Terms & Conditions - LEAP

1. Definitions

‘RedView’ means the RedView software suite as described on the Red Rain website https://www.redraincorp.com/. RedView is developed and supported by ‘Red Rain’, meaning Red Rain Corporation Pty Ltd (ABN 36 126 129 002) of Level 12, 56 Berry Street, North Sydney, NSW, Australia.

2. Licencing

RedView is licensed per the terms and conditions of the software agreement signed and agreed by the Red Rain and the client, the ‘Software Agreement’.

3. Term

RedView is licensed for a minimum contract period as defined in the Software Agreement. At the end of this period, the license will continue on a month-to-month basis and either party may terminate the license at their sole discretion, given 1 month’s written notice to the other party. Upon termination due to expiry Red Rain may invite the client to enter into a renewal for a further contract period. The monthly payment will be the then standard RedView Monthly Amount for the period as published by Red Rain from time to time.

4. Invoicing, Payment and Credit Terms

(a) The RedView Monthly Amount and other fees are payable per the terms defined in the Software Agreement.

(b) In the event that an amount due to the Red Rain for any reason becomes overdue, Red Rain may suspend usage of RedView, all support and online services.

(d) In the event of a debt being handed over to a collections agency, the client will be liable for all the legal costs associated with the collection of the debt.

(e) All fees and prices are exclusive of goods & services, value added or other applicable taxes, unless otherwise expressly stated.

5. Installation & Consulting

Red Rain will provide installation and consulting assistance as defined in the Software Agreement.

6. LEAP API

RedView utilises Application Program Interface (API) routines when connecting to LEAP. This API is owned and provided by LEAP.

7. Customisations

Red Rain may customise RedView as defined in the Software Agreement. Such customisations will be charged to the client as per the fees outlined in the Software Agreement. Continued maintenance of customisations is included in the RedView Monthly Amount.

8. Integrations

(a) RedView CRM provides functionality, via an application program interface ‘RedView CRM API’, that allows information about new enquiries captured on web sites or in other applications to be written to the RedView database. The incorporation of the RedView CRM API into the web site or application is the client’s responsibility.

(b) Outlook Add Ins are provided with some RedView products. These add ins will only work versions and implementations of Outlook that are certified by Microsoft to support their add in technology.

(c) Where RedView integrates with third party products, it is the client’s responsibility to ensure that the appropriate licensing for use of the product is in place.

9. Confidentiality and privacy of your information

It may from time to time be necessary for Red Rain to receive or review the client’s information for the purposes of providing support services under this agreement. Red Rain undertakes to exercise the utmost good faith in maintaining all such information as confidential and will only use that information for the purposes of this agreement.

10. Intellectual Property

The copyright and all other intellectual property rights in RedView, including any customisations, upgrades, updates or revisions provided under this agreement, are owned by Red Rain. Red Rain warrants it has full corporate power and authority to grant the licence for RedView.

11. Reverse Engineering

You must not reverse assemble, decompile or use any method to determine the source code of RedView.

12. Warranties

Red Rain warrants that the Software will perform in accordance with the documentation and that any Customisations will achieve the stated purpose but otherwise makes no warranty that the Software is error free or the Software will meet your requirements. Red Rain does not warrant the fitness of RedView for any purpose other than the particular purpose for which it is designed.

13. Liability of Red Rain

Red Rain has no liability to client in respect of any loss or damage, including consequential loss or damage, however caused, which may be suffered or incurred, except due to a failure or omission on the part of Red Rain to comply with its obligations under this agreement. The liability of Red Rain for such loss or damage suffered by the client is limited to an amount equal to three times the amount paid by the client to Red Rain in the 12 months prior to the date of the incident which gives rise to the claim.

14. Exclusions and Terms implied by statute

Except as expressly set forth in this agreement, Red Rain does not make any representations or warranties of any kind, and to the fullest extent permitted by law expressly disclaims all other warranties, whether express or implied, including the implied warranties of merchantability and fitness for a particular purpose. Where a warranty cannot by law be excluded, Red Rain's liability to the the client for breach of such non-excludable warranty will be limited, at the sole discretion of Red Rain:

(a) in the case of goods, to repair or replacement of the goods or payment of the cost of same; and

(b) in the case of services, to performing the services again or payment of the cost of same.

15. Force Majeure and delay beyond Red Rain’s control

Red Rain will not be responsible for delays or failure to perform resulting from acts beyond its control, including but not limited to, acts of God, strikes, walkouts, riots, acts of war, epidemics, earthquakes or other disasters and failure of suppliers to perform including telecommunication breakdowns or interruptions and power failures.