Thank you for choosing ZAPTECH FULL OFFICE MANAGEMENT SOFTWARE (FOMS-CLOUD) Subscription (HEREINAFTER CALLED "FOMS-CLOUD" Subscription). Your use of the FOMS-CLOUD Subscription service and software is governed by the terms and conditions of this ZAPTECH FOMS-CLOUD SERVICES AGREEMENT.

This is an agreement between you and Zaptech Software Lab Limited having its headquarters at Suite B, 39 East Tamaki Road, Papatoetoe, Auckland, New Zealand.

By registering to use the FOMS-CLOUD Service you acknowledge that You have read and understood these terms and have the authority to act on behalf of any person for whom you are using the FOMS-Cloud Service. You are deemed to have agreed to these Terms on behalf of any individual, company or entity for whom you use the Service.

DEFINITIONS

  1. SERVICE/SOFTWARE
    1. Service/Software means the Full Office (Business Management) Services (FOMS-Cloud) provided on cloud/internet by Zaptech Software Lab Limited on its Website or its associated Website(s) to the individual or entity that has subscribed for these services by registering for a subscription plan on Zaptech Webiste.
    2. These Services may or may not be upgraded, changed or altered from time to time by Zaptech Software Lab Limited at its sole discretion.
  2. WEBSITE
    1. Means the Internet Website with the domain www.zaptech.co.nz and www.fomscloud.co.nz or any other Website operated by Zaptech Software Lab Limited.
  3. DATA
    1. Means any data inputted, entered or uploaded by You or by your authorised user or employee into the Website.
  4. FILES
    1. Means any files of any type that are uploaded by You or by your authorised user or employee into the Website.
  5. ZAPTECH
    1. Means Zaptech Software Lab Limited, incorporated with the New Zealand Companies office with its registered office at 39 East Tamaki Road, Papatoetoe, Auckland, New Zealand and all current and future global subsidiaries of Zaptech Software Lab Limited.
  6. SUBSCRIBER
    1. Means the individual or entity who first registers on Website to subscribe to a subscription plan to use the Service, and, includes subscriber's authorised staff, employees and users.
  7. SUBSCRIPTION/ACCESS FEE
    1. Means the monthly subscription fee payable by You for the subscription plan chosen by You in accordance with the different subscription plans schedule set out on the pricing page of the Website. Zaptech reserves the right to change the fee from time to time after giving you 1 month notice by email.
  1. How can I use the FOMS-Cloud Service Software that is provided as part of the service (Software as a Service- SaaS)?

    2. We do not sell our FOMS-CLOUD software services - we only license it under various subscription plans with different subscription expiry periods. Zaptech's FOMS-CLOUD service is for use by Zaptech clients/subscribers and subscriber's authorized employees or authorized users on "Software as a Service" (SaaS) basis. You use FOMS CLOUD service on Zaptech Website by registering to the service by subscribing to a subscription plan. You don't become FOMS-CLOUD owners, you just have the right to use the software/service through our Website for the term of your paid subscription.

    Under this license agreement we grant you the right to access and use our FOMS-CLOUD Service on Zaptech Website with the particular user roles available to You and only for the time period according to your paid subscription plan. This right is non-exclusive, non-transferable, and limited by and subject to this Agreement, for use by the person or entity registered first at our Website as the subscriber. The user whose Zaptech/FOMS-CLOUD account is associated with the first registered license is the "licensed subscriber." Provided that you comply with all the terms of this agreement and subject to the time period paid by you under your subscribed subscription plan

    Only owners & staff/employees of licensed subscriber may use the FOMS-Cloud Service on our Website. The service/software may only be used for the business of the licensed subscriber.

  2. How long can I use the FOMS-CLOUD software service?

    3. Your right to use the service/software is limited to the subscription period you have subscribed to and paid for. You may have the option to extend your subscription by paying the subscription fee for the extension. If you extend your subscription, you may continue using the service/software until the end of your extended subscription period. See the software activation screens or other accompanying materials and Zaptech website www.zaptech.co.nz for subscription details. After the expiration of your subscription, you will not be able to access FOMS-Cloud Services and your subscription account and all services will stop automatically. Zaptech reserves the right to suspend or terminate Your use of the Service in respect of any or all of Your Organisations in the event of non-payment of subscription extension fee in full by the last date of expiry of your monthly/annual subscription payment period.

  3. Can I assign or transfer the FOMS-CLOUD subscriber license to another user or entity?

    4. License transfers are not permitted. You may authorise your employees/staff to access your FOMS-Cloud services and create additional employee logins for them, however you will be solely responsible for the acts and omissions of those users.

  4. Declaration of No Warranty

    5. Zaptech gives no warranty about the Services and does not warrant that the Services will meet Your specific or all requirements or that it will be suitable for your any particular purpose. Please be aware that all implied conditions or warranties are excluded in so far as is permitted by law, including (without limitation) warranties of merchantability, fitness for purpose, title and non-infringement.

  5. Limitation of Consumer Guarantees

    6. You hereby agree and warrant that You are acquiring the right to access/subscribe & use the FOMS-Cloud Services for the purposes of a business and that, to the maximum extent permitted by law, any statutory consumer guarantees or legislation intended to protect non-business consumers in any jurisdiction does not apply to the supply of the Services, the Website or these Terms.

  6. Exclusions and Limitation of our Liability
    1. To the maximum extent permitted by applicable law, Zaptech excludes all liabilities and responsibilities to You (or any other person) in contract, tort (including negligence), or otherwise, for any loss (including loss of data, files, information, sales & profits) or damage resulting, directly or indirectly, from any use of, or reliance on, the FOMS-Cloud Services/Software or Website.
    2. In the event where You are not satisfied with the FOMS-Cloud Services/Software, Your sole and exclusive remedy is to terminate this agreement by closing your subscription account and not renewing it further. Zaptech shall not be responsible for making any refund of your subscription money for the unused period of your paid subscription.
    3. You agree that Zaptech does not warrant that the use of the FOMS-Cloud Services/Software or Website will be uninterrupted or error free. Among other things, the operation and availability of the systems used for accessing the Service, including phone services, computer networks and the Internet, can be unpredictable and may from time to time interfere with or prevent access to the Services/Software. Zaptech is not in any way responsible for any such interruptions or prevention of Your access or use of the Services.
    4. You agree that it is Your sole responsibility to determine that the Services/Software meet the needs of Your business and are suitable for the purposes for which they are used.
    5. It is Your responsibility to check that storage of and access to your information and Data via the Services/Software and the Website will comply with laws applicable to you (including any laws requiring you to retain records).
    6. You agree that the provision of, access to, and use of, the FOMS-Cloud Services/Software is on an "as is " basis and at Your own risk.
    7. LOSS OF YOUR DATA: You must maintain backup/copies of all Data, information and files inputted/uploaded into the FOMS-Cloud Services/Software. Zaptech adheres to best practices and procedures to prevent data loss, but does not make any guarantees that there will be no loss of Data/Files. Zaptech expressly excludes liability for any loss of Your Data, information and files no matter how caused.
    8. Zaptech will also not be liable for any of the following:
      1. Loss or damage resulting from the software not being available for use because of expiry of your subscription or for any other technical or other reason;
      2. Loss or damage resulting from the deletion of your data from your devices/computers or from our server before or after your subscription has ended, or any costs and expenses associated with their reconstruction;
      3. Loss or damage resulting from the deletion of your data from your devices/computers or from our system because of your own action of using the software or data or file deletion functions in the software by your ignorance or by you by mistake, or any costs and expenses associated with their reconstruction;
      4. Indirect or consequential loss or damage;
      5. Loss or damage of or to reputation, goodwill, business, revenue, profit or expected savings;
      6. Loss or damage of or to any software or data (including your content and your projects) which you could reasonably have avoided by making a backup copy of it;
      7. Any fine, penalty, tax or other levy imposed on you or another user by any court, tribunal or regulator in connection with your content or misuse of our software;
  7. Ownership of your Files/Data
    1. All Intellectual Property Rights & ownership rights in, your Files & Data remain Your property. but You hereby agree that Your access to the Data is contingent on full payment of the Zaptech Subscription/Access Feee when due. You grant Zaptech a license to use, copy, transmit, store, and back-up Your Files and Data for the purposes of enabling You to access and use the FOMS-Cloud Services/Software and for any other purpose related to provision of services to You.
    2. The FOMS-Cloud Services/Software might have third party services/utilities/applications and if You enable third-party applications for use in conjunction with the Services, You hereby agree that Zaptech may allow the providers of those third-party applications to access Your Data as required for the functioning of such third-party applications with the Services. You agree that Zaptech shall not be responsible for any disclosure, modification or deletion of Your Data/Files resulting from any such access by third-party application providers.
    3. You hereby agree to maintain your own backup/copies of all Data and files inputted/uploaded by you into the Services. Zaptech does not make any guarantees that there will be no loss of Data/Files. Zaptech expressly excludes liability for any loss of Data/Files no matter how caused.
    4. You hereby warranty and agree that you will not upload any files or data into the Services/Software which is not yours, you will be solely responsible for any files or data piracy for the files and data uploaded into Services and hereby undertake to fully indemnify Zaptech for breach of any anti-piracy laws relating to the data/files uploaded into the Services/Software.
    5. You hereby acknowledge that Zaptech FOMS-Cloud Services/Software are hosted on third party hosting servers and Zaptech have no control over the un-interrupted and efficient running of such hosting services on which FOMS-Cloud Services/Software is dependent. You hereby agree that Zaptech neither guarantees nor takes any responsibility for the un-interrupted and efficient working of third party hosting servers and consequential interruptions in the FOMS-Cloud Services/Software and Website.
  8. Encryption of your Data
    1. FOMS-Cloud Services are hosted on secured server, as such your all data is encrypted. When you input any data on FOMS-Cloud Service/Website, it's inbuilt mechanism automatically encrypts the data, as such even staff of Zaptech can not know the contents of your data. However, since the FOMS-Cloud Service is hosted on third party servers, Zaptech makes no warranty or assumes no liability for any loss or damage to you or your data and business due to any technical or software fault or illegitimate breach of security at the Webiste or server.
  9. USAGE RESTRICTIONS
    1. You hereby acknowledge and agree that your use of the FOMS-Cloud Services/software & Website is subject to usage, internet bandwith and storage limitations, including but not limited to transaction/data entry volumes, database rows & file storage used and the number of calls You are permitted to make against Zaptech's application programming interface. Any excess usage will be advised to you and you must take urgent measures to rectify excess/over usage failing which You hereby agree that Zaptech may suspend or terminate your usage of the Services/Software and website and may delete your excess database or file storage data, for which you will be solely responsible.
    2. You hereby agree and absolves Zaptech of all liabilities or loss/damages that may happen to you or your business because of deletion/removal of your Data/Files by Zaptech to prevent your excess usage of Services.
  10. EMAILS, NOTIFICATIONS AND CHATTING RESTRICTIONS
    1. You hereby agree only to use Email, notifications and chatting applications/tools in the FOMS-Cloud Services/Software for lawful and legitimate purposes. You must not use any such Services tool for posting or disseminating any material unrelated to the use of the Services, including but not limited to unsolicited commercial e-mails, files that may damage any other person's computing devices or software, content that may be offensive to any other users of the Services or the Website, or material in violation of any law, including material that is protected by copyright or trade secrets which You do not have the right to use.
    2. You hereby acknowledge that whenever You use email, notifications and chatting tools in the Services, You undertake that You are permitted to make such communications.
    3. You hereby agree that Zaptech is under no obligation to ensure that the communications on and through FOMS Cloud Services/Software and the Website are legal or does not breach any law or that they are related only to the use of the Services. You hereby undertake to exercise extreme caution when using the communication applications of FOMS-Cloud Services/Software. However.
    4. You acknowledge that Zaptech reserves the right to delete, remove any communication that it feels breaches any law or is in breach of these terms and conditions at any time in its sole discretion without giving you any notice.
  11. Authority to Register

    12. You hereby confirm and warrant that where You have registered to use the FOMS-Cloud Service/software on behalf of another company, firm, entity or a person, You have the legal authority to agree to these license agreement terms on behalf of that entity or person and agree that by registering to use the Service You bind that entity or person on whose behalf You act to the performance of any and all obligations that You become subject to by virtue of these Terms, without limiting Your own personal obligations under this agreement.

  12. No Subscription Fee Refund

    13. Zaptech will not provide any refund of subscription fee for any remaining subscription period in the event of cancellation/termination of this agreement and your account, Services/Software use/access by you or by Zaptech for any reason.

  13. Consequences of Breach of any terms

    14. If You breach any of these Terms including non-payment of subscription fee due or excess usage of services then you are allowed and do not remedy the breach immediately after receiving notice of the breach if the breach is capable of being remedied:

    Zaptech is at liberty to take any or all of the following actions, at its sole discretion:

    1. Terminate this Agreement and suspend/prohibit permanently Your use of the FOMS-Cloud Services/Software and the Website.
    2. Suspend/prohibit permanently Your employees/staff and other authorised users access of the FOMS-Cloud Services/Software and the Website.
    3. Suspend or terminate Your access to all or any Data/Files and information.
    4. Delete or remove all your Data and files from Services/Software and Website.
  14. Free Trial Evaluation

    15. You hereby confirm and warrant that you have evaluated FOMS-Cloud's 15 days Free Trial and consider it fit for your purposes and you acknowledge and agree that you can not claim refund of subscription paid on account of Services/Software not meeting your requirements.

  15. Updates and Upgrades

    16. Zaptech do not give any warranty or undertaking to provide free updates or upgrades to the Services/Software. You may only obtain updates or upgrades from Zaptech or authorized sources if Zaptech chooses to provide them on the terms & conditions to be decided by Zaptech.

  16. ADDITIONAL LICENSING RESTRICTIONS, REQUIREMENTS AND/OR USE RIGHTS
    1. Third Party Programs. The Services/Software may include third party programs that Zaptech, not the third party, licenses to you under this agreement. Notices, if any, for the third party program are included for your information only.
    2. Trial and Conversion. Some or all of the Services/Software may be licensed on a free trial basis. Your rights to use trial Service/Software are limited to the trial period and other use limitations of free trial subscription. The trial Service/Software and length of the trial subscription are set forth during the registration process. You may have the option to convert your trial rights to subscription rights. Conversion options will be presented to you at the expiration of your trial period. After the expiration of any trial period without conversion, Your access to the Services/Software and all your Data & files will automatically stand terminated.
    3. Except to the extent that any such term is to be treated as being included by virtue of the Consumer Protection Act and cannot be excluded, it is not a term of your agreement with us that the Service/Software is of satisfactory quality or has any functionality that is not described in the product description, or that we will correct any defects in the Service/software or develop it further.
    4. Subject to the Consumer Protection Act, we may remove any functionality from the Service/Software without providing any reason or warning.
    5. We warrant that we have exercised reasonable care and reasonable skill in creating and providing the Services/Software, and that we will provide our Services with reasonable care and reasonable skill, but it is not a term of your agreement with us that we will achieve any particular outcome.
    6. Some functionalities of Service/Software may require the installation of other software like PDF reader, Microsoft Word, Outlook, etc on your all devices for those functionalities of the Services/Software to work fully with all features as described in our Website.
    7. You will need an active Zaptech FOMS-Cloud account to use this software with a paid subscription plan. You will be able to register an account as part of the ordering process if you do not have one already.
    8. Subject to these terms and your compliance with them, you may use the Service/Software in accordance with these terms. You may not use the Services/Software otherwise and you agree not to do so.
    9. You may only use the Services/Software within the scope of your subscription as it is described on our Website.
    10. You must ensure that your Data/files storage do not exceed at all times of the limits of your subscription plan.
    11. Unless and until you tell us that you believe someone is using the Services/Software through your Services/Software account without your permission, anyone using it through your account is deemed to be one of your users and you will be liable for that use. This does not apply if that person does not work for you and did not acquire your Services/software account username or password through you, your authorised users or anyone who works for you, but it is for you to prove that this is the case.
    12. You may not charge anyone for using the Services/Software and allow only your staff to use the Services/Software except for the purposes of your business.
    13. Once your subscription has ended:
      1. You will not be able to use the Services/Software, access to your database & other files & information will cease;
      2. You will not be able to access or use any of your data or information that you had uploaded on our Services/Software/Website;
      3. You will not be able to download your data/Files from our Website, Services/Software;
      4. We may retain any of your data/information/files which are on our system for as long as we wish;
      5. We may permanently delete any of your data/information/files from our system without warning.
    14. You must not use the Services/Software in connection with any offence, libel or slander, or in any way that is unlawful, unreasonably causes any person distress or offence, or brings our name into disrepute.
    15. You must not modify the Services/Software in any way, combine it with any other software, or give any indication that it is anything other than a software that has been created and distributed by Zaptech.
    16. You will not acquire any title, right, or interest to or in the Services/Software, all of which are retained by us.
    17. Technical protection measures: The Services/Software and the intellectual property in it are protected by technical measures to prevent unauthorised use and you agree not to remove or circumvent any of these.
    18. Our total aggregate liability in respect of all loss, damage, costs and expenses resulting from, arising out of, or relating to your use of the Services/Software or your agreement with us is limited to your total paid subscription charges for the software for the subscription calendar year in which the event giving rise to the loss or damage occurred, where a "subscription year" is the one calendar year starting on the date of your payment of the first subscription charge for that calendar year.
    19. Subject to consumer protection act, the exclusions and restrictions of liability in this agreement will cover all loss, damage, costs and expenses of the kind described, irrespective of the basis for the liability and even if they result from our negligence or from other negligence for which we would otherwise be liable.
    20. Indemnity

      You agree to indemnify us in respect of all loss, damage, costs and expenses which we suffer or incur as a consequence of your breach of these terms. Your liability for our costs and expenses under this indemnity is to be assessed on the court's "indemnity basis" rather than the "standard basis", and you are liable to pay them under this indemnity even if you would not otherwise be liable for costs and expenses (including by reason of the allocation of the case to the court's small claims or fast track).

    21. You are the data controller with regard to any of your personal/business data uploaded by you on our web server and we are acting as your data processor with regard to such data. Except as required or permitted by law, we will only process that data as part of providing the software's functionality to or for you. In doing so, we may transfer your content to other companies servers/cloud for storage and processing on our behalf in those countries.
    22. We may close your Services/Software account

      If any of the following events occur we may, at our absolute discretion, close your services/Software account and prevent your use of the Services/Software/Website or your projects without any liability to you:

      1. If you fail to pay any monies due under these terms by the due date;
      2. If you breach any of these terms in any way;
      3. If you use the Services/Software or your projects in any way which, in our reasonable opinion, is in breach of these terms;
      4. If a third party threatens to start legal proceedings against us unless we prevent the use of the Services/Software in connection with one or more of your projects;
      5. If you challenge or dispute the subsistence or validity of any title, right, or interest to or in the Services/Software or your data which are retained by us (or the persons who have licensed any parts of the software to us).
      6. We may also, at our absolute discretion, close your Services/Software account and prevent your use of the Services/software or your data/files on our Website & server without giving any reason or warning, but in this case we will refund any monies you have paid in respect of the remainder of the period for which you have paid, calculated proportionately according to the number of days remaining.
  17. General terms
    1. We may analyse your use of the Services/Software for our own business purposes.
    2. We may use your name and trademarks in our marketing materials to identify you as a user of the Services/Software.
    3. We may freely assign the benefit of your agreement with us.
    4. If these terms require you not to do something, you must not attempt or allow, assist or encourage any other person to do it either.
    5. These written terms, and any which have to be treated as being included by virtue of the Consumer Protection Act, form the whole agreement you have with us, and you confirm and warrant that, apart from any trial of the Services/Software you may have had, you have not relied on anything else when deciding to enter into that agreement.
    6. Our acceptance of your subscription charges, and our permitting you and your users to use the Services/software, will not prevent us from exercising any right or remedy we may have in respect of your breach of these terms even if we are aware of it at the time, and you agree not to claim that it does.
    7. Except where they state otherwise, these terms do not give anyone other than you and us (or our successor in title) any right to enforce them and neither you nor we need any third party's consent before terminating the agreement you have with us.
    8. We may change these terms at any time to the extent required in order to comply with any law, regulation or court order without your or any third party's agreement. We will inform you of any such changes, after which both you and we will be legally bound by them.
    9. We may change these terms at any time, without giving any reason, without your or any third party's agreement. We will inform you of any such changes, after which both you and we will be legally bound by them unless you end your subscription within 7 days. If you do end your subscription within 7 days, we will refund any monies you have paid in respect of the remainder of the period for which you have paid, calculated proportionately according to the number of days remaining.
    10. Every aspect of your agreement with us (including its formation and effect) is governed by New Zealand law and the New Zealand courts have exclusive jurisdiction over any contractual or other dispute relating to, or arising out of, the agreement, the Services/software or your use of it. As an exception, you or we may apply to any court which would otherwise have jurisdiction for an injunction (or an equivalent or similar order) to restrain the other from infringing its rights or breaching the agreement
  18. SEVERABILITY

    19. If any part or provision of this agreement is invalid, unenforceable or in conflict with the law, that part or provision is replaced with a provision which, as far as possible, accomplishes the original purpose of that part or provision. The remainder of this Agreement will be binding on the parties.

  19. SUPPORT

    20. Limited Customer support for FOMS-CLOUD Subscription is available through phone and email.

  20. ENTIRE AGREEMENT

    21. This agreement (together with FOMS-Cloud Privacy Policy and other terms accompanying any Services/software supplements, updates, and services that are provided by Zaptech and that you use and any separate license that may be presented when installing/ using the Services/software), and the terms contained in web links listed in this agreement, are the entire agreement for the service and software and any such supplements, updates, and services (unless Zaptech provides other terms with such supplements, updates, or services) constitutes the entire agreement. You can review this agreement on Zaptech website at www.zaptech.co.nz. You understand that by using the service, you accept this agreement and the linked terms and are bound by it.

FOMS-CLOUD Terms of use/License Agreement FOMS-CLOUD Privacy Policy