Terms of use

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THE PLATFORM.

WHO WE ARE AND HOW TO CONTACT US
1. Afternoonify Ltd, trading as Percept, is a company registered in England under company number 09874412 whose registered office is at 12 Grange Street, St. Albans, Hertfordshire, United Kingdom, AL3 5NB (“Percept”, "we", “us”).
2. Percept operates the app.perceptaudit.com platform (the “Site”). All references to the Site in these Terms shall apply equally to any ‘Percept’ mobile application or subdomain as introduced by us from time to time.
3. The Site provides users with access to the services as set out in more detail at clause 6 below (the “Services”) and such further text, graphics, photographic images and data as made available on the Site from time to time.
4. Access to and use of the Site and the Services shall be at all times strictly subject to the terms and conditions of use set out herein (these “Terms”).
5. These Terms (together with any further documents or policies expressly referred to herein) set out the legal terms and conditions on which we operate the Site and provide the Services. By using the Site, you (“you”) confirm that you accept and agree to be bound by the Terms in relation to your access to and use of the Site, the Services and any further content or External Materials (as defined in clause 12.2 below) provided to you through the Site. If you do not accept and agree to these Terms, you must not access or use the Site or the Services. We recommend that you print a copy of these Terms for your future reference. You are also responsible for ensuring that any persons who access the Site using your internet connection are aware of these Terms and that they comply with them.
6. A full list of the defined terms used in the Terms can be found at clause 14 below.
7. If you have any questions, complaints or suggestions in relation to the Site, the Services or these Terms, please email support@perceptaudit.com.
FURTHER TERMS THAT MAY APPLY TO YOU
1. These Terms expressly refer to our privacy policy, which also applies to your use of the Site and the Services and is available at https://perceptaudit.com/privacy-policy. See further under clause 7 below. We may introduce further policies and terms from time to time by notice to you (via email, via your Account or by placing a written notice on the Site).
CHANGES TO THESE TERMS
1. We may amend these Terms from time to time. Every time you wish to use the Site and/or the Services, please check these Terms to ensure you fully understand those that apply at that time.
CHANGES TO THIS SITE
1. We fully reserve our right without limitation (and without liability to you or any third party) and without notice to develop, modify, add to, remove from, suspend, or discontinue temporarily or permanently the Site and/or the Services from time to time.
2. Further, we do not guarantee that the Site, the Services, or any further content (including the External Materials) on the Site, will always be available or be uninterrupted.
YOUR PERCEPT ACCOUNT
1. In order to access the Services, you will first need to create an account with us (an “Account”) by entering your details where indicated using the online registration form on the Site.
2. If you are opening an account on behalf of a business or other legal entity, you represent and warrant that you have the authority to legally bind that entity and to enter into these Terms.
3. It is your responsibility to keep your contact details up-to-date on your Account. We may, from time to time, send you important information using the details that you have provided to us. If those details are incorrect or not up-to-date you may not receive important information relating to your Account, the Services or these Terms.
4. You must keep your Account details (including your password and username) strictly confidential.
5. Your Account is non-transferable and must not be used by anyone other than you. We reserve the right to terminate your Account with immediate effect if we have reason to believe it is being used by anyone other than you and/or you have not kept your log in details confidential.
6. You shall be liable for all activities that are undertaken using your Account and you shall compensate us for all and any losses, damages, costs and expenses we may suffer as a result of any failure by you to keep your password strictly confidential.
7. We reserve our right to terminate or suspend your Account at any time if we suspect you have acted in breach of these Terms.
8. You may terminate your Account at any time provided you do not have any outstanding obligations under or connected with these Terms.
THE SERVICES
1. The Services comprise the services as detailed on the Site from time to time.
2. In order to be able to perform the Services for you, we will need access to your Google Ads account(s) (“Campaign Accounts”). In granting us such access and authenticating the same, you agree that we can access your Campaign Accounts strictly to the extent necessary to perform the Services.
3. By using the Services and granting us access to your Campaign Accounts, you agree that we can collect, collate and use anonymised data relating to your use of your Campaign Accounts for any purpose (including purposes not directly connected to the Services).
4. Wherever possible we recommend you grant us ‘read only’ access to your Campaign Accounts. Although we will use all reasonable efforts not to make any changes or cause any detriment to your Campaign Accounts in providing the Services, you expressly agree that we shall have no liability to you (or any third party) for any loss or damage (howsoever caused) arising out of or in connection with our access to your Campaign Accounts or our provision of the Services to you, save only to the extent that such loss or damage is solely attributable to our willful misconduct.
PERSONAL INFORMATION
1. We will only use any personal information you provide to us in accordance with our Privacy Policy https://perceptaudit.com/privacy-policy.
INTELLECTUAL PROPERTY
1. The Intellectual Property Rights in all software, text and visual content made available to you on this Site and in our provision of the Services remains at all times the property of Percept (and its licensors). Such rights are protected by copyright laws and treaties around the world. All rights are expressly reserved by Percept (and its licensors).
2. If you suspect that any content on this Site may infringe any Intellectual Property Rights that you own or control, please email support@perceptaudit.com
3. For the avoidance of doubt, all Intellectual Property Rights in the Campaign Accounts shall at all times remain your property (or that of your licensors, where applicable).
LINKING TO THIS SITE
1. You may link to the Site’s home page, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it.
2. You must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists.
3. You must not establish a link to this Site on any website that is not owned or managed by you.
4. This Site must not be framed on any other website, nor may you create a link to any part of our site other than the home page.
5. We reserve the right to withdraw linking permission without notice.
6. If you wish to link to or make any use of content on our Site other than that set out above, please contact support@perceptaudit.com
USE OF SITE CONTENT
1. You may store, display and print off one copy of any content supplied on the Site solely for use in the usual course of your business. You are not permitted to publish, manipulate, distribute or otherwise reproduce, in any format, any of the content or copies of the content supplied to you as part of the Services or which appears on this Site.
2. You must not modify the paper or digital copies you have printed off or downloaded (in accordance with clause 10.1 above) in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text.
3. We have no liability to you for any loss of profit, loss of business, business interruption or loss of business opportunity that you may suffer in relation to your use of this Site and/or the Services.
4. You may use the site for lawful purposes only.
5. Any breach of this clause 10 will result in your right to use this Site ceasing automatically and with immediate effect and may result in legal action being taken against you.
SITE SECURITY AND MISUSE OF THIS SITE
1. We do not guarantee that this Site and/or the Services will be secure or free from bugs or viruses.
2. You are responsible for configuring your information technology, computer programmes and platform to access our Site. You should use your own virus protection software. We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or any other technologically harmful material that may infect your computer hardware, computer software, data or other property due to your use of this Site and/or the Services.
3. You must not misuse this Site by knowingly introducing viruses, trojans, worms, logic bombs or other material that is malicious or technologically harmful. You must not attempt to gain unauthorised access to this Site, the server on which this Site is stored or any server, computer or database connected to this Site. You must not attack this Site via a denial-of-service attack or a distributed denial-of-service attack. By breaching this clause, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities fully (and will disclose your identity to them to the extent that we are able to do so). In the event of such a breach, your right to use this Site will cease immediately.
DISCLAIMER AND LIABILITY
1. The Site and the Services are provided as-is. Although we make reasonable efforts to update the information on this Site, we make no representations, warranties or guarantees, whether express or implied, that the content on this Site or provided as part of the Services is accurate, complete, up to date or error-free.
2. The Site and the Services may contain links to and embed content from third-party websites, platforms and/or resources. You acknowledge and agree that Percept does not control or endorse, and is not responsible for, any content, advertising, products, services or other materials on, transmitted from or available through such third-party websites, platforms and/or resources (collectively "External Materials"), including without limitation the accessibility, accuracy, non-infringement, legality, decency, or any other aspect of the External Materials. Percept provides access to the External Materials to you only as a convenience and it does not imply any endorsement or association with the operators of such External Materials. The use and access of such External Materials may be subject to different terms of use and privacy policies, which you are responsible for reviewing and complying with. You further acknowledge and agree that Percept shall not be liable for any damage or loss caused by or resulting from the access to, use of or reliance on any External Materials.
3. Unless expressly stated to the contrary and to the fullest extent permitted by law, Percept and its licensors, content providers and advertisers hereby expressly exclude all conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity and shall not be liable for any loss or damages whatsoever, including (but in no way limited to) any direct, indirect, special, consequential, punitive or incidental damages, or damages for loss of use, profits, data or other intangibles, damage to goodwill or reputation, or the cost of procurement of substitute goods and services, arising out of or related to the use, inability to use, performance or failures of this Site, the Services and any related materials or content (including but not limited to the External Materials), irrespective of whether such loss or damages were foreseeable or arise in contract, tort (including negligence), equity, restitution, by statute, at common law or otherwise. This does not affect Percept's liability for death or personal injury arising from its negligence, nor for fraud or fraudulent misrepresentation or any other liability which may not be excluded or limited by law.
LEGAL DISPUTES
1. We would rather attempt to resolve any dispute with you through good faith discussions before resorting to legal proceedings. Therefore, if you have any issue or complaint in relation to the Site, the Services or these Terms please write to us using the address in clause 1.1 or the email address in clause 1.7 above.
2. These Terms are governed by the laws of England and Wales. This means that any dispute or claim arising out of or in connection with these Terms will be governed by the laws of England and Wales. You and we both agree that the courts of England and Wales will have exclusive jurisdiction.
GLOSSARY
1. The following definitions can be found in the relevant paragraphs, or as set out below:

“Account”: see clause 5.1;

“Campaign Accounts”: see clause 6.2;

“External Materials”: see clause 12.2;

“Intellectual Property Rights”: means patents, utility models, rights to inventions, copyright and neighbouring and related rights, moral rights, trade marks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets) and all other intellectual property rights including all rights in the graphic, photographic and textual content on the Site, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.

“Percept”, “we”, “us”: see clause 1.1;

“Services”: see clause 1.3;

“Site”: see clause 1.2;

“Terms”: see clause 1.4; and

“you”: see clause 1.5.

Customer Data: the data inputted or imported to the System whether by the Customer or Percept on the Customer’s behalf, for the purpose of using the System.