Updated 24/07/2014

 Terms of Use

Easytrack makes the Tool and Site available to You on the terms and conditions set out in these Terms of Use. By registering to use the Tool or by using the Site, You agree to these Terms of Use.
Easytrack may change or amend these Terms of Use at any time by posting an amended or updated version on the Site. If You do not accept the amended or updated Terms of Use You may terminate these Terms of Use by 10 days notice in writing to Easytrack, provided such notice is received within 30 days of the posting of the amended or updated Terms of Use. For the avoidance of doubt, no refund of Fees shall be payable in respect of such termination. If You continue to use the Tool or the Site after the posting of an amended or updated Terms of Use, then You will be deemed to have accepted the amended or updated Terms of Use.
1.    Definitions
“Confidential Information” means any and all information (whether such information is oral, written or embodied in any other physical or electronic form) which is obtained directly or indirectly from another party under or in connection with these Terms of Use, and which is marked or stated to be confidential or which by its nature is reasonably intended to be confidential.
"Easytrack" means esi-TREQ Limited a New Zealand company who can be contacted at admin@easytrack.co.nz
"Fee" means the fees (excluding any taxes and duties) payable monthly by You in accordance with the Easytrack fee schedule (which may change from time to time on notice to You) for Full Functionality.
“Final Quote” means a final quote produced through the Tool from the information You provide in a format which is ready to be printed or emailed to a customer or other third party.
“Full Functionality” means the functionality of the Tool which permits You to input new Quote Data and edit existing Quote Data.
“Intellectual Property” means any and all intellectual and industrial property rights throughout the world including but not limited to rights in respect of, or in connection with: copyright (including future copyright and rights in the nature of, or analogous to, copyright); trade marks; inventions (including patents); any confidential information; service marks; designs; and whether or not existing now and whether or not registered or registrable and includes any right to apply for the registration of such rights and includes all renewals and extensions.
“Quote Data” means all information You input onto the Tool and any data or materials generated by the Tool from that information, including all Final Quotes.
“Limited  Access” or "Read Only" means access to the Subscription Plan page via logging in or access to the public areas of the website available to any user without logging in to the tool.  
"Site" means the internet website operated by Easytrack at the following urls: www.easytrack.co.nz  including the public areas of the website available to any user without logging in to the Tool.
“Standard User” means a user of the Tool who is not a Registered Tradesperson.
“Subsidiary User” means one of Your staff members or contractors who You have selected to have access to Your Quote Data on the Tool.
"Tool" means the Easytrack quote preparation and information management service made available (as changed or updated from time to time by Easytrack) via the Site.
“Un-verified Registered Tradesperson” means a user of the Tool who claims to be a Registered Tradesperson, but whose Registered Tradesperson status has not yet been confirmed to Easytrack.
“Verified Registered Tradesperson” means a user of the Tool who has been confirmed to Easytrack as being a Registered Tradesperson.
“You” means any user of the tool, and persons acting on behalf of a person or entity who has registered to use the Tool. “Your” has a corresponding meaning.
2.    Use of Tool
2.1   Right to Use: Easytrack grants You the right to access and use the Tool via the Site. This right is non-exclusive, non-transferable, and limited by and subject to these Terms of Use.
2.2   Subsidiary Users: If You are a primary account holder and have nominated any Subsidiary Users in respect of Your account, You must ensure that each Subsidiary User complies with these Terms of Use and shall be responsible for all actions and omissions of such Subsidiary Users in respect of the Tool.
2.3   Terms of Use apply to Subsidiary Users: Each Subsidiary User agrees to these Terms of Use with Easytrack by using the Tool via the Site and these Terms of Use shall apply directly between Easytrack and each Subsidiary User (with necessary modifications, including the Subsidiary User being deemed to be “You”).
3.    Your Obligations
3.1   Payment obligations: You must pay Easytrack the Fee in advance each month by automatic deduction from Your credit card.  When You register Your account with Easytrack, You must provide Your credit card details to our third party payment provider and give an ongoing authorisation for the payment of the Fee from Your credit card to Easytrack each month in advance.
3.2   Auto-renewal: The third party payment provider will automatically process a payment of the Fee from Your credit card to Easytrack on the Payment Date in accordance with 3.1. The name EasyTrack will appear on the cardholder’s statement.
3.3   Cancellation: You may cancel the automatic deduction of the Fee for the next month by logging on to the Tool and cancelling your Subscription.  Cancellation will take effect at the expiry of the month for which the Fee has already been paid and Your right to access and use the Full Functionality will cease from this date. In no circumstances will You be entitled to any refunds on cancellation.
3.4   Invoice: Easytrack will generate an electronic invoice each month following the Payment Date and email this to the address provided by You once the Fee has been received.
3.5        Failure to pay: If for any reason Easytrack does not receive payment of the Fee by the Payment Date, You will be deemed to have cancelled Your access to the Full Functionality pursuant to clause 3.3.
3.6        Retention of  Limited Access: In the event that Your access to the Full Functionality is cancelled pursuant to clause 3.3 or 3.5, You will automatically retain Limited Access.  You will retain Limited Access until the earlier of:
3.6.1     Easytrack ceasing (for any reason) to make the Tool available via the Site  or
3.6.2     Easytrack receiving a written request from You that Your Limited  Access be cancelled and all Quote Data and Final Quotes permanently deleted or.
3.6.3     The expiry of the 30 Days of Continuous Limited Access
3.7   Failure to pay during Limited Access: If for any reason Easytrack does not receive payment of the Fee before the end of 30 days continuous Limited Access, You will be deemed to have cancelled Your Limited Access and all Quote Data and Final Quotes and Invoices will be permanently deleted.
3.8   Renewed Full Functionality:  Full access will only be authorised once the Fee has been paid.
3.9   Registered Tradesperson:  Your account to use the Tool will be as either a Standard User, an Un-verified Registered Tradesperson or a Verified Registered Tradesperson, and Easytrack may vary or update Your account’s status between these options as applicable. Un-verified Registered Tradesperson will initially be entitled to all the same benefits as Verified Registered Tradesperson (including any discounted Fee) pending confirmation of Registered Tradesperson status. If Easytrack does not obtain sufficient confirmation that any Un-verified Registered Tradesperson is in fact a Registered Tradesperson, then that Un-verified Registered Tradesperson will become a Standard User and be deemed to have been a Standard User from the date of registration, including in respect of the Fees applicable to a Standard User. Any additional Fees back-dated to the date of the former Un-verified Registered Tradesperson registration will become payable.  Easytrack will generate a Separate invoice for any additional Fees and this Invoice will be emailed to the User.  These Additional Fees will be due 7 days after Invoice date.  Failure to pay any additional fees will result in an account status of Limited .
3.10 Access conditions: You must ensure that all usernames and passwords required to access the Tool are kept secure and confidential. You must immediately notify Easytrack of any unauthorised use of Your passwords or any other breach of security.
3.11 Deletion of Quote Data: You shall ensure that all Quote Data is deleted from the Tool once it is no longer necessary for You to retain it.
4.    Trial Period
4.1        One month trial for new customers: If You are a new customer and no other users have previously registered to use the Tool from Your organisation, you may contact easyTrack via the contact page and request a Free Trial. You will be emailed a link to create a password which will allow you signed in Access. At the expiry of the Trial Period, your credit card details will be required for continued Full Functionality. Your credit card will be automatically charged for the next month and all subsequent months pursuant to clause 3 above unless You cancel pursuant to clause 3.3.
4.2   Trial Period: Other than in respect of payment of the Fee, these Terms of Use will apply in all other respects to Your use of the Tool in the Trial Period.
5.    Confidentiality
5.1        Confidentiality: Except in respect of Quote Data which is addressed below at 5.3, each party will preserve the confidentiality of any Confidential Information of any other party obtained in connection with these Terms of Use and will take reasonable steps to keep Confidential Information in its possession or control secure from unauthorised access.
5.2        Exceptions: Clause 5.1 will not apply to any information which:
5.2.1    is or becomes public knowledge other than through a breach of these Terms of Use;
5.2.2    is received from a third party who lawfully acquired it and who is under no obligation regarding its disclosure; or
5.2.3    is in the possession of the receiving party without restriction in relation to disclosure before the date of receipt from the disclosing party.
5.3        Quote Data: The general confidentiality obligation in clause 5.1 shall not apply to Easytrack’s use of Quote Data. Easytrack will use reasonable endeavours to keep all Quote Data held on the Tool confidential and not to disclose the Quote Data to any third parties except:
5.3.1    to service providers working with Easytrack on the operation and ongoing development of the Tool and the Site;
5.3.2    in relation to the proposed purchase or acquisition of the business or assets of Easytrack Limited; or
5.3.3    where required by law or any court, or in response to a legitimate request by a law enforcement agency.
5.4   Backups of Quote Data: While Easytrack will take standard industry measures to back up all data stored on the Tool, You agree to keep a separate back-up copy of all Quote Data which You input on to the Tool.
6.    Intellectual Property
6.1   The Tool and the Site: All Intellectual Property rights in the Tool and the Site  including data or material generated by the Tool or Easytrack from the Quote Data You directly input to the Tool shall be owned by Easytrack and/or its licensors (if any).
6.2   The Quote Data and Final Quotes: You shall own all Intellectual Property rights in the Quote Data that you directly input to the Tool and in the Final Quotes. You grant Easytrack a worldwide, non-exclusive, fully paid up, transferable, irrevocable licence to use, copy, make available and communicate the Quote Data and the Final Quotes for any purposes in connection with the operation and development of the Tool.
6.3   Attribution Statement: You will ensure that, in using any Final Quotes, the Final Quotes retain the attribution statement inserted by the Tool (if any) referring to the creation of the Final Quotes through the Tool.
7.    Indemnity
7.1   Indemnity: You indemnify Easytrack against any liability, claims, costs, and losses arising from any actual or alleged claim that Easytrack’s use of any of the information uploaded to the Tool by You:
7.1.1    infringes a third party’s Intellectual Property rights or privacy rights;
7.1.2    is defamatory, objectionable, obscene or harassing;
7.1.3    is unlawful in any way; or
7.1.4    is otherwise in breach of these Terms of Use.
8.    Warranties and Acknowledgements
8.1   Information stored on Tool: You warrant that You have all rights and have obtained all permissions necessary to disclose any information You upload to the Tool to Easytrack and for Easytrack to use such information in accordance with these Terms of Use.
8.2   Consumer guarantees: You warrant and represent that You are acquiring the right to access and use the Tool for the purposes of a business and that, to the maximum extent permitted by law, the Consumer Guarantees Act 1993 does not apply to the supply of the Tool or the Site to You.
9.    Termination
9.1   Term: These Terms of Use will continue until terminated in accordance with their provisions.
9.2   Cancellation of Full Functionality: You may cancel Your access to the Full Functionality and Limited Access  at any time
9.3   Termination by Easytrack: Easytrack may terminate these Terms of Use entirely and/or Your access to the Tool (including either or both of the Full Functionality and Limited Access at its option) at any time for convenience by giving You 10 days notice in writing.
9.4   Breach: Easytrack may terminate these Terms of Use entirely and/or Your access to the Tool (including either or both of the Full Functionality and Limited Access at its option) or the Full Functionality if You:
9.4.1    breach these Terms of Use (including, without limitation, by not paying the Fee ) and, if the breach is capable of being remedied, do not remedy the breach within 7 days of receiving notice of the breach;
9.4.2    become insolvent, go into liquidation or have a receiver or manager appointed of any of Your assets or if You make any arrangement with Your creditors, or become subject to any similar insolvency event in any jurisdiction.
9.5   Accrued Rights: Termination of these Terms of Use is without prejudice to any rights and obligations of the parties accrued up to and including the date of termination.
10.   Privacy
10.1 Easytrack is agent: You agree that in collecting, holding and processing personal information through the Tool, Easytrack is acting as an agent on Your behalf for the purposes of the Privacy Act 1993. Easytrack shall hold and process the Quote Data in accordance with Your instructions as set out in these Terms of Use.
10.2 Credit card data: Easytrack does not retain Your credit card details. When You register to use the Tool Your payment details will be sent directly to our third party payment provider, which will store and use Your credit card information in accordance with its privacy policy and any applicable terms and conditions.
11.   Emails
11.1 Consent: You agree to receive emails from Easytrack with updates and information about the Tool as well as information and offers about other products and services.
12.   Restrictions on Use
12.1 Registered users only: No person may use or attempt to use the Tool unless they have registered with and been approved by Easytrack (in its discretion) to use the Tool.
12.2 General purposes: You must only use the Tool for Your internal business purposes or for purposes related to the creation and management of quotes or estimates.
12.3 Acceptable use: You shall not use the Tool for any illegal purpose or activities, or for the transmission or storage of material which is unlawful, defamatory, harassing, invasive of any individual’s privacy, abusive, harmful, threatening, vulgar, pornographic, obscene, otherwise objectionable, or offends religious  sentiments, promotes racism, or contains viruses or that which may infringe the Intellectual Property of any third party.
12.4 Specific restrictions: When accessing and using the Tool, You must:
12.4.1   not attempt to undermine the security or integrity of Easytrack's computing systems or networks or, where the Tool is hosted by a third party, that third party's computing systems and networks;
12.4.2   not use, or misuse, the Tool in any way which may impair the functionality of the Tool or Site, or other systems used to deliver the Tool or impair the ability of any other user to use the Tool or Site;
12.4.3   not attempt to gain unauthorised access to any materials other than those to which You have been given express permission to access or to the computer system on which the Tool is hosted;
12.4.4   not transmit, or input into the Tool or the Site, any files that may damage any other person's computing devices or software; and
12.4.5   not attempt to modify, copy, adapt, reproduce, disassemble, decompile or reverse engineer any computer programs used to deliver the Tool or to operate the Site except as is strictly necessary to use either of them for normal operation.
12.5      Breach of restrictions on use: If there are reasonable grounds to believe that You have been engaged in any unlawful or unauthorised activity or that You may be in breach of any of the restrictions in this clause 12, Easytrack may take one or more of the following actions in its absolute discretion:
12.5.1   limit or suspend Your access to the Full Functionality;
12.5.2   limit, suspend or terminate Your access to the Tool entirely, including both the Full Functionality and the Limited Access;
12.5.3   terminate these Terms of Use by notice to You in writing; and/or
12.5.4   delete, edit or remove any of the relevant material or information.
13.   Warranties
13.1 No warranties: Easytrack gives no warranty in respect of the Tool, which is provided “as is”. Without limiting the foregoing, Easytrack does not warrant that the Tool will meet Your requirements or that it will be suitable for any particular purpose. To avoid doubt, all implied conditions or warranties are excluded to the extent permitted by applicable law, including (without limitation) warranties of merchantability, fitness for purpose, title and non-infringement.
14.   Availability
14.1 Tool availability: Whilst Easytrack intends that the Tool should be available during all normal business hours, it is possible that on occasions the Tool or Site may be unavailable to permit maintenance or other development activity to take place.
14.2 Interruptions: If for any reason Easytrack has to interrupt the Tool for longer periods than Easytrack would normally expect, Easytrack will use reasonable endeavours to publish in advance details of such activity on the Site.
15.   Indemnity
15.1 User Indemnity: If anyone brings a claim against Easytrack in connection with Your actions, content or information on the Tool, You will indemnify and hold harmless Easytrack against all damages, losses and expenses of any kind, including reasonable legal costs and fees arising out of such claim.
16.   Limitation of Liability
16.1 Total limit: The total liability of Easytrack for any loss arising in connection with these Terms of Use or the Tool will not in any circumstances exceed the total Fee paid by You under these Terms of Use in the 12 months prior to the event giving rise to liability.
16.2 Excluded loss: Easytrack will not in any circumstances be liable for any of the following in respect of these Terms of Use or the Tool, however they arise, and even if the event was foreseeable or the possibility had been brought to the attention of Easytrack:
16.2.1   loss of profit;
16.2.2   loss of use;
16.2.3   loss of data;
16.2.4   loss of opportunity;
16.2.5   loss of revenue;
16.2.6   loss of contracts; or
16.2.7   loss of business.
16.3 Indirect loss and loss caused by another: In addition, Easytrack will not be liable for any consequential indirect or special damage or loss of any kind; or any loss caused by You, Your servants, agents or any other persons whatsoever.
17.   General
17.1 Rights of third parties: No person other than a party to these Terms of Use has any right to a benefit under these Terms of Use or shall have any right to enforce these Terms of Use.
17.2 Wavier : All of Easytrack’s rights will remain in full force despite any delay in enforcement.  Easytrack will not be deemed to have waived any right unless that waiver is in writing and signed by a duly authorised officer of Easytrack.  Any waiver will apply only to the particular matter in respect of which it is given.
17.3 Assignment: You shall not assign or purport to assign (whether in whole or in part) Your interest in these Terms of Use without the prior written consent of Easytrack. Easytrack may assign its rights and obligations under these Terms of Use at any time.
17.4 Entire agreement: You agree that these Terms of Use express the complete agreement between You and Easytrack with respect to the Tool.  There has been no representation made by either party to the other except as expressly set out in this document. These Terms of Use will not be subject to change or modification except with the prior written consent of both parties.
17.5 Notices: Any notice to be given pursuant to the terms of these Terms of Use shall be in writing addressed to the party to whom it is given and left at or sent by e-mail, facsimile transmission or pre-paid airmail post to the address of such party as it may from time to time notify to the other and shall be deemed to be served on the day so left or transmitted by e-mail or facsimile machine or on the 5th day after it is so posted.
17.6 Severability: If any provision of these Terms of Use is, or becomes, unenforceable, illegal or invalid for any reason, these Terms of Use will remain in full force apart from such provision which will be deemed deleted.
17.7 Governing Law and Jurisdiction: These Terms of Use will be governed by, and construed in accordance with, the laws of New Zealand.  The parties irrevocably submit to the non-exclusive jurisdiction of the courts of New Zealand with respect to any legal action, suit or proceeding or any other matter arising out of or in connection with these Terms of Use.  Each party irrevocably waives any objection it may now or in the future have to the venue of any proceedings, and any claim it may now or in the future have that any proceedings have been bought in an inconvenient forum, where that venue falls within this clause.