Terms and Conditions
TURN UP PILOT PROGRAMME AGREEMENT
Dot Loves Data (DOT) has developed Turn Up in partnership with Verifone (EFTPOS New Zealand).
As an invited user to the Turn Up pilot programme, you are given secure access to the early release of the Turn Up app. There are no charges for this service during the agreed pilot period. However, you must adhere to the general terms of use as outlined below.
GENERAL TERMS OF USE
These General Terms of Use (“General Terms”), along with any applicable Additional Terms govern your use of and access to our web-based applications and products, customer support, or other interactive areas or services. They apply to your installation and use of any software that we include as part of the Turn Up Product Services, including, without limitation, mobile and desktop applications, instruction sets and related documentation (collectively, the “Software”).
Before you start using this product, you are required to review and accept these terms of use. We’ve done our best to explain our requirements without using too much jargon, so it’s clear what we expect from you and what you can expect from us.
If you still have questions or comments after you’ve read these terms, please email support@turnup.co.nz. We’re here to help.
DEFINITIONS
1.) You and Turn Up: When we say you or your, we mean both you and any entity or organisation you’re authorised to represent. When we say DOT, we, our or us, we’re talking about the DOT entity you contract with based on the edition of the Turn Up product you’re using.
2.) Our services: Our services consist of all the services we provide now or in the future, including our online and mobile business analytics products.
3.) Pilot Programme: The Turn Up Pilot Programme refers to the limited release of the product to a restricted number of users for a limited time period.
4.) Subscriber: Refers to the individual account holder to the product software.
5.) Subscription Term: Refers to the agreed period of time the product and services is to be provided to the subscriber.
6.) Subscription Fee: Refers to the cost to use the Turn Up product and services.
7.) The right to use our services: As a subscriber, we grant you the right to use our services (based on your user role and the level of access you’ve been granted) for as long as your subscription term continues.
8.) Your responsibilities: You promise that you’ll keep your information (including a current email address) with Verifone up to date. You’re responsible for providing true, accurate and complete information and for verifying the accuracy of any information that you use from our services. You’re responsible for protecting your username and password from getting stolen or misused.
9.) Permitted Users: No individual other than a Permitted User may access or use the Product and/or Service.
SUBSCRIPTION CONDITIONS
DOT grants a limited free subscription to the Turn Up product for an 8 week term, and the Subscriber accepts, a non-exclusive and non-transferable subscription for the duration of the Agreement to use the Product and/or Service and any Documentation solely for the Approved Purpose and on the terms and conditions of the Agreement.
You must ensure that you and those who you are responsible for including your Users:
a) only use the Services for the intended purpose as contemplated under this Agreement and in accordance with the Agreement and at all times only for lawful purposes;
b) do not copy the Turn Up product;
c) do not translate, adapt, vary, or modify the Turn Up product;
d) do not reverse engineer, decompile, or disassemble the Software in an attempt to duplicate the Software or imitate any of its functions or otherwise;
f) do not sell, lease, sub-licence, lend, assign, host or transfer, in whole or in part, or provide unlicensed third parties access to the Software or purport to do any of these things.
g) use all reasonable efforts to protect the Turn Up product from unauthorised use, reproduction, distribution, or publication and keep the Turn Up product confidential;
h) accept and install all Updates notified to you by DOT at your own risk;
i) install, support, and maintain appropriate anti-virus software and other network security measures to include, but not limited to, the use of firewalls as appropriate, in line with the PCI DSS requirements;
j) keep all login details and passwords secure at all times and ensure that the Services are not accessed or used by any unauthorised user;
k) notify us immediately if any login details or passwords are misused, lost, or stolen or used without authority or any other breach or potential breach of security;
l) do not access or attempt to access or use the Services if Your permission or a User’s permission to access and use the Services has been revoked; and
m) in any way which may compromise or impair the functionality or otherwise undermine the security or integrity of the Services, Software or any of DOT’s other systems or networks.
o) not challenge DOT’s ownership of (including the Intellectual Property Rights in) the Product and/or Service, the Documentation or any other item or material created or developed by or on behalf of DOT under or in connection with the Agreement.
p) agree to provide feedback on your experience of the Turn Up product via the online survey links provided and one-on-one interview. This includes providing feedback half way through your free trial and again at the completion of your subscription term.
SUBSCRIPTION TERMS AND FEES
The Subscriber is permitted to use the Turn Up Product for a 2 month term between the period of 20 March 2023 and 31 May 2023. Users must access their account within the first two weeks on receipt of their invitation to the Pilot Programme. The use of the Turn Up service over this period is free for the Subscriber.
The Subscriber understands they are accessing the Turn Up Product in Beta phase and agree to supply timely and honest feedback about the services and their experience.
If the Subscriber would like continued access to use the Turn Up product beyond this period, subscription fees will apply.
INTELLECTUAL PROPERTY
DOT owns all intellectual property relating to the products and services unless otherwise stated. This includes rights in the data, code, business information, ideas and concepts, designs and know-how associated with the Product. It also includes rights in all copyrighted works, trademarks, designs, inventions, and other intellectual property. You agree not to copy, distribute, modify or make derivative works of any of our content or use any of our intellectual property rights in any way not expressly permitted by us.
If the Subscriber provides DOT with ideas, comments or suggestions relating to the Product and/or Services, the Documentation or the Services (together feedback):
1.) all Intellectual Property Rights in that feedback, and anything created as a result of that feedback (including new material enhancements, modifications or derivative works), are owned solely by DOT; and
(b) DOT may use or disclose any feedback for any purpose.
DATA USE AND PRIVACY
Use of your own personal data: We respect your privacy and take data protection seriously. The Privacy Act 2020 guides how DOT manages any personal information it receives. We follow the privacy principles (set out in the Act) when collecting, storing and using personal information.
Anonymised statistical data: When you use our services, we may create anonymised statistical data from your data and usage of our services, including through aggregation. Once anonymised, we may use it for our own purposes, such as to provide and improve our services, to develop new services or product offerings, to identify business trends, and for other uses we communicate to you.
Data breach notifications: Where there has been unauthorised access to personal data that you’ve supplied or we’ve collected as part of the product delivery, we’ll let you know and, where possible, give you information about what has happened.
PRIVACY AND CONFIDENTIALITY
We take reasonable precautions to protect your confidential information and expect that you’ll do the same for ours.
Keeping it confidential: While using our services, you may share confidential information with us, and you may become aware of confidential information about us. Both parties agree to take reasonable steps to protect the other party’s confidential information from being accessed by unauthorised individuals. Both parties may share each other’s confidential information with legal or regulatory authorities if required to do so.
Personal information: Personal Information that you provide to DOT will be kept strictly confidential and will be securely held by DOT. If you are an individual, you have the right to access your Personal Information and request correction of any errors in that Personal Information.
Both parties agree not to:
a) disclose to any person any Confidential Information relating to the other party unless required to do so by law;
b) use any Confidential Information of the other party for its own purposes.
DOT may use the information provided to:
a) meet our obligations under this Agreement;
b) administer, manage, and monitor any contracts and Payment Services you hold with DOT;
c) provide you with information from time to time about other facilities, products and services provided by DOT. Where we provide this information by email or SMS text message, we may not always provide a functional unsubscribe facility within the email or SMS text message itself.
d) contact you to get feedback on the product.
DOT may disclose information about you for the above purposes to:
a) agents or contractors of DOT; or
b) Sureties or assignees or anyone who is considering becoming a surety or assignee.
You agree that DOT may disclose any information concerning you to any law enforcement, regulatory agency or court where required by any law or regulation in New Zealand or elsewhere. If we receive a request from certain agencies to release your information, we may not be able to tell you that the request has been received. DOT may also disclose information to the police, certain government agencies or other financial institutions where we reasonably believe that the disclosure will assist in the investigation, detection and/or prevention of fraud or other criminal offences.
SECURITY
We take security seriously and you should too.
Security safeguards: We’ve invested in technical, physical and administrative safeguards to do our part to help keep your data safe and secure. While we’ve taken steps to help protect your data, no method of electronic storage is completely secure and we cannot guarantee absolute security. We may notify you if we have reason to believe that someone has accessed (or may be able to access) your account without authorisation and we may also restrict access to certain parts of our services until you verify that access was by an authorised user.
Account security features: We may introduce security features to make your account more secure, such as multi-factor authentication. Depending on where you are or what services you’re using, we may require you to adopt some of these features. Where we make the use of security features optional, you’re responsible (meaning we’re not liable) for any consequences of not using those features. We strongly encourage you to use all optional security features.
Playing your part to secure your data: You have an important part to play by keeping your login details secure, not letting any other person use them, and by making sure you have strong security on your own systems. If you realise there’s been any unauthorised use of your password or any breach of security to your account or email address linked to your account, you need to let us know immediately.
MAINTENANCE AND DOWNTIME
We aim to minimise any downtime, but sometimes it’s necessary so we can keep our services updated and secure.
Availability: We strive to maintain the availability of our services, and provide online support, during regular business hours. On occasion, we need to perform maintenance on our services, and this may require a period of downtime. We try to minimise any such downtime. Where planned maintenance is being undertaken, we’ll attempt to notify you in advance..
Access issues: Occasionally you might not be able to access our services and your data. This might happen for any number of reasons, at any time.
Problems and support: If you have a problem, we have a customer support team that should help you with most situations. The support team are contactable at support@turnup.co.nz.
Modifications: We frequently release new updates, modifications and enhancements to our services, and in some cases discontinue features. Where this occurs, we’ll endeavour to notify you where practical (for example, by email, push notifications, or within our services when you log in).
TERMINATION
You can easily terminate your subscription by providing one week’s written notice. We may terminate your subscription as well with the same notice. If you violate these terms, we may terminate your subscription immediately.
Subscription period: As your subscription is based on a ‘free trial’ under the Pilot Programme Terms, no subscription fees are required during this period.
Termination by DOT: We may choose to terminate your subscription at any time by providing you with one week’s written notice in advance. We may also terminate or suspend your subscription or access to all or any data immediately if:
- you breach any of these terms and do not remedy the breach within 5 days after receiving notice of the breach,
- you breach any of these terms and the breach cannot be remedied,
- you terminate your merchant account with Eftpos New Zealand,
- you change banking provider,
- you or your business become insolvent, your business goes into liquidation or has a receiver or manager appointed over any of its assets, you become insolvent or make any arrangement with your creditors, or become subject to any similar insolvency event in any jurisdiction.
Retention of your data: Once a subscription is terminated by you or us, it is archived and the data is no longer available to you. We retain it for a period of time consistent with our data retention policy, during which, as a subscriber, you can reactivate your subscription and once again access your data by paying the subscription fees.
LIABILITY AND INDEMNITY
This section outlines liability terms between us, subscribers and invited users.
You indemnify us: You indemnify us against all losses, costs (including legal costs), expenses, demands or liability that we incur arising out of, or in connection with, a third-party claim against us relating to your use of our services or any third-party product (except as far as we’re at fault).
Disclaimer of warranties: Our services and all third-party products are made available to you on an “as is” basis. Subject to the exclusion, we disclaim all warranties, express or implied, including any implied warranties of non-infringement, merchantability and fitness for a particular purpose.
Limitation of liability: Other than liability that we can’t exclude or limit by law, our liability to you in connection with our services or these terms, in contract, tort (including negligence) or otherwise, is limited as follows:
- We have no liability arising from your use of our services for any loss of revenue or profit, loss of goodwill, loss of customers, loss of capital, loss of anticipated savings, legal, tax or accounting compliance issues, damage to reputation, loss in connection with any other contract, or indirect, consequential, incidental, punitive, exemplary or special loss, damage or expense.
DISPUTES
This section outlines how disputes may be resolved.
Dispute resolution: Most of your concerns can be resolved quickly and to everyone’s satisfaction by contacting our support team: support@turnup.co.nz. If we’re unable to resolve your complaint to your satisfaction (or if we haven’t been able to resolve a dispute we have with you after attempting to do so informally), you and we agree to resolve those disputes through binding arbitration or small claims court instead of in courts of general jurisdiction. You and we agree that any dispute must be brought in the parties’ individual capacity and not as a plaintiff or class member in any purported class or representative proceeding.
DISCLAIMERS
Here we set out some additional terms.
No professional advice: Turn Up isn’t in the business of giving any kind of professional advice. We may provide you with information we think might be useful in running a small business, but this should not be seen as a substitute for professional advice and we aren’t liable for your use of the information in that way.
Events outside our control: We do our best to control the controllables. We aren’t liable to you for any failure or delay in performance of any of our obligations under these terms arising out of any event or circumstance beyond our reasonable control.
Notices: Any notice you send to us must be sent to support@turnup.co.nz. Any notices we send to you will be sent to the email address you’ve provided us through your subscription.
Exclusion: In some places, there may be non-excludable warranties, guarantees or other rights provided by law (non-excludable guarantees). They still apply – these terms do not exclude, restrict or modify them. Except for non-excludable guarantees and other rights you have that we cannot exclude, we’re bound only by the express promises made in these terms. Our liability for breach of a non-excludable guarantee is limited, at our option, to either replacing or paying the cost of replacing the relevant service (unless the non-excludable guarantee says otherwise).
Export limitations: You must not use our services in violation of any export or trade embargo laws that apply to you.
Excluded terms: The terms of the United Nations Convention on Contracts for the Sale of Goods and the Uniform Computer Information Transactions Act (UCITA) do not apply to these terms.
Blocking your access or disabling your subscription: We may block your access, terminate your subscription if we reasonably believe there’s a risk - like a potential breach of a law or regulation - associated with you, your company, or your subscription.
Relationship between the parties; assignment: Nothing in these terms is to be construed as constituting a partnership, joint venture, employment or agency relationship between you and us, or between you and any other subscriber or invited user. You’re solely responsible for resolving disputes between you and any other subscriber or invited user.
Changes to these terms: We reserve the right to change these terms of use. Changes won’t apply retrospectively and, if we make changes, we’ll make every effort to let you know. When we notify you, we’ll do it by email or by posting a visible notice through our services. If a change isn’t material, we may not notify you. If you find a modified term unacceptable, you may terminate your subscription by giving the standard advance notice to us.
Enforcement of terms: If there’s any part of these terms that either one of us is unable to enforce, we’ll ignore that part but everything else will remain enforceable.
Interpretation: Words like ‘include’ and ‘including’ are not words of limitation and where anything is within our discretion we mean our sole discretion.
ACCEPTANCE OF TERMS
Unless specified otherwise by DOT, Acceptance of the above terms is confirmed by the Permitted User on entry of the Turn Up product login process.
If the Subscriber does not accept the Agreement, it is not authorised to access and use the Product or Service, and it must not install the Product or have it installed on its behalf.