By using SmartSender or signing up for an account, you’re agreeing to these Terms. These Terms contain specific conditions, including limitation of liability and specific deadlines, which apply to any use of our service.
We’ll start with the basics, including a few definitions that should help you understand this document.
1.1 SmartSender is an online service, offered through the URL https://smartsender.io (hereafter refer to as the ‘Website’), a platform to create, send, and manage text and multimedia messages and emails (hereinafter referred to as “the Services”) to individual recipients.
1.2 SmartSender is owned and operated by Smart Sender PLC (osaühing or OÜ in Estonian) registered in Estonia, Tallinn , (hereinafter referred to as ‘SmartSender,’ ‘we,’ or ‘us’).
1.3 The customer of the Service a legal person, an entity or the representative of an entity (hereinafter referred to as “the Client”) is the legal entity entering into an agreement with SmartSender.
1.4 The Terms begins when the Client sign up for SmartSender and continues as long as he/she uses the Service. Clicking the button and entering the username means that the Client officially ‘signed’ the Terms. If a person signs up for SmartSender on behalf of a company or other entity, he/she represents and warrants that he/she has the authority to accept these Terms on their behalf.
2.1 In order to use SmartSender the Client must:
2.1.1 be at least eighteen (18) years old and able to enter into contracts or be a legal representative of the entity;
2.1.2 create an account by providing true, complete, and up to date contact information;
2.1.3 agree to the Terms and complete the registration process.
2.2 By using SmartSender, the Client represents and warrants that he/she meets all the requirements listed in this Terms, and that he/she won’t use SmartSender in a way that violates any laws or regulations. Representing and warranting is like making a legally enforceable promise.
2.3 The Client is liable for the accuracy of all account information. The Client is obligated to preserve the confidentiality of usernames and passwords for https://smartsender.io. The Client is liable for any unauthorised use of usernames and passwords, whether by the Client himself or a third party. The Client immediately notify us of any unauthorized use of the accounts. We’re not responsible for any losses due to stolen or hacked passwords. We don’t have access to the Client’s current password, and for security reasons, we may only reset the Client’s password.
2.4 Creating an account is free of charge and may include trial period. The Client must maintain a positive account balance in order to use the Services. If the Client doesn’t make the payment Smart Sender reserve a right to limit provision of the Services or block or terminate the account.
2.5 At any time, the Client may request that Smart Sender suspend the account by contacting support at firstname.lastname@example.org.
2.6 SmartSender may cancel service: limit provision of the Services, suspend, block or terminate the account and change eligibility requirements at any time. SmartSender may suspend the Service at any time, with or without cause. If SmartSender suspend the Client’s account without cause, SmartSender will refund a prorated portion of Client’s monthly prepayment or reimburse unused Account Balance.
SmartSender won’t refund or reimburse Client if there’s cause, like a violation of these Terms.
2.7 In case of violation of these Terms an account may be blocked without notice, and reactivating it costs 200 USD excluding VAT.
2.8 Once terminated, we may permanently delete the Client’s account and all the data associated with it, including the emails from the Website without recovery option. If the Client doesn’t log in to his/her account for 12 or more months, we may treat the account as ‘inactive’ and permanently delete the account and all the data associated with it without recovery option.
2.9 SmartSender doesn’t know the inner workings of the Client’s organization or the nature of the personal relationships, and SmartSender doesn’t arbitrate disputes over who owns an account. The Client won’t request access to or information about an account that’s not his/her, and the Client will resolve any account-related disputes directly with the other party. We decide who owns an account based on the content of the emails in that account, and if multiple people or entities are identified in the content, then we’ll rely on the contact information listed for that account.
3.1. In order to use the Services, the Clients agree to pay the price corresponding to the Services selected.
The prices displayed on the Site are exclusive of charges, and they do not include VAT. Additional charges shall be applied on the invoice according to the Clients’ country of residence and applicable legal and regulatory provisions.
3.2. The types of payments may include:
i) Annual Plan
The clients can opt for an annual payment plan to be applicable for a discount. These discounts make our annual plan more cost effective. It can also save the time since the Client only be making one payment per year.
ii) Monthly Plans
The Clients can opt for a monthly payment plan where they will need to make a payment each month for appropriate Service Package. Monthly plans work well for businesses who are interested in trying out Smart Sender for a short period of time. This method is also good for businesses who would rather make small installments each month rather than a very large one at the end of each year.
iii) Pay as You Go Plans
The Client may fill up the Account Balance to use the Services over purchased monthly plan. This is explained on the pricing page of the Website. Account Balance roll over and don’t expire, but if the account is inactive for more than 12 months, it may be deleted without recovery option.
iv) Managed Email Marketing Services
Our charges for additional services and add-ons plans may be posted on our Website or agreed in separate agreement and may be changed from time to time.
v) Additional Charges
If any of Services with monthly plan was purchased during the month, then it will be considered as a payment only for ongoing month and will not be transferred to the next month. Payments are due for any month on the first day of the month (the ‘Pay Date’). Additional service plans are charged additionally to Pay as you go plans and are not inter replaceable.
vi) Charges for Add-Ons
Some features are offered as add-ons to Client’s SmartSender account. If the Client adds on a feature that has a charge, then the Client will be billed that additional amount with each billing cycle for as long as the add-on is active. Some add-ons, like Managed Email Marketing Services, are intended for particular use cases and may have additional terms or restrictions (‘Additional Terms.’) If the Client uses an add-on in a way that violates these Terms or the Additional Terms, then we may terminate the account.
3.3 Credit Cards
In order to keep things simple, SmartSender designed a self-serve credit card payment feature inside the Website. The Client can enter the credit card, debit card or other payment card (“Credit Card”), details and choose a payment plan. The Client can update the credit card information at anytime. Anyone using a credit card represents and warrants that they are authorized to use that credit card, and that any and all charges may be billed to that credit card and won’t be rejected. If we’re unable to process the credit card order, we’ll try to contact by email and suspend the account until the payment can be processed.
We’ll give the Client a refund for a prepaid month if SmartSender stops providing the Services to the Client for a reason that’s not laid out in these Terms. The Client won’t be entitled to a refund from us under any other circumstances. We may offer a refund if the Client applies for one based on the requirements posted on the Website.
3.5 Billing Changes
SmartSender may change fees at any time by posting a new pricing structure to the Website and/or sending the Client a notification by email.
4.1 Proprietary Rights Owned by Us
The Client will respect our proprietary rights in the Website and the software used to provide SmartSender (proprietary rights include patents, trademarks, service marks, trade secrets, and copyrights). The Client may only use our brand assets according to additionally agreed terms.
4.2 Proprietary Rights Owned by You
4.4 Right to Review Email Campaigns
SmartSender may view, copy, and internally distribute content from the Client’s Emails and account to create algorithms and programs (‘Tools’) that help us spot problem accounts. We use these Tools to find Members who violate these Terms or laws. For example, We study data internally to make our Reputation Management Algorithm smarter and create better experiences for senders and subscribers.
RULES AND ABUSE
5.1 General Rules
The Client promises to follow these rules:
5.1.1 Won’t send Spam! By ‘spam,’ we mean the definition on the Anti-Spam Policy page. (The best way to tell whether an email was sent through SmartSender is that every SmartSender campaign has an embedded Campaign Tracking ID in the header that makes it easy to report suspected spam).
5.2. Bandwidth Abuse/Throttling
The Client may only use our bandwidth for his/her SmartSender emails. We provide image and data hosting only for the Client’s email campaigns, so the Client may not host images on the Client’s servers for anything else (like a website). SmartSender may throttle the Client’s sending or connection through our API at our discretion.
5.3. Compliance with Laws
i) The Client represents and warrants that the information sent via SmartSender Services will comply with all applicable laws and regulations. The Client is responsible for determining whether the Services are suitable for the Client to use in light of any regulations like EU General Data Protection Regulation (GDPR), Federal Trade Commission Act, Fair Credit Reporting Act, Equal Credit Opportunity Act, CAN-SPAM Act or other laws.
ii) The Client may not use the Service for any unlawful or discriminatory activities, including acts prohibited by the or other laws that apply to commerce.
iii) The Client agrees to indemnify and hold us harmless from any losses, including attorney fees, that result from the Client’s breach of any part of these warranties.
iv) SmartSender as an Estonian company is guided by the General Data Protection Regulation EU 2016/679 (GDPR) and Estonian Law, in particular, Personal Data Protection Act (PDPA) and the Personal Data Protection Implementation Act (Implementation Act).
v) However, an organization that it is not established within the EU will still be subject to the GDPR if it processes personal data of data subjects who are in the Union where the processing activities are related “to the offering of goods or services” (Article 3(2)(a)) (no payment is required) to such data subjects in the EU or “the monitoring of their behaviour” (Article 3(2)(b)) as far as their behaviour takes place within the EU.
5.4. U.S. Export Controls
The software that supports the Services (the ‘Software’) is subject to United States export controls. Export laws are set up by the government to keep certain goods and services from reaching other countries, usually because of security concerns or trade agreements. None of the Software may be downloaded or otherwise exported or re-exported in violation of United States export laws. The Client is downloading and using the Software at his/her own risk.
6.1. Limitation of Liability
To the maximum extent permitted by law, the Client assumes full responsibility for any loss that results from his/her use of the Website and the Services, including any downloads from the Website. We and our Team won’t be liable for any indirect, punitive, special, or consequential damages under any circumstances, even if they’re based on negligence or we’ve been advised of the possibility of those damages. Our total liability for all claims made about the Service in any month will be no more than what the Client paid us for the Service the month before.
6.2. No Warranties
To the maximum extent permitted by law, we provide the material on the Website and the Service as is. That means we don’t provide warranties of any kind, either express or implied, including but not limited, to warranties of merchantability and fitness for a particular purpose. Since people use SmartSender for a variety of reasons, we can’t guarantee that it will meet the Client’s specific needs.
The Client agrees to indemnify and hold us and our Team harmless from any losses, including attorney fees that result from any claims the Client makes that aren’t allowed under these Terms due to a ‘Limitation of Liability’ or other provision. (Indemnity is an agreement to compensate someone for a loss.) The Client also agrees to indemnify and hold us harmless from any losses, including attorney fees, that result from third-party claims that the Client or someone using his/her password did something that, if true, would violate any of these Terms.
6.4. Attorney Fees
If SmartSender files an action against the Client claiming his/her breached these Terms and prevails, SmartSender is entitled to recover reasonable attorney fees and any damages or other relief we may be awarded.
6.5. Equitable Relief
If the Client violates these Terms then we may seek injunctive relief (meaning we may request a court order to stop the Client) or other equitable relief.
6.7. Subpoena Fees
If SmartSender has to provide information in response to a subpoena related to the Client’s account, then SmartSender may charge the Client for its costs. These fees may include attorney and employee time spent retrieving the records, preparing documents, and participating in a deposition.
SmartSender and its Team aren’t responsible for the behavior of any advertisers, linked websites, or other Members.
7.1. Notice to U.S. Government End Users
The Software and Website, 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 the Terms
Published and Unpublished rights are reserved under the copyright laws of Estonia. Manufacturer is The Smart Sender PLC (osaühing or OÜ in Estonian), Sepapaja 6, Tallinn 15551, Harju County, Estonia
The Client may not assign any of his/her rights under this agreement to anyone else. SmartSender may assign our rights to any other individual or entity at its discretion.
7.3. Choice of Law
7.4. Force Majeure
SmartSender won’t be held liable for any delays or failure in performance of any part of the Service, from any cause beyond its control. This includes, but is not limited to, acts of God, changes to law or regulations, embargoes, war, terrorist acts, riots, fires, earthquakes, nuclear accidents, zombie apocalypse, floods, strikes, power blackouts, volcanic action, unusually severe weather conditions, and acts of hackers or third-party internet service providers.
Even if this Agreement is terminated, the following sections will continue to apply: Proprietary Rights Owned by Us, Proprietary Rights Owned by You, Compliance with Laws, Limitation of Liability, No Warranties, Indemnity, Choice of Law, Severability, and Entire Agreement.
If it turns out that a section of this Agreement isn’t enforceable, then that section will be removed or edited as little as necessary, and the rest of the Terms will still be valid.
The headers and sidebar text are provided only to make this agreement easier to read and understand. The fact that we wrote these Terms won’t affect the way this Agreement is interpreted.
7.8. Amendments and Waiver
Amendments or changes to these Terms won’t be effective until we post revised Terms on the Website. If we don’t immediately take action on a violation of these Terms, we’re not giving up any rights under the Terms, and we may still take action at some point.
7.9. No Changes in Terms at Request of Client
Because we have so many Clients, we can’t change these Terms for any one: Client or group.
7.10. Further Actions
The Client will provide all documents and take any actions necessary to meet the Client’s obligations under these Terms.
7.11. Notification of Security Breach
In the event of a security breach that may affect the Client or anyone on the Client’s Email distribution lists (each a ‘List’), SmartSender notifies the Client of the breach and provides a description of what happened. If SmartSender determines, and notifies the Client, that the Client needs to forward all or part of that information to anyone on the Client’s Lists, the Client will promptly do so.
Any notice to the Client will be effective when we send it to the last email or physical address the Client gave us or posted on our Website. Any notice to SmartSender will be effective when delivered to SmartSender along with a copy to its legal counsel: Attn. Legal Department, SmartSender, Sepapaja 6, Tallinn 15551, Harju County, Estonia or any addresses as SmartSender may later post on the Website.
7.13. Entire Agreement
Where there’s a conflict between these Terms and the Additional Terms, the Additional Terms will control.
Last updated: 10 August 2018