LEADS - Terms
Thanks for Your interest in LEADS. Please carefully read the terms of use below...
Welcome to LEADS, a Software application to manage your Sales Funnel, Contacts, Leads, Customers and contact with them. LEADS is specially designed for medium and small businesses.
These Terms are binding on any use of the Software and apply to You from the time that ProcessIT provides You with access to the Software by any means including independent download.
ProcessIT reserves the right to change these terms at any time and will make every effort to communicate these changes to You via email or via our Website. It is possible these terms will change in future. You must ensure that You have read, understood and agreed to the most recent terms available as listed on our Website.
By downloading and using the Software you acknowledge that You have read and understood these Terms and have the authority to act on behalf of any person for whom You are using the Service. You must agree to these Terms on behalf of any entity for whom you use the Service.
These Terms were last updated on 26 February 2019.
1. Definitions
"Agreement" means these Terms of Use.
"License Fee" means the monthly fee payable by You in accordance with the Fee Schedule.
"Confidential Information" includes all information exchanged between the parties to this Agreement, whether in writing, electronically or orally, but does not include information which is, or becomes, publicly available other than through unauthorised disclosure by the other party.
"Data" means any data inputted by You or with Your authority into the Software.
"Fee Schedule" means the information relating to License and billing set out on ProcessIT's Website, which may be updated or amended from time to time.
"Intellectual Property Right" means any patent, trade mark, service mark, copyright, moral right, right in a design, know-how and any other intellectual or industrial property rights, anywhere in the world whether or not registered.
"Software" means the LEADS computer application and any associated network, database and cloud services.
"Website" means ProcessIT's Internet site at https://proccessit.co.nz
"Invited User" means any person or entity, other than the Subscriber, that uses the Service with the authorisation of the Subscriber from time to time.
"Subscriber" means the person who registers to use the Service, and, where the context permits, includes any entity on whose behalf that person registers to use the Service.
"You" means the Subscriber, and where the context permits, an Invited User. "Your " has a corresponding meaning.
2. Use of Software
ProcessIT grants You the right to access and use the Software with the user roles available to You according to Your subscription type. This right is non-exclusive, non-transferable, and limited by and subject to this Agreement. You acknowledge and agree that, subject to any applicable written agreement between the Subscriber and the Invited Users, or any other applicable laws:
2.1. the Subscriber determines who is an Invited User and what level of user role access to the relevant organization and Service that Invited User has;
2.2. the Subscriber is responsible for all Invited Users' use of the Service;
2.3. the Subscriber controls each Invited User's level of access to the relevant organisation and Service at all times and can revoke or change an Invited User's access, or level of access, at any time and for any reason, in which case that person or entity will cease to be an Invited User or shall have that different level of access, as the case may be;
2.4. if there is any dispute between a Subscriber and an Invited User regarding access to any organisation or Service, the Subscriber shall decide what access or level of access to the relevant Data or Service that Invited User shall have, if any.
3. Your Obligations
3.1. Payment obligations
No invoice will be issued. You must Pay via the selected Payment provider or by arrangement directly to ProcessIT Ltd. until such time as this Agreement is terminated in accordance with clause 9.
3.2. General obligations
You must only use the software for Your own lawful internal business purposes, in accordance with these Terms or condition posted on the Website.
3.3. Access conditions
3.3.1. You must ensure that all usernames and passwords required to access the Software are kept secure and confidential. You must immediately notify ProcessIT of any unauthorised use of Your passwords or any other breach of security and ProcessIT will reset Your password and You must take all other actions that ProcessIT reasonably deems necessary to maintain or enhance the security of ProcessIT 's computing systems and networks and Your access to the Software.
3.3.2. As a condition of these Terms, when accessing and using the Services, You must:
i. not attempt to undermine the security or integrity of ProcessIT 's computing systems or networks or, it's partners computing systems and networks;
ii. not use, or misuse, the Software in any way which may impair the functionality of the Software, or other systems used to deliver the services or impair the ability of any other user to use the Software;
iii. not attempt to gain unauthorised access to the computer systems related to the hosting of the Software nor to any materials other than those to which You have been given express permission to access.
iv. not transmit, or input into the software, any: files that may damage any other person's computing devices or software, content that may be offensive, or material or Data in violation of any law (including Data or other material protected by copyright or trade secrets which You do not have the right to use); and
v. not attempt to modify, copy, adapt, reproduce, disassemble, decompile or reverse engineer any computer programs used to deliver the Software.
3.4. Usage Limitations
Use of the Software may be subject to limitations, any such limitations will be advised.
3.5. Indemnity
You indemnify ProcessIT against: all claims, costs, damage and loss arising from Your breach of any of these Terms or any obligation You may have to ProcessIT, including (but not limited to) any costs relating to the recovery of any License Fees that are due but have not been paid by You.
4. Confidentiality
Unless the relevant party has the prior written consent of the other or unless required to do so by law:
4.1. Each party will preserve the confidentiality of all Confidential Information of the other obtained in connection with these Terms. Neither party will, without the prior written consent of the other, disclose or make any Confidential Information available to any person, or use the same for its own benefit, other than as contemplated by these Terms.
4.2. Each party's obligations under this clause will survive termination of these Terms.
4.3. The provisions of clauses 4.1 and 4.2 shall not apply to any information which:
i. is or becomes public knowledge other than by a breach of this clause;
ii. is received from a third party who lawfully acquired it and who is under no obligation restricting its disclosure;
iii. is in the possession of the receiving party without restriction in relation to disclosure before the date of receipt from the disclosing party; or
iv. is independently developed without access to the Confidential Information.
5. Privacy
ProcessIT has a simple privacy statement for LEADS that sets out the parties' obligations in respect of personal information. You should read that statement at the end of this document. You will be taken to have accepted that statement when You accept these Terms.
6. Intellectual Property
6.1. General
Title to, and all Intellectual Property Rights in the Software and it's providers and any documentation relating to the Software remain the property of ProcessIT (or its licensors).
6.2. Ownership of Data
Title to, and all Intellectual Property Rights in, the Data remain Your property. However, Your access to the Data is contingent on full payment of the License Fee when due. You grant ProcessIT a licence to use, copy, transmit, store, and back-up Your information and Data for the purposes of enabling You to access and use the Software and for any other purpose related to provision of services to You.
6.3. Backup of Data
You should maintain copies of all Data inputted into the Software. ProcessIT has procedures to prevent data loss but does not make any guarantees that there will be no loss of Data. ProcessIT expressly excludes liability for any loss of Data no matter how caused.
7. Warranties and Acknowledgements
7.1. Authority
You warrant that where You have registered to use the Software on behalf of another person, You have the authority to agree to these Terms on behalf of that person and agree that by registering to use the Service You bind the person on whose behalf You act to the performance of any and all obligations that You become subject to by virtue of these Terms, without limiting Your own personal obligations under these Terms.
7.2. Acknowledgement
You acknowledge that:
7.2.1. You are authorised to use the Software to access the information and Data that You input, including any information or Data input by any person you have authorised to use the Software. You are also authorised to access the processed information and Data that is made available to You through Your use of the Software (whether that information and Data is Your own or that of anyone else).
7.2.2. ProcessIT has no responsibility to any person other than You and nothing in this Agreement confers, or purports to confer, a benefit on any person other than You. If You use the Software on behalf of or for the benefit of anyone other than yourself (whether a body corporate or otherwise) you agree that:
i. You are responsible for ensuring that You have the right to do so;
ii. You are responsible for authorising any person who is given access to information or Data, and you agree that ProcessIT has no obligation to provide any person access to such information or Data without Your authorisation and may refer any requests for information to You to address; and
iii. You will indemnify ProcessIT against any claims or loss relating to:
a. ProcessIT's refusal to provide any person access to Your information or Data in accordance with these Terms,
b. ProcessIT's making available information or Data to any person with Your authorisation.
7.2.3. The provision of, access to, and use of, the Software is at Your own risk and on an "as is " basis.
7.2.4. ProcessIT does not warrant that the use of the Software will be uninterrupted or error free. Among other things, the operation and availability of the systems used for accessing the Service, including computer networks and the Internet, can be unpredictable and may from time to time interfere with or prevent access to the Software. ProcessIT is not in any way responsible for any such interference or prevention of Your access or use of the Services.
7.2.5. It is Your sole responsibility to determine that the Software meets the needs of Your business and are suitable for the purposes for which they are used.
7.2.6. You remain solely responsible for complying with all applicable laws. It is Your responsibility to check that storage of and access to your Data via the Software and the Website will comply with laws applicable to you (including any laws requiring you to retain records).
7.3. No warranties
ProcessIT gives no warranty about the Software. Without limiting the foregoing, ProcessIT does not warrant that the Software will meet Your requirements or that it will be suitable for any particular purpose. To avoid doubt, all implied conditions or warranties are excluded in so far as is permitted by law, including (without limitation) warranties of merchantability, fitness for purpose, title and non-infringement.
7.4. Consumer guarantees
You warrant and represent that You are acquiring the right to access and use the Software for the purposes of a business and that, to the maximum extent permitted by law, any statutory consumer guarantees or legislation intended to protect non-business consumers in any jurisdiction does not apply to the supply of the Software or these Terms.
8. Limitation of Liability
8.1. To the maximum extent permitted by law, ProcessIT excludes all liability and responsibility to You (or any other person) in contract, tort (including negligence), or otherwise, for any loss (including loss of information, Data, profits and savings) or damage resulting, directly or indirectly, from any use of, or reliance on, the Software.
8.2. If You suffer loss or damage as a result of ProcessIT's negligence or failure to comply with these Terms, any claim by You against ProcessIT arising from ProcessIT's negligence or failure will be limited in respect of any one incident, or series of connected incidents, to the Licence Fees paid by You in the previous 12 months.
8.3. If You are not satisfied with the Software, Your sole and exclusive remedy is to terminate these Terms in accordance with Clause 9.
9. Termination
9.1. Trial and Free Version policy
When You first sign up for access to the Software You can evaluate the Software under the defined trial usage conditions, with no obligation to continue to use the Software. If You choose to continue using the Software thereafter, You must Pay the License Fee as detailed in the Software, or remain within the Limits of the Free Version.
9.2. Prepaid Subscriptions
ProcessIT will not provide any refund for any remaining prepaid period for a prepaid License Fee subscription.
9.3. No-fault termination
These Terms will continue for the period covered by the License Fee paid or payable under clause 3.1. At the end of each License period these Terms will automatically continue for another period of the same duration as that period, provided You continue to pay the prescribed License Fee in accordance with the Fee Schedule, unless either party terminates these Terms by giving at least one month's advance written notice. If You elect to terminate these Terms by providing one month's advance written notice, You shall be liable to pay all relevant License Fees up to and including the day of termination of these Terms.
9.4. Abandonment Termination
If You have not held a current License for a period of greater than two Calendar months your online data will at ProcessIT's discretion, be deleted, and the service terminated.
9.5. Continuation
These terms apply to You until you delete or fully uninstall the Software.
9.6. Breach
If You:
9.6.1. breach any of these Terms and do not remedy the breach within 14 days after receiving notice of the breach if the breach is capable of being remedied;
9.6.2. breach any of these Terms and the breach is not capable of being remedied (which includes (without limitation) any breach of clause 3.4 or any payment of License Fees that are not paid in full in accordance with the requirements set out in the Fee Schedule); or
9.6.3. You or Your business become insolvent or Your business goes into liquidation or has a receiver or manager appointed of any of its assets or if You become insolvent, or make any arrangement with Your creditors, or become subject to any similar insolvency event in any jurisdiction,
ProcessIT may take any or all of the following actions, at its sole discretion:
9.6.4. Terminate this Agreement and Your use of the Software;
9.6.5. Suspend for any definite or indefinite period of time, Your use of the Software,
9.6.6. Suspend or terminate access to all or any Data.
9.6.7. Take either of the actions in sub-clauses 9.6.4, 9.6.5 and / or 9.6.6 in respect of any or all other persons whom You have authorised to have access to Your information or Data.
For the avoidance of doubt, if payment of any License Fees due in relation to any of You or any of Your Organisations (as defined at clause 3) is not made in accordance with the requirements set out in the Fee Schedule, ProcessIT may: suspend or terminate Your use of the Software, the authority for all or any of Your Organisations to use the Software, or Your rights of access to all or any Data.
9.7. Accrued Rights
Termination of these Terms is without prejudice to any rights and obligations of the parties accrued up to and including the date of termination. On termination of this Agreement You will:
9.7.1. remain liable for any accrued charges and amounts which become due for payment before or after termination; and
9.7.2. immediately cease to use the Software and
9.7.3 delete or uninstall all copies of the Software in your possession.
9.8. Expiry or termination
Clauses 3.1, 3.3, 4, 5, 6, 7, and 8 survive the expiry or termination of these Terms.
10. Help Desk
10.1. Technical Problems
In the case of technical problems You must make all reasonable efforts to investigate and diagnose problems before contacting ProcessIT. If You still need technical help, please check the support provided online or failing that email us at support@processit.co.nz.
10.2. Service availability
Whilst ProcessIT intends that the Software should be available 24 hours a day, seven days a week, it is possible that on occasions the Software or Servers may be unavailable to permit maintenance or other development activity to take place.
If for any reason ProcessIT has to interrupt the Services for longer periods than ProcessIT would normally expect, ProcessIT will use reasonable endeavours to publish in advance details of such activity on the Website.
11. General
11.1. Entire agreement
These Terms, together with the ProcessIT Privacy Policy and the terms of any other notices or instructions given to You under these Terms of Use, supersede and extinguish all prior agreements, representations (whether oral or written), and understandings and constitute the entire agreement between You and ProcessIT relating to the Software and the other matters dealt with in these Terms.
11.2. Waiver
If either party waives any breach of these Terms, this will not constitute a waiver of any other breach. No waiver will be effective unless made in writing.
11.3. Delays
Neither party will be liable for any delay or failure in performance of its obligations under these Terms if the delay or failure is due to any cause outside its reasonable control. This clause does not apply to any obligation to pay money.
11.4. No Assignment
You may not assign or transfer any rights to any other person without ProcessIT's prior written consent.
11.5. Governing law and jurisdiction
You accept that New Zealand law governs this Agreement and You submit to the exclusive jurisdiction of the courts of New Zealand for all disputes arising out of or in connection with this Agreement
11.6. Severability
If any part or provision of these Terms is invalid, unenforceable or in conflict with the law, that part or provision is replaced with a provision which, as far as possible, accomplishes the original purpose of that part or provision. The remainder of this Agreement will be binding on the parties.
11.7. Notices
Any notice given under these Terms by either party to the other must be in writing by email and will be deemed to have been given on transmission. Notices to ProcessIT must be sent to support@processit.co.nz or to any other email address notified by email to You by ProcessIT. Notices to You will be sent to the email address which You provided when setting up Your access to the Software.
11.8. Rights of Third Parties
A person who is not a party to these Terms has no right to benefit under or to enforce any term of these Terms.
LEADS Privacy Statement
We collect personal information from you, including information about your:
- Name
- Contact information
- Computer or network
- Interactions with us
We collect your personal information in order to:
- Manage your data
- Improve our service to you.
Providing some information is optional. If you choose not to enter User Name, Email address and Company / Organisation Name, You will be unable to use the LEADS Software application.
You have the right to ask for a copy of any personal information we hold about you, and to ask for it to be corrected if you think it is wrong. If you'd like to ask for a copy of your information, or to have it corrected, please contact us
