Legal terms for using Performance Manager

1. Acceptance of Terms

These Terms form a binding contract between Performance Manager (a business unit of IPC Consultants) and the Customer identified in the applicable order form. If you do not agree, you must not access or use the Services.

2. Definitions

• “Customer,” “you,” or “your”

  the organisation that has executed a subscription order for Performance Manager.

• “Users”

  individuals invited by the Customer to access the platform.

• “Services”

  the Performance Manager software platform, APIs, and related support.

3. Customer Responsibilities

Customers agree to:

• Maintain accurate account information and promptly notify us of unauthorised use.
• Ensure Users comply with these Terms and any acceptable-use policies.
• Obtain all required consents to upload personal data into the Services.
• Use the Services only for lawful performance-management purposes.

4. Service Commitments

Performance Manager will:

• Provide secure, enterprise-grade hosting and technical safeguards.
• Offer commercially reasonable support during business hours.
• Deliver updates, maintenance, and new features that do not materially reduce core functionality.

5. Usage Rules

The Services must not be used to:

• Reverse engineering, decompiling, or attempting to access the source code.
• Circumventing security or usage limits.
• Uploading malicious code or content that infringes third-party rights.
• Using the Services to send spam or perform unlawful surveillance.

We may suspend access to protect the platform, investigate suspected misuse, or comply with law-enforcement requests.

6. Fees and Payment

Fees, billing frequency, and payment terms are described in the order form. All fees are non-refundable except where required by law. Overdue amounts may accrue interest at 1.5% per month (or the maximum allowed by law) and may trigger suspension. Customers remain responsible for applicable taxes.

7. Data Protection and Confidentiality

Each party must safeguard Confidential Information with at least the same care it uses for its own. Performance Manager acts as a Data Processor and will process personal data under the Customer’s documented instructions, following the Data Protection Act [Chapter 11:12] of Zimbabwe and any agreed data-processing agreement.

8. Intellectual Property

Performance Manager retains all rights, title, and interest in the Services and related documentation. Customer data remains the Customer’s property. We may use anonymised, aggregated usage data to improve the Services, provided no individual or organisation is identifiable.

9. Warranties and Disclaimers

We warrant that the Services will materially conform to the documentation and will be provided with reasonable skill and care. Except as stated, the Services are provided “as is,” and we disclaim implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

10. Liability

Neither party is liable for indirect, incidental, or consequential damages, or for lost profits or revenues. Each party’s total liability is limited to the fees paid or payable under the order form during the twelve months preceding the claim.

11. Termination

Either party may terminate the agreement for:

• A material breach not cured within 30 days of written notice.
• Customer’s failure to pay undisputed fees.
• Customer’s insolvency or cessation of business.
• Mutual written agreement to terminate.

Upon termination, Customer must stop using the Services, and we will provide a data export upon written request within 30 days.

12. Governing Law

These Terms are governed by the laws of Zimbabwe. The parties submit to the exclusive jurisdiction of the courts located in Harare for any dispute not resolved through good-faith negotiations.

13. Contact

Summary

• Your organisation controls how the platform is used; we provide the technology and support.
• Both parties must protect confidential information and comply with data protection laws.
• Fees are based on your order form; non-payment may lead to suspension.
• Either party may terminate for uncured breach; data exports are available on request.
• Zimbabwean law governs these Terms, with Harare courts as the venue.

We may update these Terms to reflect legal, technical, or business changes. Material updates will be communicated to the Customer with reasonable notice.