Terms of Use

These Terms are binding on any user of the Service and apply to You from the time that You access the Service.

By registering to use the Service you acknowledge that You have read and understood these Terms and have the authority to act on behalf of any person and/or entity for whom You are using the Service. You are deemed to have agreed to these Terms on behalf of any entity for whom you use the Service.

These Terms may be updated from time to time, without notification. New Terms take effect the moment they are posted on the MindMyMinistry website. You are responsible for ensuring you are familiar with the latest version of these Terms. The latest Terms are available on the MindMyMinistry website.

1. Definitions

"Access Fee" means the monthly fee (excluding any taxes and duties) as set out on the Website which is payable by You in consideration for Mind Software Ltd providing the Services and access to the Website. Mind Software Ltd may change the Access Fee from time to time after first providing You with notice.

"Data" means all information uploaded or provided by You (or with Your authority) to Mind Software Ltd for the purpose enabling Mind Software Ltd to provide the Services.

"Service" means the MindMyMinistry website and associated applications and services.

"Website" means the Internet site at the domain www.mindmyministry.com, www.mindmyministry.co.nz or any other site operated by Mind Software Ltd for the purpose of providing the Service.

"You" means the Subscriber, and where the context permits, an Invited User. "Your" has a corresponding meaning.

2. Use of the Service

Mind Software Ltd grants You the right to access and use the Service via the Website with the functionality available to You according to Your subscription type, as and when the Service is available for use. This right is non-exclusive, non-transferable, non-assignable, and limited by and subject to this Agreement. This right to use the Services is terminable by Mind Software Ltd at its discretion.

3. Your Obligations

3.1. The Access Fee is payable in advance for the following one month of use. You will continue to pay the Access Fee monthly until this Agreement is terminated. On request, invoices will be sent to You, or to a financial contact, as advised by You. You must pay or arrange payment of all Access Fees by the due date. You are responsible for payment of all taxes and duties (if any) in addition to the Access Fee.

3.2. You must only use the Service and Website for Your own lawful internal purposes, in accordance with these Terms and any notice sent by Mind Software Ltd or condition posted on the Website.

3.3. Access conditions:

  1. You must ensure that all usernames and passwords required to access the Service are kept secure and confidential. You must immediately notify Mind Software Ltd of any unauthorised use of Your passwords or any other breach of security and Mind Software Ltd will reset Your password and You must take all other actions that Mind Software Ltd reasonably deems necessary to maintain or enhance the security of Mind Software Ltd’s computing systems and networks and Your access to the Services.
  2. Only a single individual ("person") is allowed to access the Service with a given username and password. Sharing of usernames and passwords between individuals is expressly forbidden.
  3. Non-human usernames and passwords (including usernames and passwords created to allow computerised systems to access the Service) are not allowed. A username and password must be allocated to a person.
  4. When accessing and using the Services, You must:
    1. not attempt to undermine the security or integrity of the Website, Mind Software Ltd’s computing systems or networks or, where the Services are hosted by a third party, that third party's computing systems and networks;
    2. not use, or misuse, the Services in any way which may impair the functionality of the Services or Website, or other systems used to deliver the Services or impair the ability of any other user to use the Services or Website;
    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 Services are hosted;
    4. not transmit, or input into the Website, any files that may damage any other person's computing devices or software, content that may be offensive, or material or Data in violation of any law (including Data or other material protected by copyright or trade secrets which You do not have the right to use);
    5. not attempt to modify, copy, adapt, reproduce, disassemble, decompile or reverse engineer any computer programs used to deliver the Services or to operate the Website except as is strictly necessary to use either of them for normal operation; and
    6. not attempt to access the Service with any automated tools designed for extraction ("scraping") of Data. Examples of these tools include but are not limited to robots and spiders.

3.4. Use of the Service may be subject to limitations, including but not limited to email and SMS messaging volumes. Any such limitations will be advised, and these limits may change from time to time. If excessive volumes of messages are sent Mind Software Ltd may add a fee for these messages in addition to the Access Fee. A fee will not be added to Your invoice without prior notification.

3.5. If You use any communication tools available through the Website (including but not limited to any notice board, forum, email service or SMS messaging service), You agree only to use such communication tools for lawful and legitimate purposes. You must not use any such communication tool for posting or disseminating any material unrelated to the use of the Services, including (but not limited to): offers of goods or services for sale, unsolicited commercial e-mail, files that may damage any other person's computing devices or software, content that Mind Software Ltd may consider to 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). When You make any communication on the Website, You represent that You are permitted to make such communication. Mind Software Ltd is under no obligation to ensure that the communications on the Website are legitimate or that they are related only to the use of the Services. You must exercise caution when using the communication tools available on the Website. However, Mind My Ministry does reserve the right to remove any communication at any time in its sole discretion.

4. Removal of User Accounts

Mind Software Ltd reserves the right to suspend user accounts at its discretion, at any time and without notification or warning should it be of the view that you in breach of your obligations under these Terms.

5. System Availability

Mind Software Ltd will make the best endeavours to ensure that the Website and Services remain online and available. However, Mind Software Ltd accepts no liability should the Services be no longer available or You are unable to access the Website. No responsibility is assumed by Mind Software Ltd for the loss or corruption of any of the Data held.

Mind Software Ltd does not warrant that the use of the Service will be uninterrupted or error free. Among other things, the Website, the operation and availability of the systems used for accessing the Service, including computer networks and the internet, can be unpredictable and may from time to time interfere with or prevent access to the Services. Mind Software Ltd is not in any way responsible for any such interference or prevention of Your access or use of the Services.

6. No Warranty

Mind Software Ltd gives no warranty about the Services. Without limiting the foregoing, Mind Software Ltd does not warrant that the Services will meet Your requirements or that it will be suitable for any particular purpose. To avoid doubt, 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.

7. Limitation of Liability

7.1. You expressly acknowledge and agree that:

  1. Mind Software Ltd shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profit, goodwill, use, Data, or other intangible losses that result from the use of the Service, or the inability to access the Service.
  2. You indemnify Mind Software Ltd against all claims, costs, damage and loss arising from Your breach of any of these Terms or any obligation You may have to Mind Software Ltd, including (but not limited to) any costs relating to the recovery of any Access Fees that are due but have not been paid by You.
  3. If You suffer loss or damage as a result of Mind Software Ltd's negligence or failure to comply with these Terms, any claim by You against Mind Software Ltd arising from Mind Software Ltd's negligence or failure will be limited in respect of any one incident, or series of connected incidents, to the Access Fees paid by You in the previous 1 month.
  4. If You are not satisfied with the Service, Your sole and exclusive remedy is to terminate these Terms in accordance with Clause 10.

8. Intellectual Property

8.1. For the purposes of this clause 8 "Intellectual Property" means:

  1. The Services and the Website (and any related and or associated websites);
  2. Know-how, being technical and other information or experience or trade secrets devised, developed or acquired by Mind Software Ltd and applied to the Services and the design, creation and implementation of the Website and/or Services (including all electronic programs and databases used for the purpose of implementing the Services);
  3. Trade marks or trade name of which Mind Software Ltd is the proprietor (whether registered or not) relating to Mind Software Ltd and/or the Services;
  4. Copyright held by Mind Software Ltd in any written material, plans, designs or other work relating to the Website and/or the Services and the design and implementation of the Website and/or the Services;
  5. Any goodwill attached to the Intellectual Property and the Services; and
  6. All improvements, modifications or adaptations to the design, method of implementation of the Website and/or The Services or any of the Intellectual Property.

8.2. Title to, and all Intellectual Property is (and remains) the property of Mind Software Ltd (or its licensors).

8.3. Ownership of Data: Title to, and all Intellectual Property in, the Data remain Your property. However, Your access to the Data is contingent on full payment of the Mind Software Ltd Access Fee when due. You grant Mind Software Ltd a licence to use, copy, transmit, store, and back-up Your information and Data for the purposes of enabling You and other organisations to access and use the Services and for any other purpose related to provision of services.

8.4. You must maintain copies of all Data inputted into the Service. Mind Software Ltd has measures in place to prevent data loss, including system data back-up, but does not make any guarantees that there will be no loss of Data. Mind Software Ltd expressly excludes liability for any loss of Data no matter how caused.

9. Warranties and Acknowledgements

9.1. Consumer Guarantees:
You warrant and represent that You are acquiring the right to access and use the 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.

10. Termination

10.1. When You first sign up for access to the Services You can evaluate the Services under the defined trial usage conditions, with no obligation to continue to use the Services. If You choose to continue using the Services thereafter, You will be billed from 1 month after the day on which you signed up for the trial.

10.2. Mind Software Ltd will not provide any refund for any prepaid Access Fees.

10.3. These Terms will continue for the period covered by the Access Fee paid or payable under clause 3.1. At the end of each billing period these Terms will automatically continue for another period of the same duration as that period, provided You continue to pay the prescribed Access Fee when due, unless either party terminates these Terms by giving notice to the other party at least 7 days before the end of the relevant payment period. If You terminate these Terms You shall be liable to pay all relevant Access Fees on a pro-rata basis for each day of the then current period up to and including the day of termination of these Terms.

10.4. Continuing Obligations: On termination of this Agreement, all provisions of this Agreement that are intended to do so will continue in full force and effect (including, without limitation, clause 3.1, 6, 7, 8, 9, 10, 11, 12 and 13).

11. Breach

If You:

a) breach any of these Terms (including, without limitation, by non-payment of any Access Fees)

b) breach any of these Terms and the breach is not capable of being remedied; or

c) You or Your organisation become insolvent or Your organisation goes into liquidation or has a receiver or manager appointed of any of its assets or if You become insolvent, or make any arrangement with Your creditors, or become subject to any similar insolvency event in any jurisdiction,

Mind Software Ltd may take any or all of the following actions, at its sole discretion:

d) Terminate Your (and Your organisation’s) right to access and use of the Services and the Website;

e) Suspend for any definite or indefinite period of time, Your (and Your organisation’s) use of the Services and the Website;

f) Suspend or terminate access to all or any Data.

g) Cease storage of any Data input into the Service by You or your organisation.

h) Take either of the actions in sub-clauses d), e) f) or g) in respect of any or all other persons whom You have authorised to have access to Your information or Data.

12. Accrued Rights

Termination of these Terms is without prejudice to any rights and obligations of the parties accrued up to and including the date of termination. On termination of this Agreement You will

  1. remain liable for any accrued charges and amounts which become due for payment before or after termination; and
  2. immediately cease to use the Services and the Website.

13. General

These Terms, together with any other notices or instructions given to You under these Terms, supersede and extinguish all prior agreements, representations (whether oral or written), and understandings and constitute the entire agreement between You and Mind Software Ltd relating to the Services and the other matters dealt with in these Terms.

If either party waives any breach of these Terms, this will not constitute a waiver of any other breach. No waiver will be effective unless made in writing.

Neither party will be liable for any delay or failure in performance of its obligations under these Terms if the delay or failure is due to any cause outside its reasonable control. This clause does not apply to any obligation to pay money.

If any part or provision of these Terms 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.

Any notice given under these Terms by either party to the other must be in writing by email and will be deemed to have been given on transmission. Notices to Mind Software Ltd must be sent to support@mindmyministry.com or to any other email address notified by email to You by Mind Software Ltd. Notices to You will be sent to the email address which You provided when setting up Your access to the Service.

A person who is not a party to these Terms has no right to benefit under or to enforce any term of these Terms.

These terms and conditions will be construed and take effect as a contract made in New Zealand and will be governed by New Zealand law. You will not object to the exercise of jurisdiction by the New Zealand Courts on any basis. Mind Software Ltd may, in its absolute discretion, pursue an action in Your relevant jurisdiction and You hereby consent to any such action being taken by Mind Software Ltd (or its agents, representatives or employees) in Your relevant jurisdiction if deemed necessary by Mind Software Ltd.