1.1 This Agreement sets out the general terms and conditions that apply to the Customer’s use of the LeadFamly platform.
1.2 By implementing, using or otherwise making use of LeadFamly, the Customer agrees to be bound by the general terms and conditions set out in this Agreement and its annexes. If the Customer does not accept this, the Customer may not implement, use or otherwise make use of LeadFamly.
1.3 All prices are based on the fact that the Customer himself produces and runs campaigns in the platform.
A thorough introduction to the platform is provided and a free hotline is made available.
1.4 LeadFamly provides operating support on the platform 8:00 – 21:00 during weekdays and 10:00 – 21:00 in weekends. All inquiries should be sent to email@example.com or through the chat in the platform.
2.1 Under this Agreement, the Customer may access LeadFamly for the purpose of building and operating gamification campaigns from the LeadFamly platform.
2.2 LeadFamly’s services are offered on a SaaS model, i.e. that the Customer always has access to the software. LeadFamly’s services are changed / improved continuously, but no guarantee is given for full compatibility back in time. Live campaigns will not be affected by updates or new releases.
2.3. LeadFamly shall provide hosting, upgrading and maintenance of the LeadFamly platform without additional payment.
3.1 The license fee is agreement-specific and is regulated in the above Agreement specification.
3.2 The license fee shall be paid on time, as agreed between the Parties. Unless otherwise stated in the above, there is a 14 day net payment period for invoices from LeadFamly.
3.3 Invoicing is done in advance, unless otherwise agreed. LeadFamly invoices the full amount upon contractual conclusion. Payment must be made within the agreed payment period.
3.4 In case of late payment, interest is calculated from the invoice date in accordance with the Danish Interest Act.
3.5 All license prices are adjusted annually according to the Net Price Index from October. If the net price index regulation is below 3%, the price automatically adjusted by 3%.A price regulation will enter into force at the applicable date of extension of this agreement.
4.1 The Customer will receive an unrestricted, non-transferable, non-exclusive right to use the LeadFamly platform for the purpose of giving the Customer access to using the set of functions applicable at any given time under the agreement between the Parties.
4.2 The registered data regarding end user customers and the content used in connection with the Customer’s built-up campaigns always belong to the Customer.
LeadFamly has the right to use data on an aggregated and entirely anonymous level, as part of LeadFamly’s business and statistical purposes. Data used for statistical purposes will not contain personal data.
4.3 LeadFamly ApS (DK) has ownership, copyright and all other intellectual property rights to the LeadFamly platform.
4.4 The Customer may not break or modify any files and codes that give access to use of LeadFamly. The Customer is also not permitted to change or remove any statement and / or comments on copyright, trademark or other rights existing in LeadFamly.
4.5 The Customer is not entitled to copy LeadFamly unless, and only to the extent that, such actions are permitted under mandatory laws and the Customer shall in all respects comply with such laws.
5.1 The parties are individually responsible for complying with their respective obligations regarding any processing of personal data by LeadFamly on behalf of the Customer in connection with the use of LeadFamly. LeadFamly acts as a data processor only on instructions from the Customer who is responsible for the data.
5.2 As data processor, LeadFamly takes the necessary technical and organizational security precautions to prevent information being accidentally or illegally destroyed, lost or impaired, and also to prevent them from becoming known to unauthorized persons, being misused or otherwise processed in violation of the Personal Data Processing Act. At the Customer’s request, LeadFamly shall provide sufficient information to ensure that the aforementioned technical and organizational security measures have been taken.
5.3 LeadFamly software is hosted through Amazon cloud services at Amazon Web Services in Ireland.
We expect an uptime in the period of 99%. No compensation is given for downtime.
5.4 Other data protection conditions are dealt with separately in any data processing agreement between LeadFamly and the Customer. A data processing agreement will have to be in force between the parties before the Customer can send out a live campaign collecting data.
6.1 The Customer shall ensure that the Customer’s use of LeadFamly in all respects is lawful. In particular, the Customer must ensure that the necessary consent for processing personal data is obtained and that all relevant rules regarding the processing of personal data, on marketing, on consumer protection, on spam and on use, etc. is complied with.
6.2 The customer is entirely responsible for compliance with all relevant legislation relating to implementation and the use of LeadFamly.
7.1 LeadFamly treats all data, information and trade secrets relating to the Customer, that are acquired within the framework of cooperation and the use of the LeadFamly platform confidentially.
7.2 The Parties shall keep confidential all information (written or oral) concerning the business and affairs of the other party and any specifications, drawings, diagrams, patterns or other materials that it shall have obtained or received or created as a result of the discussions leading up to or the entering into or the performance of the Agreement, shall only use such information in
the proper performance of the Agreement and shall not without the other Party’s written consent disclose such information in whole or in part to any other person save those staff, subcontractors and agents involved in the implementation of the Agreement and who have a need to know the same and shall ensure that all such persons comply with the obligations in this Clause 7.2.
7.3 The Parties obligations in Clause 7.2 shall not apply to information that is already in the public domain other than as a result of a breach of Clause 7.2.
7.4 The Customer accepts that LeadFamly may use examples from campaigns, name and logo in mentions for marketing purposes. All such use shall be made in good faith and to a fair extend.
8.1 The parties are liable under Danish law.
8.2 LeadFamly’s total liability for all losses under this Agreement irrespective of the basis for this is limited to the license consideration that the Customer actually paid for the previous year, however, maximum EUR 10,000. In determining the limitation of LeadFamly’s total liability pursuant to this clause 8.2, there shall be deducted any amount and / or the value of any compensation that LeadFamly previously paid and / or granted to the Customer to cover or serve as a discount for the Customer’s loss, for which LeadFamly is responsible.
8.3 LeadFamly is not responsible for LeadFamly’s applicability in relation to the specific use, that the Customer wishes or may have anticipated, including for integration or interaction between LeadFamly and the Customer’s other hardware and software.
8.4 In no event shall either Party be liable to the other Party for operating loss, business and/or operational disruption, loss associated with lost data, reconstruction of it or lack of access to it, lost profit and revenue, lost savings, claims raised by third parties against the other Party, or indirect losses or consequential damages of any kind.
8.5 User-logins are personal and shall not be shared. The Customer is responsible for the security of its user-logins. That is, the Customer must manage the unique passwords and user names assigned by LeadFamly in a defensible manner. If the Customer notices any misuse, LeadFamly must be informed immediately.
8.6 It is possible to let the LeadFamly platform automatically extract winners. The system extracts winners, matching the number of prizes that are for distribution in the given campaign. LeadFamly disclaims all liability for the use of automatic winner extraction, handling of prizes and information to winners.
LeadFamly recommends that in campaigns with prize pools of significant value, prizes, winnings and information to winners shall be handled manually.
8.7 If LeadFamly build campaign(s) for the Customer, it is the responsibility of the Customer to review and approve the final campaign and settings to ensure that the campaign is as intended.
8.8 LeadFamly is not responsible for force majeure-like conditions, such as interruption of power supply, breakdowns in public available networks, flooding and similar conditions, which prevent or restrict the delivery of the LeadFamly platform.
8.9 LeadFamly is subject to product liability only to the extent that such liability arises under mandatory legislation.
8.10 If it is found that users cheat, any cleanup of the database shall be performed by LeadFamly and blocking of users will be at the Customer’s expense. This task is performed exclusively at The Customer’s request.
8.11 The limitations in this clause 8 shall not apply if the loss can be shown to be attributable to gross negligence or intentional conditions.
9.1 The Customer may not sell, distribute, license, rent out, lease, lend, pawn or otherwise transfer, transport or surrender LeadFamly or the rights of use thereto to third parties, hereunder collect marketing permissions for third parties, without prior written permission from LeadFamly.
9.2 LeadFamly cannot, without prior written consent from the Customer, transfer all or part of its rights and obligations under this Agreement to any third party. LeadFamly is, however, entitled at any time without the Customer’s consent to transfer its rights and obligations under this Agreement as part of a sale of the business operated by LeadFamly or to companies that are group-associated with LeadFamly as defined in Section 5 of the Danish Companies Act no. 18, cf. Section 7.
10.1 This Agreement shall enter into force on the date of the Customer’s acceptance of the Agreement and shall remain in force until it is terminated pursuant to this clause 10.
10.2 This Agreement can be terminated with effect from the end of the license period no later than 1 month prior to the end of the license period.
10.3 This Agreement will automatically renew for additional 1 year successive agreement periods, unless terminated by one of the Parties no later than 1 month prior to the end of an agreement period.
10.4 In the event of a material breach, the non-breaching party may terminate this Agreement with the defaulting party if the material breach has been pointed out with 14 days written notice and has not been rectified by the defaulting party.
10.5. In the event of termination of this Agreement, the Customer is obliged to discontinue using LeadFamly. Upon termination, LeadFamly is not required to repay any portion of the paid license consideration to the Customer, but in the event of termination as a result of material breach by LeadFamly, the Customer may demand compensation for the loss suffered because of the limitations imposed by this Agreement in addition to a pro rata repaid portion of the paid license fee.
10.6. At the expiration or termination of the License Agreement, the Customers account in the Platform will be deleted no earlier than 12 months after the expiration or termination. LeadFamly undertakes to notify the Customer of the expected time of any such deletion no less that 14 calendar days in advance thereof.The account can be deleted prior to the 12 months after the expiration or termination of this License Agreement by contacting support through the chat support or at firstname.lastname@example.org
10.7. Deletion of personal data is dealt with separately in the Data Protection Agreement between the Parties.
11.1 Any dispute between the parties shall be governed by Danish law at the Court in Aarhus of first instance.