Growth Method Software Services Agreement
This Software Services Agreement contains the legal terms and conditions that govern your use of and access to Growth Method, as well as any related intellectual property. Please review this carefully before using our Services.
About This Agreement
ACS Technologies Group, Inc., and its affiliates, their officers, directors, employees, or agents (collectively referred to as "ACST") create software solutions to help churches, schools, and other faith-based organizations fulfill their missions. You may be a visitor ("Visitor") to our websites ("Websites") or a customer ("Customer" or "Licensee") who purchased or is using our products and services (collectively, "Services").
We have a direct relationship with some of our Customers where they have an account or a site and pay for our Services (e.g. denominational alliances, diocese, organizations, churches, parishes). These Customers may share licensed access to their account or site with authorized churches, organizations, or individuals. They are all considered our Customers, but we have different responsibilities to those with which we have direct relationships. We’ll specify when we’re referring to Visitors and particular kinds of Customers, otherwise we’ll refer to "you" generally.
ACST is the developer of Growth Method. Our Services are designed to help our Customers manage administrative duties, provide demographic data to plan for growth, and communicate with each other in a secure, online environment (e.g. chat, messaging, email or by sharing posts and events).
Using Growth Method
- ACST Intellectual Property
- ACST Content
- Prohibited Content
- Sharing Content Online
- Third-Party Content
Customer data that is stored in connection with our Services belongs to the Customer. For those Services that run on Customer supplied equipment, the Customer is responsible for managing, securing, and backing up their data. For more information about how we can help keep Customer data secure, visit Data Security FAQ.
When a Customer invites others to participate in Growth Method, the Customer agrees to manage the data entered into their Growth Method site. The Customer is also fully and solely liable for the actions of those who use their Growth Method site.
Authorized use of Growth Method
Customers may share licensed access to their account or site with authorized churches, organizations, or individuals identified during the purchase process. Subject to the terms and conditions of this Agreement, we grant to you and your affiliates a limited, worldwide, non-exclusive, non-transferable (except as explicitly permitted in this Agreement) right during the term of this Agreement to remotely access and use Growth Method solely in accordance with this Agreement. Your rights to use Growth Method are subject to any scope limitations and contingent upon your compliance with the scope limitations and this Agreement. You are solely responsible for your and each authorized users' use of the Services and all activities occurring using your authorized users' login credentials.Sharing your username or password with anyone else is prohibited. Failure to abide by these terms is a violation of this agreement and may result in the loss of access to Growth Method.
We retain all right, title, and interest in and to the Services and all related intellectual property rights, including any modifications, updates, customizations, apps, or other add-ons. Your rights to use the Services are limited to those expressly set forth in this Agreement. We reserve all other rights in and to the Services.
The Services may permit you, your affiliates, and authorized users to submit feedback, user community contributions and comments, technical support information, suggestions, enhancement requests, recommendations, and messages relating to the use and operation of the Services. You grant to us a royalty-free, fully paid, non-exclusive, perpetual, irrevocable, worldwide, transferable license to display, use, copy, modify, publish, perform, translate, create derivative works from, sublicense, distribute, and otherwise exploit such content without restriction.
Payment for Services
We prefer that Customers set up recurring electronic payments, either via bank draft, (ACH/EFT or PAD), or Credit Card to pay for access and use of the Services.
If you pay by ACH/EFT or PAD, and your account has insufficient funds, ACST will charge at minimum a $30 fee for each such occurrence. Your bank may charge you a returned item fee as well. For payments that are overdue, the Customer agrees to pay ACST a two (2) percent late fee of the overdue amount per month from the due date until payment has been made in full.
Pricing and Price Increases
Pricing is based on the package you select. Current pricing terms are maintained in ACST systems, and reflect the Customer's preferences for Services.
ACST may increase prices from time to time for any of the Services. We try to be sensitive to any budget constraints you may have, and we will notify you well in advance so that you can make any desired adjustments.
Each party represents and warrants to the other that: (a) this Agreement constitutes a valid and binding agreement enforceable against such party in accordance with its terms; and (b) no authorization or approval from any third-party is required in connection with such party’s execution or performance of this Agreement.
You represent and warrant that: (a) you will comply with all laws and regulations, including those applicable to your provision of data and your use of the Services and (b) that nothing you or any of your authorized users upload to the Services will include, transmit or introduce any viruses, trojan horses, worms, spyware or other destructive or malicious code.
EXCEPT FOR THE EXPRESS REPRESENTATIONS AND WARRANTIES STATED HERE, WE MAKE NO ADDITIONAL REPRESENTATION OR WARRANTY OF ANY KIND WHETHER EXPRESS, IMPLIED (EITHER IN FACT OR BY OPERATION OF LAW), OR STATUTORY, AS TO ANY MATTER WHATSOEVER. WE EXPRESSLY DISCLAIM ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY, ACCURACY, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT AGAINST INTERFERENCE WITH THE ENJOYMENT OF THE SERVICE OR DOCUMENTATION. WE DO NOT WARRANT THAT THE SERVICES ARE ERROR-FREE OR THAT OPERATION OR USE OF THE SERVICE OR DOCUMENTATION WILL BE SECURE OR UNINTERRUPTED. WE EXERCISE NO CONTROL OVER AND EXPRESSLY DISCLAIM ANY LIABILITY ARISING OUT OF OR BASED UPON THE RESULTS OF USE OF THE SERVICES.
We offer all Services on an "as is" and "as available" basis, to the maximum extent permitted by law. For more information, please review the Limitation of Liability and Force Majeure section in our Terms of Service.
You will at your sole expense defend us and our affiliates from any actual or threatened third-party claim arising out of, related to or based upon (a) use of the Services by you, your affiliates, or authorized users; (b) the data or other materials or information provided by you or on your behalf under this Agreement; and (c) any allegations or claims arising from legally required accessibility requirements with respect to websites and related online services. We may participate in the defense of any claim at our own expense and with counsel of our own choosing. You will not agree to settle or compromise any claim without our prior written consent in each instance.
You will indemnify us from and pay: (a) all damages, costs, and attorneys' fees finally awarded against us in any claim under this section (b) all out-of-pocket costs, including reasonable attorneys' fees reasonably incurred by us in connection with the defense of a claim under this section; and (c) all amounts that you agree to pay to any third-party to settle any claim under this section.
Term and Termination
When the Customer determines that Services are no longer needed, the term will continue until the end of the current Billing Period and the Agreement is terminated.
To cancel this Agreement, please call 1-800-736-7425. You must be authorized to make account changes and are responsible for paying any outstanding payments. You will be requested to complete a brief exit interview before terminating this Agreement.
You agree that ACST may terminate or suspend your account and access to the Services in the event of any of the following: (a) breach or violation of this Agreement or other incorporated agreements or guidelines, (b) requests by law enforcement or other governmental agencies, (c) request by you, or (d) failure to pay any fees owed for the Services.
Upon termination: (a) we have no obligation to provide any Services after the effective date of the termination; (b) you will immediately pay to us any fees and other amounts that have accrued prior to the effective date of the termination; and (c) any and all liabilities accrued prior to the effective date of the termination will survive. All provisions of this Agreement which by their nature extend beyond the expiration or termination of this Agreement shall survive the termination or expiration of this Agreement.
Relationship of the Parties
ACST is an independent contractor and the Customer agrees that no partnership, joint venture, or agency relationship exists between the two parties.
All notices under this Agreement shall be in writing and delivered electronically.
Customers, you are responsible for making sure ACST has the correct contact information to reach you. If you need to change your communication preferences with us, please call Support at 1-800-669-2509. We’ll need to know your name, email address, site number, and the details of your request.
TO THE EXTENT PERMITTED BY LAW, NEITHER PARTY WILL, UNDER ANY CIRCUMSTANCES, BE LIABLE TO THE OTHER PARTY OR TO ANY THIRD PARTY FOR INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, OR EXEMPLARY DAMAGES, OR FOR LOST PROFITS OR LOSS OF BUSINESS ARISING OUT OF OR RELATED TO THIS AGREEMENT, EVEN IF THE PARTY IS APPRISED OF THE LIKELIHOOD OF SUCH DAMAGES OCCURRING OR SUCH DAMAGES WERE FORESEEABLE.
TO THE EXTENT PERMITTED BY LAW, UNDER NO CIRCUMSTANCES WILL OUR TOTAL LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, REGARDLESS OF THE FORUM AND REGARDLESS OF WHETHER ANY ACTION OR CLAIM IS BASED ON CONTRACT, TORT, OR OTHERWISE, EXCEED THE TOTAL AMOUNTS PAID BY YOU UNDER THIS AGREEMENT DURING THE 12 MONTHS IMMEDIATELY PRECEDING THE DATE OF THE EVENT GIVING RISE TO THE CLAIM.
Each provision of this Agreement that provides for a limitation of liability, disclaimer of warranties, or exclusion of damages is to allocate the risks of this Agreement between the parties. This allocation is reflected in the pricing offered by us to you and is an essential element of the basis of the bargain between the parties. Each of these provisions is severable and independent of all other provisions of this Agreement. The limitations in this section will apply notwithstanding the failure of essential purpose of any limited remedy in this Agreement.
No changes or modifications or waivers to this Agreement will be effective unless in writing and signed by both parties. If you have any questions about this Agreement, please contact 1-800-736-7425.
You may not access the Services if you are our direct competitor, except with our prior written consent. In addition, you may not access the Services for purposes of monitoring its availability, performance, or functionality, or for any other benchmarking or competitive purpose.
We may include your name or trademarks, service marks or logos in a list of our customers, online or in promotional materials. We may also reference you as a customer of the Services and, subject to your consent, utilize your testimonials and/or trademarks, service marks or logos for advertising, marketing and related purposes.
You may not assign any of your rights or delegate any of your obligations under this Agreement (in whole or in part) without our prior written consent. Your assignment or delegation will not relieve you of your obligations under this Agreement nor release you of your liability under this Agreement. We may voluntarily, involuntarily, or by operation of law assign any of our rights or delegate any of our obligations under this Agreement without your consent. Any purported assignment or delegation in violation of this section will be null and void. Subject to this section, this Agreement will bind and inure to the benefit of each party’s respective permitted successors and permitted assigns.
This Agreement will be interpreted, construed, and enforced in all respects in accordance with the local laws of the State of South Carolina, U.S.A., without reference to its choice of law rules and not including the provisions of the 1980 U.N. Convention on Contracts for the International Sale of Goods. Any legal action or proceeding relating to this Agreement will be brought exclusively in the state or federal courts located in Florence County, South Carolina.
There are no third-party beneficiaries to this Agreement, including your affiliates and authorized users.
Failure, neglect, or delay by a party to enforce the provisions of this Agreement or its rights or remedies at any time, will not be construed as a waiver of the party’s rights under this Agreement and will not in any way affect the validity of the whole or any part of this Agreement or prejudice the party’s right to take subsequent action. Exercise or enforcement by either party of any right or remedy under this Agreement will not preclude the enforcement by the party of any other right or remedy under this Agreement or that the party is entitled by law to enforce.
We reserve the right, at our discretion, to change the terms of this Agreement on a going-forward basis at any time. If a change materially modifies your rights or obligations, you will be required to accept the modified Agreement in order to continue to use the Services. Disputes arising under this Agreement will be resolved in accordance with the version of this Agreement that was in effect at the time the dispute arose.
If any part of this Agreement is found to be illegal, unenforceable, or invalid, the remaining portions of this Agreement will remain in full force and effect. If any material limitation or restriction on the use of the Services under this Agreement is found to be illegal, unenforceable, or invalid, your right to use the Services will immediately terminate.
Headings are used in this Agreement for reference only and will not be considered when interpreting this Agreement.
This Agreement contain the entire agreement of the parties with respect to the subject matter of this Agreement and supersede all previous communications, representations, understandings, and agreements, either oral or written, between the parties with respect to said subject matter, including any prior nondisclosure agreement between the parties or their affiliates. No usage of trade or other regular practice or method of dealing between the parties will be used to modify, interpret, supplement, or alter the terms of this Agreement. Neither party will be bound by, and specifically objects to, any term, condition, or other provision that is different from or in addition to this Agreement (whether or not it would materially alter this Agreement) that is proffered by the other party in any acceptance, confirmation, invoice, purchase order, receipt, correspondence, or otherwise, unless each party mutually and expressly agrees to such provision in writing.