GENERAL TERMS & CONDITIONS
Last modified: November 14th, 2017
Please read the following information carefully before using this site. By using this site you agree to these terms and conditions. If you do not agree to these terms and conditions, please do not use this site.
These general terms and conditions are part of the contract to which they are attached (the “Agreement”) and apply to your use of any marketing or email data or services provided by JQ Leads, which data or services are referred to collectively as the “Data.”
The term of the Agreement will begin on the date listed on the Agreement and extend for a period of one (1) year (the “Initial Term”). After conclusion of the Initial Term, the Agreement will automatically renew for an additional period of (1) year (the “Renewal Term”), unless you provide JQ Leads written notice of termination at least thirty (30) days prior to the expiration of the Initial Term, or then-current Renewal Term.
a) The term “JQ Leads Property” means all programs, files, systems, documentation, information, content, graphics, page layouts, site designs, user interfaces utilized or provided by JQ Leads, work product produced by JQ Leads, and derivate works of any of the foregoing, including, without limitation, the website or websites made available to you by JQ Leads, 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 JQ Leads may develop, use, or rely upon in providing the Data to you.
(b) All JQ Leads Property shall be and will remain the property of JQ Leads.
(c) As between you and JQ Leads, JQ Leads shall be the sole and exclusive owner of all patents, copyrights, trademarks, trade secrets, and other intellectual property rights in and to the JQ Leads Property and the Data.
3. Limited License
Upon your execution of the Agreement and the payment of all amounts due to JQ Leads, you are granted a personal, nontransferable, and nonexclusive license to use the Data solely for your direct marketing, market research, and customer prospecting purposes, in strict accordance with the terms of the Agreement. Upon expiration or termination of the Agreement, you shall discontinue use of the Data and, as requested by JQ Leads, either (a) return the Data to JQ Leads without retaining any copies thereof or any notes or other information thereon, or (b) provide a certificate, executed by you, in form and substance satisfactory to JQ Leads, that the Data has been destroyed in such a manner to render the Data permanently unreadable and unrecoverable.
4. Limitations on Use
(a) Unless specifically authorized in advance and in writing by JQ Leads, you will not share, sell, transfer or otherwise make the Data available to any third person or entity and you will use your best efforts to prevent the misuse or unauthorized use of the Data by any third person or entity.
b) You will not name or refer to JQ Leads or your use of the Data in any of your advertisements or promotional or marketing materials.
(c) You will not use the Data for consumer credit purposes, underwriting consumer insurance, employment purposes, tenant screening purposes, for any other purpose covered by the federal Fair Credit Reporting Act or for any other purpose not expressly authorized by the Agreement.
5. Your Responsibilities; Use of Email Data; Review and Audit by JQ Leads
(a) You agree and warrant that your use of the Data will comply with all applicable federal, state, local, and foreign laws, statutes, rules, and regulations (“Laws”), including Laws regarding telemarketing, email and facsimile marketing, customer solicitation, and all applicable guidelines of the Direct Marketing Association (“DMA”). If you are not a member of the DMA, you will use your best efforts to comply with the DMA’s guidelines. You acknowledge and agree that it is your sole responsibility to determine the applicability of, and ensure your own compliance with, any such Laws.
(b) You agree and warrant that your use of any United States email Data will comply with all applicable Laws including, without limitation, the CAN-SPAM Act, COPPA, and any State Registry laws.
(c) You agree and warrant that your use of any Canadian email Data will comply with all applicable Laws including, without limitation, CASL.
(d) You acknowledge that certain Data may include names and phone numbers that appear on one or more do-not-contact lists maintained by a federal, state, provincial, or other governmental entity. You further agree to comply with all such relevant Laws relating to any such do-not-contact lists.
(e) JQ Leads reserves the right to review your use of the Data to ensure compliance with this Agreement, but any failure of JQ Leads to review such use will not constitute acceptance of such use or waive any of JQ Leads’s rights hereunder or limit any of your obligations with respect to the Data. At any time upon at least 3 days’ notice, JQ Leads may audit your records to determine whether you are in compliance with this Agreement, and you will make available to JQ Leads or its representatives all records necessary for the conduct of such an audit.(f) JQ Leads further reserves the right to require additional terms and conditions, or require you to enter into additional agreements, prior to providing you with certain Data.
6. Disclaimer of Warranties; Limited Warranty
THE DATA IS PROVIDED ON A STRICTLY “AS IS” BASIS. JQ LEADS DOES NOT ASSURE OR WARRANT THE CORRECTNESS, COMPREHENSIVENESS, OR COMPLETENESS OF THE DATA AND, EXCEPT AS PROVIDED IN THE NEXT SENTENCE, JQ LEADS DISCLAIMS ANY AND ALL WARRANTIES OF ANY NATURE, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. YOU HAVE 14 DAYS FROM YOUR RECEIPT OF THE DATA TO INSPECT IT AND NOTIFY JQ LEADS OF ANY PROBLEMS OR MISTAKES IN THE DATA, AND IF YOU SO NOTIFY JQ LEADS WITHIN THAT 14-DAY PERIOD, THE PROBLEM OR MISTAKE WILL BE CORRECTED AT NO ADDITIONAL CHARGE TO YOU.
7. Limitation of Liability
JQ Leads 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 any use of the Data or any alleged or actual failure by JQ Leads to comply with the terms of the Agreement, whether or not any such damages were foreseeable or whether JQ Leads was advised of the possibility of such damages. JQ Leads’s maximum liability under the last sentence of Section 6 will not exceed the amount you paid JQ Leads under the Agreement within the 12 months preceding the event which gave rise to JQ Leads’s liability.
8. Your Indemnification of JQ Leads
You shall indemnify, defend, and hold harmless JQ Leads, its stockholders, directors, officers, employees, independent contractors, and agents against any claim, demand, loss, liability, damage, injury cost, or expense (including attorneys’ fees and legal costs) which arises, directly or indirectly, out of your act or omission with respect to the Data or any violation of the Agreement or any violation of Laws.
9. Interruption of Service
You acknowledge that, given the technical nature of resources JQ Leads requires to provide the Data to you, temporary interruptions may occur in the provision of Data and that any such interruptions shall not result in JQ Leads having any liability to you or others and shall not suspend or eliminate your payment obligations to JQ Leads or provide you with any refund rights for amounts previously paid to JQ Leads.
10. No Assignment by You
You may not assign your rights or obligations under the Agreement to any other person or entity without the prior written consent of JQ Leads, whether by operation of law or otherwise, and any attempt to do so shall be void.
11. Additional Remedy of Termination
In addition to all other legal rights and remedies available to JQ Leads for any apparent, threatened, or actual breach or violation of the Agreement by you, JQ Leads has the right to terminate the Agreement and demand immediate return or destruction of the Data at any time if JQ Leads believes you are not complying in full with the Agreement.
12. Governing Law; Jurisdiction
The Agreement shall be governed by and construed under the laws of the State of Florida, without regard for the principles of conflicts of law of that State or any other state. Any litigation or other dispute relating to or arising under the Agreement shall only be brought in the state or federal courts located in Seminole County, Florida, and you agree to submit to the exclusive jurisdiction of those courts and waive any objections to the venue of any such proceeding in those courts.
13. Interest on Unpaid Amounts
There will be interest charges on any amounts which you fail to pay when due at the rate of 1.5% a month, or such lower rate as may be equal to the maximum rate allowed by applicable law, on the unpaid amount.
14. Entire Agreement; Amendment or Waiver
The Agreement contains the entire understanding between you and JQ Leads and supersedes any prior understandings or agreements, oral or written, relating to the subject matter of the Agreement. The Agreement may only be amended by a document signed by you and JQ Leads. No waiver of any breach of the Agreement shall be deemed a waiver of a future breach, whether of a similar or different nature, and no waiver shall be effective unless in writing signed by the waiving party.
15. File Management Library
JQ Leads includes a file management library “Back Office” allowing you to store and access certain marketing creative (e.g. your logos, email creative, images) and other documents (collectively, “Marketing Content”) for your internal use. Any such Marketing Content and art will remain your property; however, you give JQ Leads permission to host, store, and to allow access to your users. You are solely responsible for ensuring that you have all necessary rights and license to the Marketing Content and to use that Marketing Content in connection with the services. JQ Leads is not responsible for actions you take with respect to your Marketing Content. You agree to not upload Marketing Content that, or otherwise use the services, to: (i) violate the intellectual property rights of any third party; (ii) engage in or promote illegal activity; or (iii) distribute viruses, worms, or other malware or malicious software. We reserve the right to delete or disable content alleged to violate the foregoing; however, JQ Leads has no obligation to monitor or review your Marketing Content. You acknowledge that any file management library “Back Office” is made available for your convenience and is not intended to be used as a data backup service or in connection with disaster recovery. You are responsible for maintaining independent copies of all Marketing Content, including backup copies. Marketing Content is subject to deletion upon termination.
16. Execution; Counterparts
The Agreement may be executed in its original, by facsimile or in electronically transmitted portable document format, and it may be executed in any number of counterparts, each of which shall be deemed an original of the same document.
About these Terms
We may modify these terms or any additional terms that apply to a Service to, for example, reflect changes to the law or changes to our Services. You should look at the terms regularly. We’ll post notice of modifications to these terms on this page. We’ll post notice of modified additional terms in the applicable Service. Changes will not apply retroactively and will become effective no sooner than fourteen days after they are posted. However, changes addressing new functions for a Service or changes made for legal reasons will be effective immediately. If you do not agree to the modified terms for a Service, you should discontinue your use of that Service.
For information about how to contact JQ Leads, please visit our contact page.