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PROPERTY LOOP – TERMS & CONDITIONS

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By registering to use Property Loop, you acknowledge that you are bound by this Agreement and that you have authority to bind all users to this Agreement

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1. DEFINED TERMS

In this Agreement, unless the context requires otherwise:

  •  Agreement means these terms and conditions as they may be amended from time to time;

  •  Business Day  means any day of the week other than a Saturday, Sunday or statutory holiday in New Zealand;

  •  Commencement Date  means the date on which your subscription to Property Loop is accepted by the Licensor;

  •  Confidential Information  means any information that is or has been disclosed by one party to the other with respect to the disclosing party’s business, but does not include any information that is:

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  1. On receipt, in the public domain or that subsequently enters the public domain without any breach of this Agreement;

  2. On receipt, already known by the party receiving it;

  3. At any time after the date of receipt, received in good faith from a third party; and

  4. Required by law to be disclosed;

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  •  Data  means all data uploaded by or on behalf of you to Property Loop;

  •  Intellectual Property Rights  means all copyright, trade or service marks, patents, registered designs and applications to register trade or service marks, patents or registered designs and all other intellectual property rights and interests whether arising under statute, common law or equity;

  •  Interest Rate  means a rate of interest that is 5% per annum above the highest rate charged by the Licensor’s bank

  •  Licensor  means Property Loop Limited and any assignee or successor in title to Property Loop Limited

  •  Modifications  means any modifications, upgrades or developments of Property Loop

  •  Prepaid Month  means any month in respect of which you have made payment under clause 5.1

  •  Property Loop  means the web based Property Loop platform and mobile application developed by the Licensor and includes all Modifications from time to time

  •  Subscriber  means the person who registers to use Property Loop

  •  User  means each person who accesses Property Loop through the Subscriber’s log in

  •  Website  means the website through which Property Loop is accessed from time to time, including through mobile devices

  •  You  means the Subscriber and where the contexts permits, each User and Your has a corresponding meaning

 

2. SCOPE OF AGREEMENT

2.1. The Licensor hereby grants to You a non-exclusive, non-transferrable licence to use Property Loop through the Website in accordance with these terms and conditions.

2.2. The Subscriber is responsible for any act or omission of Users.

2.3. For the avoidance of doubt it is recorded that the Licensor does not provide any support services in respect of Property Loop.

 

3. TERM

This Agreement shall commence on the Commencement Date and shall continue on a perpetually renewable monthly basis subject to the rights of termination in clause 11.

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3.1 MONEY BACK GUARANTEE

A termination notice must be received via email to info@propertyloop.app within 30days of first signing up. Once received we will reverse your credit card transaction and you will not be charged any further monthly fees.

If no termination notice is received, the charge will remain in the Property Loop account and you’ll continue to be charged monthly based on normal business terms - see 3. TERM

 

4. YOUR OBLIGATIONS

4.1. You must:

4.1.1. Use Property Loop only for Your business;

4.1.2. Keep the Licensor informed of any other relevant information which comes to Your attention and which may either assist the Licensor in operating or developing Property Loop or the Website or otherwise protect the Licensor's Intellectual Property Rights in Property Loop and the Website;

4.1.3. Be responsible for the security of Property Loop and shall take all reasonable care to ensure that Property Loop is protected at all times from unauthorised access or use and in particular from copying by any third party, or from misuse, damage or destruction by any person.

4.2 You undertake to the Licensor that You shall not:

4.2.1. attempt to undermine the security or integrity of Property Loop or the Website;

4.2.2. use, or misuse, Property Loop or the Website, or impair the ability of any other user to use Property Loop or the Website;

4.2.3. transmit, or input into the Website, 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); or

4.2.4. attempt to modify, copy, adapt, reproduce, disassemble, decompile or reverse engineer Property Loop.

 

5. LICENCE FEES

5.1. You shall pay to the Licensor the monthly licence fee specified from time to time by the Licensor. The monthly licence fee shall be paid monthly in advance by credit card, and will appear on your statement as Property Loop Software. The Licensor will not refund all or any part of the licence fee in the event of termination of this Agreement part way through a month.

5.2. The licence fee is set by reference to the number of properties that the Subscriber uploads to Property Loop as advised from time to time by the Licensor. If during a month a Subscriber exceeds either the number of properties for the fee paid in advance, then the Subscriber must pay an additional fee equivalent to the pro-rata amount of the fee for that number of properties for the balance of that month.

5.3 The Licensor may increase the licence fees from time to time by posting notice of such increase on the Website.

 

6. INTEREST AND COSTS

6.1. In the event You fail to make any payment required under this Agreement on the due date for the payment the Licensor may charge You interest on the amount outstanding from the due date to the date of actual payment at the Interest Rate (calculated on a daily basis).

6.2. You shall be liable for and you agree to indemnify the Licensor in respect of all costs and expenses which the Licensor may incur as a result of any default You in making any payment under this Agreement, including legal costs and expenses incurred on a solicitor/client basis.

 

7. LICENSOR’S RIGHTS

7.1. The Licensor reserves the right to carry out Modifications to Property Loop from time to time.

7.2. The Licensor reserves the right to amend these terms and conditions at any time by posting the amended terms and conditions on the Website. Any use of Property Loop after any amendment will be acceptance of the amendment by the User.

7.3. The Licensor reserves the right to suspend Your use of Property Loop and access to any Data in the event that You are in breach of this Agreement.

 

8. INTELLECTUAL PROPERTY

8.1. You acknowledge that title to and all Intellectual Property Rights in Property Loop and the Website are and shall remain the property of the Licensor and that Your sole right in relation to those Intellectual Property Rights is the right granted under clause 2.1.

8.2. Title to and all Intellectual Property Rights in the Data are and shall remain Your property. Access to the Data is subject to payment of the payment in full of all amounts payable by You under this Agreement. You grant the Licensor a licence to use, copy, transmit, store and back-up Your Data in connection with the provision of Property Loop.

8.3. The Licensor has no liability for any loss of Data however caused.

 

9. CONFIDENTIALITY

9.1. Each party recognises and acknowledges the confidential nature of the Confidential Information disclosed by the other.

9.2. Neither party will use or disclose any Confidential Information of the other party or use that Confidential Information for its own benefit except:

9.2.1. With the express prior written consent of the other party; or

9.2.2. In performance of this Agreement.

 

10. INDEMNITY, LIABILITY AND WARRANTIES

10.1. You indemnify the Licensor against any liability the Licensor may incur as a result of any breach of this Agreement by You or as a result of Your use of Property Loop or the Website.

10.2. You agree that to the maximum extent permitted by law any and all liability of the Licensor under or in connection with Property Loop, the Website or this Agreement is excluded regardless of whether the liability arises in contract, tort, equity or otherwise.

10.3. You warrant that You are using Property Loop and the Website for the purpose of a business and agree that the Consumer Guarantees Act 1993 does not apply to this Agreement.

10.4. The Licensor makes no representation and gives no warranty regarding Property Loop or the Website. In particular You acknowledge that no representation or warranty has been given that the Website or Property Loop will be available at all times or that they will be suitable for Your use.

 

11. TERMINATION

11.1. Either party may terminate this Agreement at any time by giving not less than 10 Business Days notice to the other. Such termination will occur at the expiry of the then current Prepaid Month.

11.2. Without prejudice to any other remedy which it may have, the Licensor may terminate this Agreement immediately by written notice if:

11.2.1. You commit a serious breach or non-observance of Your obligations under this Agreement; or

11.2.2. The Subscriber becomes insolvent or goes into liquidation or has a receiver appointed in respect of any of the Subscriber’s assets or makes any arrangement with the Subscriber’s creditors.

11.3. Following termination You may access Your Data solely for the purposes of removing it from Property Loop provided all amounts payable by You under this Agreement have been made in full. Clauses 6, 8.1, 9, 10, 12 and 13 survive termination of this Agreement.

 

12. DISPUTE RESOLUTION

12.1. Where any dispute arises between the parties concerning this Agreement or the circumstances, representations, and conduct giving rise to the Agreement, no party may commence any court or arbitration proceedings relating to the dispute unless that party has complied with the procedures set out in this clause 12.

12.2. The party initiating the dispute (the first party) must provide written notice of the dispute to the other party (the other party) and nominate in that notice the first party’s representative for the negotiations. The other party must within 5 Business Days receipt of the notice, give written notice to the first party naming its representative for the negotiations. Each representative nominated shall have authority to settle or resolve the dispute.

12.3. If the parties are unable to resolve the dispute by discussion and negotiation within 10 Business Days of receipt of the written notice from the first party, then the parties must immediately refer the dispute to mediation.

12.4. The mediation must be conducted in terms of the LEADR New Zealand Inc Standard Mediation Agreement. The mediation must be conducted by a mediator at a fee agreed by the parties. Failing agreement between the parties, the mediator shall be selected and his or her fee determined by the Chair for the time being of LEADR New Zealand Inc.

 

13. GENERAL

13.1. No failure, delay or indulgence by any party in exercising any power or right conferred on that party by this Agreement shall operate as a waiver of such power or right. Nor shall a single exercise of any such power or right preclude further exercises of that power or right or the exercise of any other power or right under this Agreement

13.2. You shall not assign or deal in any manner with all or any of your rights, benefits and obligations under this Agreement without the prior written consent of the Licensor.

13.3. The Licensor may, at any time, assign all or any of its rights and benefits under this Agreement or transfer all or any of its rights, benefits and obligations under this Agreement.

13.4. If any part of this Agreement is held by any court or administrative body of competent jurisdiction to be illegal, void or unenforceable, such determination shall not impair the enforceability of the remaining parts of this Agreement which shall remain in full force.

13.5. Nothing in this Agreement shall be deemed or construed to create any relationship of agency or partnership between the parties.

13.6. This Agreement shall be governed by the laws of New Zealand and the parties submit to the exclusive jurisdiction of the Courts of New Zealand.

13.7. This Agreement comprises the entire agreement of the parties relating to Property Loop and the Website.

13.8. Property Loop Limited is a registered company of New Zealand.

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