Agreement
Terms of Service
These terms govern your agency's use of Leopard Dispatch. They are written to be read, not skipped — the sections that most affect you are 3 (non-emergency use), 9 (availability) and 12 (limits of liability).
Contents
- Who this is between
- Words we use
- Non-emergency use only
- Your account and your people
- What your agency is responsible for
- Acceptable use
- Seats and fees
- Your data
- Availability and support
- Confidentiality
- No warranties
- Limits of liability
- Indemnity
- Suspension and termination
- Changes to these terms
- Governing law and disputes
- Everything else
- How to reach us
1Who this is between
This agreement is between Leopard Manufacturing ("Leopard", "we", "us") and the organisation that signs up for and uses Leopard Dispatch (the "Agency", "you"). It takes effect when someone accepts these terms on the Agency's behalf during signup, or when the Agency first uses the Service, whichever happens first.
The person who accepts these terms confirms they are authorised to bind the Agency. If you are signing up for an employer, a client, a university department or a community you do not have authority to commit, do not accept these terms.
2Words we use
| Term | Meaning |
|---|---|
| Service | The Leopard Dispatch web console at dispatch.leopardmfg.com, the companion mobile application, and anything else we make available to you under this agreement. |
| Member | A person the Agency adds to the Service — a dispatcher, a field unit, a supervisor, an administrator. |
| Seat | One active Member. Deactivated Members do not consume a seat. |
| Agency Data | Everything the Agency and its Members put into the Service or generate by using it: Member records, calls, vehicles, people recorded on calls, assignments, event history, beats, points of interest, positions, and configuration. |
| Agency Manager | The role holding the highest authority in an Agency's account. Named this way in the Service; called the account owner in this agreement. |
3Non-emergency use only
Leopard Dispatch is not an emergency dispatch system, and must not be used as one. It is built for non-emergency operations: parking enforcement, campus and private security, event operations, facilities, towing, and similar work.
Specifically, the Service is not:
- a 911, 999, 112 or other public emergency number answering point;
- a Next Generation 911 (NG911) system or any component of one;
- an Emergency Services IP Network, a Public Safety Answering Point (PSAP) system, or a computer-aided dispatch system for law enforcement, fire or emergency medical services;
- a CJIS-compliant system, and it must not be used to receive, store, process or transmit Criminal Justice Information;
- a system suitable for any use where a failure, delay or inaccuracy could result in death, personal injury, or severe physical or environmental damage.
The Agency must not hold the Service out to the public, to its own personnel, or to any authority as capable of emergency response, and must not configure it to receive emergency calls or alarms. If a situation reported through the Service is or becomes an emergency, the Agency and its Members must contact the appropriate emergency services directly and must not rely on the Service to do so.
We provide no availability guarantee (see section 9). A system that is sometimes unavailable is acceptable for a parking complaint and unacceptable for a life-safety call. That difference is the reason for this section, and it is a condition of your right to use the Service, not a disclaimer we expect to be overlooked.
Do not use this for emergencies. It is for parking tickets, propped doors, blocked driveways and noise complaints — not for anything where somebody could get hurt if the system is slow or down. If something turns into an emergency, call 911. Telling your customers or your officers that this is an emergency system is a breach of this agreement.
4Your account and your people
4.1Who holds the account
The Agency Manager controls the Agency's account. They may add and remove Members, configure roles and permissions, and change agency settings. Authority in the Service is ordered by rank: a Member may only act on roles and Members below their own rank. The Agency is responsible for setting these up sensibly.
4.2Credentials
Members sign in with an agency code and a callsign. Passwords are chosen by the Member and are stored only as a one-way hash — nobody at the Agency and nobody at Leopard can see, set or recover a Member's password. An administrator can issue a one-time setup code that lets the Member choose a new one. The Agency is responsible for handing those codes to the right person and for keeping its agency access password confidential.
4.3What Members do counts as what you do
The Agency is responsible for everything done through its account, including by Members, and including anyone who obtains access because a credential was shared or left unattended. Tell us promptly at contact@leopardmfg.com if you believe an account has been compromised.
4.4No sharing seats
A seat is for one named person. Several people sharing one callsign breaks the audit trail the Service exists to keep, and is not permitted.
5What your agency is responsible for
You are the one with the relationship to your personnel, your client sites and the public. Accordingly, the Agency is responsible for:
- Lawful use. Complying with the laws that apply to your operation — employment, privacy, surveillance, recording, records retention, consumer protection, and any licence your line of work requires.
- Telling your Members about location sharing. The Service records a Member's position while they are on duty. Several jurisdictions require employers to give written notice before tracking workers, and some restrict it to working hours or require that it be strictly necessary for the job. Giving that notice is the Agency's obligation, not ours. We publish a plain-language notice you may adapt and hand to your people, but it is your responsibility to confirm it satisfies the law where you operate and to keep proof you gave it.
- The data you put in. Its accuracy, and your right to record it — including details about members of the public, vehicles and licence plates entered on a call.
- Records obligations. If you are a public body or work under contract to one, you may be subject to public-records or retention schedules. Configuring retention to match, and exporting anything you must keep, is yours to manage.
- Your own equipment. Devices, browsers, mobile data, and any GPS receiver you connect.
6Acceptable use
Use of the Service is subject to our Acceptable Use Policy, which forms part of this agreement. In short: do not use the Service to break the law, to harass or surveil people outside the scope of your legitimate operations, to attack the Service or the systems it runs on, or to resell access to people who are not your Members.
7Seats and fees
7.1What you pay
The Service is priced per seat per month at the rate quoted to you at signup or in your order. Fees are stated exclusive of any sales, use or similar taxes, which are your responsibility where they apply.
7.2Adding and removing seats
Adding a Member mid-cycle adds a seat from that point. Deactivating a Member frees the seat at the end of the current billing period. Because Members are deactivated rather than deleted — their name has to stay attached to the calls they worked — deactivation is how you reduce your seat count.
7.3Failed payments
Fees are charged to the payment method the Agency keeps on file. If a charge fails we will retry it and tell the account owner. If payment has still not succeeded seven days after the first failed charge, we may suspend the account.
Suspension means the Agency's access becomes read-only: existing records can be read and exported, and no new calls can be dispatched. Nothing is deleted — see section 14.4.
7.4Repeated failures and reinstatement
Following a failed payment, a chargeback or a reversal, we may require payment in advance as a condition of continuing or reinstating the Service, and we may decline to reinstate an account that was suspended for non-payment.
We may also decline to provide the Service to an agency that is substantially the same organisation, or substantially the same people, as one previously suspended or terminated for non-payment. Creating a new account to avoid an unpaid balance is a breach of this agreement and of the Acceptable Use Policy.
If your card fails we will chase it and give you a week. After that the account goes read-only — you can still get at your records, you just cannot run calls through it. If it keeps happening we may ask you to pay up front, and opening a second account to walk away from a bill is not something we will serve.
7.5Price changes
We may change our prices on at least 30 days' notice before the start of a renewal period. If you do not accept a price change, you may terminate before it takes effect and we will refund any prepaid fees for the unused period.
8Your data
Your data is yours. We hold it to run the Service for you, and for nothing else — we do not sell it, we do not use it to train anything, and we do not look at it except when you ask us to help or when we have to keep the system running.
8.1Ownership
As between us, the Agency owns all Agency Data. You grant us only the licence we need to host, process, transmit, back up and display it in order to provide the Service to you, and to do what you instruct through the Service.
8.2What we will not do with it
We will not sell Agency Data, share it with advertisers or data brokers, or use it to train machine-learning models. We will not use it to build a profile of any individual for any purpose other than delivering the Service to you.
8.3When we access it
Our personnel access Agency Data only to provide support you have asked for, to investigate a security or integrity problem, to fix a fault, or where the law requires it. Where the law requires disclosure, we will tell you before we disclose unless we are legally prohibited from doing so.
8.4Processing terms
Where we process personal data on your behalf, our Data Processing Addendum applies and forms part of this agreement. Our Privacy Policy explains what the Service collects and why.
8.5Getting it out
You can export your data from the Service while your account is active. On termination, see section 14.4.
9Availability and support
9.1No service level commitment
We do not commit to any particular level of uptime, and we do not offer a service level agreement. We aim for the Service to be available and we work to keep it that way, but we make no promise about it, and you must not plan an operation on the assumption that it will be.
9.2Things outside our control
The Service depends on infrastructure and services operated by others — our hosting and database provider, map tile and routing providers, browser push services, mobile networks and the public internet. Interruption, degradation or withdrawal of any of these can interrupt the Service, and we are not liable for it. Map, routing and address-lookup data comes from third-party sources and may be incomplete, out of date or wrong; a position or route shown in the Service is an aid to judgement, not a statement of fact.
9.3Maintenance and changes
We may change, add to or remove features. Where a change would materially reduce a core function you rely on, we will give you reasonable notice. We may perform maintenance at any time and will try to do so outside common operating hours.
9.4Support
Support is by email at contact@leopardmfg.com during ordinary business hours, Pacific time. We do not offer 24-hour support.
10Confidentiality
Each of us may learn non-public information about the other. Each of us will use the other's confidential information only to perform this agreement, will protect it with at least reasonable care, and will not disclose it except to people who need it and are bound to keep it confidential. This does not apply to information that is public through no fault of the recipient, was already known, is independently developed, or must be disclosed by law.
11No warranties
To the fullest extent the law allows, the Service is provided "as is" and "as available", and we disclaim all warranties, express or implied, including implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy and quiet enjoyment.
We do not warrant that the Service will be uninterrupted, timely, secure or error-free; that positions, routes, addresses or map data will be accurate; that defects will be corrected; or that the Service will meet your requirements.
Some jurisdictions do not allow the exclusion of certain warranties. Where that is so, the exclusions above apply to the maximum extent permitted and nothing here affects rights that cannot lawfully be excluded.
12Limits of liability
If we get something badly wrong, what you can recover is capped at roughly what you paid us in the previous year, and we are not responsible for knock-on losses like lost business. That cap is what makes it possible to sell this at a per-seat price. It does not cover us for fraud, for our own wilful misconduct, or for anything the law says cannot be limited.
12.1No indirect loss
Neither party is liable for indirect, incidental, special, consequential or exemplary damages, or for lost profits, lost revenue, lost business, lost goodwill or the cost of substitute services, however caused and on any theory of liability, even if advised such damages were possible.
12.2Cap
Each party's total aggregate liability arising out of or relating to this agreement is limited to the total fees paid or payable by the Agency to Leopard in the twelve months immediately before the event giving rise to the liability. Where no fees have been paid, that cap is one hundred United States dollars (US$100).
12.3Emergency use
We have no liability whatsoever for any loss, injury, death or damage arising from use of the Service in breach of section 3, or from any reliance on the Service for emergency response, life-safety, or any other use for which it is expressly not intended.
12.4What is never capped
Nothing in this agreement limits liability for fraud or fraudulent misrepresentation, for wilful misconduct, for death or personal injury caused by negligence where that cannot lawfully be limited, for the Agency's obligation to pay fees, or for either party's indemnity obligations under section 13.
12.5Allocation of risk
The limits in this section apply even if a limited remedy fails of its essential purpose, and reflect an agreed allocation of risk that is a basis of the pricing of the Service.
13Indemnity
13.1By the Agency
The Agency will defend and indemnify Leopard against third-party claims arising from: the Agency's use of the Service in breach of this agreement, including section 3; Agency Data, including any claim that recording or using it infringed someone's rights; and the Agency's failure to give its Members or any third party a notice the law required.
13.2By Leopard
We will defend and indemnify the Agency against third-party claims that the Service, used as permitted by this agreement, infringes a United States patent, copyright or trademark. We may at our option modify the Service, obtain a licence, or terminate the affected part and refund prepaid unused fees. We have no obligation for a claim arising from Agency Data, from use in breach of this agreement, or from combination with anything we did not supply.
13.3Process
The party seeking indemnity must notify the other promptly, allow it to control the defence, and give reasonable cooperation. A settlement that admits fault or imposes an obligation on the indemnified party needs that party's consent.
14Suspension and termination
14.1By you
You may terminate at any time by cancelling in the Service or writing to us. Termination takes effect at the end of the current billing period. We do not refund fees already paid for the period in progress except where these terms say otherwise.
14.2By us
We may terminate on 30 days' written notice. We may also terminate or suspend immediately if you materially breach this agreement and do not fix it within 14 days of notice, if fees go unpaid as described in section 7.3, or immediately and without notice if your use is causing, or credibly threatens, harm to the Service, to other agencies, or to any person — including any use in breach of section 3.
14.3Effect
On termination your right to use the Service stops. Sections that by their nature should survive — data rights, confidentiality, disclaimers, liability limits, indemnities, governing law — survive.
14.4Your data afterwards
For 30 days after termination we will keep Agency Data and make it available for export on request. After that we will delete it from live systems, and from backups as those backups age out on their ordinary cycle. If you need a copy, ask before the 30 days are up. If we terminate for your breach we will still honour this window, except where keeping the data would itself be unlawful.
15Changes to these terms
We may update these terms. If a change materially affects your rights or obligations we will give you at least 30 days' notice by email to the account owner and by notice in the Service, and the account owner will be asked to accept the new version. Changes that do not materially affect you — corrections, clarifications, new optional features — take effect when posted.
Every version carries a version number and an effective date at the top of this page, and the Service records which version your Agency accepted and when. If you do not accept a material change, your remedy is to terminate before it takes effect.
16Governing law and disputes
This agreement is governed by the laws of the State of California, without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
The parties submit to the exclusive jurisdiction of the state and federal courts located in Santa Clara County, California, and each waives any objection to venue there.
Before filing anything, the parties will try in good faith to resolve the dispute by talking to each other, starting with a written description of the problem sent to the other side, and will allow 30 days for that.
17Everything else
- Entire agreement. This agreement, together with the Acceptable Use Policy, the Privacy Policy and the Data Processing Addendum, is the whole agreement between us about the Service and replaces anything said before. If your purchase order contains different terms, they do not apply.
- Order of precedence. If there is a conflict, a signed order form wins over these terms, and these terms win over the other policies — except that the Data Processing Addendum wins on matters of personal data processing.
- Assignment. Neither party may assign this agreement without the other's consent, except to a successor of its business, on notice.
- Subcontractors. We may use subprocessors to provide the Service; they are listed in the Data Processing Addendum and we remain responsible for what they do.
- Force majeure. Neither party is liable for a failure caused by something genuinely beyond its reasonable control, other than payment obligations.
- Severability. If a provision is unenforceable, the rest stands and the provision is read as narrowly as needed to make it enforceable.
- No waiver. Not enforcing something once does not waive it.
- Independent parties. Nothing here creates a partnership, agency, employment or joint venture.
- Notices. To you: the email address on the account. To us: contact@leopardmfg.com. Email notice is effective when sent, absent a bounce.
- Publicity. We will not use your name or logo as a reference without your written permission.
18How to reach us
Leopard Manufacturing
contact@leopardmfg.com