to ABSDS, and any or all of such inaccuracies or other violation of this Agreement result in a cost to ABSDS, Client shall be responsible for reimbursement of ABSDS’s reasonable costs associated with such audit. If ABSDS determines that a full audit is not possible or reasonable, a statistical sample audit is allowable, where a sample size is identified and tested, and any applicable error rates identified will be applied to the full population.
 

5.    CLIENT DATA ENTRY

5.1.    When submitting information through the Services and/or a Licensed Product to ABSDS for any purpose, Client, or any other party authorized by Client represent(s) and warrant(s) that:

        5.1.1.    Client owns all rights, title and interest in and to any submitted material and all intellectual property rights corresponding thereto; OR

        5.1.2.    Client has the authority to disclose the submitted material and all intellectual property rights corresponding thereto on behalf of the owner(s) of the submitted material. 

5.2.    As between the Parties, Client retains all right, title, and interest (including any intellectual property rights) in and to its Content. Client grants to ABSDS and its subcontractors a nonexclusive, worldwide, royalty-free, fully paid, transferable license to host, cache, record, copy, and display Client’s Content, solely for the purpose of making the Services and/or the Licensed Products available for use by Client during the term of this Agreement. Client represents that it has authority to grant that license and agrees not to use Content with the Services for which Client does not have authority to grant that license.  The license granted to ABSDS under this Section 5.2 shall terminate concurrently with the termination of the Agreement.

5.3.    If Client or an Authorized End User transmits Content to a third-party website or other hosting service that is linked to or made accessible by the Service, Client and the Authorized End User provide ABSDS with the consent to enable any such transmission of Content, but such interaction is solely between Client and the third-party website or hosting service. ABSDS makes no warranties or representations about such third-party sites or hosting services and shall have no liability for the Client’s use of such third-party sites or hosting services.

5.4.    Client agrees that ABSDS is not providing it with access to the Internet to use the Services and that Client remains responsible for Internet access.   Client acknowledges that at the point of Client’s upload of Content into the Services, ABSDS and its Affiliates (a) do not control the transfer of data over telecommunications facilities, including the Internet,  and (b)  despite employing industry standard practices and safeguards to protect against the accidental or unlawful destruction, loss, alteration or unauthorized disclosure of or access to data, ABSDS and its Affiliates cannot commit to particular confidentiality obligations if Client has accessed the Services in a public Internet environment or over an unsecured network.

5.5.    As part of its internal operations, ABSDS may combine information received under this Agreement with information received from other sources to permit data analyses that relate to marine and offshore safety, service, and classification. ABSDS may also use information received under this Agreement to perform operations that involve comparative analysis with information received from other sources. Client agrees that ABSDS will have the right to generate aggregate or anonymized data, which ABSDS may use for any business purpose during or after the term of this Agreement (including without limitation to develop and improve ABSDS products and services and to create and distribute reports and other materials). ABSDS will only disclose aggregate/anonymized data externally in a sanitized, anonymous format that does not identify Client, Client’s authorized users (if any), or Client confidential information, and that is stripped of all persistent identifiers (such as device identifiers, IP addresses, and cookie IDs). Client is not responsible for ABSDS’s use of such aggregate/anonymized data.