Terms of Use

Last update January 6, 2024

PLEASE READ THE FOLLOWING CAREFULLY BEFORE ACCEPTING THESE TERMS AND ACCESSING, USING AND/OR REGISTERING FOR THE CRMTRACKER® APPLICATION, PLUG-INS, PLATFORM OR SERVICES ON THE CRMTRACKER® WEBSITE.

By creating an Account in crmTRACKER® as an Authorized User and/or by accessing and using the crmTRACKER® Application or website, www.crmtracker.com (the “Site”), you accept these Terms of Service (the “Terms”), and you acknowledge that you, on your own behalf as an individual and/or on behalf of your employer or another legal entity (collectively, “you” or “your”), have read and understood and agree to comply with these Terms, and are entering into a binding legal agreement with the instaCOM Group Ltd. (“crmTRACKER®”, “us”, “we” or “our”). If you are creating an Account, you are entering into these Terms on behalf of your team, organization, company or any other entity that you either represent or belong to (the “Company”), and you represent and warrant that you have full authority to bind your Company to these Terms. If you do not agree to comply with and be bound by these Terms or do not have authority to bind your Company, please do not accept these Terms or access or use the Application. To the extent allowed under applicable law, you hereby waive any applicable rights to require or receive an original (non-electronic) signature or delivery of non-electronic records of these Terms. If you have executed a written contract, service order or other agreement with crmTRACKER® governing your access to and use of the Application, then the terms of such agreement will govern and will supersede these Terms in the event of any conflict or inconsistency; except for the terms herein that refer to your access to, use of and/or registration for the Site or our Application, all of which shall remain in effect. All capitalized terms used herein shall have the meanings given for such terms herein.

1. Description of the Service and Site.

1.1. Service. crmTRACKER® is the owner or licensee of the crmTRACKER® Application, a competitor intelligence solution that enables visibility, insights, predictions on companies’ CRM activities and which is consequently made available to you on a software as a service (SaaS) basis (the “Application”) through a web portal on our Site, and includes: (i) the software that you access via the Site; (ii) any other Platform, extensions and features, if any, made available or provided to you by crmTRACKER® in connection with the Site or Platform (the “Platform”); and (iii) the trademarks and logos (“Marks”), content, text, documents, descriptions, features, graphics, photos, sounds, videos, design, UX (together with the Marks, “Content”), contained in or made available through the Application, Site or Platform.

1.2. Site. The Site www.crmtracker.com is intended to provide you with information about crmTRACKER® the competitive intelligence application, insights, predictions, plug-ins, APIs, use cases, blog content, white papers and other copyright information to enable you to purchase a subscription to the Application and provide subscribers with a web and payments portal to access the Application.

2. Ability to Accept Terms.

If you, as an Authorized User, access and use the Site and/or Application, you represent and warrant that you are at least 18 years old. You may not access and use the Application if you are, and you represent and warrant that you are not, a competitor of crmTRACKER®.

3. Subscription to the Application.

Subject to your compliance with these Terms as an Authorized User, crmTRACKER® hereby grants you a non-exclusive, nontransferable, localized or worldwide, revocable and limited license to use a version of the Application with the features described on the Site (“Subscription”) to access and use the Application during the Subscription Period (as defined below).

An “Authorized User” from the Company is someone who has been supplied with a single user identification and password to access and use the Application on his/her own behalf or on behalf of his/her Company and is duly authorized to do so. Application use shall be permitted only by employees and assigned agents of your Company who are under covered under terms of non-disclosure. Other use of the Application not specified in these Terms, including use by any other employees, agents, contractors, consultants, representatives, personnel or other parties or individuals of or on behalf of your Company or its affiliates or subsidiaries, shall not be permitted. crmTRACKER® endeavours to provide, for each Authorized User, a user name and password for logging into the Application, following which use of the Application by each Authorized User shall be granted access rights.

Reassignment of an Authorized User is possible but may incur a 7-day transition period for security reasons to ensure the data is duly assigned to a replacement party who, satisfies the definition of an Authorized User and by written notice from your Company.

4. Site Access.

We hereby grant your Company and Authorized User, permission to visit and use the Site for your information and personal / professional use only (and, where applicable, the internal business purposes of your Company), subject to these Terms and your compliance with applicable law.

5. Restrictions.

Except as expressly permitted in these Terms, you may not, and shall not allow any third party to: (i) give, sell, rent, lease, timeshare, sublicense, disclose, publish, assign, market, sell, display, transmit, broadcast, transfer or distribute any portion of the Application, Site or Platform to any third party; (ii) circumvent, disable or otherwise interfere with security-related features of the Application, Site or Platform or features that prevent or restrict use or copying of any content or that enforce limitations on use of the Application, Site or Platform; (iii) reverse engineer, decompile or disassemble, decrypt or, attempt to derive the source code of, the Application, Site or Platform or any components thereof, or create any derivative works of the Application, Site or Platform, or any part thereof; (iv) present or share the data or information received through the Application without crmTRACKER®’s prior consent, and in the event such consent was given, present or share such data or information without attribution to crmTRACKER® pursuant to crmTRACKER®’s branding guidelines; (v) use any robot, spider, scraper, or other automated means to access or monitor the Application, Site or Platform for any purpose, or to copy, access, collect, download, or otherwise obtain data, content or other information from the Application, Site or Platform; (vi) take any action that imposes or which crmTRACKER® determines, in its sole discretion, may impose an unreasonable or disproportionately large load on the crmTRACKER® infrastructure or infrastructure which supports the Application, Site or Platform; (vii) interfere or attempt to interfere with the integrity or proper working of the Application, Site or Platform, or any related activities; (viii) remove, deface, obscure, or alter crmTRACKER®’s or any third party’s identification, attribution or copyright notices, trademarks, or other proprietary rights affixed to or provided as part of the Application, Site or Platform, or use or display logos of the Application, Site or Platform without crmTRACKER®’s prior written approval; (ix) use crmTRACKER®’s Marks without our prior written consent; (x) use the Application or Site to develop, offer, operate, support or enable a competing service or product; and/or (xi) use the Application, Site or Platform in any unlawful manner, for any harmful, irresponsible, or inappropriate purpose (including without limitation third-party defamation), or in breach of these Terms, any terms and conditions of any third-party product or service you use, or any agreement you have entered into with any third party.

6. Account.

‍In order to use the Application and become an Authorized User, you are required to create a personal user account (“Account”). In creating your Account, you acknowledge and agree: (i) to provide accurate and complete Account and login information; (ii) to keep, and ensure that your user Account login details and password are kept, secure at all times; (iii) to remain solely responsible and liable for the activity arising out of any failure to keep your Account details confidential; and (iv) to promptly notify crmTRACKER® in writing if you become aware of any unauthorized access or use of your Account or the Application. In creating your Account, you further represent and warrant that you were not previously blocked by crmTRACKER® from having an Account or otherwise using the Application.

7. Intellectual Property Rights.

7.1. Site and Application. The Application and Site, including all Content contained or displayed on the Site or Application, are the property of crmTRACKER® and may be protected by applicable copyright or other intellectual property laws and treaties. Title and full, exclusive ownership rights in the Site, Application and Platform (and all parts of either, including the Content), and all reproductions, corrections, modifications, enhancements and improvements, and all related patent rights, copyrights, trade secrets, trademarks, service marks, related goodwill, including data related to your usage of the Site and Application, are crmTRACKER®’s intellectual property, and any rights therein not explicitly granted to you hereunder, are reserved to and shall remain solely and exclusively proprietary to crmTRACKER® (or instaCOM Group Ltd. and their partners). “crmTRACKER®”, the crmTRACKER® logo, and other marks are Marks of crmTRACKER® or its affiliates. All other trademarks and logos used on the Site, Application and the Platform are the trademarks, patents, or logos of their respective owners. We reserve all rights not expressly granted in and to the Application, Platform, Site and the Content.

7.2. Feedback. It is anticipated that you, as an Authorized User or a Site visitor, may provide suggestions, comments or other feedback to the crmTRACKER® Application and/or the Site (“Feedback”). Feedback shall be deemed the sole property of crmTRACKER®. Without derogating from the above, crmTRACKER® will be free to adopt such Feedback for any of its products or Platform, use it in any other manner, disclose, reproduce, license or otherwise distribute and exploit the Feedback provided to it as it sees fit, entirely without obligation or restriction of any kind on account of intellectual property rights or otherwise. You and your Company hereby waive any right to the Feedback, including but limited to, moral rights and any right for royalties or any other consideration. Without derogating from the above, you hereby grant us a worldwide, irrevocable, non-exclusive, royalty-free, perpetual, sublicensable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform any information and/or content that you post, disclose, publish or otherwise make available in the course of crmTRACKER®’s webinars, customer forums/blogs, community forums/blogs or any other similar event or venue, including without limitation for publishing and redistributing part or all of such information and/or content (and derivative works thereof) in any media formats and through any media channels, and you hereby waive any moral rights in such information and/or content, to the extent permitted by law.

8. Privacy Policy.

You acknowledge and agree that we will use any personal information that we may collect or obtain in connection with the Site and/or the Application in accordance with our Privacy Policy available at https://www.crmtracker.com/privacypolicy (“Privacy Policy”).

9. Subscription Term, Renewal and Termination.

9.1 Annual Subscription Term. If you choose to purchase an annual Subscription, the term of your Subscription shall commence upon our confirmation of your payment of the Fees in accordance with the payment instructions on the Site, at which time you will be provided access to the Application and the term of your Subscription shall begin with a period of twelve (12) months (the “Initial Term”). Thereafter, your Subscription shall be extended for one or more additional periods of twelve (12) months each, unless either party notifies the other party thirty (30) days prior to the expiration of the then-current term that it does not wish to renew the Subscription. Each 12-month Initial Term and renewal term is referred to herein as a “Term”.

9.2 Termination. Termination by crmTRACKER®. crmTRACKER® may terminate your Subscription to the Application at any time and without prior written notice in any case where it believes that you or your Company have breached these Terms. Upon such termination, you shall cease all use of the crmTRACKER® Platform.

9.3 Termination by you. You may terminate your Subscription to the Application by canceling your Account through the tools that we make available within the Application or by sending a cancellation request to us at support@crmtracker.com, in which case we will use commercially reasonable efforts to respond within five (5) business days. Payment obligations remain in force and Fees paid are non-refundable.

9.4 Objection. If you object to any term or condition of these Terms, or any subsequent modifications thereto, or become dissatisfied with the Site, Application or Platform in any way, your only recourse is to immediately discontinue use of the Site, Application or Platform (and cancel your Subscription) and as such payment obligations remain in force and Fees paid are non-refundable.

9.5. Effect of Termination of Application. Upon termination of your Subscription to the Application, your Account and your Company ’s Account and all licenses granted by crmTRACKER® to you and your Company under these Terms with respect to the Application shall be terminated and you and your Company will lose all access to the Application. We shall not be liable to you or your Company or any third party for termination of your use of or access to the Site or Application or any portion thereof. This Section ‎12.6 and Sections ‎5 (Restrictions), 7 (Intellectual Property Rights), ‎8 (Privacy Policy), 13 (Warranty Disclaimer), ‎14 (Limitation of Liability), ‎15 (Indemnification), ‎16 (Disclosure), ‎21 (Governing Law and Disputes) and ‎22 (General), as well as any other provision which is intended to survive termination of the Terms or your Subscription to the Application, shall survive termination of these Terms and your Subscription to the Application.

10. Suspension.

If we believe, in our sole discretion, that you are using the Application in a manner that may cause harm to us, our users, our partners or any third party, or which is in breach of these Terms, then we may, without derogating from our right to terminate your Subscription as specified in these Terms, suspend or terminate your User Account or your access to and use of the Application, or parts thereof.

11. Fees.

‍If you choose to purchase a Subscription, the fees will be specified at Payments Page, https://www.crmtracker.com/payments (the “Fees”) and must be paid in advance in accordance with the payment instructions set forth on the Site. If you are invoiced for purchase of the Subscription by us, full payment of the Fees must be received within thirty (30) days from the invoice date in accordance with the payment instructions and the currency set forth in the invoice. Fees are stated exclusive of any taxes, levies, customs fees, duties, or similar governmental assessments of any nature, including value-added, sales, use or withholding taxes, assessable by any jurisdiction (collectively, “Taxes”). Your Company will be responsible for paying all Taxes associated with your purchases, except for taxes assessed against us directly by a local tax authority based on our net income. Should any payment for the Subscription be subject to withholding tax by any government, you will be responsible for such taxes and will reimburse us to the extent we are required to pay any such withholding taxes.

12. Warranty Disclaimer.

12.1. The Site, Application and Platform are provided on an “as is” and “as available” basis, and without warranties of any kind either express or implied. You assume all responsibility for accessing and using the Site and Application and for the selection of the Application to achieve your intended results. CRMTRACKER® HEREBY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

12.2. THE DATA CONTAINED ON THE SITE AND APPLICATION IS BASED ON INFORMATION AND CONTENT OBTAINED BY CRMTRACKER® FROM THIRD PARTIES, INCLUDING TRACKINGS, TIMINGS, PREDICTIONS, MODELLING, DYNAMIC SUGGESTIONS BASED ON SUCH DATA. CRMTRACKER®, ITS AFFILIATES AND THIRD-PARTY PROVIDERS SHALL NOT BE HELD RESPONSIBLE OR LIABLE FOR THE ACCURACY OF THE APPLICATION DATA OR ANY OMISSIONS OF DATA IN OR FROM THE SITE, APPLICATION AND PLATFORM. CRMTRACKER®, ITS AFFILIATES AND THIRD-PARTY PROVIDERS SHALL HAVE NO RESPONSIBILITY OR LIABILITY FOR ANY BUSINESS CONDUCTED, DECISIONS MADE, OR ANY OTHER ACTION OR INACTION BY YOU OR YOUR COMPANY AND ITS AFFILIATES, CUSTOMERS, PARTNERS OR PARTIES WITH WHOM YOU DO BUSINESS, WHETHER OR NOT BASED IN WHOLE OR IN PART ON THE SITE, APPLICATION OR PLATFORM OR ANY DATA ACCESSED THEREFROM BY YOU OR YOUR COMPANY.

12.3. CRMTRACKER® DOES NOT WARRANT THAT THE SITE AND APPLICATION OR ACCESS TO AND USE OF THE SITE AND APPLICATION WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR APPLICATION IS FREE FROM VIRUSES OR OTHER HARMFUL CODE.

12.4. CRMTRACKER® OFFERS NO WARRANTY REGARDING THE RELIABILITY OF THE PERFORMANCE OF THE APPLICATION OR PLATFORM, INCLUDING WITHOUT LIMITATION ANY WARRANTY THAT THE APPLICATION OR PLATFORM, INCLUDING ANY ANTI-VIRUS OR ANTI-SPAM FEATURES, WILL DETECT, BLOCK OR PREVENT VIRUSES, SPAM OR OTHER HARMFUL OR UNWANTED CODE OR INTRUSIONS.

12.5. YOU AGREE THAT WE WILL NOT BE HELD RESPONSIBLE FOR ANY CONSEQUENCES THAT MAY RESULT FROM TECHNICAL PROBLEMS INCLUDING, WITHOUT LIMITATION, IN CONNECTION WITH THE INTERNET (SUCH AS SLOW CONNECTIONS, TRAFFIC CONGESTION OR OVERLOAD OF OUR OR OTHER SERVERS) OR ANY TELECOMMUNICATIONS OR INTERNET PROVIDERS.

12.6. Applicable law may not allow the exclusion of certain warranties, so to that extent such exclusions may not apply.

13. Limitation of Liability.

NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS AND TO THE FULLEST EXTENT PERMISSIBLE BY LAW:

13.1. IN NO EVENT WILL CRMTRACKER®, ITS AFFILIATES AND THIRD-PARTY PROVIDERS, BE LIABLE UNDER, OR OTHERWISE IN CONNECTION WITH, THESE TERMS FOR: (A) ANY DIRECT, INDIRECT, EXEMPLARY, SPECIAL, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES; (B) ANY LOSS OF PROFITS, BUSINESS, OR ANTICIPATED SAVINGS; (C) ANY LOSS OF, OR DAMAGE TO DATA, REPUTATION, REVENUE OR GOODWILL; AND/OR (D) THE COST OF PROCURING ANY SUBSTITUTE GOODS OR PLATFORM.

13.2. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF CRMTRACKER®, ITS AFFILIATES OR ITS THIRD-PARTY PROVIDERS, UNDER, OR OTHERWISE IN CONNECTION WITH, THESE TERMS (INCLUDING THE SITE AND THE APPLICATION), EXCEED THE TOTAL AMOUNT OF FEES ACTUALLY PAID BY YOU (IF ANY) IN THE SIX (6) MONTHS IMMEDIATELY PRIOR TO THE EVENT GIVING RISE TO SUCH LIABILITY.

13.3. THE FOREGOING EXCLUSIONS AND LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION ‎16 SHALL APPLY: (A) EVEN IF CRMTRACKER®, ITS AFFILIATES OR THIRD-PARTY PROVIDERS, HAVE BEEN ADVISED, OR SHOULD HAVE BEEN AWARE, OF THE POSSIBILITY OF LOSSES OR DAMAGES; (B) EVEN IF ANY REMEDY IN THESE TERMS FAILS OF ITS ESSENTIAL PURPOSE; AND (C) REGARDLESS OF THE THEORY OR BASIS OF LIABILITY (SUCH AS, BUT NOT LIMITED TO, BREACH OF CONTRACT OR TORT).

13.4. NO ACTION, REGARDLESS OF FORM, MAY BE BROUGHT BY YOU AFTER THE EARLIER OF (A) 12 MONTHS AFTER THE DATE ON WHICH YOU BECOME AWARE THAT A CAUSE OF ACTION HAS ARISEN, OR (B) THE PERIOD SET FORTH UNDER THE APPLICABLE STATUTE OF LIMITATIONS.

14. Indemnification.

‍You shall defend, indemnify, and hold crmTRACKER® harmless from and against any and all damages assessed against crmTRACKER® (including reasonable attorneys’ fees) arising from a third-party claim based on any business conducted, decisions made, or other action or failure to act by you, your Company or any of its affiliates, customers, partners or parties with whom you or your Company does business, whether or not based in whole or in part on the Site or Application or any data accessed therefrom by you or your Company ; provided: (a) crmTRACKER® notifies you promptly in writing of any such claim and gives you authority, information, and assistance in the defense of such claim; and (b) crmTRACKER® does not make any admissions in response to any such claim without your consent.

15. Disclosure.

Subject to our Privacy Policy, we reserve the right to access, read, preserve, and disclose any information that we obtain in connection with the Application and/or the Site as we reasonably believe necessary to: (i) satisfy any applicable law, regulation, legal process, subpoena or governmental request, (ii) enforce these Terms, including to investigate potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) maintain, support, enhance and improve our services, (v) respond to your support requests, and/or (vi) protect the rights, property or safety of crmTRACKER®, its users and/or the public.

16. Third-Party Software.

Portions of the software upon which the Application is based may include third party open-source software that is subject to third party terms and conditions (“Third-Party Terms”). If there is a conflict between any Third-Party Terms and these Terms, then the Third-Party Terms shall prevail but solely in connection with the related third party open-source software. Notwithstanding anything to the contrary, crmTRACKER® makes no warranty or indemnity hereunder with respect to any third party open-source software.

17. Assignment.

These Terms, and any rights granted hereunder, may not be transferred or assigned by you but may be assigned by crmTRACKER® without restriction.

18. Customer Reference.

‍You acknowledge and accept that crmTRACKER® has the right to use your name and logo and the name and logo of your Company to identify you as a customer of crmTRACKER® or user of the Application, on crmTRACKER®’s website, marketing materials or otherwise by announcements on social media or otherwise.

19. Modifications.

We reserve the right, at our discretion, to change these Terms at any time. Such change will be effective ten (10) days following our sending a notice thereof to you or posting the revised Terms on the Site, and your continued use of the Site and/or Application thereafter means that you accept those changes.

20. Governing Law and Disputes.

20.1. These Terms and any disputes between you and crmTRACKER® shall be governed by the laws of the United Kingdom, without reference to its conflict of laws rules.

20.2. The exclusive jurisdiction and venue for all disputes between you (and your Company) and crmTRACKER® shall be the courts located in London, and each party hereby irrevocably consents to the jurisdiction of such courts. Notwithstanding the foregoing, crmTRACKER® reserves the right to seek injunctive relief in any court in any jurisdiction.

‍21. General.

We reserve the right to discontinue or modify any aspect of the Site or Application at any time. Section headings in these Terms are provided for convenience only and have no substantive effect on construction. Except for your obligation to pay crmTRACKER®, neither party shall be liable for any failure to perform due to causes beyond its reasonable control. Nothing herein shall be construed to create any employment relationship, partnership, joint venture or agency relationship or to authorize any party to enter into any commitment or agreement binding on the other party. If any provision of these Terms is held to be unenforceable, these Terms shall be construed without such provision. The failure by a party to exercise any right hereunder shall not operate as a waiver of such party’s right to exercise such right or any other right in the future. No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term. These Terms, and the Privacy Policy, represent the complete agreement concerning the Application, the Site and the Platform, between you and crmTRACKER® and supersede all prior agreements and representations related to the subject matter hereof.

If you have any questions or comments regarding these Terms or our Privacy Policy, please feel free to contact us by email at compliance@crmtracker.com