TERMS AND CONDITIONS
Last Updated: June 21, 2019
The following Terms of Service (“Terms”, Terms of Service,” or “Agreement”) constitute a legal agreement between you or the entity or company that you represent (“Customer,” “Client,” or “you”) and Connect Now, Inc. (“Connect Now”), which governs Customer’s use of the Services. Connect Now owns and operates the website www.connectnowinc.com (the “Site”). Connect Now also develops, operates and distributes certain software applications, which include hosted applications, widgets, and APIs (which are deployed at third party websites) and applications for mobile devices (collectively, the “Apps”). The Site and the Apps, together with the services that are provided at the Site and/or via the Apps (including, but not limited to, data collection, storage, analysis and reporting tools, functions and services, such as matching, scheduling, managing and communicating between buyers and agents about real estate listings), are collectively referred to as the “Services.”
The Services are available only to individuals who are at least 18 years old. If Connect Now becomes aware that you are under the age of 18, we will discontinue providing the Services to you.
Connect Now makes no representation that the Services are accessible, appropriate or legally available for use in locations outside the United States, and accessing and using the Services (including with regard to the provision, collection or processing of Customer Data) is prohibited from territories where doing so would be illegal. If you access or use the Services from other locations, then you do so at your own initiative and risk and are solely responsible for compliance with local laws.
CUSTOMER’S RIGHT TO USE THE SERVICES IS EXPRESSLY CONDITIONED ON ACCEPTANCE OF THESE TERMS. BY DOWNLOADING ANY APP, COMPLETING OUR REGISTRATION PROCESS, OR OTHERWISE ACCESSING OR USING ALL OR ANY PART OF THE SERVICES, YOU ARE UNCONDITIONALLY CONSENTING TO BE BOUND BY AND ARE BECOMING A PARTY TO THE TERMS OF THIS AGREEMENT. IF YOU ARE ACCESSING THE SERVICES ON BEHALF OF YOUR EMPLOYER OR ANOTHER ENTITY, YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO AGREE TO THESE TERMS ON ITS BEHALF. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE THE SERVICES.
Acceptable Use Policy – Policy governing acceptable and prohibited uses of the Services, incorporated by reference into this Agreement and available here.
Account – Account created by you to access certain Services, including Paid Services and other functionalities determined by Connect Now in its sole discretion.
Agreement – Definition provided in Section 1.
Apps – Definition provided in Section 1.
Client – Definition provided in Section 1.
Confidential Information – All trade secrets, know-how, inventions, developments, software and other financial, business or technical information disclosed by Connect Now as part of this Agreement. All pricing information is Connect Now’s Confidential Information.
Connect Now – Definition provided in Section 1.
Customer – Definition provided in Section 1.
Customer Data – Definition provided in Section 10.A.
Data Processing Agreement – Agreement that, when entered into by Connect Now and Customer, provides further terms governing Connect Now’s processing of Customer Data and that is available here.
Intellectual Property – Definition provided in Section 8.
Paid Services – Definition provided in Section 5.B.
Site – Definition provided in Section 1.
Services – Definition provided in Section 1.
Subscription Period – Definition provided in Section 5.B.
Terms – Definition provided in Section 1.
Terms of Service – Definition provided in Section 1.
Third-Party Content – Media created by parties other than Customer and Connect Now, including text, images, video, and sound provided to Customer by third-party websites.
Third-Party Products – Goods and services provided by parties other than Customer and Connect Now, including websites owned and operated by third parties that may be linked to by the Site.
You – Definition provided in Section 1.
The Services offered by Connect Now help you collect lead data using mobile phones, tablets, or computers, as well as other related software and services. The Services allow you to collect data online or offline, access data as soon as it’s collected, keep data secure, enhance it via publicly available resources.
Connect Now’s Obligations
Subject to all terms and conditions of this Agreement, Connect Now will use commercially reasonable efforts to provide the Services.
The Site, Apps and all other aspects of the Services are provided only to facilitate communications between you and your customers and potential customers while they are considering a purchase, such as when a consumer is considering buying or renting a property. Any unauthorized use of the Services (including without limitation, accessing any aspect of the Services for which you are not authorized, or any commercial use by you, such as, for example, reselling any App) is expressly prohibited. You are solely responsible for all acts or omissions that occur under your Account, username or password, including messaging conducted via the Services.
As a condition of use, you hereby promise not to use the Services for any purpose that is unlawful, or that is prohibited by the Terms of Service or the Accepted Use Policy, or for any other purpose not reasonably intended by Connect Now. You agree to abide by all applicable local, state, national and international laws, regulations and rules.
Each Customer is responsible for procuring all equipment and services needed to connect to the Services (such as, for example, computers, laptops, smartphones, tablets, Internet services, and cellular text and data services). You understand and agree that standard message and data rates may apply.
You may access the Services as Connect Now instructs through a combination of one or more user names and passwords.
THIRD-PARTY PRODUCTS AND INTEGRATIONS
ACCOUNT SUBSCRIPTIONS AND FEES
If you create an Account and become a customer, you will be given access to the Connect Now mobile app and online dashboard for your Account. You are responsible for maintaining the security of your Account and agree to abide by the rules set out in this document, including these Terms of Service.
Paid services may be made available on the Site (“Paid Services”) as part of your Account and billed on a subscription basis (monthly or annually). By selecting Paid Services, you agree to pay Connect Now the fees indicated for those services, and you will be billed in advance on a recurring, periodic basis (each period, a “Subscription Period”), in accordance with the Subscription Period you select as part of your Account. Paid Services fees are not refundable, except as provided in these Terms or when required by law.
- Free Trial Period: Connect Now allows customers to try Paid Services for 30 days, after which point, their Account will be switched to a paid subscription level that matches their usage at their preferred payment plan (monthly or annual billing).
- Automatic Renewals: Your Account’s Paid Services subscription will automatically renew at the end of each Subscription Period and you authorize us to collect the then-applicable fee for such Paid Services (as well as any taxes) using any credit card or other payment mechanism we have on record for you, unless you notify Connect Now Inc. before the end of the applicable Subscription Period that you want to cancel the Paid Services.
Fees & Payments
In order to use the Apps, you hereby agree to pay all applicable fees in the amounts, at the times and subject to the other payment terms specified by Connect Now and as described in these Terms of Service. Accordingly, you will be required to provide a valid credit card number and associated information needed to charge the card, which will be collected and used by our payment processor, not Connect Now. Currently, our payment processor is Braintree, a division of PayPal, Inc. Unless specified otherwise, all payments shall be paid when due in US dollars, in full without set-off, counterclaim or deduction. Connect Now will not provide refunds or credits in the case of cancellations, downgrades, or when there are unused portions of the Services.
- Late Payments. Any amount not paid when due shall bear a late payment charge until paid at the rate of 1.0% per month or the maximum amount permitted by law, whichever is less. If any payment is past due, Connect Now reserves the right to suspend access to the Services or disable or terminate the applicable Account or any other remedy available at law or equity. You agree to reimburse Connect Now for all reasonable costs (including attorneys’ fees) incurred in collecting payments.
- Taxes: All payments to Connect Now are exclusive of federal, state, local and foreign taxes, duties, tariffs, levies, withholdings and similar assessments (including without limitation, sales taxes, use taxes and value added taxes), and you agree to bear and be liable for the payment of all such charges (excluding taxes based upon Connect Now’s net income), which we will charge you as applicable.
- Changes to Fees and Prices: We reserve the right to change our prices for the Services at any time, provided that, for Paid Services billed on a subscription basis, any change will become effective only at the end of the then-current Subscription Period. Connect Now will provide you with reasonable prior written notice of any change in fees to give you an opportunity to cancel your Paid Services before the change becomes effective. We also reserve the right to (a) designate additional or different Apps (or other parts of the Services) for which a fee will be charged, (b) permit or require that payments be made in another manner (such as, for example, PayPal, Google Wallet or Amazon Payments), and (c) review subscriber usage levels from time to time to ensure compliance with their subscription level and corresponding pricing.
- Disputes Concerning Fees and Prices: In the event of a disputed charge, you should contact Connect Now first and attempt to resolve the matter with our customer service representatives. All refund requests must be made by you to customer service within one month after the date of the disputed charge. If any hold or charge-back is made to your credit card without first contacting customer service, then Connect Now has the right to suspend your Account indefinitely, until the dispute is resolved.
TERMINATION, SUSPENSION, AND CANCELLATION
You may cancel Paid Services at any time. In the event you terminate any Paid Services, you will not be charged for the subsequent Subscription Period.
Connect Now may suspend or terminate your Account and/or your access to all or any of the Services at any time, with or without cause, with or without notice, effective immediately for any reason, including the following: (a) you have breached the Terms, including the Acceptable Use Policy; (b) you fail to pay fees for Paid Services; (c) you use the Services in a way that causes legal liability to us or disrupts others’ use of the Services; (d) you use one or more “free trial” or other free accounts in a manner not consistent with the published purposes and terms for those accounts; (e) you use a temporary or disposable email address or false identity in interactions with the Services; or (f) we are investigating misconduct by you. In the event that Connect Now terminates your access to the Services for a reason that is not related to your misconduct or violation of the Terms, we will use commercially-reasonable efforts to provide you with the opportunity to export a copy of your data within thirty (30) days of termination. If you wish to terminate your Account (if you have one), you may simply send notice to Connect Now per Section 18 below and discontinue using the Services; if your Account has a Paid Services subscription, the Paid Services will be cancelled upon the termination of your Account and you will not be charged for the subsequent Subscription Period. All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.
In the event you terminate your Account, you are required to make all necessary arrangements to transfer Customer Data and any other information created during your use of the Services via a CSV file to another repository of your own. Connect Now may, but is not obligated to except upon request by Customer, delete all Customer Data and any other data related to your Account at any time beginning 30 days after the suspension of service.
Scheduled server maintenance will take place on Sundays from 12-2AM UTC. During this period, the Services may not be available. More urgent, unscheduled maintenance may be required at other times. Connect Now may, in its sole discretion, add, alter or remove features or functions or provide bug fixes, patches, updates, and upgrades to the Services, including its components, which may be provided automatically. If you do not want to receive such upgrades automatically, you should not use the Services.
Neither these Terms nor your use of the Services grants you any rights to or ownership in any logos, graphics, images, software, trademarks, registered trademarks, service marks, or other proprietary information accessed through the Services (the “Intellectual Property”). All right, title and interest in and to the Intellectual Property will remain (as between the parties) solely with Connect Now or Connect Now’s third-party licensors. “Connect Now,” “Connect Now Inc.,” “CNipIT,” the Connect Now Inc. logo, and all other trademarks, service marks, graphics, and logos used in connection with the Services are trademarks or registered trademarks of Connect Now or Connect Now’s licensors. Other trademarks, service marks, graphics, and logos used in connection with the Services may be the trademarks of other third parties. Your use of the Services grants you no right or license to reproduce or otherwise use the Intellectual Property. Except as expressly permitted under the Terms, the Services may not be modified or used to make derivative works, reverse engineered, or copied, reproduced, or distributed.
Except for the specific rights granted by this Agreement, Customer shall not use or disclose any Confidential Information without Connect Now’s written consent, and shall use reasonable care to protect all Confidential Information, including ensuring that its employees and contractors with access (a) have a need to know for the purposes of this Agreement and (b) are bound by obligations of confidentiality at least as protective as those provided herein. Customer shall be responsible for any breach of confidentiality by its employees and contractors. Customer may disclose only the general nature, but not the specific terms, of this Agreement without the prior consent of Connect Now; provided, Customer may provide a copy of this Agreement or otherwise disclose its terms in connection with any financing transaction or due diligence inquiry, provided that the party to whom such information is disclosed is bound by confidentiality obligations substantially similar to those herein and Customer is responsible for any breaches of confidentiality by the party to whom such information is disclosed.
We employ appropriate administrative, organizational, technical, and physical measures to protect Customer Data, which we regularly review and update as necessary.
Customer shall take full responsibility and liability for the security of each of its user names and passwords, and shall be solely responsible for all use of the Services through such user names or passwords. Customer agrees to immediately notify Connect Now of any unauthorized use of the Services or any other breach of security known to Customer.
Unless operating under a signed Data Processing Agreement that indicates otherwise, Customers are responsible for ensuring compliance with any specific legal or other requirements for data security based on the type of data being collected. Connect Now shall have no responsibility or ability to certify compliance with particular compliance requirements. Customers should carefully monitor their own compliance with agreed policies and procedures for protecting data security.
Location and International Transfer of Data
You hereby expressly consent to the transmission, collection, storage, processing and use of Customer Data within, from and to the United States, in addition to the country where you are located (if not the United States).
Where Customer intends to transmit and/or transfer the personal data of European Union residents to Connect Now out of the European Union, Customer and Connect Now shall execute and enter into Connect Now’s Data Processing Agreement.
Connect Now may identify you (by name and logo) as a Connect Now user when promoting the Services. If you or your organization would prefer Connect Now to not advertise your use of the Services, you should express this preference in writing to Connect Now pursuant to Section 18. Once Connect Now has been so notified, it will refrain from advertising the user or organization’s use of the Services in any future campaigns.
Customer shall not make public announcements or issue press releases relating to this Agreement or the terms hereof without the prior written consent of Connect Now, which consent shall not be unreasonably withheld or delayed.
Connect Now reserves the right, at its sole discretion, to modify or replace any part of the Terms at any time for a variety of reasons. The most current version will always be posted on the Site. It is your responsibility to check the Terms periodically for changes, and we encourage you to refer to these Terms regularly to ensure your compliance. Your continued use of or access to the Services following the posting of any changes to the Terms constitutes acceptance of those changes. Connect Now may also, in the future, offer new services and/or features through the Site (including, the release of new tools and resources). Such new features and/or services shall be subject to the Terms.
DISCLAIMER OF WARRANTIES
EXCEPT AS SPECIFICALLY PROVIDED HEREIN, THE SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. CONNECT NOW DOES NOT WARRANT THAT THE SERVICES WILL MEET CUSTOMER’S REQUIREMENTS OR THAT THEIR OPERATION WILL BE UNINTERRUPTED OR ERROR-FREE. TO THE FULLEST EXTENT PERMITTED BY LAW, CONNECT NOW HEREBY DISCLAIMS (FOR ITSELF AND ITS SUPPLIERS) ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, WITH RESPECT TO THE SERVICES INCLUDING, WITHOUT LIMITATION, ALL IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, INTEGRATION, MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, AND ALL WARRANTIES ARISING FROM ANY COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE.
LIMITATION OF LIABILITY
IN NO EVENT WILL CONNECT NOW, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS, BE LIABLE FOR ANY OF THE FOLLOWING DAMAGES ARISING FROM OR RELATED TO YOUR USE OF THE WEBSITE AND SERVICES UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHER LEGAL OR EQUITABLE THEORY: (I) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES; (II) LOSS OF REVENUE OR PROFITS, OR THE COST OF PROCUREMENT FOR SUBSTITUTE PRODUCTS OR SERVICES; (III) FOR INTERRUPTION OF USE OR LOSS OR CORRUPTION OF DATA; OR (IV) FOR ANY AMOUNTS THAT EXCEED THE FEES PAID BY YOU TO CONNECT NOW UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTH PERIOD PRIOR TO THE CAUSE OF ACTION. CONNECT NOW SHALL HAVE NO LIABILITY FOR ANY FAILURE OR DELAY DUE TO MATTERS BEYOND THEIR REASONABLE CONTROL. THE FOREGOING SHALL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
CUSTOMER’S REPRESENTATIONS AND WARRANTIES
- You may not misuse the Services by interfering with their normal operation, or attempting to access them using a method other than through the interfaces and instructions that we provide.
- You are solely responsible for Customer Data, and are liable for Customer Data and the manner in which you collect or distribute Customer Data to third parties. We reserve the right to remove any Customer Data from the Services that we determine is in violation of the Terms.
- You may not make unauthorized copies of any content from the Services.
- If your use of the Services requires you to comply with specific regulations, you are solely responsible for such compliance, unless we agree otherwise. You may not use the Services in a way that would subject us to those specific regulations without our prior written agreement.
- You may not circumvent or attempt to circumvent any limitations that Connect Now imposes on your Account (such as by opening up a new Account to conduct a survey that we have closed for a Terms violation).
- Unless authorized by Connect Now in writing, you may not probe, scan, or test the vulnerability of any Connect Now system or network.
- You may not transmit any viruses, malware, or other types of malicious software, or links to such software, through the Services.
- You may not engage in abusive or excessive usage of the Services, which is usage significantly in excess of average usage patterns that adversely affects the speed, responsiveness, stability, availability, or functionality of the Services for other users. Connect Now will endeavor to notify you of any abusive or excessive usage to provide you with an opportunity to reduce such usage to a level acceptable to Connect Now.
- You may not use the Services to infringe the intellectual property rights of others, or to commit an unlawful activity.
- Unless authorized by Connect Now in writing, you may not resell or lease the Services.
- You may not engage in any behavior that is prohibited by the Acceptable Use Policy.
To the extent permitted by applicable law, Customer shall indemnify, defend (with counsel selected by Connect Now) and hold harmless Connect Now its affiliates, contractors, and its licensors, and their respective directors, officers, employees, and agents from any and all claims, liability, loss, damage, costs, fines imposed and enforcement actions commenced by government or a regulatory authority, and expenses (including, without limitation, reasonable attorneys’ fees and expenses) arising out of or relating to Customer’s use of the Services, any failure by Customer to comply with these Terms, any violation of law by Customer, or the violation of any Customer representation or warranty herein. Customer shall have the right to respond to any incident described in the previous sentence by engaging counsel satisfactory to Connect Now; provided, however, Connect Now may engage independent counsel in connection with any such incident at Customer’s sole cost and expense.
GOVERNING LAW; ARBITRATION
The Terms of Service shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts, USA, excluding its conflicts of law rules. In the event of any conflict between US and foreign laws, regulations and rules, US laws, regulations and rules shall govern. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to the Terms of Service.
Except for injunctive or other equitable relief sought by a party from any court of competent jurisdiction, all disputes between the parties arising out of or in relation to or in connection with the Terms of Service shall be settled by binding arbitration in accordance with the JAMS streamlined arbitration rules and procedures then in force, by one neutral arbitrator appointed in accordance with the rules. The arbitration shall take place in Boston, Massachusetts, USA. The proceedings shall be in English, all evidence shall be in English (or translated into English) and the governing law shall be as set forth herein. The arbitrator’s decision shall be in writing and shall comply with all terms and conditions in the applicable version of the Terms of Service. The decision and award rendered shall be final and binding on both parties. The parties acknowledge and agree that the Terms of Service and any award rendered pursuant hereto shall be governed by the UN Convention on the Recognition and Enforcement of Foreign Arbitral Awards. Judgment on the award may be entered in any court of competent jurisdiction.
ANY ARBITRATION UNDER THESE TERMS OF SERVICE WILL TAKE PLACE ONLY ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED. YOU UNDERSTAND AND AGREE THAT BY ENTERING INTO THESE TERMS OF SERVICE, YOU AND CONNECT NOW ARE EACH WAIVING THE RIGHT TO TRIAL BY JURY AND TO PARTICIPATE IN A CLASS ACTION.
Use of the Services is not authorized in any jurisdiction that does not give effect to all provisions of the Terms of Services.
If you have any questions regarding the Terms of Service or your dealings with the Services, please visit www.connectnowinc.com/terms or contact us at:
Connect Now, Inc.
Attn: Terms of Service
One Commercial Wharf North, Floor 3
Boston MA 02210
Any notice or communication to Connect Now hereunder shall be in writing and electronically delivered, personally delivered, or sent recognized express delivery courier or certified or registered mail, prepaid and return receipt requested, addressed to the address above, or at such other address designated in a subsequent notice.
Any notice or communication to Customer shall be at the contact information Customer provides via the Services and shall be in writing and electronically delivered, personally delivered, or sent recognized express delivery courier or certified or registered mail, prepaid and return receipt requested.
Waiver and Severability
Except as expressly provided herein, no waiver, consent or modification of these Terms shall bind either party unless in writing and signed by the party against which enforcement is sought. The failure of either party to enforce its rights under this Agreement at any time for any period will not be construed as a waiver of such rights. If any provision of this Agreement is determined to be illegal or unenforceable, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable.
Registration of Agreement
If this Agreement is required to be registered with any governmental authority, Customer shall cause such registration to be made and shall bear any expense or tax payable in respect thereof.
Customer may not assign their rights and obligations hereunder, in whole or in part, without Connect Now’s prior written consent. Any attempted transfer in violation hereof will be void and of no effect. Connect Now may subcontract, delegate, assign or otherwise transfer any or all of its rights, licenses and obligations hereunder without your consent. This Agreement shall be binding upon, and inure to the benefit of, the successors, representatives and permitted assigns of the parties hereto.
Relationship of the Parties
The parties shall be independent contractors under this Agreement, and nothing herein will constitute either party as the employer, employee, agent or representative of the other party, or both parties as joint venturers or partners for any purpose.