These Terms and Conditions, and any materials or documents including order forms specifically incorporated by reference, constitutes an Agreement between You and LEAP (“Agreement”) regarding the Application that links to these terms.

This Agreement governs your use of the Application. Your use of other LEAP services remains governed by the applicable LEAP terms and conditions.

By installing or using the Application or signing the Order Form (if relevant) You indicate that You have read, understood, and accepted the terms of this Agreement.  

1. 'Application’ means the software application available on the LEAP Marketplace.

2. ‘You’ and ‘Your’ mean the client that installs or uses the Application via the LEAP Marketplace. 

3. ‘LEAP’ ‘We’, ‘Us’ and ‘LEAP Group’ mean LEAP Legal Software Ltd and its associated entities of 10 John Street, London, WC1N 2EB, United Kingdom. 

4. ‘Software’ means the software used to provide the Application and the content available through the software including forms, templates and legal forms and charges updates where relevant. 

5. ‘LEAP Agreement’ means the LEAP Terms and Conditions that apply to your core LEAP service.

6. ‘LEAP Term’ means the contract period of your LEAP Agreement.

7. ‘LEAP Marketplace’ means the application marketplace available via www.leap.co.uk.

8. ‘LEAP System Requirements’ means the LEAP System Requirements required for the installation and utilisation of LEAP software published on www.leap.co.uk which are subject to change without notice. 

9. ‘Business Days’ means any day which is not a Saturday or Sunday or bank holiday in any part of the United Kingdom. 

10. ‘Named User’ means a user for whom the Application is installed or used. 

11. ‘Your Data’ means any data that you upload, submit or otherwise transmit to LEAP directly, or through the Application. 

12. ‘Applicable Data Protection Legislation’ means the General Data Protection Regulation (EU) 2016/679, the Data Protection Act 2018 (UK) and applicable legislation that supersedes or replaces those acts.

1. Subject to the terms and conditions of this Agreement, LEAP grants you a non-exclusive and non-transferable right to use the Application during a LEAP Term in accordance with this Agreement. 

2. This right is for the sole purpose of enabling You to use the Application for Your internal business purposes and will end upon any termination of this Agreement. 

3. All functions, data, information, and materials provided by LEAP via the Application may only be used by You in the ordinary course of the activities of Your organisation and expressly for the purposes of supplying legal services. 

4. The Named User may access and use the Application on multiple devices, however, only one device per Named User may be used at any one time. 

5. You agree that Your Named Users may only comprise Your officers, employees, contractors and agents over which You retain management and control, and may not comprise the officers, employees, contractors and agents of any third party. All access to and use of the Application via mechanical, programmatic, robotic, scripted or any other automated means is strictly prohibited.

6. You will not make the Application or any details required to access any Named User’s account available to any person other than the Named User. We may terminate this Agreement immediately under clause 13(d)(ii) if we become aware that you have knowingly allowed any third party to access the Application for any purpose.

7. We reserve the right to suspend access to the Application in whole or in part, without notice,

   1. to periodically maintain or improve the Application;

   2. if We believe You or any of Your Named Users are using the Application in a way that constitutes a breach of this Agreement or is likely to be found illegal. Named Users may not:

      1. modify, alter, reverse engineer, reproduce, duplicate, sell, or exploit the Application without express written consent of LEAP;

      2. make the Application or any details required to access any Named User’s account available to any person other than a Named User;

      3. use the Application for any unlawful, defamatory, or infringing purposes; or

      4. use the Application to send, store, or upload any malicious or destructive code or viruses.

8. Your access to the Application may also be suspended by virtue of a suspension of your right to access the LEAP services under your main LEAP Agreement.

9. You agree to comply with, and use reasonable efforts to ensure that Your Named Users comply with, Our policies in respect of access to the Application as notified by Us to You or as published at https://www. https://leap.co.uk and updated from time to time. You acknowledge that if any of Your Named Users breach such policies or this Agreement, in Our sole discretion, We may suspend access to the Application for that Named User.

10. When LEAP is providing support or assistance You must ensure that a suitably informed user who has been trained pursuant to this Agreement is available to demonstrate the problem and provide any information or reasonable assistance that may be required.

LEAP and/or its licensors retains all right, title, and interest in the Application, and its content, including any suggestions, feature requests, or ideas provided by You. Unless expressly permitted, this Agreement does not grant You any intellectual property rights or other interest in the Application or any of its components. You may not alter, remove, or otherwise infringe any trademarks, copyrights, or other intellectual property of LEAP or its licensors, including form content downloaded and substantially adapted by You.

LEAP acknowledges and agrees that nothing in this Agreement grants to LEAP any right, title or interest in any of Your Data other than a limited non-exclusive right to use or process Your Data solely for the purposes of providing the Application. You shall own all intellectual property pertaining to Your Data which includes legal content provided by LEAP which has been substantially edited or adapted by You.

You hereby grant LEAP a worldwide, non-exclusive and limited-term license to use Your Data solely to the extent necessary to provide the Application in accordance with this Agreement. You are responsible for ensuring that you have all the necessary rights to grant this licence and that Your Data does not infringe on the rights of any copyright owners, violate any applicable laws or violate the terms of any license or agreement. 

1. The Application is offered on a free basis.

2. Additional fees may be charged for additional services where subject to a separate Order Form or agreement with Us.

1. It is Your responsibility to ensure that Your information technology and communications infrastructure (ITC) meet the LEAP System Requirements as required under your LEAP Agreement. 

2. LEAP may offer a mandatory upgrade of the Application to newer versions. This will happen if the operating system or any third-party component used by the Application ceases to be supported by their respective vendors, or if we decide support of the existing version is no longer viable. 

Data and documents that synchronise with the hosted data server will be backed up by LEAP. It is Your responsibility to ensure that all other data stored locally is backed up. You acknowledge that You have no claim against LEAP for any loss or damage to data stored locally. 

1. Helpdesk services are provided from 9.00 am - 5.00 pm GMT on Business Days. 

2. LEAP will use its best endeavours to make the Application operational as soon as practicable after receiving Your support request. 

3. LEAP does not rectify hardware, operating system or network problems or problems relating to third party software which is the responsibility of Your ITC providers or third party software providers. 

4. When LEAP is providing assistance under this clause, You must ensure a suitably trained and informed user is available 

1. The Application is subject to limitations inherent in the use of Internet and other third-party communication software and devices (Third Party Service) and LEAP is not responsible for any delays, delivery failures, or other damage resulting from their use. 

2. Your use of any Third Party Service is subject to the terms and conditions applicable to that Third Party Service. LEAP makes no representations or warranties in relation to Third Party Services and expressly disclaims any and all liability arising from Your use of Third Party Services.

In the event this Agreement is terminated, including by termination of your LEAP Agreement, You will no longer have access to Your Data and it is Your responsibility to extract Your Data from the Application. Except where this Agreement is terminated due to breach, You will be provided reasonable written notice of the termination of this Agreement to permit you to extract Your Data.

1. It may from time to time be necessary for LEAP to review Your information for the purposes of providing the Application. LEAP undertakes to exercise the utmost good faith in maintaining all such information as confidential and will use such information only for the purposes of this Agreement and / or to comply with applicable laws. 

2. LEAP will comply with the requirements of Applicable Data Protection Legislation.

3. When using the Application, we may monitor your usage through a third-party provider to assist us in improving the service we provide. LEAP may from time to time provide your personal information to companies within the LEAP Group in order to: 

   1. perform services on LEAP’s behalf;

   2. provide additional services; and

   3. promote other products and services which You may benefit from. When we do this, LEAP will only provide them with such information as reasonably required to perform those services and only permit them to process your personal data for specified purposes and in accordance with our instructions. 

4. The full contents of LEAP’s Privacy Statement are available online at: www.leap.co.uk.  

1. You may terminate this Agreement at any time by providing written notice to us or, where available, disabling or un-installing the Application.

2. This Agreement will automatically terminate upon the expiry of termination of your LEAP Agreement.

3.  LEAP may terminate this Agreement by providing 7 days’ written notice at any time.

4. Either party shall be entitled to terminate this Agreement immediately and at any time for cause by giving written notice to the other party if that other party: 

   1. commits a material breach of this Agreement and fails to remedy that breach within thirty (30) days’ written notice of that breach;

   2. commits a material breach of this Agreement incapable of remedy; or

   3. becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors.

5. After the effective date of termination or expiration of this Agreement, You will no longer have any right to use or access the Application, or any information or materials that LEAP makes available to You under this Agreement except as permitted under your LEAP Agreement.

6. For certain applications offered by us, the Application may continue to be visible via Your LEAP Service. By electing to use or continuing to use the Application after termination under this clause 13, You agree to be bound by this Agreement.

This Agreement is subject to change from time to time to reflect changes in or requirements of the law or modifications or updates to the Application. LEAP will notify you if such change materially and adversely affects your rights under this Agreement and you may terminate at any time in accordance with clause 13. 

LEAP will not be responsible for delays or failure to perform resulting from acts beyond its control, including but not limited to, acts of God, strikes, walkouts, riots, acts of war, epidemics, earthquakes or other disasters and failure of suppliers to perform including telecommunication breakdowns or interruptions and power failures. 

Except as expressly provided in this Agreement and to the extent permitted in accordance with applicable law, LEAP disclaims all warranties of any kind. 

You acknowledge that: 

1. LEAP does not guarantee or warrant the fitness of the Application for any purpose other than the particular purpose for which it is supplied; 

2. You have conducted your own due diligence and selected the Application based upon your own skill and judgement You have satisfied Yourself as to the suitability of the Application; 

3. Any risk that may arise from the use of the Application is Your responsibility. You indemnify LEAP for any loss, damage, cost or expense it suffers or incurs as a result of an act or omission of You or another Named Users, or of any other person using an account allocated to a Named User; 

4. LEAP does not warrant or represent that any legal or accounting information, precedents, letters, documents or examples provided are necessarily correct and up-to-date; 

5. the Application is provided on an “as is” and “as available” basis and LEAP does not guarantee, represent, or warrant that Your use of the Application will be uninterrupted or error-free; 

6. You are responsible for ensuring that all persons who access the Application through Your account are aware of this Agreement and comply with its terms;

7. LEAP does not provide any legal, accounting or bookkeeping advice by providing the Application; and 

8. Any legal information, practice guides, legal forms, precedents, letters or documents are provided as examples only and are provided on the basis that all Your users, being suitably qualified or working under the direction of suitably qualified personnel, will rely on their own knowledge and enquiries as to the accuracy and currency of any information contained in the Application.  

LEAP’s liability to You is not limited or excluded where and to the extent, such liability cannot be limited or excluded in accordance with applicable law. In all other circumstances, LEAP will not be liable to You or to any third party for any costs, expenses, losses and damages incurred in relation to the Application, whether that liability arises in contract, tort, under statute or otherwise. Without limitation, LEAP will in no circumstances be liable for any indirect or consequential losses, loss of profits, loss of revenue or loss of business opportunity. 

To the extent permissible by applicable law, LEAP’s aggregate liability, for any cause whatsoever, and regardless of the form of the action, is limited to the amount of fees paid, if any, by You for the Application in the six (6) months immediately preceding the date on which the claim arose. 

This Agreement constitutes the entire understanding between LEAP and You regarding the Application and supersedes all other negotiations, agreements, contracts, or understandings whether written or oral. All implied terms are hereby excluded to the full extent permitted by law.

This Agreement is governed by the law of England and Wales and is subject to the exclusive jurisdiction of the courts of England and Wales. 

1. Any dispute or difference arising from or in connection with this Agreement, including any question regarding its existence, validity or termination, shall be dealt with in accordance with the provisions of this clause 19.

2. The dispute resolution process may be initiated at any time by either party serving a notice in writing on the other party that a dispute has arisen. The notice must include reference to this clause 19 and contain reasonable information as to the nature of the dispute.

3. The parties shall use all reasonable endeavours to reach a negotiated resolution through the following procedures:

   1. Within 14 days of service of the notice, an authorised representative of both You and LEAP shall meet, either in person or via conference, to discuss the dispute and attempt to resolve it.

   2. If the dispute remains unresolved following the meeting, You and LEAP agree to enter into mediation in good faith to attempt to settle such a dispute.

4. Until the parties have completed the steps referred to in this clause 19, and have failed to resolve the dispute, neither party shall commence formal legal proceedings or arbitration (other than for urgent interlocutory relief where the circumstances justify such action in a party’s reasonable opinion).