The terms and conditions set out below (“Terms of Service”) govern your use of the Leads5050 website (www.leads5050.com) (this “Site”) and any Leads5050 solution, product, system, application or software (the “Software”) (together, the “Service”) made available to you by us.
By using this Site, installing the Software and/or subscribing for the Service, you are agreeing to be bound by these Terms of Service. If you do not agree to these Terms of Service, you should not use this Site, install the Software or use the Service.
1. Setting up and using your Account
1.1 Registration Terms
To register and use the Service, you must:
- provide your full legal name, a valid email address, and any other information reasonably required in order to complete the signup process;
- be 18 years of age or older;
- be a human. Accounts registered by “bots” or other automated methods are not permitted;
- promptly discharge all charges and other monthly fees as they fall due to access and use the Service; and
- comply with these Terms of Service.
You are responsible at all times:
- for maintaining the security of your account and password. Leads5050 cannot and will not be liable for any loss or damage from your failure to comply with this security obligation; and
- for all content posted and activity that occurs under your account.
1.2 Modifications to the Service and Prices
Leads5050 reserves the right at any time and from time to time to modify, temporarily or permanently, the Service (or any part thereof) with or without notice.
Prices for the Service, including but not limited to monthly subscription plan fees to the Service, are as displayed at this Site or notified to you from time to time and may be subject to change at any time on 30 days notice. Such notice may be provided to you at any time by posting the changes to this Site or the Service itself.
To the maximum extent permitted by Applicable Law, Leads5050 Via shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Service.
1.3 Payment and Refund Terms
A valid credit or debit card is required for paying accounts.
All fees for the Service will be billed to and payable by you in advance on a monthly or annual basis. Leads5050 is a low-cost service, therefore, there will be no refunds or credits for partial months of Service, or refunds for months unused with an open account. We adhere to a limited refund policy that includes:
- proven overcharges on the company’s side – an overcharged amount will be refunded
- renewals of unwanted annual subscription – if you contact us within 7 days from processing the payment a full refund will be issued
If you are unhappy with our service for any reason please contact us.
All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties, excluding only the European Union for VAT where a valid tax exemption applies.
1.4 Cancellation and Termination of Your Account
Subject to these Terms of Service, you may cancel your account at any time. You are solely responsible for properly cancelling your account. An email or phone request to cancel your account is not considered cancellation.
Your account will continue and monthly or annual subscription fees and charges will continue to accrue until such time as your account is cancelled or terminated in accordance with these Terms of Services.
If you delete your Leads5050 account, all of your content will be immediately deleted from the Service. Deleted accounts can be restored by request of the Account Owner to Leads5050 for a 14-day period. Deleted accounts cannot be recovered following this 14-day period. Please be aware that we may for a time retain residual account information in our backup and/or archival copies of our database.
If you are a paying customer who wish to downgrade your subscription, you will have access to your Leads5050 account until the end of your current billing period and you will have an option to export your data after your billing period has ended during thirty (30) days. After this period your account will be automatically deleted. Deleted accounts can be restored by request of the Account Owner to Leads5050 for a 14-day period. Deleted accounts cannot be recovered following this 14-day period.
Leads5050 reserves the right to terminate any trial accounts without a payment method thirty (30) days after expiration.
Leads5050 may terminate your account at any time upon notice should you violate these Terms of Service or otherwise fail to comply with your obligations hereunder. Verbal, physical, written or other abuse (including threats of abuse or retribution) of any Leads5050 customer, client, employee, member, or officer will result in immediate account termination.
2. Content, Ownership and Prohibited Uses
2.1 Our Content
You expressly acknowledge that the Site, the Software and the Service developed by or on behalf of Leads5050 each contain information, text, files, software, applications, code hidden text, databases, pictures, photographs, video footage, graphics, music, sounds and other material (the “Materials”) that are protected by copyright, trade marks, trade secrets, patents, designs or other proprietary and intellectual property rights (the “IPR”), and that these IPRs are valid and protected in all forms, media and technologies existing now or developed later and that all right, title and interest in and to the Materials, the Site, the Software, the Service and all IPR therein are and shall remain the exclusive property of Leads5050 and our licensors.
2.2 Grant of Licence
Upon registration and during the continuance in force of your account, Leads5050 shall and hereby grants you a non-exclusive, royalty-free, non-transferrable, revocable licence under the IPR in the Software and the Service to use the Software and/or the Service for your internal business purposes only, with the right to permit your authorized users to use the Software and/or the Service all subject to and in accordance with these Terms of Service.
2.3 No Implied Licence
Except as explicitly granted in these Terms of Service, no licence, immunity, or other right is granted or assigned under these Terms of Service, either directly or indirectly, by implication, estoppel or otherwise, to you with respect to any IPR of Leads5050.
2.4 Prohibited Uses
You will not at any time and you will procure that your authorized users will not at any time:
- copy, licence, distribute, sell or otherwise market the Software or the HTML/CSS/JS/Ruby or visual design elements of the Service and/or the Site, or any part thereof, or authorize any third party to do any of the foregoing;
- reverse engineer or decompile the Software or any IPR in the Software, except and only to the extent authorized by Applicable Law;
- remove any patent numbers, copyright notices or other notices from the Software, the Service and/or the Site;
- use the Software, the Service and/or the Site, or any part thereof, for any purpose or do any act which would or might infringe the Leads5050 IPR;
- use the Software, the Service and/or the Site, or any part thereof, to create, publish, post, upload, transmit, disseminate or endorse any message, data, information, text, name, software, graphics, files materials or other content that is unlawful, libellous, defamatory, profane, obscene, pornographic, indecent, harassing, threatening, harmful, invasive of privacy or publicity rights or for any other unlawful purpose;
- transmit any worms or viruses or any code of a destructive nature when using or otherwise in connection with the Service, the Software and/or the Site;
- modify, adapt or hack into the Service or modify another website or service so as to falsely imply that it is associated in any way with the Service, Leads5050 or any other Leads5050 product, service or entity; or
- upload, enter or process any personal data revealing (i) racial or ethnic origin, political opinions, religious or philosophical beliefs, trade-union membership; (ii) data concerning health or sex life or sexual orientation; or (iii) genetic data or biometric data onto the Service or Site.
2.5 Your Content
Your content is your responsibility. We have no responsibility or liability for it, or for any loss or damage your content may cause to you, your authorized users or other people, companies or organizations. We claim no intellectual property rights over the new material you independently create and provide to the Service. Your profile and materials uploaded remain yours. You will, and you will procure that your authorized users will, use the Software and/or the Service and exercise your rights under these Terms of Service in accordance with all Applicable Laws (including without limitation copyright laws and Data Protection Legislation).
2.6 Monitoring and Altering Content
Leads5050 does not pre-screen content, but we reserve the right in our sole and absolute discretion to screen and/or remove or edit without notice any content posted or stored on the Site that is objectionable to us for any reason (or to appoint a third party to do any of the foregoing), and we may do this at any time. You are solely responsible for maintaining copies of and replacing any content you post or store on the Site.
2.7 Third Party Material
To the extent the Site, the Software and/or the Materials include or refer to any third party materials, the ownership of such third party materials shall be vested in the third party(s) concerned. Leads5050 is in no way responsible for the content, accuracy or reliability of any such third party materials.
3. General Conditions
3.1 Disclaimer of Warranties and Limitation of Liability
Your use of the Service and the Software is at your sole risk. The Service and the Software is provided on an “as is” and “as available” basis.
Leads5050 does not warrant that (i) the Service and/or the Software will meet your specific requirements, (ii) the Service and/or the Software will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the Service and/or the Software will be accurate or reliable, (iv) the quality of any products, services, information, or other material purchased or obtained by you through the Service and/or the Software will meet your expectations, and (v) any errors in the Service and/or the Software will be corrected.
To the maximum extent permitted by Applicable Law and without prejudice to or limiting the parties’ respective obligations under Schedule 1 in relation to the processing of Customer Personal Data (as defined in Schedule 1), you expressly acknowledge and agree that Leads5050 shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if Leads5050 has been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the Service, the Software and/or the Site; (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the Service; (iii) unauthorized access to or alteration of your transmissions or data; (iv) statements or conduct of any third party on the service; (v) or any other matter relating to the Service, the Software and/or the Site.
3.2 Technical Support and Hosting
Technical support is only provided during the trial period and to paying account holders. Support is only available via email, live chat and over the phone.
In some cases, it is necessary for Leads5050 employees to access your account and content in order to diagnose a problem. When you contact our support team, it is implied that you are allowing Leads5050 employees to access your account if necessary, in order to be helpful. If you wish to receive assistance without granting permission to your account, please specify as such in your communication with our support team and those requests will be honoured to the extent possible.
You understand that Leads5050 uses third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Service. Accordingly, you understand that the technical processing and transmission of the Service, including your content, involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
If your bandwidth significantly exceeds the average bandwidth usage (as determined solely by Leads5050) of other Leads5050 customers, we reserve the right to immediately disable your account until you can reduce your bandwidth consumption.
3.3 Privacy and Data Protection
To the extent that Leads5050 is processing Customer Personal Data (as defined in Schedule 1) as part of the Service, the terms contained in Schedule 1 will apply.
In the event of any conflict or inconsistency between these Terms of Service and Schedule 1, Schedule 1 shall prevail to the extent the conflict or inconsistency relates to the processing of Customer Personal Data. In respect of all processing of Customer Personal Data carried out pursuant to Schedule 1 the parties agree that Leads5050 is the processor and that you (as the customer) are the controller. The parties shall comply with and process all Customer Personal Data in accordance with applicable Data Protection Legislation.
3.4 Law and Jurisdiction
These Terms of Service are governed by the laws of the Republic of Ireland and the parties submit to the non-exclusive jurisdiction of the Irish courts.
3.5 Entire Agreement
The Terms of Service (and all documents referred to herein) constitutes the entire agreement between you and Leads5050 in relation to your use of the Site and/or the Service, superseding any prior agreements between you and Leads5050 (including, but not limited to, any prior versions of the Terms of Service). The failure of Leads5050a to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision.
3.6 No Partnership or Agency
The relationship between Leads5050 and you is that of independent contractors.
Data Processing Schedule
This Schedule forms part of and should be read in conjunction with Leads5050’s Terms of Service. To the extent that Leads5050 is processing Customer Personal Data (as defined below) as part of the Service, the terms contained in this Schedule will apply.
In respect of all processing of Customer Personal Data carried out pursuant to this Schedule the parties agree that Leads5050 is the processor and that you (as the customer) are the controller.
The parties shall comply with and process all Customer Personal Data in accordance with applicable Data Protection Legislation.
2. Relevant Definitions
Under this Schedule, capitalized terms shall have the meanings given below:
“Applicable Law” means (i) any and all laws, statutes and regulations that apply to the performance and supply of the Service or the processing of Customer Personal Data, and (ii) the terms and conditions of any applicable approvals, consents, exemptions, filings, licences, authorities, permits, registrations or waivers issued or granted by, or any binding requirement, instruction, direction or order of, any applicable government department, authority or agency having jurisdiction in that matter.
“Customer Personal Data” means personal data provided or made available by you to Leads5050, or collected or created for you, in connection with the Service.
“Data Protection Legislation” means all Applicable Laws and binding codes of practice applicable to the processing of personal data including the GDPR.
“DP Losses” means all liabilities, including all:
- costs (including legal costs), claims, demands, actions, settlements, ex-gratia payments, charges, procedures, expenses, losses and damages (including relating to material and non-material damage); and
- to the extent permitted by Applicable Law:
- administrative fines, penalties, sanctions, liabilities or other remedies imposed by a court or regulatory authority;
- compensation to a data subject ordered by a court or regulatory authority; and
- the costs of compliance with investigations by a regulatory authority.
“GDPR” means Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data as applicable as of 25 May 2018, as may be amended from time to time.
“Permitted Data Transfers” means transmission of data through a network, or any communication, copying or transmission of Personal Data from one medium to another, irrespective of the type of support, where the Personal Data are intended to be processed and/or stored in a Third Country.
“Processing Instructions” has the meaning set out in clause 3(a) of this Schedule.
“Security Incident” means the accidental or unlawful destruction, loss, alteration or unauthorized disclosure of, or access to, Customer Personal Data while in the custody of Leads5050 or a Sub-Processor.
“Sub-Processor” means another processor engaged by Leads5050 for carrying out processing activities in respect of the Customer Personal Data on your behalf.
“Third Country” means all states that are not members of the European Economic Area (EEA) or which have not been recognized by the European Commission as providing an adequate level of protection for Personal Data.
“controller”, “data subject”, “personal data”, “processing” and “processor” have the meanings set out in the GDPR (and related terms such as “process” have corresponding meanings).
3. Leads5050’s obligations as processor
3.1 In relation to your use of the Service, Leads5050 shall:
- unless Applicable Law requires otherwise, only process the Customer Personal Data on and in accordance with your documented instructions as set out under or in connection with these Terms of Service (“Processing Instructions”);
- unless prohibited by Applicable Law, notify you if Applicable Law requires us to process Customer Personal Data other than in accordance with Processing Instructions (such notification to be given before such processing commences); and
- notify you if, in our opinion, the processing of Customer Personal Data in accordance with Processing Instructions infringes Data Protection Legislation.
3.2 Leads5050 may engage a Sub-Processor to carry out processing activities in the provision of the Service or to fulfil certain obligations of Leads5050 under the Terms of Service. In the event of the addition of a new Sub-Processor or replacement of an existing Sub-Processor in respect of such processing activities, and where Leads5050 is required by Data Protection Legislation to inform you of those changes Leads5050 will give you at least ten (10) working days’ prior notice, in order to give you the opportunity to reasonably object to such changes during such notice period. You may object to Leads5050 appointment or replacement of a Sub-Processor prior to its appointment or replacement, provided such objection is based on reasonable grounds relating to data protection. In such event, Leads5050 will either not appoint or replace the Sub-Processor or, if this is not reasonably possible, in Leads5050’s sole discretion, you may suspend or terminate your subscription without penalty (without prejudice to any fees incurred by you up to and including the date of suspension or termination).
3.3 Where Leads5050 authorizes a Sub-Processor as described in Clause 3.2 above, Leads5050 will enter into a contract or other legal act with the Sub-Processor and will impose upon the Sub-Processor substantially the same legal obligations as under this Schedule to the extent required by Data Protection Legislation and that the Sub-Processor is carrying out the relevant processing activities. Where the Sub-Processor fails to fulfil its data protection obligations under such contract or legal act, Leads5050 shall remain liable to you for the performance of that Sub-Processor’s obligations.
3.4 After the business purposes for which the Customer Personal Data was processed have been fulfilled (or earlier upon your written request) we shall, at your option, either delete or return all Customer Personal Data and delete any existing copies of the same (unless storage of such copies is required by Applicable Law).
You warrant and represent to Leads5050 that:
- we are entitled to process the Customer Personal Data pursuant to these Terms of Service for the purpose of providing the Service and such use will comply with Data Protection Legislation;
- all Customer Personal Data provided by you to us is necessary, accurate and up-to-date;
- all Processing Instructions shall at all times be in accordance with Data Protection Legislation; and
- you are satisfied that:
- our processing operations are suitable for the purposes for which you propose to use the Services and engage us to process the Customer Personal Data; and
- we have sufficient expertise, reliability, and resources to implement technical and organizational measures that meet the requirements of Data Protection Legislation.
- implement and maintain for the duration of your subscription to the Service appropriate technical and organizational measures intended to protect the Customer Personal Data against accidental, unauthorized or unlawful access, disclosure, alteration, loss, damage or destruction; and
- take reasonable steps to ensure that its personnel do not process the Customer Personal Data other than in accordance with Processing Instructions (unless required to do so by Applicable Law) and are obligated to maintain the security and confidentiality of the Customer Personal Data to which they have access.
We shall, without undue delay, notify you if we become aware of a Security Incident and shall (at your expense) provide such further information and assistance as you reasonably require in handling and responding to such notifications in accordance with our obligations under Data Protection Legislation.
7. Inspections and Assistance with Regulators
Subject to reasonable written advance notice from you or as may otherwise be required by law we shall:
- permit you to conduct (and shall contribute to) audits and inspections of its systems and processes in relation to the processing of the Customer Personal Data subject to you ensuring:
- that such audit or inspection is undertaken during normal business hours and with minimal disruption to our business; and
- that all information obtained or generated by you or your auditor(s) in connection with such audits and inspections is kept strictly confidential (save for disclosure to a regulatory authority or as otherwise required by Applicable Law);
- give you such information as is reasonably necessary to verify that we are in compliance with our obligations under Data Protection Legislation; and
- co-operate and assist you with any data protection impact assessments and consultations with or investigations by any regulatory authority that you reasonably consider are relevant pursuant to Data Protection Legislation in relation to the Customer Personal Data.
The cost of such audit, inspection, provision of information or data protection impact assessment shall be borne by you. You may require us to conduct an audit or inspection of the Sub-Processor’s systems and processes in relation to the processing of the Customer Personal Data. The cost of such an audit or inspection shall be borne by you.
8. Indemnity and Limitation of Liability
- Subject to the limitation in clause 8(b) of this Schedule, you shall indemnify and keep us indemnified in respect of all DP Losses suffered or incurred by, awarded against or agreed to be paid by, us and any Sub-Processor arising from or in connection with any:
- non-compliance by you with Data Protection Legislation;
- processing carried out by us or any Sub-Processor pursuant to any Processing Instruction that infringes Data Protection Legislation; or
- breach by you of any of your obligations under this Schedule and/or the Terms of Service, except to the extent that Leads5050 is liable under clause 8(b) of this Schedule.
- To the maximum extent permitted by Applicable Law, Leads5050’s total aggregate liability to you in contract, tort (including negligence and breach of statutory duty howsoever arising), misrepresentation (whether innocent or negligent), restitution or otherwise, arising in connection with the performance or contemplated performance of this Schedule and/or the Terms of Service or any collateral contract shall in all circumstances be limited to 100% of the fees paid or payable during the 12 months preceding the event triggering clause 8(a) of this Schedule.
© 2019, Leads5050, Inc. All rights reserved.