Terms of Use – Blended Mail

Customer Promises

This page contains our legal terms and policies. Equally important to us are the commitments we make to you.

Our promises to our customers:

You own your code, not us.
You own your data, not us.
We won’t lock you in (your business is our privilege, not our right).
We’ll do everything we can to achieve 100% uptime.
We will never achieve 100% uptime, but when we fall short, we’ll explain why and how we’ll do better next time.

PLEASE READ THIS TERMS OF USE AGREEMENT CAREFULLY BEFORE USING ANY OF THE SERVICES AVAILABLE AT BLENDEDMAIL.COM (THE “SITE”) OR OFFERED BY BLENDED MAIL OR ITS AFFILIATES. IF YOU DO NOT ACCEPT THE TERMS OF THIS AGREEMENT, DO NOT USE THE SERVICES.

This Terms of Use Agreement (the “Agreement”, as modified from time to time in accordance with the terms of this Agreement) is a legal agreement between You (“Customer”, “You”, “Your”) and Blended Mail Pty Ltd. (“Blended Mail”, “Company”) (collectively the “Parties”) and deﬁnes the terms and conditions under which You are allowed to use the Services (as defined below).

This Agreement takes effect on the earliest of You: 1) creating an account for use of the Services while being presented a link to this Agreement; 2) executing or electronically accepting an Ordering Document referencing this Agreement; or 3) using the Services (the earliest of the foregoing being the “Effective Date”). If You enter into this Agreement or acquire the Services on behalf of an entity, You represent and warrant that You have the authority to accept this Agreement on the entity’s behalf.

In order to use the Services, You must:

be at least eighteen (18) years old;
complete the registration process;
agree to this Agreement; and
provide true, complete, and up to date contact information.

By using the Services, You represent and warrant that You meet all the requirements listed above. Company may refuse to provide You with the Services, suspend or close Your account, and change eligibility requirements at any time in accordance with the terms of this Agreement.

DEFINITIONS. In addition to terms defined elsewhere in this Agreement, the following definitions will apply to capitalized words in this Agreement:
1. “Add-On Features” means Services that are not included in the Subscription Plan or other package purchased by Customer.
2. “Affiliate” of a party means any entity that directly or indirectly controls, is controlled by, or is under common control of a party. “Control,” for purposes of this definition, means direct or indirect ownership or control of more than 50% of the voting interests of a party or the right to receive more than 50%of the profits or earning of the entity.
3. “API Connector/Integration” means any Web-based, on-demand and/or downloadable software that permits the connection and/or interoperation of a third party service/application with the Services.
4. “Beta Features” mean services and/or features available to Users for use which are still in their beta stage and have not been fully tested.
5. “Customer’s Account” means the Web-based account provided by Company to Customer that enables Users to use the Subscription Services which is accessible to Users via usernames and passwords created and/or assigned by Customer.
6. “Customer Content” means, excluding the Services, any and all information, data, text, software, photographs, graphics, video, messages, tags and/or other materials and content, that Users post, upload, share, submit, store or otherwise provide or make available through or using the Services.
7. “Custom Works” means, any custom designs, projects, or other works, including Deliverables, created by Company for, or on behalf of, Customer by Company; provided Custom Works specifically exclude the Services, Generic Tools, and any Pre-Existing IP.
8. “Deliverables” means any outputs specifically defined in an SOW and characterized as “Deliverables” that will be provided by Company to Customer, provided Deliverables expressly exclude the Services and any Pre-Existing IP.
9. “Generic Tools” means coding, programming techniques, designing techniques, architecture, trade secrets, methodology, APIs, functions, applications, knowledge, experience, skills, templates, other know-how and related Intellectual Property Company uses to provide the Services.
10. “Intellectual Property Rights” means any and all patents, inventions, copyrights, moral rights, trademarks, domain names, trade secrets, know-how, and any other form of intellectual property and/or proprietary rights recognized in any jurisdiction whether existing now or acquired hereafter including any application or right to apply for registration of any of these rights.
11. “Law(s)” means any and all applicable laws, regulations, statutes, rules, orders and other requirements of any international, federal, state or local governmental authority, including where applicable, the Regulation 2016/679 of the European Parliament and of the Council on the protection of natural persons with regard to the processing of Personal Data and on the free movement of such data (the, “General Data Protection Regulation” or “GDPR“). Where relevant to the Customer’s or User’s obligations, when assessing “applicability”, Customer and User shall take into account the Governing Law in Section 13 and the Laws relating to both the jurisdiction where User is using the Services and the jurisdiction where the Contact resides.
12. “Order Term” means the period specified in an Ordering Document (including any renewals of the same) during which Users will have access to the Services.
13. “Ordering Document” means any form (including an electronic form or SOW), either executed by the Parties or agreed to by the Customer via the Site, that sets out the commercial terms of Customer’s purchase of the Services. All Ordering Documents will be deemed to incorporate, and will be subject to and governed by, this Agreement.
14. “Pre-existing IP” means any Intellectual Property Rights in materials and/or information (including, but not limited to, algorithms, methods, forms, software, software components in source or object code form) that is owned by, licensed to, or in the possession of Company either: 1) on or prior to the creation of the Custom Work; or 2) after the commencement of the Custom Work but not specifically created as a part of the Custom Work, including any enhancements, improvements, and modifications to any of the foregoing in 1) or 2), whether created prior to or after the Effective Date. Notwithstanding the foregoing, Pre-Existing IP expressly excludes the content, logos, graphics, photos, images or text of any type included in Custom Works at Customer’s request.
15. “Privacy Notice” means the Privacy Notice, as updated from time to time.
16. “Professional Services” means services, other than the Software, provided by Company staff including, but not limited to, onboarding services, support services, provision and/or creation of any Custom Works, and /or Customer-specific customizations.
17. “Services” means the Software, Professional Services, Pre-Existing IP, Statistical Data, products, services, applications, tools and other resources provided or made available by Company or accessible at the Site (or other website(s) owned by Company), including any applicable support services, manuals, documentation and related material, and all related service names, logos, design marks, slogans, and all other material comprising the Software, Professional Services, and Pre-Existing IP, but excluding any Customer Content and Custom Works.
18. “Software” means the Subscription Services, Site, and any software provided by Company and/or its Subcontractors, including but not limited to software development kits, other software code supplied by Company to Customer that allows for integration of the Services into Customer’s websites or mobile applications, and any related updates or modifications provided by Company from time to time.
19. “Statement of Work” or “SOW” means a document entitled “SOW” or “Statement of Work” executed by the Parties and expressly incorporating this Agreement, as amended from time to time.
20. “Statistical Data” means aggregated and anonymized statistical and performance information based on and/or related to Customer’s use of the Services, which does not contain any personally identifying information and is compiled using a sample size large enough to ensure the underlying data cannot be attributed to Customer.
21. “Sub-Account” means an account within Customer’s Account.
22. “Subcontractor” means a service provider engaged by Company that provides a part of the Services.
23. “Subscriber” or “Contact” (used interchangeably in this Agreement and the incorporated documents) means, other than Users, any identified or identifiable natural person: 1) whose information is stored, transmitted, or otherwise ‘processed’ (as defined by the GDPR) via the Services by Customer; and/or 2) to whom Customer sends, transmits, or otherwise engages with via the Services. For example, a subscriber to Customer’s marketing communications is a “Contact”.
24. “Subscriber List(s)” means the list(s) of Contacts in Customer’s Account.
25. “Subscription Plan” means the subscription type (including applicable volume limits) chosen by the Customer on an Ordering Document which sets out the base set of Services ordered by the Customer. Different Subscription Plans shall have different Services associated with them.
26. “Subscription Service” means the web-based application(s) available to the Customer via the Site.
27. “Subscription Tier” has the meaning ascribed in Section 5.A.v (Subscription Tier).
28. “Third Party Services” means any software, products, tools, applications, or services that are used in connection with the Services that are not owned by Company or its Affiliates.
29. “User” means any person, other than Company employees or agents engaged in providing Professional Services to Customer, accessing and/or using the Services through Customer’s Account (including through a Sub-Account).
AGREEMENT STRUCTURE.
1. Other Incorporated Documents. This Agreement hereby incorporates the Acceptable Use Policy, as updated from time to time (hereinafter, “AUP”). This Agreement, together with its incorporated documents and any Ordering Documents and/or SOWs referencing this Agreement, constitutes the entire agreement between Customer and Company regarding the Services and supersedes all prior and contemporaneous agreements, representations, and understandings, whether written or oral, concerning its subject matter and governs Company’s provision of and Customer’s receipt of the Services. Company may receive and sign or otherwise execute purchase orders or similar documents provided by Customer contemporaneously with or after the execution of this Agreement (including documents Customer provides in connection with a renewal), and the Parties agree that the sole purpose of such documents is for Customer’s internal business purposes and that execution by Company does not constitute an acceptance of any of the terms or conditions of such document.
2. Order of Precedence. Notwithstanding the foregoing, if Customer and Company mutually execute a written agreement for use of the Services, the terms and conditions of the executed agreement will prevail to the extent of any conflict with the terms of this Agreement. In the event of any conflict between the terms of this Agreement and the other incorporated documents, the conflict will be resolved in the following order of precedence unless: 1) the conflicting term is expressly stated to vary the conflicting provision of the controlling document; 2) the controlling document specifically provides that a lower order document may vary the applicable term of the controlling document; or 3) the Parties expressly agree otherwise. All rights not expressly granted herein are reserved by Company:
  1. Ordering Document;
  2. AUP;
  3. Agreement.
3. Agreement Modifications. This Agreement was last modified on the date listed at the end of this Agreement (“Last Modified Date”). Company may make modifications to this Agreement by posting a revised Agreement on the Site and/or by sending an email to the last email address provided by Customer to Company. Customer acknowledges and agrees that use of the Services by Customer after the Last Modified Date constitutes Customer’s acceptance of the modified terms, that such modified terms will become effective on the Last Modified Date, and that it is Customer’s responsibility to check this website regularly for modifications to this Agreement. No modification, addition, deletion or waiver of any rights under this Agreement will be binding on Company unless signed by a duly authorized representative of Company. To the extent the provisions of this Section 2.C are held unenforceable, they will be modified or severed in accordance with this Agreement.
SERVICES.
1. Access. On or as soon as reasonably practicable after the Effective Date and subject to Customer’s payment of the fees set forth in the Ordering Document, Company shall provide Customer with access to Software ordered pursuant to such Ordering Document.
2. Prerequisite to Use of Software. Customer is responsible for obtaining all hardware, software and services necessary to access the Software.
3. Right to Access and Use Software. Subject to the terms and conditions of this Agreement, Company grants to Customer a limited, non-exclusive, non-transferable, revocable right to access and use the Software ordered pursuant to an Ordering Document during the Order Term, solely for Customer’s internal business purposes (unless otherwise expressly agreed by Company) and in accordance with the limitations (if any) set forth in the Ordering Document.
4. Restrictions. Customer is not authorized to copy, modify, re-package (unless otherwise expressly agreed by Company), reverse-engineer or disassemble the Services. Customer’s use of the Services confers no title or ownership in the Services and is not a sale of any rights in the Services. All ownership rights to the Services remain in Company or its third party suppliers, as applicable.
5. Modification of the Services. Subject to Section 11.D, Company, in its sole discretion, reserves the right to modify the Services, or any features of the Services at any time and for any purpose, including but not limited to, improving performance or quality, correcting errors, or maintaining competitiveness.
6. Beta Features. From time to time, Company may make Beta Features available to Customer. Customer may choose to use such Beta Features in Customer’s sole discretion. Company may discontinue Beta Features at any time in Company’s sole discretion. Customer understands and agrees that Company may never make Beta Features generally available. Company will have no liability for any harm or damage arising out of or in connection with a Beta Feature.
7. Free Trials. Company may make some or all of the Services available to on a limited, non-exclusive, non-transferable, revocable, free trial basis for evaluation purposes only. COMPANY MAY TERMINATE FREE TRIAL ACCOUNTS OR ANY FEATURES OF THE SERVICES OFFERED PURSUANT TO A FREE TRIAL AT ANY TIME IN COMPANY’S SOLE DISCRETION WITH NO OBLIGATIONS TO THE USER OF SUCH ACCOUNT
8. Professional Services Terms.
  1. Customer Cooperation. Customer acknowledges that its timely provision of responses, assistance, cooperation, complete and accurate information and data from its officers, agents, and employees, and suitably configured computer products (collectively, “Cooperation”) are essential to performance of any Professional Services, and that Company will not be liable for any deficiency in performing Professional Services if such deficiency results from Customer’s failure to provide full Cooperation.
  2. Custom Works. In the course of providing the Professional Services, Company may create Custom Works for Customer that incorporates, embeds, or integrates Company’s Pre-Existing IP. Other than any Pre-Existing IP incorporated, embedded, or integrated into the Custom Works, Customer owns all right title and interest in the Custom Works. Company hereby grants to Customer a worldwide, non-exclusive license to use the Pre-Existing IP solely in conjunction with, and to the extent incorporated in an unmodified version of the Custom Works. Customer shall not, and shall not allow any employee or third party to copy, reverse-engineer, modify, improve, create derivative works of or use the Pre-Existing IP in any way outside of the Custom Works as delivered by Company to Customer. In the event that any Customer employee or third party at Customer’s request or direction modifies, improves or creates derivative works of the Pre-Existing IP, whether or not in violation of this Agreement, Customer shall cause all right, title and interest in and to such modifications, improvements and/or derivative works to be assigned to Company and will sign all further documents necessary to effect such assignment.
  3. Generic Tools. Company may use its Generic Tools when providing the Services to Customer. To the extent permissible by Law, Company and/or its Subcontractors own all rights, title, and interests in such Generic Tools. For clarity, any API Connector/Integrations built by Company are hereby expressly considered Generic Tools and at no point will any API Connector/Integrations be considered Custom Works or Deliverables.
  4. Customer Definition of Requirements. Where Customer engages Company to provide any Custom Works, Customer represents and warrants that Custom Works, as developed in accordance with the instructions and requests of Customer, do not infringe the Intellectual Property Rights or any other rights of any third party. Customer is solely responsible for review of any Custom Works to ensure they do not violate or infringe a third party’s privacy rights, Intellectual Property Rights, or any other rights. Customer acknowledges and agrees that the provision of the Professional Services does not constitute any assumption of risk related to the Custom Works by Company.
  5. Expenses. Customer shall pay for all travel expenses, fees, and out of pocket expenses incurred by Company in providing the Services, provided that Customer approves such expenses in advance in writing.
9. Reselling the Services.
  1. Provision of Reseller Services. Company may, in its absolute discretion and subject to the terms and conditions of this Agreement, allow Customer to resell the Services to Customer’s end clients (“End Clients“), which may be on a “white-label” basis if Customer uses the “Creative Agency” (or reseller) version of the Services. Notwithstanding anything to the contrary herein, Company may, in its sole discretion, revoke Customer’s permission to resell the Services at any time.
  2. End Client Payment Terms.
    1. For Payments to Customer. If Customer elects to have the End Client pay fees to Customer, Customer may determine, at its discretion, the fees to be charged to End Client for the Services and for any related services (such as account setup, creation of templates, etc.); provided, Customer agrees to pay to Company the standard fees Company charges for the applicable Services, irrespective of the fees Customer charges to its End Client. Customer agrees that End Client’s failure to pay fees to Customer shall have no bearing on Customer’s obligation to pay Company its standard fees for End Client’s use of the Services. Customer acknowledges and agrees that Customer bears all risk of nonpayment by End Clients and is solely responsible for all costs and expenses associated with collecting payment from its End Clients.
    2. For Payments Directly to Company. If Customer elects to have the End Client pay fees directly to Company, Customer agrees that Company is entitled to deduct the standard fees Company charges for the applicable Services and remit the balance to Customer only after receipt of payment by End Client. In addition, Customer acknowledges and agrees that in the event of any disputes between Customer and End Client regarding fees, Company will be the final arbitrator of any such fee-related disputes. If an End Client fails to pay Company for fees incurred by such End Client, Customer shall be responsible for payment to Company of applicable fees within 30 days of email or other written notice to Customer.
    3. Refunds to End Client. If Company is required to refund any fees to End Client for any reason, Customer shall reimburse Company the full amount that Customer received for resale to that End Client.
  3. Conditions of Resale. Customer acknowledges and agrees that Customer’s resale of the Services to End Clients is subject to the following conditions:
    1. Customer shall promptly respond to queries from End Client and provide all customer relationship management to its End Clients, including first level support services in relation to the Services.
    2. Customer shall not represent itself as an agent or employee of Company nor make any representations regarding Company, on Company’s behalf, or about any of the Services.
    3. Customer shall enter into binding contractual relationships with each End Client (“End Client Agreements”), and enforce implementation of such End Client Agreements, that:
      1. requires End Client to comply with Laws, including those related to data privacy and intellectual property;
      2. require each End Client to provide a privacy notice to their subscribers that complies with Laws and is no less onerous than Customer’s obligations to its Contacts and email recipients under this Agreement;
      3. requires the End Client to comply with terms substantially similar to the AUP, and Sections 4 (Third party Services), 6 (Intellectual Property), 7 (Confidentiality, Security, & Privacy), and 8 (Warranties) of this Agreement and further Customer acknowledges and agrees that Customer shall be liable for any failure by End Client to abide by the foregoing;
      4. are at least as protective of Company as those in this Agreement, specifically as they relate to the 7 (Confidentiality, Security & Privacy), 9 (Disclaimers), 10.A (Customer Indemnity), 11 (Limitation of Liability), 13.B (Force Majeure), and 13.F (Remedies).
    4. Company shall have the right to:
      1. provide an acceptable use policy to End Clients;
      2. enforce the terms of this Agreement, including, without limitation, Company’s right to suspend or terminate access to the Service at any time, irrespective of any impact on Customer or End Clients and without liability to Customer or End Clients.
      3. audit Customer’s compliance with this Section 3.I. Customer agrees to promptly provide Company with its End Client Agreements and other documentation reasonably requested to Company.
  4. Disputes Within Customer’s Account. Customer agrees to resolve all disputes with its End Clients. In the event an End Client contacts Company for access to a Sub-Account or for retrieval of Customer Content in such Sub-Account, Company may, but is not obligated to, notify an account administrator via email and require Customer to address the End Client’s request. Customer understands and agrees that failure to timely resolve a dispute an End Client is a material breach of this Agreement.
  5. Indemnification for End Clients. Customer agrees to defend, indemnify and hold Company, its officers, directors, shareholders, successors in interest, employees, agents, subsidiaries and affiliates harmless from any claims, losses, damages, liabilities, settlements, and expenses (including, but not limited to attorney fees) by a third party related to, arising from, or connected with End Clients access and/or use of the Services.
THIRD PARTY SERVICES. If Customer enables, installs, connects, or provides access to any Third Party Services for use with the Services, Customer hereby:
1. acknowledges and agrees that access and use of such Third Party Services are governed solely by the terms and conditions of such Third Party Services, and Company does not endorse, is not responsible or liable for, and makes no representations as to any aspect of such Third Party Services, including, without limitation, their content or the manner in which they handle, protect, manage or process data (including Customer Content) or any interaction between Customer and the provider of such Third Party Services.
2. acknowledges and agrees that Company does not guarantee the continued availability of such Third Party Service features and makes no representation or warranty regarding such Third Party Services or integrations to such Third Party Services.
3. acknowledges and agrees that Company may cease enabling access to them without entitling Customer to any refund, credit, or other compensation, if, for example and without limitation, the provider of a Third Party Service ceases to make the Third Party Service available for interoperation with the corresponding Service in a manner acceptable to Company.
4. permits the transmission of and access to Customer Content to such Third Party Services.
5. grants to Company and its Subcontractors a worldwide, non-exclusive, royalty-free, fully paid, sublicensable and transferable right and license to use, process, store, edit, modify, aggregate, combine, reproduce, distribute, display, perform, and prepare derivative works of any data transmitted to or obtained by Company from any Third Party Service enabled, installed, or connected to the Services by Customer for the duration of the Agreement and until such time as Customer requests deletion of the foregoing data, and Customer represents and warrants that doing do so will not violate Laws or any third party’s privacy, Intellectual Property Rights, or other rights.
6. agrees that Company is not liable for: a) damage or loss caused or alleged to be caused by or in connection with Customer’s enablement, access, or use of any Third Party Services, or b) Customer’s reliance on the privacy, data security, or other practices of such Third Party Services.
7. irrevocably waives any claim against Company with respect to such Third Party Services.
8. agrees to comply with any requests by Company to remove any connections to or from other websites and/or applications to the Services which Customer installs.
PAYMENT TERMS.
1. Fees. Customer shall pay all fees specified in all Ordering Documents for the entirety of the Order Term. Except as otherwise specified in herein or in an Ordering Document: (a) fees are based on the Services ordered pursuant to an Ordering Document; (b) payment obligations are non-cancelable and fees paid are non-refundable; and (c) quantities purchased cannot be decreased during the relevant Order Term.
  1. Overage Fees. If Customer exceeds the limits of their Subscription Plan or Ordering Document, Company may charge Customer overage fees for such excess usage.
  2. Usage-Based Fees. Customer acknowledges and agrees that fees for certain features of the Services may be assessed based on Users’ actual usage of those features (for example, fees are incurred every time a User runs a ‘Design and spam test’). Customer agrees to pay for Users’ usage of any such features.
  3. Fees for Add-On Features. Customer may order Add-On Features at any time by using the Add-On Feature and/or executing an Ordering Document for the Add-On Feature. Customer agrees to pay fees for such Add-On Feature for the remainder of the Order Term, and any renewals thereof.
  4. Trial Account. If Customer sends emails through the Services while using a trial version of the Services, Customer agrees that Company shall charge Customer, and Customer agrees to pay applicable fees whenever Customer sends a campaign to more than 5 recipients.
  5. Subscription Tier. Fees associated with each Subscription Plan are based on Customer’s Subscription Tier. Customer’s Subscription Tier at any given time is determined by the higher of: 1) the number of emails being sent (unless Customer’s plan includes unlimited emails), and 2) the number of Contacts in the Customer’s Subscriber Lists (as determined by adding the number of Contacts in each Subscriber List). Except as otherwise stated in Customer’s Ordering Document, if Customer exceeds the limits of its Subscription Tier, Company will upgrade the Customer’s account to the appropriate Subscription Tier and charge Customer the applicable fees for that Subscription Tier for the remainder of the Order Term and any renewals thereof. Customer has the sole responsibility for updating its Subscriber Lists to ensure Customer is being charged at the appropriate Subscription Tier. Customer shall not delete, bulk unsubscribe, or otherwise alter or modify Subscriber Lists in order to evade billing thresholds.
  6. Subscription Plan Upgrade. If a User accesses, uses, or activates any features which are only included in a higher-priced Subscription Plan, Company may, in its absolute discretion, upgrade Customer’s account to the appropriate higher-priced Subscription Plan for the remainder of the Order Term and any renewals thereof. Customer agrees to pay fees associated with the upgraded Subscription Plan for the remainder of the Order Term, and any renewals of the Order Term.
2. Payment Method. Unless otherwise stated on Customer’s Ordering Document, Company will charge Customer and Customer shall pay, all fees for Services Customer purchases or uses in U.S. Dollars, up front via credit card, in accordance with the terms listed on Customer’s Ordering Document and this Agreement. Customer agrees to provide accurate payment information, and hereby authorizes Company to charge such credit card for all fees set forth in the Ordering Document for the duration specified therein (and any renewal thereof). Customer is responsible for reviewing the pricing schedule, features, and limits associated with its Subscription Plan.
3. Late Payment. If any amount due is not received by the due date, then without limiting Company’s rights or remedies, Company may (a) apply a late fee of 1.5% of the outstanding balance per month, or the maximum rate permitted by Law, whichever is lower, from the date such payment was due until the date paid; (b) accelerate the payment of any fees payable; and/or (c) condition future subscription renewals and orders on pre-payment or payment terms shorter than those specified in the Ordering Document.
4. Taxes. All fees stated in the Ordering Document are exclusive of any applicable taxes. Customer shall pay any sales, use, value added, excise, property withholding or similar tax, duties, and any related tariffs, and similar charges applicable to Customer’s purchase of the Services assessable by any local, provincial, federal, or foreign jurisdiction and shall include any related penalties or interest, except taxes based on Company’s net income (“Customer’s Taxes”). Customer’s Taxes may be added to the final price charged to Customer on Customer’s invoice. Customer shall pay Customer’s Taxes with no reduction or offset in the amounts payable to Company hereunder. Customer will, and hereby agrees to, promptly reimburse Company for any and all of Customer’s Taxes (and any applicable penalties) that Company may be required to pay in connection with this Agreement upon receipt of Company’s invoice.
5. Fees at Renewal. Unless otherwise stated on Customer’s Ordering Document, Company reserves the right to change fees for any Services at the time of renewal and Customer is responsible for reviewing the fees charged by Company prior to renewal. Except any fees that are designated in the applicable Ordering Document as promotional or ‘one-time’, no fee change will be effective until renewal of that Service. Upon expiration of the applicable Order Term, Customer will automatically be charged in accordance with the payment method specified on Customer’s Ordering Document for renewal unless Customer downgrades or terminates its account in accordance with this Agreement.
6. Reactivation Fee. Company may charge a re-activation fee to re-activate a suspended account.
7. No Refunds. Except as otherwise provided in this Agreement or required by Law, Company will not provide refunds or credits for partial or unused periods of service or mid-term downgrades.
8. Disputing Charges. Any dispute to a charge on Customer’s invoice must be made with specificity within 60 days after the date of the invoice that initially contained the disputed charge.
INTELLECTUAL PROPERTY.
1. Customer’s Property. By using the Services, submitting any Customer Content through the Services, or providing any Customer Content to Company, Customer hereby grants Company and its Subcontractors a worldwide, non-exclusive, royalty-free, fully paid, sublicensable and transferable license to use, process, store, edit, modify, aggregate, combine, reproduce, distribute, display, publicly perform, publicly display, host, communicate, distribute, and prepare derivative works of the Customer Content in connection with the Services for the duration of the Agreement and until such time as Customer requests deletion of the Customer Content. For clarity, the foregoing license granted to Company and its Subcontractors, does not affect Customer’s ownership or license rights in its Customer Content (excluding any Pre-Existing IP) unless otherwise agreed in writing. Customer represents and warrants that Customer has all rights to grant such licenses to Company and its Subcontractors without infringement or violation of moral rights or any third party rights, including without limitation, any privacy rights, publicity rights, copyrights, trademarks, contract rights, or any other Intellectual Property Rights.
2. User Data. In addition, while using the Services, Customer and/or Users may provide information (such as a User’s name, contact information, and/or other registration information) to Company. Customer agrees to obtain the necessary consent to permit Company to use this information and any technical information about User’s use of the Services for the limited purposes of tailoring the user experience of the Services to the User, facilitating Users’ use of the Services, and communicating with Customer and/or a User. Further, Customer agrees that Company may use such information to identify and understand trends in the various interactions with our Services and to conduct internal business analysis based on meta-data about usage, feature adoption and forecasting, on an anonymized, aggregated basis (unless otherwise agreed by Customer).
3. Company’s Property. Customer acknowledges and agrees that all rights, title and interest in and to Services are the exclusive property of Company or its affiliates, licensors or suppliers. Unless stated otherwise, Company and its licensors retain all Intellectual Property Rights in and to Services and all logos, graphics, software, algorithms, functionality, content (other than Customer Content) comprising the Services.
4. Statistical Data. Notwithstanding anything to the contrary in this Agreement, but subject to the Privacy Notice, Company may monitor, analyze, and compile Statistical Data. Customer agrees that Company may make such Statistical Data publicly available. Company and/or its licensors own all right, title and interest in and to the Statistical Data and all related software, technology, documentation, and content provided in connection with the Statistical Data, including all Intellectual Property Rights in the foregoing.
5. Feedback. Customer may provide feedback, suggestions, and comments to Company regarding the Services (“Feedback”). Customer hereby grants to Company a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully paid, sublicensable and transferable license to use, process, store, edit, modify, aggregate, combine, reproduce, distribute, display, perform, prepare derivative works, and otherwise fully exploit such Feedback in any medium or format, whether now known or later developed.
6. Publicity. Unless otherwise agreed by the Parties, Customer hereby agrees that Company may reference Customer in marketing and public relations materials, including a press release announcing Customer as a customer. Customer hereby grants Company a nonexclusive, worldwide license to use and display Customer’s trademarks, trade names and logos in connection with the foregoing.
CONFIDENTIALITY, SECURITY, & PRIVACY
1. Confidential Information. The Parties acknowledge that in the course of performing their obligations under this Agreement, each party (a “Recipient”) may receive information from the other party (a “Discloser”)that is either clearly marked as “confidential” or nonpublic information that under the circumstances surrounding the disclosure, a reasonable person would conclude should be treated as confidential (“Confidential Information”). Recipient covenants and agrees that neither it nor its agents, employees, officers, directors or representatives will disclose or cause to be disclosed any Confidential Information of the Discloser, except (a) to those employees, representatives, or contractors of the Recipient who require access to the Confidential Information to exercise its rights under this Agreement and who are bound by confidentiality obligations, or (b) as such disclosure may be required by Law, subject to and to the extent permitted by Law, the Recipient providing to the Discloser written notice to allow the Discloser to seek a protective order or otherwise prevent the disclosure. Notwithstanding the foregoing, nothing in this Agreement will prohibit or limit the Recipient’s use of information: (i) previously known to it without breach or obligation of confidence, (ii) independently developed by or for it without use of or access to the Discloser’s Confidential Information, (iii) acquired by it from a third party that was not under an obligation of confidence with respect to such information at the time of disclosure, or (iv) that is or becomes publicly available through no breach of this Agreement.
2. Protection of Customer Content. Without limiting the above, Company shall maintain appropriate administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of the Customer Content. Company shall not modify or access the Customer Content except as required to provide the Services, prevent or address service or technical problems, or at Customer’s request in connection with support matters.
3. User Passwords. Customer is solely responsible for keeping Customers’ and/or Users’ account name, password, and any other login credentials confidential. Customer is responsible for any and all activities that occur within Customer’s Account, whether authorized by Customer or not. Customer must notify Company immediately of any unauthorized access or use of Customer’s Account. Company will not be held responsible or liable for any losses due to lost or hacked passwords.
4. Privacy Notice. Notwithstanding anything to the contrary in this Agreement, the Privacy Notice explains how Company handles Customer Content and other data processed by the Services. Customer hereby acknowledges and agrees that Company will handle data in accordance with the Privacy Notice. Customer agrees to provide its Contacts with a privacy notice that complies with Laws and takes into account the processing activities it has engaged Company to provide. For more information on how personal data is handled in connection with the Services as well as information on rights to access, correct and lodge a complaint regarding the handling of personal data please refer to the Privacy Notice.
5. Sensitive PII. Customer understands and acknowledges that the Services are not configured to process, receive, and/or store: 1) protected health information (“PHI”), as that term is defined under the Health Insurance Portability and Accountability Act (“HIPAA”); 2) “nonpublic personal information” as defined under the Gramm-Leach-Bliley Financial Modernization Act of 1999 (“GLBA”); 3) data on any minor under the age of thirteen that would be subject to the Children Online Privacy Protection Act (“COPPA”); 4) card holder data under the Payment Card Industry Data Security Standard; 5) personal data revealing racial or ethnic origin, political opinions, religious or philosophical beliefs, or trade union membership, and the processing of genetic data, biometric data for the purpose of uniquely identifying a natural person, data concerning health or data concerning a natural person’s sex life or sexual orientation (the “special categories of personal data” identified in Article 9 of GDPR); or 6) social security numbers, driver’s license or state identification number or other government related identifier, financial account numbers (i.e., credit card, checking account, savings account, etc.), medical, employment, criminal records, or insurance numbers, passport numbers, or other highly sensitive personally identifiable information, (collectively, “Sensitive PII”). As such, Customer agrees not to, and not to permit Users to, transmit, request, provide Company with access to, submit, store, or include any Sensitive PII through the Services. Customer agrees that Company may terminate this Agreement immediately, without refund, if Customer is found to be in violation of this clause.
6. EU Personal Data Transfer. In the event that Users intend to transfer the Personal Data of an EU Data Subject (as defined by the GDPR), Customer shall notify Company and the Parties shall execute Company’s Data Protection Addendum (the “Data Protection Addendum“). Once executed, the Data Protection Addendum will be deemed wholly incorporated into this Agreement and will prevail over any conflicting terms in this Agreement.
WARRANTIES.
1. Mutual Warranties. Each party represents and warrants that: (a) it has the full right, power and authority to enter into, execute, and perform its obligations under this Agreement; and (b) it will not violate Laws in the provision or receipt of the Services.
2. Company Warranties. Company represents and warrants that Company shall make every reasonable attempt to ensure there is no material degradation of the Services during the Order Term. Professional Services shall be performed in a professional and workmanlike manner by qualified personnel.
3. Customer Warranties. Customer represents and warrants that:
  1. all personal information (including any Personal Data as defined by the GDPR) provided by Customer to Company (including, without limitation, that of Users and Contacts) has been collected with the relevant individual’s consent;
  2. Customer has informed all persons whose information is collected: 1) of the purpose for which that information was collected, 2) that Customer may provide this information to its vendors and/or service providers for the purposes of use in relation to the Services, and 3) that such information may be processed and/or stored by Customer’s vendors and/or service providers on servers located in the United States of America; and
  3. Customer has obtained the consent of such persons for processing of their personal information by its vendors and service providers in the foregoing manner.
4. Use of Cookies and Tracking Technology. Customer acknowledges that the Services employ the use of cookies and similar tracking technologies (“Cookies”), as further described in the Privacy Notice. Accordingly, Customer represents and warrants that Customer will maintain appropriate notice and consent mechanisms as required by Laws (or a reasonably requested by Company) and industry best practice to enable Company to deploy Cookies Lawfully on, and collect data Lawfully from, the devices of Users and Contacts for the purposes described in the Privacy Notice. Customer shall promptly notify Company if Customer is unable to comply with the above obligations.
DISCLAIMERS.
1. No Guarantee of Results. Customer understands and acknowledges that, it is not possible to guarantee that the performance of the Services will be successful in producing any specific results. In particular, Customer further acknowledges that it is not possible for Company to warrant that the Professional Services guarantee 1) high deliverability; 2) high engagement with Customer Content; or 3) a successful marketing campaign. Customer hereby acknowledges and agrees that Company will not be liable for the failure of the performance of the Services to generate any expected or useful results.
2. API Connector/Integration. Company does not guarantee the continued availability of any API Connector/Integrations. Company may discontinue any API Connector/Integration at any time in its sole discretion. Customer should not make purchase decisions based on the availability of any such API Connector/Integration. Customer acknowledges and agrees that Customer may be able to use the connected application to access Customer Content in Customer’s account and/or transmit data out of the Customer’s account. To the extent data is transmitted out of the Services, Company is not responsible for the privacy, security or integrity of that data.
3. Service Availability. From time to time, down-time, either scheduled or unscheduled, may occur in respect of the Services. Company will work to ensure the amount of down-time is limited. In the case of anticipated or planned outages or system-wide issues affecting the basic use of the Services, Company will endeavor to provide Customer with reasonable advance notice. Customer acknowledges and understand that Company does not warrant that the Services will be uninterrupted or error free and that Company may occasionally experience “hard outages” due to disruptions that are not within Company’s control. Any such hard outage shall not be considered a breach of this Agreement by Company. Customer releases Company entirely of all responsibility for the consequences of any down-time.
4. Advice. From time to time, Customer may obtain advice or information from Company help or support pages, white papers, and/or Company’s employees (collectively, “Advice”). Customer acknowledges and agree that such Advice will not be deemed to constitute financial, legal or tax advice. Customer should seek the advice of its own advisers prior to acting upon any such Advice. Customer agrees that use of and reliance on any such Advice is at its own risk and Customer releases Company entirely of all responsibility for any consequences of its use of and reliance on any such Advice.
5. CUSTOMER UNDERSTANDS THAT DOWNGRADING ITS ACCOUNT MAY RESULT IN THE LOSS OF CONTENT, FEATURES, OR CAPACITY OF CUSTOMER’S ACCOUNT AND COMPANY DOES NOT ACCEPT ANY LIABILITY FOR ANY SUCH LOSSES. USE OF THE SERVICES AND ANY RELIANCE BY CUSTOMER UPON THE SERVICES, BETA FEATURES, OR ADVICE, INCLUDING ANY ACTION TAKEN BY CUSTOMER BECAUSE OF SUCH USE OR RELIANCE, IS AT CUSTOMER’S SOLE RISK. TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY DOES NOT WARRANT OR GUARANTEE THAT THE SERVICES WILL BE UNINTERRUPTED, ACCURATE OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY OR GUARANTEE AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES. THE SERVICES, BETA FEATURES, AND ADVICE ARE PROVIDED “AS IS” AND TO THE EXTENT PERMITTED BY LAW COMPANY DISCLAIMS ALL WARRANTIES, GUARANTEES, EXPRESS OR IMPLIED, INCLUDING (BUT NOT LIMITED TO) IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT.
INDEMNIFICATION.
1. Customer Indemnity. Customer shall defend, indemnify and hold Company, its officers, directors, shareholders, successors in interest, employees, agents, subsidiaries and affiliates harmless from any claims, losses, damages, liabilities, settlements, and expenses (including, but not limited to attorney fees) by a third party (“Claims”) related to, arising from, or connected with: 1) Users’ use of the Services; 2) Users’ breach of this Agreement or the AUP or any representation or warranty made by Customer therein; 3) Custom Works requested by a User and/or the Customer Content (including, without limitation, Claims alleging that the Custom Works requested by a User and/or the Customer Content violates or misappropriates the Intellectual Property Rights or other rights of any third party); 4) Users’ negligence or intentional misconduct; 5) an allegation of defamation or invasion of privacy by Customer; and/or 6) any violation of Law by Customer or a User. Notwithstanding the foregoing, Customer shall not make any admissions on behalf of Company or settle any claim without Company’s consent.
2. Company’s Right to Defend. Promptly upon learning of any Claim against Customer arising from or related to allegations that the Services violate or infringe a third party’s privacy or Intellectual Property Rights (a “Services Claim”), Customer shall give notice to Company of the Services Claim and immediately deliver to Company all original notices and documents (including court papers) received in connection with and/or related to the Services Claim. Company will have the exclusive right, but no obligation, to assume defense of such Services Claim at any time and at any stage. If Company assumes defense of any such Services Claim, Customer shall, cooperate in the defense thereof as reasonably requested by Company. Upon assuming the defense of a Services Claim, Company may appoint any legal counsel selected by Company and settle any Services Claims on such terms and conditions that Company deems advisable. Customer agrees that upon Company’s assumption of the defense of the Services Claim: i) Company will not be liable to Customer for any legal costs or expenses subsequently incurred by Customer in connection with the Services Claim; ii) is not an acknowledgment by Company that it is liable to indemnify Customer in respect of the Services Claim; and iii) it will not constitute a waiver by Company of any defenses it may assert against the Customer if Customer claims it is owed indemnification for such Services Claim.
LIMITATION OF LIABILITY.
1. TO THE EXTENT PERMISSIBLE BY LAW, IN NO EVENT WILL COMPANY BE LIABLE TO CUSTOMER OR ANY THIRD PARTY FOR ANY LOSS OF PROFITS, LOSS OF USE, LOSS OF REVENUE, LOSS OF OPPORTUNITY, LOSS OF ANTICIPATED SAVINGS, LOSS OF GOODWILL, LOSS OF DATA, INTERRUPTION OF BUSINESS, OR FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE SERVICES, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, EVEN IF COMPANY HAS BEEN ADVISED OR IS OTHERWISE AWARE OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING DISCLAIMER WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW.
2. IN THE EVENT THAT, NOTWITHSTANDING THE FOREGOING, COMPANY OR ITS AFFILIATES IS FOUND LIABLE TO CUSTOMER FOR DAMAGES FROM ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, IN NO EVENT WILL COMPANY’S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT EXCEED THE AGGREGATE OF FEES PAID BY CUSTOMER FOR THE SERVICES IN THE TWELVE MONTHS PRECEDING THE APPLICABLE CLAIM GIVING RISE TO LIABILITY. MULTIPLE CLAIMS WILL NOT EXPAND THIS LIMITATION. THE FOREGOING DISCLAIMER WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW. CUSTOMER AGREES THAT COMPANY’S LIABILITY WILL BE REDUCED BY THE EXTENT, IF ANY, TO WHICH CUSTOMER CONTRIBUTED TO THE LOSS.
3. CUSTOMER ACKNOWLEDGES THAT THE LIMITATIONS SET FORTH IN THIS SECTION ARE INTEGRAL TO THE AMOUNT OF FEES CHARGED IN CONNECTION WITH MAKING THE SERVICES AVAILABLE TO CUSTOMER, AND THAT, IF COMPANY WERE TO ASSUME ANY FURTHER LIABILITY OTHER THAN AS SET FORTH HEREIN, SUCH FEES WOULD OF NECESSITY BE SET SUBSTANTIALLY HIGHER.
4. Notwithstanding anything to the contrary anywhere in this Agreement or any Agreements incorporated herein, Sections 11 A and 11.B do not apply so as to limit Company’s obligation to comply with applicable consumer guarantees under the Consumer Law, as set out in Schedule 2 of the Competition and Consumer Act 2010 (Cth). The liability of Company for any liability, loss, cost or damage, however caused (including by the negligence of Company), suffered or incurred by Customer because of Company’s modification of the Services or failure to comply with a consumer guarantee when providing the Services is limited to, Company (at its election): (a) resupplying that Service; or (b) paying the cost of having the Services supplied again. This Section 11.D does not apply if it is not fair or reasonable for Company to rely on it for the purposes of section 64A of the Consumer Law as set out in Schedule 2 of the Competition and Consumer Act 2010 (Cth). Nothing in this Agreement purports to modify or exclude the conditions, warranties and undertakings, and other legal rights that Customer may have available under the Consumer Law. This Section 11.D hereby expressly controls in the event of conflict with other provisions of this Agreement.
TERM, TERMINATION, & SURVIVAL.
1. Term. The term of this Agreement will commence on the Effective Date and, unless earlier terminated in accordance with this Agreement, and will continue to apply to all Ordering Documents for the duration of such Ordering Documents. Notwithstanding the foregoing, Customer’s obligations pursuant to this Agreement will continue to apply to any use of the Services by a User. Except as otherwise specified in the applicable Ordering Document or where prohibited by applicable Law, the Ordering Document and all non-expiring items added during the course of the Order Term, will automatically renew for additional periods equal in duration to the original Order Term or one year, whichever is shorter, unless either party gives the other notice of non-renewal at least 30 days before the end of the Order Term (or, if applicable, any renewal of the Order Term). The foregoing will not apply to any SOWs, which will terminate as stated therein.
2. Right to Suspend. Company may suspend Customer’s Account: (i) for non-payment or untimely authorization of payment; (ii) at any time without notice for conduct that it believes, in its sole discretion, violates: 1) this Agreement or other agreements or guidelines which may be associated with Customer’s use of the Services; or 2) any Laws applicable to Customer’s use of the Services; or (iii) If Customer does not log into its account for more than 700 days (“Inactive Account”). INACTIVE ACCOUNTS HAVE 30 DAYS TO BECOME ACTIVE OR THE ACCOUNT AND ITS DATA MAY BE PERMANENTLY REMOVED FROM COMPANY’S DATABASE.
3. Termination. Either party may terminate this Agreement or any individual Ordering Document as follows: (a) for cause if the other party materially breaches this Agreement or an Ordering Document and does not remedy such breach within 30 days after its receipt of written notice of such breach; or (b) immediately if the other party: (i) terminates its business activities or becomes insolvent, (ii) admits in writing to the inability to pay its debts as they mature, (iii) makes an assignment for the benefit of creditors, or (iv) becomes subject to direct control of a trustee, receiver or similar authority. Customer agrees that Company will not be liable to Customer or to any third party for termination of Customer’s access to the Services resulting from any violation of this Agreement by Customer. Company may terminate this Agreement or any individual Ordering Document at any time in its sole discretion.
4. Effect of Termination. Upon expiration or termination of this Agreement: (a) Customer’s right to use the Services will cease, and Company will have no further obligation to make the Services available to Customer; (b) except as otherwise expressly stated herein, all rights granted to Customer under this Agreement will cease; (c) Customer will pay fees for the entire Order Term under all Ordering Documents in effect prior to the termination date, less any fees already paid pursuant to such Ordering Documents; and (d) Company may delete Customer Content and/or any archived data within 30 days after the date of expiration or any termination of this Agreement. Any statutory retention requirements with respect to Customer Content remains Customer’s responsibility.
5. Survival. The AUP and the following sections of this Agreement will survive termination or expiration of this Agreement: 1 (Definitions), 2 (Agreement Structure), 3.F (Beta Features), 3.H (Professional Services Terms), 3.I.v (Indemnification for End Clients), 4 (Third Party Services), 5 (Payment Terms), 6 (Intellectual Property), 7.A (Confidential Information), 7.D (Privacy Notice), 7.E (Sensitive PII), 7.F (EU Personal Data Transfer), 8.C (Customer Warranties), 8.D (Cookies and Use of Cookies and Tracking Technology), 9 (Disclaimers), 10 (Indemnification), 11 (Limitation of Liability), 12.D (Effect of Termination), 12.E (Survival), and 13 (General). In addition, termination, cancellation or completion of an Ordering Document will not relieve either party of any previously accrued obligations or of any obligations which by their nature are intended to survive termination, cancellation or expiration.
GENERAL.
1. Headers. The headings in the Agreement do not affect its interpretation. References to sections are to sections of this Agreement.
2. Force Majeure. Company will not be liable for any delays or failure in performance of any part of the Services, from any cause beyond Company’s control. This includes, but is not limited to, acts of God, changes to Laws, embargoes, war, terrorist acts, riots, fires, earthquakes, nuclear accidents, floods, strikes, power blackouts, and acts of hackers or third party internet service providers.
3. Notices. Notices to Customer will be effective when Company posts them to Customer’s Account or sends them to the email address associated with Customer’s Account. Notices to Company will be effective when delivered to [email protected], with a copy to [email protected].
4. Governing Law. The Laws of the State of Austin, Texas, excluding its conflict of Laws rules, will apply to any and all disputes arising out of or relating to the Services or this Agreement (“Disputes”). All legal actions in connection with a Dispute under this Agreement will be subject to the non-exclusive jurisdiction of the courts exercising jurisdiction in Austin, Texas and courts of appeal from them. The United Nations Convention on Contracts for the International Sale of Goods (the “Vienna Sales Convention 1980”) is excluded from this Agreement.
5. Disputes. Customer and Company each agree to exclusively arbitrate any and all Disputes. Any dispute, controversy, or claim arising out of, relating to, or in connection with this contract, including any questions regarding its existence, validity, or termination, shall be resolved by arbitration in accordance with the ACICA Arbitration Rules. The seat of arbitration shall be Austin, Texas. The language of arbitration shall be English.
6. Remedies. Each party acknowledges and agrees that any actual or threatened breach of the AUP will constitute immediate, irreparable harm to the Company for which monetary damages would be an inadequate remedy, that injunctive relief is an appropriate remedy for such breach, and that if granted, the breaching party agrees to waive any bond that would otherwise be required. If any legal action is brought by a party to enforce this Agreement, the prevailing party will be entitled to receive its attorneys’ fees, court costs, and other collection expenses, in addition to any other relief it may receive from the non-prevailing party.
7. U.S. Government End-Users. If the end user of the Services is the U.S. federal government (including any federal agency), then the following will apply: (a) Government technical data and software rights related to the Services include only those rights described herein; and (b) if a government agency has a need for rights not conveyed under this Agreement, it must negotiate with Company to determine if there are acceptable terms for transferring such rights, and a mutually acceptable written addendum specifically conveying such rights must be included in any applicable contract or agreement. The Services, including all documentation, are “Commercial Items,” as that term is defined at 48 C.F.R. §2.101, and consist of “Commercial Computer Software” and “Commercial Computer Software Documentation.”The Commercial Computer Software and Commercial Computer Software Documentation are licensed to U.S. Government end users:
  1. only as Commercial Items,
  2. with the same rights as all other end users, and
  3. according to this Agreement.
8. Export Control. The Services made available by Company may be subject to the export control Laws of the United States and other jurisdictions. Customer shall comply with all applicable export Laws, and, without limiting the generality of the foregoing: (a) Customer represents that it is not named on any U.S. government list of persons or entities prohibited from receiving exports; and (b) Customer shall not permit Users to access or use Services in violation of any U.S. export embargo, prohibition or restriction.
9. Anti-Corruption. Customer agrees that Customer has not received or been offered any illegal or improper bribe, kickback, payment, gift, or thing of value from any of Company’s employees or agents in connection with this Agreement. Reasonable gifts and entertainment provided in the ordinary course of business do not violate the above restriction. If Customer hears of any violation of the above restriction, Customer will use reasonable efforts to promptly notify Company’s Legal Department at [email protected].
10. Assignment. Neither this Agreement nor any right or obligation under this Agreement may be transferred, assigned or delegated by Customer, by operation of Law or otherwise, without the prior written consent of Company. Any attempted assignment or transfer in violation of the foregoing shall be null and void ab initio and shall not confer any rights or remedies upon any person or entity not a party hereto. This Agreement may be assigned or transferred by Company without the consent of the Customer. Subject to the foregoing, this Agreement will be binding upon and will inure to the benefit of the Parties and their respective representatives, heirs, administrators, successors and permitted assigns.
11. Relationship of the Parties. The Parties are independent contractors. This Agreement does not create a partnership, joint venture, agency, or fiduciary relationship between the Parties. Each party will be solely responsible for payment of all compensation owed to its employees, as well as employment related taxes. No rights for third party beneficiaries are created by this Agreement. Nothing in this Agreement is intended to confer any rights or remedies on any person or entity which is not a party to this Agreement.
12. Non Solicitation. During the Term, and for a period of one year thereafter, Customer shall not solicit for hire, on behalf of itself or any other organization, any personnel of the Company with whom Customer has had contact pursuant to the relationship established under this Agreement. If Customer violates this Section 13.L, Customer shall pay Company an amount equal to the aggregate compensation paid by Company to the solicited employee in the six months preceding Customer’s solicitation of such employee.
13. Waivers. Any waiver by Company must be in writing and signed by an authorized Company representative. No waiver by Company of any breach of this Agreement will be a waiver of any preceding or succeeding breach. No failure or delay by Company in enforcing any right or provision under this Agreement will be construed as a waiver of such right or provision or of any other right or provision.
14. Severability. If any provision of this Agreement is held invalid, illegal or otherwise unenforceable, it shall be deemed modified to render it enforceable while preserving the Parties’ original intent to the fullest extent, and the rights and obligations of the Parties shall be construed and enforced accordingly. If the provision cannot be modified, then that provision will be deemed severed from this Agreement and all other provisions will remain in full force and effect.
15. Electronic Signatures. This Agreement and any Ordering Document may be executed in one or more counterparts, each of which when so executed and delivered or transmitted by facsimile, e-mail or other electronic means, shall be deemed to be an original and all of which taken together shall constitute but one and the same instrument.

Last Modified on June 14, 2019

Additional Terms

ADVANCED SEGMENTATION TERMS

DEFINITIONS. In addition to terms defined elsewhere in the Agreement, the definitions below will apply to capitalized words in these Advanced Segmentation Terms. Capitalized words in these Advanced Segmentation Terms that are not otherwise defined herein shall have the meaning ascribed in the Agreement.
1. “Agreement” means, as applicable, either the: 1) Terms of Use Agreement located at blendedmail.com/terms-of-use, as updated from time to time; or 2) a superseding written agreement for use of the Services executed by and between Company and Customer.
2. “Advanced Segmentation” means the feature offering that allows Customers to create Segments within their Subscriber Lists with relative date rules.
3. “Attribute Data” means a Subscribers stated interests, preferences, demographics, and other information about a Subscriber to be included in a Custom Field.
4. “Behavioral Data” means data about Customer’s customers or prospects interaction with emails sent via Blended Mail (for example user name, postal address, e-mail address, IP address and phone number, date and time of activity).
5. “Confirmation” means written documentation in a form and including substance reasonably satisfactory to Blended Mail that evidences Customer’s acceptance of the Segment Rule setup.
6. “Custom Fields” means the extra fields added by a User to a Subscriber List that allows the User to store Attribute Data about their Subscribers.
7. “Implementation Support” means the initial set-up of Customer’s Advanced Segmentation integrations and Segment Rules, as further clarified in Section 2 below.
8. “Ongoing TAM Support” means the creation and ongoing management of Segment Rules. For clarity, Ongoing TAM Support will only include activities related to Advanced Segmentation features.
9. “Process(ing)” means any operation or set of operations which is performed on data or on sets of data, whether or not by automated means, such as collection, recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure or destruction.
10. “Segment” means a sub-list of Subscriber’s within a Subscriber List that meet the Subscriber Data criteria as selected by the User.
11. “Segment Rule” means the rule structure for segmentation of data created in accordance with Customer’s instructions.
12. “Subscriber Data” means all Attribute Data and Behavioral Data.
13. “Technical Account Manager” or “TAM” means the dedicated Blended Mail account manager that will help Customer setup and manage Advanced Segmentation features and Segment Rules.
IMPLEMENTATION AND ONGOING SUPPORT.
1. Customer will send the TAM a Segment creation request via email, weekly status, or standard form provided by Blended Mail.
2. Once Segment Rules are created, the TAM will provide Customer with a snapshot of the Segment Rule setup.
3. Once Customer provides Confirmation of the Segment Rule, the TAM will implement the Segment Rule.
1. Customer acknowledges and agrees that the Advanced Segmentation feature and Segment Rules may only be set up with the support of a TAM.
2. Account Setup. Customer shall instruct the TAM which Subscriber Lists within Customer’s Blended Mail account Customer wishes to segment using the Advanced Segmentation feature.
3. Segment Creation. The TAM will create and implement Segment Rules for the creation of Segments, as instructed by the Customer, in accordance with the following procedure:
SUBSCRIBER DATA.
1. Duplicate Custom Fields. Customer understands and acknowledges that if the Subscriber Lists used for Advanced Segmentation features have duplicate Custom Field titles across such Subscriber Lists, then any new Attribute Data associated with the Custom Field may augment or replace the underlying data about a Subscriber included in such Subscriber Lists causing that Subscriber to be included in (or excluded from) a Segment that they would not otherwise have been included in (or excluded from). Customer agrees not to include duplicate Custom Fields across Subscriber Lists used for Advanced Segmentation unless Customer has obtained the right to augment and/or replace Attribute Data in the foregoing manner.
2. Subscriber Data Processing.
  1. Customer acknowledges and agrees that in order to provide the Advanced Segmentation features, Blended Mail will Process Subscriber Data on behalf of Customer in the manner instructed by Customer and at Customer’s direction.
  2. Customer acknowledges and agrees that Blended Mail cannot control the manner in which Customer obtains Attribute Data and collection and sharing of Attribute Data with Blended Mail is at Customer’s sole control and discretion.
  3. Customer represents and warrants that Customer has, in compliance with applicable Laws, informed all persons whose Subscriber Data is Processed (whether in anonymous or identifiable form):
    1. of the purpose for which that information was collected;
    2. that Customer may provide Subscriber Data to its vendors and/or service providers for the purposes of use in relation to the Services;
    3. that Subscriber Data may be combined with other information the Customer has on file about them; and
    4. that Subscriber Data may be processed and/or stored by Customer’s vendors and/or service providers on servers located in the United States of America.
  4. Customer further represents and warrants that Customer has, in compliance with applicable Laws, obtained the consent of all persons whose Subscriber Data is collected (whether in anonymous or identifiable form) for the Processing of their Subscriber Data by Customer’s vendors and service providers for the purposes for which Customer is processing such Subscriber Data.
  5. Customer further represents and warrants that Blended Mail’s Processing of such Subscriber Data on behalf of Customer, as instructed by Customer, does not violate any Laws or rights of any third party, including without limitation any Intellectual Property Rights, rights of privacy, or rights of publicity.
3. Upon request by Blended Mail, Customer shall have an authorized director or officer provide written certification that proper notices and consents have been obtained as required by applicable Laws.
AGENCY. Customer represents and warrants that if Customer is using the Agency or Reseller version of the Services, Customer will not co-mingle, will not instruct a TAM to co-mingle, and will not cause to be co-mingled, any of its End Client’s User Content, including any Subscriber Data obtained while using the Advanced Segmentation features.
MULTI-TEAM ACCOUNTS. Unless otherwise expressly communicated in writing to the TAM, if Customer has multiple teams set up within its account and Customer is not acting as an Agency or Reseller, Customer represents and warrants that:
1. they have provided the legally required notices and obtained any legally required consents to share, modify, update, and append Subscriber Data among multiple team accounts; and
2. doing so will not violate any Law or third party’s privacy, intellectual property, other other rights.
DISCLAIMERS. BLENDED MAIL DOES NOT GUARANTEE THAT ACCOUNT SETUP OR SEGMENT RULE SETUP IS ERROR-FREE. THE TAM SERVICES AND ANY RELIANCE BY CUSTOMER UPON THE TAM SERVICES, INCLUDING ANY ACTION TAKEN BY CUSTOMER BECAUSE OF SUCH USE OR RELIANCE, IS AT CUSTOMER’S SOLE RISK.
TRANSITION. Customer acknowledges and agrees that a new version of Blended Mail with incorporated Advanced Segmentation features may become available during Customer’s Order Term or a renewal thereof and that this new version will replace the Advanced Segmentation features made available through a TAM. Upon release of such new version, Customer hereby agrees to be transitioned to such new version for the remainder of Customer’s then-current Order Term. Customer shall have access to all features included in the current Advanced Segmentation offering except for access to a TAM. Notwithstanding the foregoing, Customers on a Premier version of Blended Mail will continue to have access to a Customer Success Manager who will help with reasonable transition related activities. Upon renewal, Customer will be charged fees associated with the new version of Blended Mail with Advanced Segmentation features unless the Parties expressly agree in writing prior to Customer’s renewal.

Last Updated March 14, 2019

Acceptable Use Policy

PLEASE READ THIS ACCEPTABLE USE POLICY (THE “AUP”) CAREFULLY BEFORE USING ANY SERVICES AVAILABLE AT BLENDEDMAIL.COM (THE “SITE”). IF YOU DO NOT ACCEPT THIS AUP, DO NOT USE THE SERVICES. YOU MAY NOT USE THE SERVICES IF YOU ARE OUR COMPETITOR.

This AUP (as modified from time to time by Blended Mail in its sole discretion) is a legal agreement between You (“Customer”, “You”, “Your”) and Blended Mail Pty Ltd (“Blended Mail”, “Company”) and deﬁnes the terms and conditions under which You are allowed to use the Services (as defined below). This AUP forms a part of the Agreement and takes effect as soon as You begin using the Services.

By using the Services, You agree that the provision and receipt of Services are expressly conditioned on the acceptance of the terms in this AUP. If You enter into this AUP or use the Services on behalf of an entity, You represent and warrant that You have the authority to accept this AUP on the entity’s behalf.

In order to use the Services, You must:

be at least 18 years old;
complete the registration process;
agree to this AUP; and
provide true, complete, and up to date contact information to Company.

DEFINITIONS. In addition to terms defined elsewhere in this AUP, the definitions below will apply to capitalized words in this AUP. Capitalized words in this AUP that are not otherwise defined herein shall have the meaning ascribed in the Agreement.
1. “Agreement” means, as applicable, either the: 1) Terms of Use Agreement located at blendedmail.com/policies/#terms-of-use, as updated from time to time; or 2) a superseding written agreement for use of the Services executed by and between Company and Customer.
2. “Cookie Notice” means the Company’s Cookie Notice located at blendedmail.com/policies/#cookie-policy, as updated from time to time.
3. “Contact(s)” means, other than Users, any identified or identifiable natural person: 1) whose information is stored, transmitted, or otherwise ‘processed’ (as defined by the GDPR) via the Services by Customer; and/or 2) to whom Customer sends, transmits, or otherwise engages with via the Services. For example, a subscriber to Customer’s marketing communications is a “Contact”.
4. “Law(s)” means any and all applicable laws, regulations, statutes, rules, orders and other requirements of any international, federal, state or local governmental authority, including where applicable, the Regulation 2016/679 of the European Parliament and of the Council on the protection of natural persons with regard to the processing of Personal Data and on the free movement of such data (the, “General Data Protection Regulation” or “GDPR“). Where relevant to the Customer’s or User’s obligations, when assessing “applicability”, Customer and User shall take into account the Governing Law in in the Agreement and the Laws relating to both the jurisdiction where User is using the Services and the jurisdiction where the Contact resides.
5. “Malicious Code” means harmful or malicious code, files, scripts, agents, programs, or the like designed or intended to have, or capable of performing or facilitating, any of the following functions: disrupting, disabling, harming, corrupting, or otherwise impeding in any manner the operation of, or providing unauthorized access to, a computer system, database, or network (or other device on which such code is stored or installed), including but not limited to viruses, worms, time bombs, and Trojan horses.
6. “Privacy Notice” means the Company’s Privacy Notice located at blendedmail.com/policies/#privacy-policy, as updated from time to time.
7. “User” means any person, other than Company employees or agents engaged in providing support or implementation services to Customer, accessing and/or using the Services through Customer’s Account.
CUSTOMER AND USER OBLIGATIONS.
1. Customer agrees to, and where applicable, shall ensure that Users agree to:
  1. keep contact information for Customer’s Account updated and promptly respond to queries from Company;
  2. use reasonable efforts to prevent unauthorized access to or use of the Services, and notify Company promptly of any such unauthorized access or use;
  3. be responsible for ensuring that User’s computer systems, technology, or other similar items used in connection with the Services do not interfere with or disrupt the integrity or performance of the Services; and
  4. use the Services in compliance with Laws, the Agreement, and this AUP, and the Anti-Spam Policy available at blendedmail.com/policies/#anti-spam.
2. Privacy, Cookies & Tracking Technologies. Customer understands and acknowledges that the Privacy Notice explains how Company handles data processed by and through the Services. Customer hereby acknowledges and agrees that Company will handle data in accordance with the Privacy Notice. Customer agrees to adopt, maintain, and post a privacy notice that: 1) takes into account the data processing activities described in the Privacy Notice; and 2) complies with all requirements imposed by Laws (particularly as such notice relates to notice, consent, and disclosure in connection with the collection, sharing, and use of any information about a Contact). In addition, Customer and its Users acknowledge that the Services employ the use of cookies and similar tracking technologies (“Cookies”), as further described in Company’s Cookie Notice. Accordingly, Customer represents and warrants that each Contact is provided with clear and comprehensive information about, and consents to, the storing and accessing of cookies and/or other information on the Contact’s device where such activity occurs in connection. Customer and its Users shall promptly notify Company if they are unable to comply with the above obligations.
ACCESS LIMITS. The Services may be accessed by no more than the specified number of Users allotted to Customer’s Ordering Document (unless Customer is allotted unlimited Users). User licenses cannot be shared or used by more than one User; provided, however, User licenses may be reassigned to replace former Users who no longer require ongoing use of the Services.
RESTRICTIONS ON USE.
1. Except where the following restrictions are prohibited by Law, Customer shall not, and shall not permit any Users or third parties to, directly or indirectly:
  1. access or use the Services except as permitted in the Agreement and this AUP;
  2. host images or content on Company servers or through the Services for any purpose other than for the purpose of using the Services;
  3. use the Services to store or transmit Malicious Code;
  4. interfere with or disrupt the integrity or performance of the Services or third party data contained therein;
  5. use the Services in any other manner that puts an excessive burden on the bandwidth of the Services;
  6. hack, violate, attempt to violate, attempt to gain unauthorized access to the Services or their related systems or networks;
  7. attempt to probe, scan, or test the vulnerability of the Services or perform any penetration testing against or on the Services; or
  8. use the Service to encourage or facilitate any illegal activities; or break any Laws, including but not limited to those related to e-commerce, defamation or privacy.
2. Intellectual Property Restrictions. Customer shall not (and shall not permit any third party to):
  1. except as expressly permitted in writing by Company, sell, resell, rent, or lease the Services or any part of the Services;
  2. remove or alter trademark, logo, copyright, or other proprietary notices or labels from the Services;
  3. copy, frame or mirror any part or content of the Services, other than in connection with Customer’s permitted use of the Services for Customer’s own internal business purposes;
  4. create derivative works based on the Services;
  5. reverse engineer, reverse assemble, decompile, or attempt to discover or extract the source code, object code, underlying structure, or algorithms, found at or through the Services or any software, documentation, or data related to the Services;
  6. access the Services in order to (a) build a competitive product or service; (b) copy any features, functions or graphics of the Services; (c) for purposes of monitoring the availability, performance or functionality; or (d) for any other benchmarking or competitive purposes. No rights are granted to Customer other than as expressly set forth in the Agreement.
3. Customer Content. Customer acknowledges and agrees that Customer is responsible for the nature and content of all of the Customer Content, including but not limited to, for the accuracy, quality, integrity and legality of the Customer Content and of the means by which Customer and its Users acquire Customer Content. Except where the following restrictions are prohibited by Law, Customer shall not, and shall not permit any Users or third parties to, directly or indirectly, use the Services to process, store, transmit, link to, display, or solicit content:
  1. about or relating to: individuals under 18 years of age; pornography, nudity, adult novelty items, escort services; financial information, stock trading, FOREX, mortgages and loans, insurance, debt collection, credit repair, offers to make money online or work from home businesses, payday lender related content, the production, sale, exchange, storage, or marketing of Cryptocurrencies and Initial Coin Offerings, Penny Stocks; gambling related content (including but not limited to poker, casino games, horse and dog racing, and betting on college and pro sporting events); horoscopes, dating services, daily deals, coupons, paid surveys, lead generation services, affiliate or multi-level marketing, Ponzi schemes; DJ/nightclub, event/club promotions/party lists; the selling of personal data of any kind, list brokers or list rental services; recruitment or job-seeking services; firearms, bombs, grenades, or other weapons; pharmaceuticals, drugs (illegal or otherwise), diet advice, nutritional advice, supplements; illegal goods or software (including but not limited to pirated computer programs), viruses, or any other content that Company deems inappropriate in Company’s sole discretion; violence against any governments, organizations, groups, or individuals or which provides instruction, information or assistance in causing or carrying out such violence;
  2. that is defamatory, libelous, offensive (including hate speech, blatant expressions of bigotry, prejudice, racism, hatred, or excessive profanity), obscene, lewd, lascivious, filthy, threatening, excessively violent, harassing, or otherwise objectionable (as determined by Company in Company’s sole discretion); and/or
  3. that violates or infringes: 1) any applicable local, state, federal, and international Laws; or 2) the rights of a third party (including a third party’s privacy and/or intellectual property rights).
4. Sensitive PII. Customer understands and acknowledges that the Services are not configured to process, receive, and/or store: 1) protected health information (“PHI”), as that term is defined under the Health Insurance Portability and Accountability Act (“HIPAA”); 2) “nonpublic personal information” as defined under the Gramm-Leach-Bliley Financial Modernization Act of 1999 (“GLBA”); 3) data on any minor under the age of thirteen that would be subject to the Children Online Privacy Protection Act (“COPPA”); 4) card holder data under the Payment Card Industry Data Security Standard; 5) personal data revealing racial or ethnic origin, political opinions, religious or philosophical beliefs, or trade union membership, and the processing of genetic data, biometric data for the purpose of uniquely identifying a natural person, data concerning health or data concerning a natural person’s sex life or sexual orientation (the “special categories of personal data” identified in Article 9 of GDPR); or 6) social security numbers, driver’s license or state identification number or other government related identifier, financial account numbers (i.e., credit card, checking account, savings account, etc.), medical, employment, criminal records, or insurance numbers, passport numbers, or other highly sensitive personally identifiable information, (collectively, “Sensitive PII”). As such, Customer agrees not to, and not to permit Users to, transmit, request, provide Company with access to, submit, store, or include any Sensitive PII through the Services. Customer agrees that Company may terminate this Agreement immediately, without refund, if Customer is found to be in violation of this clause.
COMPANY’S RIGHTS.
1. Monitoring. Company reserves the right to inspect and monitor Customer’s Account and Customer Content at any time, without notice, to ensure compliance with the terms of this AUP. In connection with the foregoing, Customer agrees to promptly provide records and/or other information requested by Company. Company reserves the right to limit Customer’s access to Customer’s Account at any time if Company believes, in its sole discretion, that Customer or its Users have violated or may violate any terms set forth in this AUP.
2. Disclosure. Company shall have the right to disclose communications between (i) Customer and (ii) its email recipients and other users of its services to the extent required by law, including without limitation as required by legal process or court order. Company shall have no obligation to notify Customer of requests for such disclosures except as otherwise required by this AUP or the Agreement.
3. Right to Remove, Suspend, Terminate. Company may, in its sole discretion, remove any Customer Content, suspend, or terminate Customer’s use of the Services for any actual or alleged breach of this AUP at any time. For clarity, removal, suspension, or termination pursuant to this clause will not terminate Customer’s obligation to pay fees owed to Company.

Last Updated on March 14, 2019

Anti-Spam Policy

PLEASE READ THIS ANTI- SPAM POLICY (THE “ANTI-SPAM POLICY”) CAREFULLY BEFORE USING ANY SERVICES AVAILABLE AT BLENDEDMAIL.COM (THE “SITE”). IF YOU DO NOT ACCEPT THIS ANTI-SPAM POLICY, DO NOT USE THE SERVICES.

At Blended Mail, we take anti-spam compliance very seriously. While anti-spam laws like the U.S. CAN-SPAM Act are a step in the right direction for reducing the spam problem, we don’t feel they go far enough. Our definition of spam goes beyond the laws in most countries and encompasses what we believe to be true permission-based email marketing. Our Software is directly integrated into the spam reporting systems of major ISPs. Your compliance with this Anti-Spam Policy will help ensure that we maintain our reputation and white-list status with major ISPs and whitelisting programs, which in turn, will ensure that you, our customer, retain high deliverability rate and get the most out of our Services.

Throughout this Anti-Spam Policy references to “Company” are references to Blended Mail, and references to “Customer” are to you, a user of the Services.

DEFINITIONS. In addition to terms defined elsewhere in this Anti-Spam Policy, the definitions below will apply to capitalized words in this Anti-Spam Policy. Capitalized words in this Anti-Spam Policy that are not otherwise defined herein shall have the meaning ascribed in the Agreement or Acceptable Use Policy (as applicable).
1. Acceptable Use Policy” means Company’s Acceptable Use Policy located at blendedmail.com/policies/#acceptable-use-policy, as updated from time to time.
2. “Agreement” means, as applicable, either the: 1) Terms of Use Agreement located at blendedmail.com/policies/#terms-or-use, as updated from time to time; or 2) a superseding written agreement for use of the Services executed by and between Company and Customer.
3. “Anti-Spam Laws” means any and all applicable Laws regulating the transmission of electronic messages.
4. “Contact(s)” means, other than Users, any identified or identifiable natural person: 1) whose information is stored, transmitted, or otherwise ‘processed’ (as defined by the GDPR) via the Services by Customer; and/or 2) to whom Customer sends, transmits, or otherwise engages with via the Services.
5. “Customer List” is a list of Contacts uploaded to the Services or created on or via the Services.
6. “Distribution Email Address” means an email address associated with a distribution list that enables a User to send an email to multiple recipients by sending that email to the single email address associated with the distribution list.
7. “Permission” means permission obtained from an individual, in compliance with Section 3 below, to receive communications from Customer that was either: 1) obtained within the preceding 12 months; or 2) obtained at anytime and ongoing communications have been sent to the individual over the course of the preceding 12 months.
8. “Privacy Notice” means the Company’s Privacy Notice located at blendedmail.com/policies/#privacy-policy, as updated from time to time.
9. “Spam”, as used herein, is any email or other communication sent by a User: 1) to an individual who has not given the User their Permission to do so; and/or 2) is marked as “spam” or “junk” mail by the recipient.
10. “Transactional Messages” will have the meaning ascribed by applicable Laws.
11. “Transactional Email Feature” means the feature of the Services that allows a User to automatically send communications upon the occurrence of a trigger action.
REQUIRED CONTENT.
1. Unsubscribe Link. Unless expressly agreed by Company in advance in writing, Customer must ensure that all emails sent through Customer’s Account contain a Company (or other Company-approved) “unsubscribe” link, in form and substance satisfactory to Company, that: 1) allows Contacts to instantly and permanently remove themselves from the applicable Customer List, 2) presents unsubscribe instructions in a clear and conspicuous way, and 3) remains operational for a period of 30 days after sending the email. Customer must monitor, correct, and process unsubscribe requests immediately and ensure that Users do not remove, disable or attempt to remove or disable such link. Customer understands that instead of using the opt-out link provided, some Contacts may use other means to submit a request to Customer to opt them out. In such cases, Customer agrees to unsubscribe any such Contact manually, by changing the Contact’s mailing status to “opt-out” using the tools provided inside Customer’s Account within 10 business days from the opt-out request.
2. Contact Information. Each email must clearly and accurately identify the individual or organization that authorized the sending of the email (“Authorizing Party”). This means that if Customer is sending messages on behalf of an Authorizing Party, the Authorizing Party must be identified. For example, if a marketing agency is sending an email on behalf of its client, the client must be identified. To the extent required by law, identification must include the correct legal name of the Authorizing Party, a registered business number, legitimate physical address, and contact details. All identification information should remain valid for at least 30 days after the email is sent.
3. Other Required Information. Customer shall ensure that communications sent through Customer’s Account are truthful and subject lines that are in no way false or misleading as to the nature of the content contained in the email. All emails must state the reason the Contact is receiving the message. For example, “You are receiving this message from ABC Company because you signed up for our email list at abc.com.”
PERMISSION.
1. Customer Representations. Customer represents and warrants that Customer has provided all disclosures required by Law in conjunction with obtaining Contact’s Permission. Customer further represents and warrants that Customer has not used any false or misleading information, names, email addresses, subject lines, or other information for the purpose of or in connection with obtaining Contact’s Permission.
2. Obtaining Permission. Customer must retain records of any Permission received and shall provide such records to Company immediately upon request. Permission must be obtained in one of the ways described below. A Contact:
  1. fills out or opts in via an web form subscribing to receive marketing communications from Customer; provided that the form does not contain any pre-selected fields;
  2. completes an offline form that expressly indicating their willingness to receive marketing communications from Customer;
  3. gives Customer their business card; provided that Contact was informed that by providing the business card to Customer, Contact was indicating their willingness to receive marketing communications from Customer;
  4. has a clear relationship with Customer, as an individual that (a) pays dues or a subscription fee to belong to Customer’s organization, or (b) has purchased a good or service from Customer within the preceding 12 months, in the course of which Customer obtained that Contact’s email address and there is a reasonable expectation that the Contact would consent to receiving emails; or
  5. otherwise provides Customer with their express written permission to receive marketing communications from Customer.
3. Scope of Permission. Customer shall not send emails to Contacts on any topic that exceeds the scope of the topic that Contact has given Customer Permission to email them about. Where a Contact has provided Permission for specific individual or organization to contact them, that Permission may not be transferred to another individual or organization. Any Permission obtained from a Contact will be exclusive to Customer and will not extend to Customer’s Affiliates, unless such Permission was also granted to such Customer Affiliate.
APPROVALS, RESTRICTIONS, & COMPLIANCE.
1. Account Approval. Company may request specific information about Customer’s Permission practices and email marketing activities prior to allowing access to Company’s sending infrastructure at Company’s discretion. Unless otherwise expressly agreed by Company, Customer may not send any emails using the Services until Customer’s Account has been approved by a member of Company’s trained compliance team. Such approval may be withheld in Company’s sole discretion.
2. Bulk Uploads. Prior to any bulk and/or large Contact list uploads to the Services, Customer must obtain Company’s prior written approval, which may be withheld in Company’s sole discretion.
3. Company API. The Services provide API Calls (“Calls”) to facilitate certain account activities without relying on the Service’s main application interface. These Calls are governed by the same policies set forth herein. The Customer and its Users shall not use the API to circumvent Company’s efforts to facilitate Permission- based sending via the Services. Company may dictate, in its sole discretion, permissible use of the API and Calls. Any improper use of the API, as solely determined by Company, will be grounds for immediate termination of Customer’s account.
4. Prohibited Uses. There are some list collection methods, sending practices, and models of business which are irreconcilably at odds with Company’s permission policy or which represent untenable risk to the reputation of Company’s sending infrastructure. Customer shall not:
  1. mail to Distribution Email Addresses, emails addresses copied or scraped from the internet (or to Contact email addresses otherwise programmatically obtained from any physical or electronic source); newsgroups, purchased, loaned, or rented lists;
  2. mail to any Contacts obtained from a third party (unless such third party specifically obtained Permission from the Contact for Customer to mail them);
  3. mail to co-promotion lists, where more than one potential sender is given access to email addresses collected without the recipient’s willful, sender-specific consent;
  4. use the Transactional Email Feature to send non-Transactional Messages to Contacts unless you have Permission to do so;
  5. use the Services to administer illegal contests, pyramid schemes, chain letters, multi-level marketing campaigns, or conduct any illegal activities; and
  6. take known demographic information and append it to information Customer obtains from a third party for the purpose of emailing an individual who has not otherwise provided Permission in compliance with this Anti-Spam Policy.
5. Compliance. Customer acknowledges that the Services allow Customer to upload data related to Contacts and also to track Contacts engagement with emails sent using the Services. Customer represents and warrants that Customer has complied with all notice, disclosure, consent, and other requirements imposed by applicable Laws prior to uploading information about a Contact to Customer’s Account. Customer further represent and warrants that Customer shall comply with the Acceptable Use Policy, Agreement, and all applicable Laws in connection with Customer’s use of the Services.
COMPANY’S RIGHTS AND OBLIGATIONS.
1. Contacts. Company will not use Contacts’ information for any purpose other than those related to the Services and as otherwise described in Company’s Privacy Notice.
2. Monitoring. Company reserves the right to inspect and monitor Customer’s Account and Customer Content at any time, without notice, to ensure compliance with the terms of this Anti-Spam Policy. In connection with the foregoing, Customer agrees to promptly provide records and/or other information requested by Company. In addition, Company reserves the right, but has no obligation, to:
  1. scan every campaign for the existence of an unsubscribe link. If an unsubscribe link is not detected, Customer will be informed and required to include Company’s unsubscribe link before sending additional email messages or Customer Content via the Services;
  2. monitor and meter the number of KiloBytes of data transferred when sending email messages; and
  3. monitor any and all Customer Content and Customer’s use of the Services to ensure compliance with this Anti-Spam Policy.
3. Abuse Complaints & Remediation. Emails sent through the Services may generate abuse complaints from Contacts. Customer is responsible for ensuring that email campaigns sent from Customer’s Accounts do not generate a number of abuse complaints in excess of industry norms. If Customer’s complaint rate exceeds industry norms, Company may immediately suspend Customer’s Account. In the event that Company sends Customer a notification requesting an explanation and tips for remediation, Customer must respond to Company’s requests promptly and provide its remediation plan. If Customer is unresponsive, does not implement remediation measures in accordance with Company’s recommendations within thirty (30) days of Company’s notification to Customer, and/or Customer continues to experience high complaint rates (as determined by Company in its sole discretion), then Company may lock Customer’s Account until the issue is resolved or until the end of the period specified by the contract.
4. Right to Terminate. Company may, in its sole discretion, remove any Customer Content, suspend, or terminate (without refund) Customer’s use of the Services for any actual breach of this Anti-Spam Policy at any time. For clarity, removal, suspension, or termination pursuant to this clause will not terminate Customer’s obligation to pay fees owed to Company.

If you feel you have received SPAM from our customer, write to us at [email protected]. If we find that our anti-SPAM policy has been violated, we may terminate violator’s account.

Last Updated on June 7, 2019

Privacy Notice

LAST UPDATED: January 2, 2020

OVERVIEW

Blended Mail Pty Ltd. and its affiliates (“Blended Mail“, “we” or “us“) are part of the CM Group family of brands that provides Software-as-a-Service (SaaS) and software products (“Services“) to our customers and clients (“Customers”). We may disclose your information to affiliates within the CM Group for customer support, marketing, technical operations, and account management purposes. This privacy notice (“Notice“) explains who we are, how we collect, use and share information that identifies you (directly or indirectly) (“Personal Information“), and how you can exercise your privacy rights.

This Notice covers the Personal Information we collect: (1) about Users of Blended Mail’s Services (see Section 2); (ii) about our User’s Subscribers (generally recipients of emails sent through the Blended Mail Services) (see Section 3); and (iii) through our Websites and in connection with our events, recruitment, sales and marketing activities (see Section 4). Additionally, CM Commerce Users and prospects will find specific information in the Website Visitor layer explaining how Blended Mail and CM Commerce work together as Affiliates with regard to processing personal data during the account creation process.

If you are resident in the EEA, please review the section headed “EEA Residents Data Protection Rights” for further information about the privacy rights available to you.

We recommend that you read this entire Notice to ensure you are fully informed.

However, to make it easier for you to review those parts of this Notice which apply to you, we have divided up the document into the following sections:

THE BASICS
- About Us.
- Key Terms.
BLENDED MAIL USERS
BLENDED MAIL USERS’ SUBSCRIBERS (GENERALLY EMAIL RECIPIENTS)
BLENDED MAIL WEBSITE VISITORS
GENERAL INFORMATION

THE BASICS
1. About Us. Blended Mail is a company headquartered in Austin, Texas. We provide email marketing software products and services that allow our Customers and their Users to build and send out marketing emails to their Subscribers. Through our application, our Customers can also store information about and track the engagement of their Subscribers. You can find out more about us and our products here.
2. Key Terms. In this Notice, the terms below have the meanings defined below:
  1. “Affiliates” and “Affiliates of our corporate group“, as used in this Privacy Notice, means a company that is directly or indirectly controlled by, or is under common control of Blended Mail. In particular, this includes companies under the Blended Mail brand, including Delivra, Inc. and Emma, Inc.
  2. “Customer” means the entity we have contracted with to provide the Services, which if you are an User, generally refers to the entity of which you are an employee, contractor, member or other participant.
  3. “Subscribers” means any individual: 1) whose information is stored or collected by our Users on or via the Services; and/or 2) to whom Users send emails to or otherwise engage or communicate with via the Services.
  4. “Services” means the Blended Mail email marketing software, products, applications, tools, and/or related services.
  5. “User” means any individual who has registered to use and access the Services under the Customer account and who directly builds, sends, collaborates on and/or reviews emails or forms through the Services.
  6. “Website” means any website we own and operate (such as www.blendedmail.com and any sub-domains).
BLENDED MAIL USERS This section applies to Personal Information we collect and process when you engage with us as a User of the Service. If you are not yet a User, Section 4 (applicable to visitors to our Websites) may be more applicable to you and your data. In this Section, “you” or “your’ refer to Users.
1. Information We Process.
  1. Information You Provide To Us. You may provide Personal Information to us through the Services – for example, when you sign up for a Blended Mail account to access the Services, consult with our customer success or support teams, send us an email or communicate with us in any other way. We will usually let you know prior to collection whether the provision of Personal Information we are collecting is compulsory or may be provided on a voluntary basis and the consequences, if any, of not providing the information. The information you provide to us, may include:
    1. Registration Information. You need a Blended Mail account to use the Services as a User. When you register for an account, we ask you to provide contact information such your name, email address, telephone number, job title, and organization name.
    2. Billing Information. If you purchase our Services, you may also need to provide us with payment and billing information such as your credit card details and billing address. We will also maintain a record of your purchases, transactional information, your Services history and usage, and any communications and responses.
  2. Information Collected Automatically. When you use the Services, we automatically collect certain information about your device and use of the Services. We may use cookies and other tracking technologies to collect some of this information. Our use of cookies and other tracking technologies is discussed more below, in more detail below and in our Cookie Notice.
    1. Device Information. We collect information from your device and applications you use to access our Services, such as your IP address, device attributes (for example: hardware model, operating system, web browser version, as well as unique device identifiers and characteristics), connection information (for example, name of your mobile operator or Internet Service Provider, browser type, language and time zone, and mobile phone number); and device locations (for example, internet protocol (IP) addresses and Wi-Fi information).
    2. Log data. Our web servers keep log files that record data each time a device accesses those servers and those log files contain data about the nature of each access, including originating IP addresses. We may also access metadata and other information associated with files that you upload into our Services, such as images.
    3. Information relating to your use of the Services. We collect usage data about whenever you interact with our Services, which may include the dates and times you access the Services, page views, which activities and features are used of our Services, crash logs, storage configuration settings, and technical data relating to the device(s) you are using to access and use the Services and the performance of the Services in doing so.
  3. Information We Obtain From Third Party Sources.We may receive information about you from other sources, including publicly available databases or third parties from whom we have purchased data, and combine this data with information we already have about you. This helps us to update, expand and analyze our records and provide Services that may be of interest to you. This Personal Information may include (for example), information such as your name, employer, job title, email address, phone numbers, and other company, contact, and/or employment information.
2. Why We Process Your Information. We process your Personal Information for our legitimate interests, which include:
  1. To Provide the Services. We process your Personal Information to provide the Services as follows: i) to identify who you are, including both for identification and authentication purposes; ii) to enable you to login and access your account; iii) to respond to your inquiries; iv) to provide you with customer support; v) to send you information as part of the Services; and vi) to provide you with information about your account, including renewals and changes in Services or your account status.
  2. To Market To You. To contact you with marketing and promotional information (in accordance with your marketing preferences) about products and services that we or our Affiliates offer, to provide advertising to you on third party sites (based on your browsing activities on the Website), and to send you information regarding us, our Affiliates, and/or our partners (see the section headed “Your Data Protection Rights” for information about how you can opt-out of receiving marketing communications from us at any time). Marketing data purchased from third parties may be combined with information we already have about you and may be used to create more tailored advertising and products.
  3. To Customize Services to You. To help us deliver a better and more personalized experience (for example, it enables us to tailor our Services according to your interests); and to build a profile about you so as to help direct you to other relevant features and Services we offer and help you in using our Services, by making recommendations for you to optimize use of our Services.
  4. To Improve Our Services. To create new Services, features, content or make recommendations; improve our Services for you and all Users; and to fix bugs and troubleshoot product functionality.
  5. For Business Analytics. To infer your geographic location based on your IP address; to track behavior at the aggregate/anonymous level to identify and understand trends in the various interactions with our Services; and to conduct internal business analysis based on meta-data about usage, feature adoption and forecasting.
  6. To Prevent Abuse/Illegal Activities. To screen for and prevent undesirable or abusive activity. For example, we have automated systems that screen content for phishing activities, spam, and fraud.
  7. For Legal Records. To identify who you are, including both identification and authentication purposes; to carry out our obligations and enforce our rights arising from any contracts entered into between you and us (including for billing and collection); and to respond to legal requests or prevent fraud. If we receive a subpoena or other legal request, we may need to inspect the data we hold to determine how to respond.
3. How We Share Your Information. In the following limited situations, we may disclose information that we collect or that you provide to us:
  1. to our contractors, service providers and other third parties who provide data processing services to us and with whom the sharing of your Personal Information is necessary to undertake the work e.g. to process billing, to analyze data, host data, to provide customer support and to deliver online and offline marketing communications about us and/or our Affiliates that we think will interest you.
  2. as required by law, such as to comply with any court order, subpoena or other law or legal process, when we believe in good faith that disclosure is necessary to protect our rights, protect your safety or the safety of others, investigate fraud, or respond to a governmental or regulatory request.
  3. to enforce our rights arising from any contracts entered into between you and us and for billing and collection.
  4. to Affiliates of our corporate group for customer support, marketing, technical operations, and account management purposes.
  5. to a buyer or other successor in the event of a merger, sale or transfer of some or all of Blended Mail’s assets.
4. Cookies And Tracking Technologies. We (and our partners and vendors) use various tracking technologies (such as cookies and similar technologies like pixels and web beacons) to collect and store information when you use the Services. For example, cookies allow us to collect information such as your IP address, browser, email client type and other similar details. We use this information to measure the performance of our application and to provide analytics information and enhance the effectiveness of our Services. We use page tags (also known as web beacons) in the emails we send to our Users. This means when you receive and engage with marketing messages we send to you, web beacons track certain behavior such as whether the email sent to you was delivered and opened. Links within these emails are tracked to show individual recipient’s clicks. For more information, read about our cookies and other tracking technologies in more detail in our Cookie Notice.
5. Children.
  1. Our Services are not intended for and may not be used by minors. “Minors” are individuals under the age of 13 (of under a higher age if permitted by the laws of their residence). We do not knowingly collect Personal Information from Minors or allow them to register. If it comes to our attention that we have collected personal data from a Minor, we may delete this information without notice. If you have reason to believe that this has occurred, please contact customer support.
  2. Customers and their Users are responsible for ensuring that their emails and data collection practices comply fully with applicable children’s data privacy protection legislation, such as the United States’ Children’s Online Privacy Protection Act (“COPPA“), including where relevant by obtaining parental consent prior to the collection of Personal Information. We rely upon our Customers to disclose whether or not their use is subject to COPPA.
6. Legal Basis For Processing Personal Information (EEA Residents Only).
  1. If you are a User resident in the EEA, then our legal basis for collecting and using Personal Information described above will depend on the Personal Information concerned and the specific context in which we collect it. However, where we are processing your Personal Information for our own purposes we normally rely on our legitimate interest to collect Personal Information from you, except where such interests are overridden by your data protection interests or fundamental rights and freedoms. Where we rely on our legitimate interests to process your Personal Information, they include the interests described in the sections above headed “Why We Process Your Information“.
  2. In some cases, we may rely on your consent or have a legal obligation to collect Personal Information from you or may otherwise need the Personal Information to protect your vital interests or those of another person. If we rely on consent to collect and/or process your Personal Information, we will obtain such consent in compliance with applicable laws.
  3. If you have questions about or need further information concerning the legal basis on which we collect and use your Personal Information, please contact us using the contact details provided under the “Contact Us” heading below.
7. Data Retention.
  1. We retain Personal Information we collect from you where we have an ongoing legitimate business need to do so (for example, to provide you with a Service you have requested or to comply with applicable legal, tax or accounting requirements).
  2. When we have no ongoing legitimate business need to process your Personal Information, we will either delete or anonymise Personal Information. If this is not possible (for example, because your Personal Information has been stored in backup archives), then we will securely store your Personal Information and isolate it from any further processing until deletion is possible.
  3. We will retain information we process on behalf of our Customers as a data processor for as long as needed to provide Services to our Customers (unless deletion is requested at an earlier time by the Customer) and as necessary to comply with our legal obligations, resolve disputes and enforce our agreements.
BLENDED MAIL USERS’ SUBSCRIBERS (GENERALLY EMAIL RECIPIENTS) This section applies to Personal Information we collect and process about our User’s Subscribers as a data controller when providing the Services. In this Section “you” or “your” refers to a Subscriber. IMPORTANT NOTE: Our Services are intended for use by our Customers. Their Users control the content of any Personal Information uploaded to the Services, the content of emails sent, forms built, and information provided at the point of data collection. Therefore, most of the time we collect and process Personal Information about our Customers’ Subscribers (like you), as a processor on behalf of our Customers (the controller). Blended Mail is not responsible for the privacy or security practices of our Customers, which may differ from those described in this Notice. We require our Customers to comply with all applicable laws and regulations and to provide Subscribers with notice of the collection of data as outlined in this Notice. To understand how Customers and their Users will use your Personal Information, you will need to directly contact the User who sent you the email or whose online form you filled out.
1. Information We Process.
  1. Information We Receive About Subscribers from Users. A User may provide Personal Information about you to us through the Services in connection with their use of the Services–for example, when a User imports and/or collects email addresses and other Personal Information about their Subscribers.
  2. Information Collected Automatically. When you interact with the Services (for example receive or open an email sent through the Services), we automatically collect certain information about your device and interaction with any content provided to you through the Services. We may use cookies and other tracking technologies to collect some of this information. Our use of cookies and other tracking technologies is discussed in more detail below in more detail below and in here. The information we automatically collect through the Services may include:
    1. Device Information. We collect information from your device and applications you use to view emails sent via our Services, such as your IP address, device attributes (for example: hardware model, operating system, web browser version, as well as unique device identifiers and characteristics), connection information (for example, name of your mobile operator or Internet Service Provider, browser type, language and time zone, and mobile phone number); and device locations (for example, internet protocol (IP) addresses and Wi-Fi information).
    2. Email Engagement Data. Emails sent by or on behalf of our Users through the Services include page tags (also known as web beacons) that allow the sender to collect information about who opened those emails. Additionally, your engagement with any links in emails sent using the Services (for example, when you click a link) is reported to the User. Our use of cookies and other tracking technologies is discussed in more detail in our Cookie Notice here.
2. Why We Process Your Information. We process your Personal Information for our legitimate interests, which include:
  1. In Connection With Support Queries. To respond to an enquiry which you may submit to us. For example, our customer support team may use your email address to communicate with you if you have contacted us about an email you received, but we will not send marketing to you unless you have otherwise opted-in to marketing.
  2. To Improve Our Product & Ensure Functionality.
    1. To ensure the full functionality of the Service. We collect information using cookies about your interaction with an email sent to you through the Services. These cookies are used to ensure that the full functionality of our Services is operational; to ensure that the Service experience works well across all possible devices; and to fix bugs and troubleshoot product functionality.
    2. To track behaviour at the aggregate/anonymous level to identify and understand trends in the various interactions with our Services (for example, by inferring geographic location to produce aggregated data around Subscriber location trends as they relate to open rates). This data will be aggregated and anonymized so we can examine patterns in terms of Subscribers’ preferences as they relate to email engagement. We collect and use all this data for our (and our Customer’s) legitimate interests, like providing our Customers with metrics around probability of engagement related to email sending times, locations, content and also to help our Customers understand industry trends in marketing.
    3. Our use of cookies and other tracking technologies is discussed more below, in more detail below and in our Cookie Notice here.
  3. To Prevent Abuse/Illegal Activities. To screen for and prevent undesirable, abusive, and/or illegal activity. We use your IP address and a Blended Mail auto-generated Subscriber ID for abuse monitoring purposes (so we can identify a User who abused the Services by sending spam email or sent an email in any other manner contrary to our usage policies and/or to facilitate a User in complying with their own legal obligations). We also have automated systems that screen content for phishing activities, spam, and fraud.
  4. For Legal Records. To enforce our agreements where applicable (for example we keep a record of the number of emails sent to individual Subscribers for to bill for Services used by our Customers). To respond to legal requests or prevent fraud, we may need to disclose any information or data we hold about you. If we receive a subpoena or other legal request, we may need to inspect the data we hold to determine how to respond.
3. How We Share Your Information. In the following limited situations, we may disclose Subscriber information to someone other than the Customer or their User:
  1. to our contractors, service providers and other third parties who provide data processing services to us and with whom the sharing of your Personal Information is necessary to undertake the work e.g. to process billing, to analyze data, host data, deliver content and to provide customer support and other business related functions.
  2. to comply with any court order, law or legal process, including responding to a governmental or regulatory request.
  3. to Affiliates of our corporate group for customer support, technical operations, and account management purposes.
  4. to a buyer or other successor in the event of a merger, sale or transfer of some or all of Blended Mail’s assets.
4. Cookies And Tracking Technologies. We (and our partners and vendors) use various technologies to collect and store information when you interact with a User’s email campaign or other content delivered through the Services, and this may include using cookies and similar tracking technologies, such as pixels and web beacons. For example, we use page tags (also known as web beacons) in the emails we send on behalf of our Users. When you receive and engage with a User’s campaign, web beacons track certain behavior such as whether the email sent through the Services was delivered and opened. They also allow us to collect information such as your IP address, browser, email client type and other similar details. Links within these emails are tracked to show individual recipient’s clicks. We use this information to measure the performance of our User’s email campaigns, to improve email deliverability and open rates and to provide analytics information and enhance the effectiveness of our Services as described in more detail above. For more information, read about our cookies and other tracking technologies in more detail in our Cookie Notice here.
5. Legal Basis For Processing Personal Information (EEA Residents Only).
  1. If you are a Subscriber who is a resident in the EEA, then our legal basis for collecting and using Personal Information described above will depend on the Personal Information concerned and the specific context in which we collect it. However, where we are processing your Personal Information for our own purposes we normally rely on our legitimate interest to collect Personal Information from you, except where such interests are overridden by your data protection interests or fundamental rights and freedoms. Where we rely on our (or our Customer’s) legitimate interests to process your Personal Information, they include the interests described in the sections above headed “Why We Process Your Information”.
  2. In some cases, we may have a legal obligation to collect Personal Information from you or may otherwise need the Personal Information to protect your vital interests or those of another person.
  3. If you have questions about or need further information concerning the legal basis on which we collect and use your Personal Information, please contact us using the contact details provided under the “Contact Us” heading below.
6. Data Retention.
  1. We retain Personal Information we collect from you where we have an ongoing legitimate business need to do so (for example, to prevent abuse or illegal activities, retain our legal records, or to comply with other applicable legal, tax or accounting requirements).
  2. When we have no ongoing legitimate business need to process your Personal Information, we will either delete or anonymise Personal Information. If this is not possible (for example, because your Personal Information has been stored in backup archives), then we will securely store your Personal Information and isolate it from any further processing until deletion is possible.
  3. We will retain information we process (as a data processor) on behalf of our Customers for as long as needed to provide Services to our Customers (unless deletion is requested at an earlier time by the Customer) and as necessary to comply with our legal obligations, resolve disputes and enforce our agreements.
  4. To have any Personal Information that is retained by us on behalf of the Customer deleted, please contact the Customer (the controller of that data).
BLENDED MAIL WEBSITE VISITORS This Section applies to Personal Information that we collect and process through our Websites (for example when you visit our website and sign up for our marketing lists or apply for a job at Blended Mail) and in the usual course of our business, such as in connection with our events, sales and marketing activities.
1. Information We Process.
  1. Information You Provide To Us. Certain parts of our Websites may ask you to voluntarily provide Personal Information (such as your name, contact details, company name, or store URL). For example, when registering for an account, expressing an interest in obtaining additional information about Blended Mail or our Services, subscribing to marketing, applying for a job, or otherwise contacting us. We may also collect Personal Information, such as your contact and professional background details and feedback, when you attend our events, take part in surveys, or through other business or marketing interactions we may have with you. You may choose to provide additional information when you communicate with us or otherwise interact with us, and we will keep copies of any such communications for our records.
  2. Information Collected Automatically. When you visit our Websites, like most website owners, we may also collect certain information automatically from your device, such as your device type, browser type, broad geographic location (e.g. country or city-level location), the referring website, what pages your device visited, and the time that your device visited our Website. In some countries, including countries in the European Economic Area, this information may be considered Personal Information under applicable data protection laws. We (including our service providers) may use cookies, pixel tags and other similar tracking technologies to collect this information. Our use of cookies and other tracking technologies is discussed more below, in more detail below and in our Cookie Notice here.
  3. Information We Obtain From Third Party Sources. We may receive Personal Information about you from other sources, including publicly available databases or third parties from whom we have purchased data, and combine this data with information we already have about you. This helps us to update, expand and analyze our records, identify new customers, and provide Services that may be of interest to you. This Personal Information may include (for example), information such as your name, employer, job title, email address, phone numbers, and other company, contact, and/or employment information.
2. Why We Process Your Information.
  1. To Provide You With Information You Have Requested. To respond to your requests or provide you with information requested by you, including where you apply for a job at Blended Mail or request information about our products or Services.
  2. To Market To You. To contact you with marketing and promotional information (in accordance with your marketing preferences) about products and services that we or our Affiliates offer, to provide advertising to you on third party sites (based on your browsing activities on the Website), and to send you information regarding us, our Affiliates, and/or our partners (see the section headed “Your Data Protection Rights” for information about how you can opt-out of receiving marketing communications from us at any time). Marketing data purchased from third parties may be combined with information we already have about you and may be used to create more tailored advertising and products.
  3. For Business Analytics. To infer your geographic location based on your IP address; to track behavior at the aggregate/anonymous level to identify and understand trends in usage and the various interactions with our Websites and marketing content; determining the effectiveness of our marketing; and to conduct internal business analysis based on meta-data about usage, feature adoption and forecasting to improve our Websites and Services.
  4. For Website Optimization. To administer our Website and for internal operations, including troubleshooting, data analysis, testing, research, and statistical purposes; to improve user experience while interacting with the website; to understand how our Website is used and to improve our Website to ensure that content is presented in the most effective manner for you and your computer; and as a part of our efforts to keep our Website safe and secure.
  5. For Legal Records. To comply with and enforce applicable legal requirements, agreements and policies.
3. How We Share Your Information. In the following limited situations, we may disclose information that we collect or that you provide to us:
  1. to our contractors, service providers and other third parties who provide data processing services to us and with whom the sharing of your Personal Information is necessary to undertake the work e.g. to process billing, analyze data, host data, provide customer support, and to deliver online and offline marketing communications about us and/or our Affiliates that we think will interest you.
  2. as required by law, such as to comply with any court order, subpoena or other law or legal process, when we believe in good faith that disclosure is necessary to protect our rights, protect your safety or the safety of others, investigate fraud, or respond to a governmental or regulatory request.
  3. to enforce our rights arising from any contracts entered into between you and us and for billing and collection.
  4. to Affiliates of our corporate group for customer support, marketing, technical operations, and account management purposes.
  5. to a buyer or other successor in the event of a merger, sale or transfer of some or all of Blended Mail’s assets.
4. Cookies And Tracking Technologies. We (and our partners and vendors) use cookies and similar tracking technology (collectively “Cookies”) on our Websites to collect and use Personal Information about you: (i) to ensure we are complying with our legal obligations (for example, we use cookies to infer your location and if, for example, you are in the EEA, we can ensure that we are compliant with regulations in the EEA); (ii) to serve targeted advertising to you, (iii) to analyse trends, administer the Website, track users’ movements around the Website, and (iv) to gather demographic information about our user base as a whole. In addition, certain third parties, such as analytics companies, may use automatic information collection technologies to collect information about you when you use our Website. The information they collect may be associated with your Personal Information or they may collect information about your online activities over time and across different websites, apps and other online services websites. For more information, read about our cookies and other tracking technologies in more detail in our Cookie Statement here.
5. Legal Basis For Processing Personal Information (EEA Residents Only).
  1. If you are a website visitor or other prospective customer who is a resident in the EEA, then our legal basis for collecting and using Personal Information described above will depend on the Personal Information concerned and the specific context in which we collect it. However, where we are processing your Personal Information for our own purposes we normally rely on our legitimate interests to collect Personal Information from you, except where such interests are overridden by your data protection interests or fundamental rights and freedoms. Where we rely on our legitimate interests to process your Personal Information, they include the interests described in the sections above headed “Why We Process Your Information”.
  2. In some cases, we may rely on your consent or have a legal obligation to collect Personal Information from you or may otherwise need the Personal Information to protect your vital interests or those of another person. If we rely on consent to collect and/or process your Personal Information, we will obtain such consent in compliance with applicable laws.
  3. If you have questions about or need further information concerning the legal basis on which we collect and use your Personal Information, please contact us using the contact details provided under the “Contact Us” heading below.
6. Data Retention.
  1. We retain Personal Information we collect from you where we have an ongoing legitimate business need to do so (for example, to provide you with information you have requested or to comply with applicable legal, tax or accounting requirements).
  2. When we have no ongoing legitimate business need to process your Personal Information, we will either delete or anonymise it or, if this is not possible (for example, because your Personal Information has been stored in backup archives), then we will securely store your Personal Information and isolate it from any further processing until deletion is possible.
7. A Note on CM Commerce
  1. The CM Commerce is a product offered by PublicBeta Limited (subsidiary of Blended Mail Holdings UK Limited). Note that if you are considering the CM Commerce product and provide us with your eCommerce store URL, we will share that URL with PublicBeta Limited. Once shared, if PublicBeta Limited determines that your chosen eCommerce solution is not supported by CM Commerce, no further information will be shared with PublicBeta Limited, except as otherwise specified by this notice.
GENERAL INFORMATION
1. EEA Residents Data Protection Rights. If you are resident in the EEA, you have the following data protection rights:
  1. You can access, review, change, update or delete your Personal Information at any time by submitting a request via this form.
  2. To remove your Personal Information from a Website testimonial or request removal of your Personal Information from our blog or community forum, please submit a request to support via this support form. In some cases, we may not be able to remove your Personal Information, in which case we will let you know if we are unable to do so and why.
  3. In addition, you can object to processing of your Personal Information, ask us to restrict processing of your Personal Information or request portability of your Personal Information. To exercise these rights, ].please submit a request to support via this support form.
  4. You can opt out of receiving marketing communication we send you at any time. You can exercise this right by clicking on the “unsubscribe” link in the emails we send you or by visiting our preference center, https://www.blendedmail.com/preference-center. To opt-out of other forms of marketing (such as postal marketing or telemarketing), please contact us at [email protected]. For data privacy concerns, use the contact details provided under the “Contact Us” heading below.
  5. If we have collected and process your Personal Information with your consent, then you can withdraw your consent at any time. Withdrawing your consent will not affect the lawfulness of any processing we conducted prior to your withdrawal, nor will it affect processing of your Personal Information conducted in reliance on lawful processing grounds other than consent.
  6. You have the right to complain to a data protection authority about our collection and use of your Personal Information. For more information, please contact your local data protection authority. Contact details for data protection authorities in the European Economic Area (“EEA“), are available here. Please note that because most of the information we store can only identify a particular browser or device, and cannot identify you individually, you will need to provide us with some additional information to enable us to identify the Personal Information we hold about you and ensure that accurately fulfil your request. You may also be required to provide ID. Further Information for Subscribers: As described in this Notice, for much of the Personal Information we collect and process about you through the Services, we act as a processor on behalf of our Customers. In such cases, if you want to exercise any data protection rights that may be available to you under applicable law or have questions or concerns about how your Personal Information is handled by Blended Mail as a processor on behalf of our Customers, you should contact the relevant Customer that has contracted with Blended Mail for use of the Services, and refer to their separate privacy policies. If you are having difficulties finding this Customer, you can contact us through our support team and we will try our best to help you.
2. Third-Party Websites And Apps. This Notice only applies to the Blended Mail Website and Services. We are not responsible for the privacy practices or disclosures of third parties that use or access the Blended Mail Website or Services. In addition, the Website or Service may contain links to third-party websites and apps. Any access to and use of such linked websites or apps is not governed by this Notice, but instead is governed by the privacy policies of those third parties. We are not responsible for the information practices of such third parties.
3. How Do We Keep Your Personal Information Secure?
  1. We use appropriate technical and organizational security measures to protect any Personal Information we process against unauthorized access, disclosure, alteration, and destruction. More details of our security measures are available for review here.
  2. Unfortunately, nobody is truly and completely safe from hackers. Although we do our best to protect your Personal Information, we cannot guarantee security, no Internet transmission can ever be guaranteed 100% secure, and so we encourage you to take care when disclosing Personal Information online and to use readily available tools, such as Internet firewalls, secure e-mail and similar technologies to protect yourself online.
4. International Data Transfers.
  1. The Website and the Services are provided, supported, and hosted in the United States. If you are using the Website or Services from outside the United States, be aware that your information may be transferred to, stored, and processed by us in our facilities and by those third parties with whom we may share your Personal Information, in the United States and other countries. These countries may have data protection laws that are different to the laws of your country.
  2. However, we have taken appropriate measures to require that your Personal Information will remain protected in accordance with this Notice and have implemented appropriate safeguards to require that your Personal Information will remain protected in accordance with this Privacy Notice. These include implementing the European Commission’s Standard Contractual Clauses for transfers of personal information between our group companies, which require all group companies to protect personal information they process from the EEA in accordance with European Union data protection law. We have implemented similar safeguards with our third party service providers and partners. Further details can be provided upon request.
5. California Residents Privacy.
  1. The California Consumer Privacy Act (“CCPA”) provides consumers, as defined in the text of CCPA, certain privacy rights:
    1. The right to know what personal data is being collected about them.
    2. The right to know whether their personal data is sold or disclosed and to whom.
    3. The right to say no to the sale of personal data.
    4. The right to access their personal data.
    5. The right to equal service and price, even if they exercise their privacy rights.
  2. Notice. This privacy notice, under the headings pertaining to Users, User’s Contacts, and our Website Visitors, serves to describe the categories of data collected, our practices when processing such data, and how we share the data, including categories of recipients of your personal data.
  3. Access and Deletion. California consumers who are Users and/or Website Visitors under this notice may, no more than twice in a 12 month period and at no cost to them, request a report from Blended Mail which details the personal information collected about them and the recipients, if any, of that information. Requests may be sent via this support request form or direct mail to the address below. California consumers may, at any time, request that Blended Mail delete their personal data via the same form or direct mail address.
  4. Choice. Our subscribers may visit the Blended Mail Preference Center at any time to access personal data processed for that purpose, amend such data, and alter their marketing choices.
  5. Sale of California Consumer Data. Blended Mail will not sell your data.
6. Changes To This Privacy Notice. We may revise this Notice from time to time in response to changing legal, technical or business developments. The most current version of this Notice will govern our use of your Personal Information. When we update our Privacy Notice, we will take appropriate measures to inform you, consistent with the significance of the changes we make. We will obtain your consent to any material Privacy Notice changes if and where this is required by applicable data protection laws. You can see when this Notice was last updated by checking the “last updated” date displayed at the top of this Notice.
7. Contact Us. Thanks for taking the time to learn about our privacy notice. We hope it was clear and reassuring. To execute a Data Protection Agreement (often referred to as a “Data Processing Agreement or “DPA”), please submit a request to support via this support form. For general data privacy questions related to the Blended Mail Services, please email [email protected]. To communicate with our Data Protection Officer, please email [email protected]. If you have any questions, please contact us: Blended Mail
  ATTN: Global Data Privacy Manager
  9 Lea Ave
  Nashville, TN 37206 Email: [email protected] Blended Mail has designated Blended Mail Holdings (UK) Limited (UK Company Number 09446000) as its EU Representative in compliance with Article 27 of the GDPR. Any contact to the above physical address or email will constitute notification to both Blended Mail and its Article 27 representative. Important Note: If you are resident in the EEA, the “data controller” of the Personal Information described in this Privacy Notice is Blended Mail.

January 2, 2020

Cookie Notice

LAST UPDATED: October 29, 2018

This Cookie Notice explains how and why Blended Mail Pty Ltd (collectively “Blended Mail“, “we“, “us“, and “ours“) uses cookies and similar technologies to recognise you, as well as track and analyse your actions when you visit our websites at www.blendedmail.com (“Websites“). We also provide information related to how and why those same technologies are applied to tracking and analysing logged-in users of our software application (“Services“) and recipients of emails sent through our Services by users of our Services. Information about what these technologies are and why we use them, as well as your rights to control our use of them, can be found below.

What are cookies?

Cookies are small data files that are placed on your computer or mobile device when you visit a website. Cookies are widely used by website owners in order to make their websites work, or to work more efficiently, as well as to provide reporting information.

We refer to cookies created by us as “first party cookies”. We refer to cookies that we set on our website but that are created by parties other than us as “third party cookies”. Third party cookies enable third party features or functionality to be provided on or through the website (e.g. like advertising, interactive content and analytics). The parties that provide these third party cookies can recognise your computer both when it visits the website in question and also when it visits certain other websites.

Why we use cookies

We use both first and third party cookies for several reasons. First, let’s look at the broad categories of first and third party cookies in use on our sites:

Essential website cookies: These cookies are strictly necessary to provide you with services available through our Websites and to use some of its features, such as access to secure areas. Refusal of these cookies may impact website functionality.
Performance and functionality cookies: These cookies are used to enhance the performance and functionality of our Websites but are non-essential to their use. However, without these cookies, certain functionality may become unavailable.
Analytics and customisation cookies: These cookies collect information that is used either in aggregate form to help us understand how our Websites are being used or how effective are marketing campaigns are, or to help us customise our Websites for you.
Advertising cookies: These cookies are used to make advertising messages more relevant to you. They perform functions like preventing the same ad from continuously re-appearing, ensuring that ads are properly displayed for advertisers, and in some cases selecting advertisements that are based on your interests.
Social networking cookies: These cookies are used to enable you to share pages and content that you find interesting on our Websites through third party social networking and other websites. These cookies may also be used for advertising purposes too.

How to control the use of cookies

Electronic devices and software applications on these devices may offer you tools to opt out of or block advertisements on the device or in specific applications. Consult the help documentation and settings specific to your devices and applications to learn more about your options. You have the right to decide whether to accept or reject cookies. You can withdraw your consent for any of the cookies listed in the tables above by deleting them from your device. Should you choose to remove or block cookies, some website functionality may become unavailable or unreliable.

In addition, most advertising networks offer you a way to opt out of targeted advertising. If you would like to find out more information, please visit http://www.aboutads.info/choices/ or http://www.youronlinechoices.com.

Other Tracking Technologies

Other than the cookies listed above, we have also implemented page tags (sometimes known as web beacons) and other tracking technologies within certain parts of our Websites and Services.

Page tags and web beacons. These technologies are used for the purposes of tracking visitors as they navigate our Websites to better understand Website performance, and to measure the performance of online advertising. Recipients of emails sent by our customers through our Services are also tracked using this technology. For example, web beacons track whether an email sent through the Services was delivered and opened and whether links within the email were clicked. This information is collected for the purposes of providing email campaign performance information and measuring the performance of email messages they send and is processed according to our Privacy Notice.

Local and session storage. Our website uses local and session storage to temporarily store information to improve user experience while interacting with the website.

This Privacy Notice also contains specific information about the rights of data subjects residing in the EEA and how to exercise them.

Updates to this Cookie Notice

Blended Mail will periodically make amendments to this policy, as necessitated by changes to our use of cookies and the legal requirements for notice of these uses. Please continue to check this policy regularly to stay aware of these changes and how they affect your continued use of our websites.

The date at the top of this Cookie Notice indicates when it was last updated.

Questions?

If you have any questions about our use of cookies or other technologies, please email us at [email protected].

Digital Millennium Copyright Act Notice

Blended Mail (“Company“) respects the intellectual property rights of others and expects Users to do the same. Company will respond to notices of alleged copyright infringement and terminate accounts of repeat infringers according to the process set out in the US Digital Millennium Copyright Act (“DMCA”).

Instructions for Claimant. If copyrighted content that belongs to you (“Claimant“) was posted without your permission to the Site or sent through the Services, let Company know. Please send notice of the alleged infringement to Company at the following address:

Blended Mail

Attn: Legal Department

9 Lea Avenue,

Nashville, TN 37210

A. Your notice should provide the following information:

an electronic or physical signature of the copyright owner or someone authorized to act on their behalf;
the name, address, telephone number, and email address of the copyright owner;
identification of the copyrighted work that is allegedly being infringed;
identification of where the allegedly infringing material is located on the Site or the Services;
a statement that you have a good faith belief that the use is not authorized by the copyright owner, its agent or the law; and
a statement that the information in your notice is accurate, and you are authorized to act on behalf of the copyright owner. This statement must be made under penalty of perjury.

B. By submitting the notice, you acknowledge and agree that Company may forward the information to the person (“Alleged Offender“) who uploaded the allegedly infringing material.

Instructions for Alleged Offender. If Company removed or disabled content posted by you (“Alleged Offender“) due to a claim made pursuant to the process outlined above, and you believe that your removed or disabled content is not infringing, or that you have the authorization or right to post and use that content from the copyright owner, the copyright owner’s agent, or pursuant to law, you may send a counter-notice containing the information required by Section 512(g)(3) of the DMCA (17 U.S.C. § 512(g)(3)). Company will forward your counter-notification to the Claimant who submitted the original copyright infringement claim. If the Claimant does not file an action seeking a court order to restrain you from engaging in infringing activity related to the removed or disabled content within fifteen (15) calendar days of receiving the counter-notice from Company, then Company may, in its sole discretion, reinstate the removed or disabled content.

Last Updated on March 27, 2019