Last Modified Date January 2019

Please review these terms (the Agreement) carefully. By accessing or using the Lead Logic script. (Lead Logic, we or us), you are confirming that you have read, understand and accept this Agreement. This Agreement may be updated from time to time as set out in Section 8.1 below. You are responsible for regularly reviewing the most current version of this Agreement, which is published at: http://www.leadlogic.com/legal/terms, though we will notify you of any changes that, in our sole discretion, materially impact this Agreement. Continued use of Lead Logic service after any such changes have been made will constitute your consent to such changes. When we change this Agreement, we will update the Last Modified date above.

This Agreement applies to the Lead Logic Product, which is a product that you access or purchase through our website or electronic contract agreement, as further defined below.

By using our Product/Technology, you confirm that

A. You will only use our technology for business and professional reasons;

B. You are at least 18 years old or otherwise able to enter into a legally binding agreement;

C. You accept and will comply with this Agreement;

D. If you are using our Product as a representative of an organization, you have the power to enter into legally binding agreements for the organization; and

E. You are responsible for anyone that uses our product through your account, such as your employees, consultants or contractors (Authorized Users).

Lead Logic Terminology

1. We use capitalization for terms that have a special meaning in this Agreement. While some terms are defined elsewhere, this section sets out the definitions of some key terms.

Content is a generic term that means all information and data (such as text, images, photos, videos, audio and documents) in any format that is uploaded to, downloaded from or appears on our Product and Technology.

Customer Content is Content that you or your Authorized Users provide to us to use on your script, ie Logo, color guide, etc.

Product means our lead driving/appointment setting tool, and any products that you purchase through our websites.

Account Information

2. You are responsible for the completeness, security, confidentiality and accuracy of the account information you provide to us. You will promptly notify us of any unauthorized access to or use of your log-in credentials or account.

Confidentiality

3. If we share non-public information about Lead Logic or our any of our other products with you, you must keep it confidential and use reasonable security measures to prevent unauthorized disclosure of or access to that information.

Intellectual Property

4. The scripts, codes, creative and content provided by Lead Logic for your business is protected here within agreement. Neither you or anyone within your organization may re-create, develop or market a similar or identical tool or technology without Lead Logic consent. Doing so may result in legal action

1. Feedback. We welcome your suggestions, comments, bug reports, feature requests or other feedback (Feedback). We do not have to keep Feedback confidential, even if you tell us it is confidential. If you provide Feedback, you grant Lead Logic a non-exclusive, worldwide, perpetual, irrevocable, transferable, sublicensable, royalty-free, fully paid-up license to use the Feedback for any purpose.

2. Product Use. We keep all rights and interests in our Lead Logic Product Services. The product/technology contain Content owned or licensed by Lead Logic

Payment Terms, Trials and Renewal

5. Fees and Trials. You must pay all fees for the Product you purchase, unless we expressly offer free of charge. If you sign up for a free trial of a paid product, we may require you to provide a valid credit card or other payment method. We will charge you automatically on the first day after the free trial is over, unless you cancel and uninstall any and all Lead Logic technology before the end of the free-trial period.

1. Paid Products. The Lead Logic online payment terms apply to your purchase of any paid products or technology.

2. Auto-Renewal. Lead Logic Product plans will renew automatically at the end of the term (which may be monthly or annually, depending on the plan you choose when you purchased our tool), and we will automatically bill you on renewal unless you cancel or service under Section 23 below.

3. Taxes. You are responsible for paying all taxes on all fees that you pay to us. Local taxes may differ based on your payment method.

Cancellation and Termination of Self-Serve Services

6. You may cancel or downgrade your lead logic product at any time by emailing or calling your account representative and providing a written cancelation notice. If you cancel (or downgrade) paid Services, you must continue to pay for the rest of your plan term and you are not entitled to a refund.

1. We may refuse to provide service to anyone for any reason at any time. We may also immediately suspend or terminate your access to our technology for any reason, at any time, without notifying you in advance. If we terminate this Agreement because you violated the Acceptable Use Rules or any other part of this Agreement, you will not receive a refund. If we terminate your access to our website and technology under this section for no reason, we will refund you for the Self-Serve Services you have not yet received.

2. We offer our product and technology as is and are not making any warranties, conditions, representations or guarantees of any kind, whether express, implied, statutory or otherwise, including all express or implied warranties of design, merchantability, fitness for a particular purpose, title, quality and non-infringement, that our product will meet your requirements or that our product will always be available, accessible, uninterrupted, timely, secure, accurate, complete or error-free. Use our product or technology at your own risk. You hereby release us and our affiliates and the directors, officers, employees, agents, licensors and service providers of Lead Logic and our affiliates (the Lead Logic Parties) from any claims, known or unknown, you have against them. We will not be liable for indirect, punitive, incidental, special, consequential or exemplary damages, or for loss of profits, goodwill or data or other intangible losses, that result from the use of, or inability to use, our product or any other aspect of this Agreement. Under no circumstances will we be liable for any Third-Party Services or activities of third parties, any connection to or transmission from the Internet, or for any damage, loss or injury resulting from hacking, tampering, theft or other unauthorized access to or use of our Product or your account or the information contained in your account, including Customer Content.

3. Our aggregate liability to you for all losses or damages arising out of this Agreement or your use of our Product, even if we have been advised of the possibility of such losses, will not exceed the greater of the fees we received from you for our product that are subject to the claim during the three-month period immediately preceding the date on which the damages arose and USD$100. The limitations of liability in this section also apply to the Lead Logic Parties and to claims brought based on any cause of action, including breach of contract, tort (including negligence), statute or other legal or equitable theory. If there is a law that limits how the limitation of liability in this section applies to you, our liability will be limited to the fullest extent permitted by law.

4. No advice or information, whether oral or written, obtained from us or elsewhere will create any warranty or condition not expressly stated in this Agreement.

5. Our prices are set based on limitations of liability and the disclaimers of warranties in this section. You acknowledge that they will survive and apply even if found to have failed their essential purpose.

6. If you are dissatisfied with our Product or Technology or believe that youve been harmed by your use of our Product or this Agreement, you may terminate your use of our Product (as set out above). That termination is your sole and exclusive remedy (and our sole and exclusive liability) under this Agreement.

Claims and Disputes

7. The laws of the United States of America will govern any dispute, cause of action or claim arising out of this Agreement or your use of our Product, including against any Lead Logic Party (Dispute), without giving effect to conflict-of-law principles.

1. You will indemnify and hold harmless the Lead Logic Parties from and against all losses, damages, penalties, liability and costs, including reasonable legal fees, of any kind or nature related to any claim against a Lead Logic Party related to: (a) Customer Content or Submitted Content; (b) your breach of this Agreement or any laws; or (c) your use of our product or any Third-Party Services (including your breach of terms for any Third-Party Services).

2. If you breach this Agreement or violate our rights or another persons rights, we may ask a court to stop you; if we bring a claim against you, you will reimburse us for our reasonable legal fees for that claim.

3. Any Dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. Lead Logic and you each waive any right to a trial by jury.

Miscellaneous

8. Export Compliance. You will not use or access our Product if you are located in any jurisdiction in which the provision of our product is prohibited under U.S. or other laws (a Prohibited Jurisdiction) and you will not provide access to our product to any government, entity or individual located in any Prohibited Jurisdiction. You confirm that you are not named on any U.S. government list of persons or entities prohibited from transaction with any U.S. person; (b) you are not a national of, or a company registered in, any Prohibited Jurisdiction; (c) you will not allow Authorized Users to access or use our Self-Serve Services in violation of any Canadian, U.S. or other export embargoes, prohibitions or restrictions; and (d) you will comply with all laws regarding the transmission of data exported from the country in which you (or your Authorized Users) are located to Canada and the United States.

1. Amendment. We may change any part of this Agreement (including any terms or documents incorporated by reference in this Agreement) at any time by posting the revised terms on the Lead Logic website, and your use of the Self-Serve Services after the effective date of the updated Agreement or other terms constitutes your agreement to the updated Agreement or other terms, as applicable. It is important for you to review this Agreement before using our Self-Serve Services and from time to time. The updated Agreement will be effective as of the time of posting, or on such later date as may be specified in the updated Agreement, and will apply to your use of the Self-Serve Services from that point forward.

2. Assignment. You may not assign your rights under this Agreement to anyone else. We may assign our rights to any other individual or entity.

3. Severability. If a court finds part of this Agreement to be invalid, the rest will continue to apply with the minimum changes required to remove the invalid part.

4. Force Majeure. We will not be liable to you or any third party for any failure to perform our obligations under this Agreement if that failure results from any cause beyond our control, such as the elements; fire; flood; severe weather; earthquake; vandalism; accidents; sabotage; power failure; denial of service attacks or similar attacks or other acts of hackers; Internet or network failures or interruptions; acts of God and the public enemy; acts of war; acts of terrorism; riots; civil or public disturbances; strikes, lockouts or labor disruptions; any laws, orders, rules, regulations, acts or restraints of any government or governmental body or authority, civil or military, including the orders and judgments of courts; or if another person changes their services or terms or no longer offers their services to you or Lead Logic on terms we believe are reasonable.

5. Remedies. If we fail to enforce this Agreement, we are not waiving our right to do so. Any remedies we have under this Agreement are not exclusive of any other remedies we may have under this Agreement, at law or otherwise.