Service Usage Policy
Last updated: November 7, 2022
LeadPerfection is the marketing name of a software platform owned by RJR Technology, LLC (“RJR”). The following service usage policies, together with any documents they incorporate by reference (collectively, these “Service Usage Policies”) govern your access to and use of the RJR websites, mobile applications, and services, including LeadPerfection websites and mobile applications. These Service Usage Policies supplement your order (together with its Terms and Conditions, the “Subscription Agreement”) with RJR Technology, LLC and your use of and access to the Services and any data received therethrough (“Data”). The terms “Agreement” or “your Agreement” refer to your Subscription Agreement and these Service Usage Policies, taken together. If any terms between the two conflict, the terms of the Subscription Agreement shall govern.
1.1 Limited License; Permitted Use in Compliance with Laws. You are granted personal, nontransferable and nonexclusive rights to access the Service and use the Data solely for your direct marketing, market research and customer prospecting purposes, in strict accordance with these Service Usage Policies and your Subscription Agreement. You shall treat all Data as confidential and not use the Data except as expressly authorized hereunder in compliance with the restrictions and requirements set forth herein, and you may not permit access to or disclose the Data to any parties except for persons within your business organization having a legitimate need to access or receive the Data. Certain portions of the Data available through the Service are only available via license with use rights that are based upon subscription access. In such case of subscription access, rights to the Data expire upon expiration or termination of the subscription, and in such case you shall discontinue use of the Data and, as requested by RJR, either (i) return the Data to RJR without retaining any copies thereof or any notes or other information thereon or (ii) provide a certificate, executed by you, in form and substance satisfactory to RJR, that the Data has been destroyed in such a manner to render the Data permanently unreadable and unrecoverable. You may use the Services and the Data in strict accordance with the following:
(a) Your use of the Services and Data must comply with all applicable federal, state, local and foreign laws, statues, rules and regulations including, without limitation, laws regarding telemarketing, email, facsimile marketing, customer solicitation, and privacy laws (“Laws”)
(b) In addition: (i) all email activity undertaken by you using the Services and Data must comply with all applicable Laws, including, without limitation, the CAN-SPAM Act and applicable state registry laws; (ii) and all telemarketing and text marketing activity undertaken by you using the Services and Data must comply with all applicable Laws, including, without limitation, the Telephone Consumer Protection Act and state registry laws. The Data provided through the Services is not intended for, and should not be used for, marketing or sales to consumers under the age of majority.
(c) RJR reserves the right to review your use of the Data to ensure compliance with this Agreement, but any failure of RJR to review such use will not constitute acceptance of such use or waive any of RJR’s rights hereunder or limit any of your obligations with respect to the Data. At any time upon at least three (3) days’ notice, RJR may audit your records to determine whether you are in compliance with these Service Usage Policies and you will make available to RJR or its representatives all records necessary for the conduct of such an audit.
(d) RJR reserves the right to deny access to any user or group of users to the Services, at its sole discretion, at any time, and for any reason or no reason. RJR reserves the right to remove any Data from the RJR database at any time and for any or no reason.
1.2. Limitations on Use. Your continued use and access to the Services and Data are subject to the following restrictions:
(a) Unless specifically authorized in advance and in writing by RJR, you will not share, sell, transfer or otherwise make the Data available to any third person or entity and you will prevent the misuse or unauthorized use of the Data by any third person or entity.
(b) You will not name or refer to RJR or LeadPerfection or your use of the Data in any of your advertisements or promotional or marketing materials without prior written permission from RJR.
(c) You will not use the Data for consumer credit purposes, underwriting any form of consumer insurance, employment purposes, tenant screening purposes consumer debt collections or for any other purpose covered by the federal Fair Credit Reporting Act (15 U.S.C. §1681, et seq.) or for any other purpose not expressly authorized by the Agreement.
(d) You shall not duplicate, download, publish, modify, create derivative or otherwise distribute the Data derived from the Services for any commercial use, or for any purpose other than as described in these Service Usage Policies.
(e) You acknowledge that the Services and provision of the Data are proprietary to RJR and you will not create, directly or indirectly, or enable a third party to create a competitive product or service offering.
(f) You shall not use the Service or Data in any manner that harasses, invades the privacy of, or harms a third party in any way.
(g) You will not use any robot, spider, other automatic device, or manual process to access, monitor or copy the Services, the Data, the LeadPerfection platform or the content contained thereon. You will not copy, reproduce, alter, modify, create derivative works from, or publicly display any Data except as expressly authorized hereunder.
(h) You shall not use the Services or the Data in any manner that would cause RJR to violate any applicable Laws.
(i) You understand and acknowledge that RJR does not test or screen the Data, and RJR makes no representation or warranty as to the accuracy or completeness of the Data, the results, or lack thereof, regarding your use of the Data, or any recommendations or scoring contained in such Data. Your use of the Data is at your sole and complete risk and you are fully responsible for the use of all Data that is made accessible to you through the Services.
(i) You understand and acknowledge that when you subscribe to the Services, you must provide and maintain accurate, current, and complete Lead information. In the event you provide any Lead information that is inaccurate, not current, or incomplete, RJR has the right to suspend or terminate your access and use of any and all Services.
1.3 Violation of the Terms.
1.4 Do Not Call Compliance.
In the event that RJR provides a telephone number as part of the Data, you acknowledge that RJR may not have processed its databases against the National Do Not Call Registry, equivalent state phone suppression files, and DMA phone suppression files, or other relevant suppression (collectively the “Telephone Number Suppression Files”). You are fully responsible for ensuring that the telephone numbers provided to you through the Services are not subject to restriction through the Telephone Number Suppression Files or otherwise prior to your use.
(a) The term “RJR Property” means all programs, files, systems, documentation, information, content, graphics, page layouts, service designs, APIs or other user interfaces utilized or provided by RJR, work product produced by RJR, and derivate works of any of the foregoing, including, without limitation, web services made available to you by RJR, any HTML programming performed as part of providing you with Data and any other special programs, functionalities, interfaces and other work product, ideas, concepts or techniques which RJR may develop, use or rely upon in providing the Services or Data. Data is owned by RJR or its licensors.
(b) All RJR Property shall be and will remain the property of RJR and its parent corporate owner. Data is and shall remain the property of RJR and its licensors, subject to the limited license granted to you herein.
(c) RJR shall be the sole and exclusive owner of all patents, copyrights, trademarks, trade secrets and other intellectual property rights in and to the RJR Property.
- Disclaimer of Warranties. THE SERVICES AND DATA, AND ALL SCORING AND RECOMMENDATIONS PROVIDED THERE IN ARE PROVIDED “AS IS/AS AVAILABLE” WITHOUT ANY WARRANTY OR GUARANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. NEITHER RJR NOR ANY PERSON ASSOCIATED WITH THE COMPANY PROMISES OR WARRANTS THAT THE SERVICES OR DATA WILL BE ERROR-FREE OR UNINTERRUPTED, THAT IT WILL PROVIDE SPECIFIC RESULTS FROM USE OF THE SERVICE OR ANY DATA, SEARCH, OR LINK ON IT, OR THAT THE DATA MADE AVAILABLE THROUGH THE SERVICES IS COMPLETE OR ACCURATE. RJR SHALL NOT BE HELD RESPONSIBLE FOR ANY ERRORS OR OMISSIONS IN THE SERVICES OR THE DATA OR PRODUCED BY SECONDARY DISSEMINATION OF DATA. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
- Limitation of Liability. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, RJR WILL NOT BE LIABLE FOR ANY CLAIM, DEMAND, LOSS, LIABILITY, DAMAGE, INJURIES, COST OR EXPENSE (INCLUDING REASONABLE ATTORNEYS’ FEES AND LEGAL COSTS), WHETHER GENERAL, DIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGE CAUSED IN WHOLE OR IN PART OR DIRECTLY OR INDIRECTLY BY THE SERVICES OR THE DATA OR OTHERWISE IN CONNECTION WITH THESE SERVICE USAGE POLICIES OR THE SUBSCRIPTION AGREEMENT, WHETHER OR NOT ANY SUCH DAMAGES WERE FORESEEABLE OR WHETHER RJR WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, RJR’S MAXIMUM, AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE SERVICE USAGE POLICIES OR THE SUBSCRIPTION AGREEMENT WILL NOT EXCEED THE AMOUNT PAID TO RJR BY YOU UNDER THE SUBSCRIPTION AGREEMENT DURING THE 12 MONTHS PRECEDING THE EVENT THAT GAVE RISE TO RJR’S LIABILITY.
- Indemnification. You shall indemnify, defend and hold harmless RJR, its affiliates, stockholders, directors, officers, employees, independent contractors and agents against all claims, demands, losses, liability, damages, injuries costs or expenses (including reasonable attorneys’ fees and legal costs) which arise, directly or indirectly, out of your act or omission with respect to the Data, any violation of these Service Usage Policies or your Subscription Agreement, or any violation of Laws.
- Interruptions of Service. You acknowledge that interruptions may occur in the provision of Data or use of the Services for many reasons, whether minor technical glitches or large scale intrusions by malicious actors (including ransomware attacks). You agree and that any interruptions shall not result in RJR having any liability to you or others. Temporary, de minimis interruptions shall not suspend or eliminate your payment obligations to RJR or provide you with any refund rights for amounts previously paid to RJR, but in the case of interruptions lasting longer than 24 hours, your payment obligations to RJR shall be suspended until the interruption is resolved.
- Access Controls. By subscribing to the Services, you agree to take full responsibility for maintaining the confidentiality of your account username, password, and all related activity that occurs under your account user name. If you violate these requirements, or if RJR reasonably suspects your violation of these requirements, RJR may, at its sole discretion, terminate your account and restrict or remove your access to the Services.
- No Assignment by You. You may not assign your rights or obligations under this Agreement to any other person or entity without the prior written consent of RJR, whether by operation of law or otherwise, and any attempt to do so shall be null and void.
- Termination. RJR may terminate your Subscription Agreement and revoke your access to the Services and Data immediately in the event of your actual or suspected breach of Sections 1, 2, 7, or 8 of these Service Usage Policies.
- Governing Law; Jurisdiction. The formation, construction, performance and enforcement of this Agreement shall be in accordance with the provisions of the Subscription Agreement.
11. Miscellaneous. The failure or delay of any Party to enforce any provision of these Service Usage Policies or the Subscription Agreement shall in no way affect the right of such Party to enforce the same or any other provision herein or therein. The waiver by any Party of any breach of any provision of these Service Usage Policies or the Subscription Agreement shall not be construed as a waiver by such Party of any succeeding breach of such provision or a waiver by such Party of a breach of any other provision. The granting of any consent or approval by any Party in any one instance shall not be construed to waive or limit the need for such consent or approval in any other or subsequent instance. RJR reserves the right to change, modify or otherwise alter these Service Usage Policies at any time at RJR’s sole discretion. Any and all modifications shall become effective immediately once posted. If any term or provision of these Service Usage Policies or the Subscription Agreement shall be determined by a court of competent jurisdiction to be illegal, invalid or unenforceable for any reason, the remaining provisions shall remain enforceable and the invalid, illegal or unenforceable provisions shall be modified so as to be valid and enforceable and shall be enforced. Section headings are included for convenience of reference only, and shall in no way affect the meaning or interpretation of these Service Usage Policies. These Service Usage Policies and the Subscription Agreement constitute the entire understanding of the Parties relating to the subject matter hereof and supersede all prior agreements, understandings, arrangements, promises and commitments, whether written or oral, express or implied, relating to the subject matter hereof, and all such prior agreements, understandings, arrangements, promises and commitments are hereby canceled and terminated. Capitalized terms that are used, but not defined, herein, shall have the definition set forth in the Subscription Agreement.