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TERMS OF USE
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MESSAGING POLICY
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PRIVACY AND COOKIE POLICY
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Terms of Use
These SparkPost Terms of Use (this “Agreement”) apply to the SparkPost service, which includes the sending of digital messages and related digital messaging services (the “Services”) offered by Message Systems, Inc., d/b/a SparkPost, a Delaware corporation, (“SparkPost”) to any individual, organization, business entity, and/or user (“You” or “Your”), through the website SparkPost.com or any other websites or mobile applications (collectively, the “Site”) that reference or link to this Agreement.
To use the Services, You must: (i) if a natural person, be at least 18 years old; (ii) be legally able to enter into contracts on Your behalf; (iii) agree to and comply with terms of this Agreement; and (iv) complete an order by either: (A) completing an automated order process found on the Site; or (B) executing a manual order provided by SparkPost (each, an “Order”). The effective date of this Agreement will be the earlier of the date You complete an Order, or access or use the Services (the “Effective Date”).
PLEASE CAREFULLY READ THIS AGREEMENT. BY SUBMITTING AN ORDER, OR ACCESSING OR USING THE SERVICES, YOU AGREE THAT YOU HAVE READ AND AGREE TO BE BOUND BY THIS AGREEMENT AND MEET ALL OF THE ELIGIBILITY REQUIREMENTS IN THIS AGREEMENT. IF YOU DO NOT AGREE TO THIS AGREEMENT, OR DO NOT MEET ALL OF THE ELIGIBILITY REQUIREMENTS IN THIS AGREEMENT, SPARKPOST DOES NOT GRANT YOU PERMISSION TO, AND YOU MUST NOT, ACCESS OR USE THE SITE OR THE SERVICES.
These SparkPost Terms of Use (this “Agreement”) apply to the SparkPost service, which includes the sending of digital messages and related digital messaging services (the “Services”) offered by Message Systems, Inc., d/b/a SparkPost, a Delaware corporation, (“SparkPost”) to any individual, organization, business entity, and/or user (“You” or “Your”), through the website SparkPost.com or any other websites or mobile applications (collectively, the “Site”) that reference or link to this Agreement.
To use the Services, You must: (i) if a natural person, be at least 18 years old; (ii) be legally able to enter into contracts on Your behalf; (iii) agree to and comply with terms of this Agreement; and (iv) complete an order by either: (A) completing an automated order process found on the Site; or (B) executing a manual order provided by SparkPost (each, an “Order”). The effective date of this Agreement will be the earlier of the date You complete an Order, or access or use the Services (the “Effective Date”).
PLEASE CAREFULLY READ THIS AGREEMENT. BY SUBMITTING AN ORDER, OR ACCESSING OR USING THE SERVICES, YOU AGREE THAT YOU HAVE READ AND AGREE TO BE BOUND BY THIS AGREEMENT AND MEET ALL OF THE ELIGIBILITY REQUIREMENTS IN THIS AGREEMENT. IF YOU DO NOT AGREE TO THIS AGREEMENT, OR DO NOT MEET ALL OF THE ELIGIBILITY REQUIREMENTS IN THIS AGREEMENT, SPARKPOST DOES NOT GRANT YOU PERMISSION TO, AND YOU MUST NOT, ACCESS OR USE THE SITE OR THE SERVICES.
- Definitions. The terms used in this Agreement will have the definitions provided in this Agreement. If not defined herein, the terms will have their plain English meaning as commonly understood in the United States of America.
- Acceptance of Agreement and Policies. All access to and use of the Services, including any Site, is subject to the terms of: (i) this Agreement; (ii) the SparkPost Privacy Policy as made available and updated from time to time at http://www.sparkpost.com/policies/privacy(the “Privacy Policy”); (iii) the SparkPost Messaging Policy as made available and updated from time to time at http://www.sparkpost.com/policies/messaging (the “Messaging Policy”, and together with the Privacy Policy, the “Policies”); and (iv) the Order. The terms of this Agreement and the Policies are accepted by either: (i) executing an Order; (ii) clicking to accept this Agreement when completing an automated order process found on the Site; or (iii) gaining access to or using the Services. The Policies and any Orders are incorporated into and deemed a part of this Agreement.
- Orders. An Order is required for any free use of the Services (such as a free subscription or a trial subscription, each a “Free Subscription”) and for any paid use of the Services (a “Paid Subscription”). In connection with any Order, You must provide SparkPost with true, accurate, complete, up-to-date contact information, and remit payment as specified in the applicable Order. All Orders completed by You will be governed by the terms of this Agreement. If the terms of this Agreement or any of the Policies conflict with Your Order, the specific terms of Your Order will govern but only with respect to the use of the Services specified in the applicable Order.
- Access. After You have completed an Order, SparkPost may grant you a unique account (an “Account”). In connection with the Account, You may be provided with one or more unique user identifiers and passwords (each, an “Account ID”). Each Account ID is personal in nature and may only be used by You, or if You are an organization only by Your designated employees or contractors who are contractually required to comply with the terms of this Agreement (such individual, as applicable, the “User” of the Account). You are solely responsible for all use of the Services by each User (and anyone who accesses the Services through Your Account, other than SparkPost employees and contractors) and for compliance by each such User or other person with the terms of this Agreement. You will ensure the security and confidentiality of each Account ID and will notify SparkPost immediately if any Account ID is lost, stolen or otherwise compromised. You acknowledge that You are fully responsible for all costs, fees (including, without limitation, attorneys and professional fees), liabilities and damages incurred through use of each Account ID. You also acknowledge that any Services ordered or transactions completed through any Account or under any Account ID will be deemed to have been authorized and lawfully completed by You. In no event will SparkPost be liable for the foregoing obligations or the failure by You to fulfill such obligations. You, at Your own expense, will be solely responsible for procuring, installing and maintaining any hardware, software, or other equipment as may be necessary for You and each User to connect to, access, and use the Services or the Site.
- Term. This Agreement is effective beginning on the Effective Date and will continue for the period specified in the Order (the “Initial Term”). In the case of a Free Subscription, this Agreement and all of Your rights to use the Services will expire at the end of the Term unless: (i) You complete another Order; or (ii) SparkPost previously terminated Your Account, which it may do at any time. In the case of a Paid Subscription, the Term, including all associated payment obligations, will automatically renew for successive periods equal in length to the Initial Term (each, a “Renewal Term”, and together with the Initial Term, the “Term”), unless either party sends the other written notice of its intent not to renew the Term not later than thirty (30) days prior to the end of the current Term. In the case of a Paid Subscription with an Initial Term of more than one (1) year, each Renewal Term length will be one (1) year.
- Modifications to this Agreement. SparkPost may modify this Agreement and any of the Policies at any time by: (a) posting the revised version on the Site; (b) asking You to re-verify Your login credentials; (c) electronically sending You a link to the modified Agreement or Policies; or (d) through other reasonable means. Your continued use of the Services after SparkPost has notified you in one of the above manners will be deemed to constitute Your acceptance of any such modification, provided that: (A) with respect to Free Subscriptions, such modifications will apply retroactively to the inception of Your access to or use of the Site or Services unless expressly prohibited by applicable law; and (B) with respect to Paid Subscriptions, such modifications will (i) not modify any financial terms in the then current Order for the initial Term thereof and will apply only to future Terms or Orders; (ii) apply only prospectively and will not affect any prior rights You may have; and (iii) not be construed to modify any other terms or conditions in any material manner during the then current Order for the initial Term thereof (any such material modifications will apply only to subsequent Terms or new Orders). In addition to the above, all modifications to this Agreement or any of the Policies will be effective immediately upon posting for all Orders subsequent thereto, unless otherwise provided.
- Downtime and Maintenance. You acknowledge that SparkPost is entitled, without any liability, to suspend access to any or all of the Services at any time: (i) to perform scheduled or unscheduled maintenance, modifications or upgrades; (ii) due to hardware failures, power outages, failures of third-party providers, or because of interruptions of any other kind; (iii) to mitigate the effects of or prevent any attack or threat to the Site, Services, or any other network or systems on which the Services rely; or (iv) as necessary in SparkPost’s sole discretion because the Services or Your Use thereof are or may violate a law or regulation, or as might be required for other legal or regulatory reasons (collectively, “Approved Service Suspensions”). SparkPost has no obligation to provide You notice of the cause of any particular Approved Service Suspension. However SparkPost will attempt to notify You in advance of any scheduled Approved Service Suspension, but other than as may be expressly stated in the applicable Order, SparkPost will have no liability for any damages, losses (including loss of data or profits), or any other consequences incurred as a result of an Approved Service Suspension or the failure to provide notice thereof.
- Fees and Payment Terms. You agree to pay SparkPost all fees in accordance with the applicable Order (“Fees”). If the Order does not specify any invoicing terms, such Fees will be invoiced annually in advance. Unless some other date is specified on the Order, You agree to pay SparkPost the amount set forth on any invoice, submitted in accordance with the Order, within thirty (30) days after receipt thereof. If You have specified payment by credit card or direct withdrawal from a bank account, then You authorize SparkPost or its applicable processing agent to charge the credit card, or debit the bank account, on file for all Fees due. SparkPost may change its rates prospectively for any Renewal Term by posting the new rates on the Site, or by providing you advance notice through other reasonable means. SparkPost may charge You interest on any overdue Fees at a rate of 1.5% per month or, if such rate of interest is unlawful, the maximum rate of interest permitted by law. You will reimburse SparkPost for all reasonable costs and expenses (including reasonable attorneys’ fees) incurred in collecting any overdue amounts, as permitted by law. All Fees are non-cancelable and non-refundable, including upon any termination or suspension of this Agreement.
- Taxes. You will be responsible for all applicable taxes, however designated, incurred in connection with this Agreement, including but not limited to federal, state, or local sales or use taxes, value-added taxes (VAT), excises, and other taxes or duties which may now or hereafter be levied on the Services provided hereunder or on payments made under this Agreement (the “Taxes”). If at any time SparkPost or a taxing authority determines that SparkPost is required to pay any Taxes not previously collected from You, You will promptly submit such Taxes (including applicable penalties and interest, if any) to SparkPost (or if applicable to the taxing authority) within thirty (30) days of receipt of notice. You hereby indemnify and agree to defend and hold SparkPost harmless from any claim by a taxing authority for any Taxes, penalties or interest.
- Ownership. You acknowledge and agree that except for the limited use rights expressly provided in this Agreement, as between You and SparkPost, SparkPost owns and retain all rights, title, and interest, including, without limitation, all Intellectual Property Rights (as defined below) in and to the Service, the Site, and all software and other technology utilized to provide such services and all derivatives thereof (whether or not derived from suggestions, input or comments from You). No such rights are conveyed to You through this Agreement. You agree not to challenge the validity of or SparkPost’s ownership of Intellectual Property Rights in and to the Service or any part thereof or any of SparkPost’s associated rights. You agree to provide SparkPost with reasonable assistance with enforcing its rights at its own expense. Any enforcement of SparkPost’s rights, however, will remain within SparkPost’s sole discretion, including, whether and how to proceed with any enforcement activity. Any failure to proceed with any enforcement activity will not be deemed a waiver of SparkPost’s rights to do so later.“Intellectual Property” means and includes all algorithms, application programming interfaces, apparatuses, software, circuit designs and assemblies, databases and data collections, diagrams, formulae, inventions (whether or not patentable), know-how, logos, marks (including brand names, product names, logos, and slogans), methods, network configurations and architectures, net lists, photomasks, processes, proprietary information, protocols, schematics, specifications, software code (in any form including source code and executable or object code), subroutines, test results, test vectors, user interfaces, techniques, URLs, web sites, works of authorship, and other forms of technology (whether or not embodied in any tangible form and including all tangible embodiments of the foregoing such as instruction manuals, laboratory notebooks, prototypes, samples, studies, and summaries).“Intellectual Property Rights” means all rights of the following types, which may exist or be created under the laws of any jurisdiction in the world: (i) rights associated with works of authorship, including exclusive exploitation rights, copyrights, moral rights, and mask works; (ii) trademark and trade name rights and similar rights; (iii) trade secret rights; (iv) patents and industrial property rights; (v) other proprietary rights in Intellectual Property of every kind and nature; and (vi) all registrations, renewals, extensions, continuations, divisions, or reissues of, and applications for, any of the rights referred to in clauses (i) through (v) above.
- SparkPost Content. Unless otherwise noted within the Services, all software, documentation, scripts, images, videos, data, templates, information, and other content found on the Site or within the Services (“SparkPost Content”) is owned by SparkPost. Any and all Intellectual Property Rights contained within SparkPost Content, or that are derivatives thereof, are retained by SparkPost.
- Your Content. In connection with Your use of the Services, You may enter, store or otherwise use data, text, information, contact lists, email addresses, Personally Identifiable Information (PII) (as defined in the Privacy Policy), templates, and other content provided by You or any of Your Users in connection with the Services (“Your Content”). You grant SparkPost all necessary rights and licenses in and to Your Content as necessary for SparkPost to provide the Services under this Agreement, which includes, without limitation, the processing and delivery of any and all email or other digital messages. You represent and warrant that none of Your Content violates this Agreement, applicable law or the Policies and that You have all necessary right, title, interest, and consent necessary to allow SparkPost to use Your Content to provide the Services. As between You and SparkPost, You retain all rights and all responsibilities in and to Your Content and do not convey any interest or responsibility to SparkPost other than as provided in this Agreement and in the Privacy Policy. You will maintain an adequate backup of all Your Content. SparkPost will not be responsible or liable for any deletion, correction, destruction, damage, loss, or failure to store or backup any of Your Content. SparkPost may take remedial action (such as deleting Your Content) if any of Your Content violates this Agreement or the Policies. However, SparkPost is under no obligation to review any of Your Content for accuracy, completeness, or potential liability.
- Feedback. You may: (i) provide SparkPost with periodic information about Your use of the Services and with respect to any problems, including, the nature and frequency of problems, encountered with use of the Services and any resolutions arrived at for those problems; and (ii) communicate to SparkPost any suggested modifications, changes, or enhancements of the Services (collectively, “Feedback”). You represent that nothing in that Feedback constitutes Your proprietary or Confidential Information (as defined below) and You disclaim all rights in the Feedback and agree that SparkPost may freely use, without any obligation to You, any of the Feedback.
- Confidentiality. During the Term and for three (3) years after any expiration or termination hereof (but in the case of information that is a trade secret, until such information is no longer a trade secret under applicable law), each party (each party considered a “Receiving Party” as well as a “Disclosing Party”) will retain in confidence, and will not use for its own benefit, any non-public information disclosed by or relating to the other party that is designated as confidential or that, given the nature of the information or the circumstances surrounding its disclosure, reasonably should be considered as confidential (“Confidential Information”). Confidential Information includes, without limitation, all non-public information relating to each party’s trade secrets, software, computer programs, technology, know-how, documentation, customers, business plans marketing activities, employees, finances and other business affairs, but excludes information that: (i) was rightfully in the Receiving Party’s possession, without any obligation to hold it in confidence, before receipt from the Disclosing Party; (ii) is or becomes a matter of public knowledge through no fault of the Receiving Party; (iii) is received by the Receiving Party from a third party who has the lawful right, without any duty of confidentiality, to disclose the information; (iv) is independently developed by the Receiving Party without use of or reference to the Confidential Information of the Disclosing Party; or (v) is disclosed by the Receiving Party with the Disclosing Party’s prior written approval.For the avoidance of doubt: (i) this Agreement, all Orders, any pricing information, the Services, the Site, SparkPost Content, and any Confidential Information of SparkPost’s affiliates, partners, and subcontractors is SparkPost Confidential Information; and (ii) Your Content is Your Confidential Information. Each party will protect all Confidential Information from disclosure to any third party (except to such party’s employees, contractors and agents who have a need to know) by using the same degree of care that it uses to prevent the unauthorized disclosure of its own confidential information of a like nature, but in no case less than a reasonable degree of care. Notwithstanding the foregoing, either party may disclose Confidential Information without the other party’s consent to the extent such disclosure is required by law, rule, regulation, or government or court order, provided that the Receiving Party first provides prompt written notice of such required disclosure to the Disclosing Party to enable the Disclosing Party to seek a protective order or otherwise prevent or restrict such disclosure. Notwithstanding anything in this Section or this Agreement to the contrary, You agree that SparkPost may use or disclose any of Your Confidential Information in accordance with the Privacy Policy.
- Restrictions. Your use of the Services will not extend beyond the scope of this Agreement. Specifically, You will not (and will not directly or indirectly assist any third party or person to): (i) copy, reproduce, transmit, distribute, publish, display, modify, alter, sell, resell, lend, loan, lease, assign, license, sublicense, or transfer any or all of Your rights or licenses under this Agreement; (ii) access or use the Services except as explicitly provided in this Agreement; (iii) use the Services in violation of any law, including without limitation, the U.S. CAN-SPAM Act or any other similar law or regulation; (iv) use automated scripts to collect information from or otherwise interact with the Service; (v) use the Services to harass or intimidate any person or entity; (vi) reverse engineer, decompile, reverse compile, disassemble, reconstruct, translate, or create any derivative work of the Service or any part thereof; (vii) attempt to circumvent any technological protection measures which are in place to restrict access to any portion of the Services; (viii) erase or remove any proprietary or intellectual property notice contained in the Service; (ix) use or permit use of the Services for or by any person or entity other than Your employees and agents, who are each bound to treat the Services as SparkPost Confidential Information and to otherwise comply with the terms of this Agreement; or (x) have more than one (1) Account.
- Warranties by You. You hereby represent, warrant, and covenant that: (i) You have the legal right and authority to enter into this Agreement and, if You are accepting this Agreement on behalf of a company or other entity, to bind the company or other entity to the terms of this Agreement; (ii) You have the legal right and authority to perform Your obligations under this Agreement and to grant the rights and licenses described in this Agreement; (iii) Your Content, and any other data, information or content You provide to Us in connection with this Agreement and Your access to the Site and use of the Services, is correct and current, and does not constitute defamation, violate a third party’s privacy, publicity or other personal rights, and will not violate applicable law or a third party’s contractual rights; (iv) this Agreement will constitute Your legal, valid, and binding obligation, enforceable against You in accordance with its terms; and (iv) no consent, approval or authorization of, or exemption by, or filing with, any governmental authority or third party is required to be obtained by You in connection with the execution, delivery and performance by it of this Agreement or the taking of any other action contemplated hereby, which has not been obtained.
- Warranties by SparkPost. Except in the case of a Free Subscription (for which no warranties of any kind are made), SparkPost represents and warrants that it will use commercially reasonable efforts to provide You the Services in accordance with Your Order and this Agreement. However, SparkPost’s sole obligation, and Your sole and exclusive remedy with respect to any failure by SparkPost to perform in accordance with the warranty in the preceding sentence, is for SparkPost, in its sole discretion, to take commercially reasonable efforts to re-perform the affected Services or refund the Fees paid or payable for Services provided during the period of the failure.
- Disclaimer. EXCEPT AS EXPRESSLY PROVIDED IN SECTION 17: (i) SPARKPOST DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND ANY OTHER WARRANTY IMPLIED BY APPLICABLE LAW; (ii) THE SITE, THE SERVICE (AND ANY AND ALL CONTENT OF ANY KIND PROVIDED BY SPARKPOST IN CONNECTION WITH THE SERVICES OR THIS AGREEMENT) IS PROVIDED “AS IS,” “AS AVAILABLE” AND WITHOUT WARRANTY; AND (iii) SPARKPOST DOES NOT WARRANT OR GUARANTEE INBOX PLACEMENT RATE (SOMETIMES REFERRED TO AS MESSAGE “DELIVERY”) BECAUSE OF THE GREAT NUMBER OF CONDITIONS, PRACTICES, REPUTATIONAL ISSUES OUTSIDE SPARKPOST’S CONTROL, AND/OR THE POSSIBILITY THAT MESSAGE RECIPIENTS MAY, AT ANY TIME, BE USING HARDWARE OR SOFTWARE THAT IS NO LONGER SUPPORTED PURSUANT TO THE MANUFACTURER’S END-OF-LIFE POLICY. ANY USE OF THE SERVICES BY YOU IS ENTIRELY AT YOUR OWN RISK. IF YOU MAKE ANY CHANGES OR MODIFICATIONS TO THE SERVICE (OR ANY CONTENT OF ANY KIND PROVIDED BY SPARKPOST IN CONNECTION WITH THE SERVICES OR THIS AGREEMENT), THE WARRANTIES IN SECTION 17 WILL BE NULL AND VOID. IF ANY PART OF THIS SECTION IS DETERMINED TO BE UNENFORCEABLE, THEN ALL EXPRESS AND IMPLIED WARRANTIES WILL BE LIMITED IN DURATION FOR A PERIOD OF THIRTY (30) DAYS AFTER THE EFFECTIVE DATE, AND NO WARRANTIES OR CONDITIONS WILL APPLY AFTER THAT PERIOD.
- Indemnification. You agree to defend, indemnify, and hold harmless SparkPost and its affiliates, stockholders, successors, officers, directors, employees, and agents, from and against any and all actions, proceedings, claims, judgments, liabilities, losses, and damages and related fees and expenses (including reasonable attorneys’ fees) arising out of or relating to: (i) Your Content; (ii) Your breach of this Agreement; (iii) the violation of rules, generally recognized industry best practices, regulations or laws with respect to any content or rights, including, but not limited to, obscenity, defamation, publicity, information security, and privacy; or (iv) Your negligence or willful misconduct. SparkPost will promptly provide You with notice of any such claim and will have the right to participate in the defense of any such claim.
- Limitation of Liability. SPARKPOST’S CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATING TO THIS AGREEMENT OR THE SERVICES, WHETHER IN CONTRACT, TORT, OR OTHERWISE, WILL NOT EXCEED THE TOTAL AMOUNT OF ALL FEES PAID TO SPARKPOST BY YOU ON ACCOUNT OF SERVICES USED DURING THE THREE MONTH PERIOD IMMEDIATELY PRIOR TO THE DATE UPON WHICH ANY SUCH LIABILITY ARISES (AND IF NO SUCH FEES HAVE BEEN PAID, THEN $100). IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY INCIDENTAL, INDIRECT, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, LOSSES, COSTS OR EXPENSES OF ANY KIND, HOWEVER CAUSED AND WHETHER BASED IN CONTRACT, TORT OR ANY OTHER THEORY OF LIABILITY, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, LOSSES, COSTS OR EXPENSES. THE LIMITATION OF LIABILITY AND EXCLUSION OF CERTAIN DAMAGES WILL APPLY WITHOUT REGARD TO WHETHER OTHER PROVISIONS OF THIS AGREEMENT HAVE BEEN BREACHED OR HAVE BEEN DETERMINED BY A COURT OF COMPETENT JURISDICTION TO BE INVALID, VOID OR UNENFORCEABLE. MOREOVER, THE PARTIES AGREE THAT THE LIMITATIONS IN THIS SECTION ARE A BARGAINED-FOR EXCHANGE AND A MATERIAL CONDITION AND PREMISE OF THIS AGREEMENT.
- Suspension. SparkPost will have the right to immediately suspend Your Account, in whole or in part without prior notice, for any reason and/or time that is reasonable under the circumstances, including, without limitation, Your failure to timely pay Fees or a suspected data security breach. During such suspension period: (i) You and all of Your User’s access to Your Account and the Services will be suspended; (ii) Your obligations pursuant to this Agreement will continue to accrue and all payments will be made in accordance with Your Order and this Agreement; (iii) if You are in breach of this Agreement, all Fees will continue to accrue; and (iv) unless SparkPost deems Your Account and/or any of Your Content to be potentially harmful in any way or potentially in violation of any applicable law, SparkPost will maintain your Account and not take action to intentionally delete or remove any or Your Content stored on or within the Service.
- Termination. Unless earlier terminated in accordance with this Section, this Agreement will continue in full force and effect through the end of the Term. SparkPost will have the right to terminate this Agreement: (i) for any or no reason upon notice to you during any Free Subscription; or (ii) upon any breach by You of the terms of this Agreement, including without limitation, the failure to timely pay Fees, that remains uncured for ten (10) days after notice of such breach. However, if You violate the Messaging Policy, SparkPost may terminate this Agreement immediately upon notice to You, without any obligation to allow You an opportunity to cure. Upon termination or expiration of this Agreement for any reason: (i) all rights, licenses, and subscriptions granted to You under this Agreement will immediately terminate; (ii) You and all of your Users will immediately cease all use of and access to Your Account and the Services; (iii) all Fees then owed by You will become immediately due and payable; (iv) You will immediately either return to SparkPost or, in SparkPost’s discretion, destroy all of the following that is in Your possession: (A) SparkPost Content; (B) SparkPost Confidential Information; (C) Account IDs; and (v) SparkPost may delete any of Your Content stored and/or in process in the Site, the Services or otherwise by SparkPost within ten (10) business days after the effective date of expiration or termination, or as required by applicable law. This Section notwithstanding, upon termination or expiration of this Agreement, SparkPost may retain Your Content to comply with applicable law or as necessary to prosecute or defend any legal claim (in which case SparkPost may retain Your Content for a reasonable time pending resolution of such obligation or issue).The following sections of this Agreement will survive any expiration or termination of this Agreement: 2 (Acceptance of Agreement and Policies); 8 (Fees and Payment Terms); 9 (Taxes); 10 (Ownership); 11 (SparkPost Content); 12 (Your Content); 14 (Confidentiality); 15 (Restrictions); 18 (Disclaimer); 19 (Indemnification); 20 (Limitation of Liability); and 21 through 37.
- Linked Sites. The Services and the Site through which the Services are provided may contain links to third party websites not under SparkPost’s control. As such, SparkPost is not responsible or liable for the content on or the policies regarding use and privacy of any such website. If You access any such website, You do so at your own risk.
- Export Control. You agree not to export, re-export, or import the Services to any country in contravention of any applicable law.
- U.S. Federal Government Use. When the Service is licensed for use in the performance of a U.S. Government prime contract or subcontract, the Services and any software incorporated therein is designated as a “commercial item” (as defined in 48 C.F.R. 2.101), consisting of “commercial computer software” and “commercial computer software documentation” as such terms are used in 48 C.F.R. 12.212. The Services and technical data is licensed only under the commercial terms herein and is subject to the provisions of Subpart 12.2 of the Federal Acquisition Regulations and other applicable acquisition regulations and are provided to the U.S. Government only as a commercial item.
- Notice. Except as expressly provided in this Section, any notice required for or permitted by this Agreement will be in writing and will be delivered as follows with notice deemed given as indicated: (i) by personal delivery when delivered personally, (ii) by overnight courier upon written verification of receipt, (iii) by telecopy or facsimile transmission when confirmed by telecopier or facsimile transmission report, or (iv) by certified or registered mail, return receipt requested, upon verification of receipt.Notices made by SparkPost that affect customers generally will be posted on the Site or sent via email.Notices made by SparkPost to You or Your Account specifically (including notices of breach and/or suspension) will be provided to You via the email address provided to SparkPost during Your Order completion process or to any updated email address You provided to SparkPost in accordance with standard account information update procedures that SparkPost may provide from time to time. It is Your responsibility to keep Your email address associated with Your Account current. You will be deemed to have received any email sent to any such email address, upon SparkPost sending of the email, whether or not You actually receive the email.Notices made by You to SparkPost should be sent to [email protected], with a copy sent first class mail to:SparkPost
Message Systems, Inc.
9130 Guilford Road
Columbia, MD 21046
USA
c/o Legal - Assignment. Each and all of the provisions hereof will be binding on and inure to the benefit of the parties hereto and their respective heirs, executors, administrators, successors, and permitted assigns. You may not assign this Agreement, in whole or in part, without SparkPost’s prior written consent. SparkPost may terminate this agreement immediately in its sole discretion if You have attempted to assign this Agreement contrary to this Section. A merger involving You or change in control event involving You, including, by operation of law, will qualify as an assignment for the purposes of this Section. SparkPost may at any time assign, transfer, charge, sub-contract or deal in any other manner with any or all of its rights or obligations under this Agreement.
- Governing Law; Disputes. This Agreement is governed by the laws of the State of Maryland, excluding conflict of laws provisions and excluding (i) the 1980 United Nations Convention on Contracts for the International Sale of Goods, and (ii) the Uniform Commercial Code of the State of Maryland or any other state that could otherwise apply to this Agreement. The parties agree that any right to a jury trial is hereby waived and that any disputes arising out of this Agreement will be resolved by binding arbitration in Baltimore, Maryland in accordance with the rules of the American Arbitration Association.
- Force Majeure. In the event either party is unable to carry out its material obligations under this Agreement, except for the payment of money, by reason of Force Majeure (as defined below), those obligations will be suspended during the continuance of the Force Majeure, provided that the party relying on this Section takes all reasonable action to remedy the effect of the Force Majeure as quickly as practicable. “Force Majeure” includes, without limitation: labor strikes, shortages, riots, insurrection, fires, flood, storm, explosions, earthquakes, telecommunications outages, acts of God, war, terrorism, governmental action, or any other cause that is beyond the reasonable control of such party.
- Waiver. No waiver of any term or condition of this Agreement will be construed as a waiver of any other term or condition. Waiver of any default under this Agreement will not be construed as a waiver of any other default. No waiver of any provision in this Agreement or any right or remedy hereunder will be effective, unless in writing and signed by the party against whom such waiver is sought to be enforced. There will be no waiver even if there is a delay in exercising or a partial exercising of any right or remedy under this Agreement.
- Injunctive Relief. You acknowledge that any unauthorized use of the Services, breach of the confidentiality or intellectual property provisions of this Agreement may cause irreparable harm to SparkPost, the extent of which would be difficult to ascertain. Accordingly, You agree that, in addition to any other remedies to which SparkPost may be legally entitled to, SparkPost will have the right to seek injunctive relief in the event of such a breach.
- Publicity. You agree that SparkPost may use Your name and logo in customer lists (both in print and on the Site) and in connection with other reasonable marketing activities related to the Services.
- Headings. The section headings appearing in this Agreement are inserted only as a matter of convenience and in no way define, limit, construe or describe the scope or extent of such paragraph, or in any way affect such agreements.
- Prohibition on Competitive Use. SparkPost provides the Site, Services, and SparkPost Content to You, subject to this Agreement, only for non-competitive use. For the avoidance of doubt, You will not use, access or otherwise view or interact with the Site, Services, SparkPost Content, or any of the information or content therein to directly or indirectly establish, maintain, or otherwise provide a competing service or software solution to the Service.
- Severability. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, such provision will be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law and the remaining provisions of this Agreement will remain in full force and effect.
- Relationship. The performance by SparkPost of its duties and obligations under this Agreement will be that of an independent contractor, and nothing in this Agreement will create or imply an agency relationship between SparkPost and You, nor will the Agreement be deemed to constitute a joint venture or partnership between SparkPost and You.
- Entire Agreement. This Agreement constitutes the entire agreement between You and SparkPost with respect to the subject matter found within this Agreement. This Agreement supersedes, and the terms of this Agreement govern, any other prior or collateral agreements with respect to the subject matter hereof. You acknowledge that in entering into this Agreement You have not relied on, and will have no right or remedy in respect of, any statement, representation, assurance or warranty other than as expressly set forth in this Agreement. No alteration, amendment, waiver, cancellation or any other change in any term or condition of this Agreement will be valid or binding except in accordance with the terms of this Agreement.
Messaging Policy
This SparkPost Messaging Policy (the “Messaging Policy”) applies to the SparkPost service, which includes the sending of digital messages and related digital messaging services (the “Services”) offered by Message Systems, Inc., d/b/a SparkPost, a Delaware corporation, (“SparkPost,” “we,” ‘”us” or “our”) to any individual, organization, business entity, and/or user (“you” or “your”), through the website SparkPost.com or any other websites or mobile applications (collectively, the “Site”) that reference or link to this Messaging Policy. Any capitalized terms used but not defined in this Messaging Policy will have the meaning given to such terms in the Terms of Use, the Privacy Policy, or your Order.
YOU AGREE TO CREATE, STORE, AND SEND ALL DIGITAL MESSAGES USING THE SITE OR THE SERVICES IN STRICT COMPLIANCE WITH THIS MESSAGING POLICY. YOUR CONTINUED USE OF OR ACCESS TO THE SERVICES CONSTITUTES ACCEPTANCE OF THIS MESSAGING POLICY. IF YOU ARE NONCOMPLIANT WITH THIS MESSAGING POLICY, SPARKPOST HAS THE SOLE DISCRETION TO TAKE ANY ACTION IT DEEMS APPROPRIATE REGARDING YOUR ACCESS TO THE SITE OR THE SERVICES, INCLUDING WITHOUT LIMITATION, IMMEDIATE SUSPENSION OR TERMINATION OF YOUR ACCESS TO THE SITE OR THE SERVICES WITHOUT NOTICE.
This SparkPost Messaging Policy (the “Messaging Policy”) applies to the SparkPost service, which includes the sending of digital messages and related digital messaging services (the “Services”) offered by Message Systems, Inc., d/b/a SparkPost, a Delaware corporation, (“SparkPost,” “we,” ‘”us” or “our”) to any individual, organization, business entity, and/or user (“you” or “your”), through the website SparkPost.com or any other websites or mobile applications (collectively, the “Site”) that reference or link to this Messaging Policy. Any capitalized terms used but not defined in this Messaging Policy will have the meaning given to such terms in the Terms of Use, the Privacy Policy, or your Order.
YOU AGREE TO CREATE, STORE, AND SEND ALL DIGITAL MESSAGES USING THE SITE OR THE SERVICES IN STRICT COMPLIANCE WITH THIS MESSAGING POLICY. YOUR CONTINUED USE OF OR ACCESS TO THE SERVICES CONSTITUTES ACCEPTANCE OF THIS MESSAGING POLICY. IF YOU ARE NONCOMPLIANT WITH THIS MESSAGING POLICY, SPARKPOST HAS THE SOLE DISCRETION TO TAKE ANY ACTION IT DEEMS APPROPRIATE REGARDING YOUR ACCESS TO THE SITE OR THE SERVICES, INCLUDING WITHOUT LIMITATION, IMMEDIATE SUSPENSION OR TERMINATION OF YOUR ACCESS TO THE SITE OR THE SERVICES WITHOUT NOTICE.
- Compliance with Digital Message Sending Best Practices. We require you to follow these best practices when sending Digital Messages using the Services:
- Use only permission-based marketing Digital Message lists (i.e., lists in which each recipient has explicitly granted permission to receive Digital Messages from you by affirmatively opting-in to receive those Digital Messages).
- Always include a working “unsubscribe” mechanism in each marketing Digital Message that allows the recipient to opt out from your mailing list (receipt/transactional messages that are exempt from “unsubscribe” requirements of applicable law are exempt from this requirement).
- Comply with all requests from recipients to be removed from your mailing list within 10 days of receipt of the request or the appropriate deadline under applicable law.
- Maintain, publish, and comply with a privacy policy that meets all applicable legal requirements, whether or not your organization controls the sending of the Digital Messages.
- Include in each Digital Message a link to your then-current privacy policy applicable to that Digital Message.
- Include in each Digital Message your valid physical mailing address or a link to that information.
- Do not send to addresses obtained from purchased or rented Digital Message lists.
- Do not use third party message addresses, domain names, or mail servers without proper permission.
- Do not routinely send Digital Messages to non-specific addresses (e.g., [email protected] or [email protected]).
- Do not send Digital Messages that result in an unacceptable number of spam or similar complaints (even if the Digital Messages themselves are not actually spam).
- Do not disguise the origin, or subject matter of, any Digital Message or falsify or manipulate the originating message address, subject line, header, or transmission path information for any Digital Message.
- Do not send offers for the purpose of obtaining personal information or generating leads for third parties.
- Do not send “chain letters,” “pyramid schemes,” or other types of messages that encourage the recipient to forward the content to strangers.
- Do not send to lists of addresses that are programmatically generated or scraped from the Web.
- Do not employ sending practices, or have overall message delivery rates, which negative impact the Services or other users of the Services.
- Do not use the Services to send messages that may be considered junk mail. Some examples of this type of messages include messaging related to: affiliate marketing, penny stocks, gambling, multi-level marketing, direct to consumer pharmaceutical sales, payday loans, etc.
- Compliance with Law. Your use of the Services must comply with all applicable laws, rules, regulations, and court orders of any kind of any jurisdiction applicable to you, us, and any recipient to whom you use the Services to send Digital Messages (“Applicable Law”). You have the responsibility to be aware of and understand all Applicable Laws and ensure that you and all Users of your Account comply at all times with Applicable Law. Some examples of Applicable Laws include: the U.S. CAN-SPAM ACT, The E.U. Directive of Privacy and Electronic Communications, the U.K. Privacy and Electronic Communications (EC Directive) Regulations 2003; the Canada Anti-Spam Law (CASL) and/or any similar law, laws relating to intellectual property, privacy, security, terrorism, corruption, child protection, or import/export laws.
- Commitment Against Harassment and Interference with Others. You must not use the Services to:
- Store, distribute or transmit any malware or other material that you know, or have reasonable grounds to believe, is or may be tortious, libelous, offensive, infringing, harassing, harmful, disruptive or abusive; or
- Commit (or promote, aid or abet) any behavior, which you know, or have reasonable grounds to believe, is or may be tortious, libelous, offensive, infringing, harassing, harmful, disruptive or abusive. Examples may include Digital Messages that are themselves are or promote racism, homophobia, or other hate speech
- Sensitive Information. You will not import, or incorporate into, any contact lists or other content you upload to the Services or the Site, any of the following information: social security numbers, national insurance numbers, credit card data, passwords, security credentials, bank account numbers, or sensitive personal, health or financial information of any kind.
- Modifications to this Policy. We may modify this Messaging Policy prospectively at any time by posting the revised version on the Site and/or sending you a copy of the modified document through other reasonable means. Your continued use of the Services will be considered acceptance of any such modification. All modifications to this Policy will be effective immediately upon posting, unless otherwise noted by us.
Privacy Policy
This SparkPost Privacy Policy (the “Privacy Policy”) applies to the SparkPost service, which includes the sending of digital messages and related digital messaging services (the “Services”) offered by Message Systems, Inc., d/b/a SparkPost, a Delaware corporation, (“SparkPost,” “we,” ‘”us” or “our”) to any individual, organization, business entity, and/or user (“you” or “your”), through the website SparkPost.com or any other websites or mobile applications (collectively, the “Site”) that reference or link to this Privacy Policy. SparkPost is committed to: (1) protecting the privacy of data that we process or store relating to your use of the Site and/or Services; (2) maintaining the integrity of the data we collect from you; and (3) complying with our legal obligations with respect to such data and information. By using the Site and/or the Services, you consent to our collection, use and disclosure of information, and our processing of your data, as described in this Privacy Policy.
Personally Identifiable InformationWe collect personal information (“personally identifiable information“ or “PII”) about users of the Site and/or Services. In general, that means we collect PII about you when you provide it to us for the reason you provided it to us. The other instances in which we may collect and use PII are described below.
We may collect PII when you do any of the following:
We may collect the following PII:
We may disclose your PII to the following:
We may also disclose your PII in the following circumstances:
We will retain your PII only for the period necessary to fulfill the purposes outlined in this Privacy Policy, unless a longer retention period is required or permitted by applicable law.
Privacy Shield
For PII that is subject to the European Commission’s Directive on Data Protection (“EU-PII”), we have committed and have certified to handling such information in accordance with the U.S. – E.U. Privacy Shield Policies as promulgated by the U.S. Department of Commerce. Our disclosures, notices and obligations under Privacy Shield are set forth in the Privacy Shield portion of the Privacy Policy (available at:http://www.sparkpost.com/policies/privacy/privacyshield), which is incorporated herein by reference with regard to EU-PII. The provisions of the Privacy Shield portion of our Privacy Policy apply only to EU-PII obtained by us from persons who are residents of countries other than the United States that reside in a jurisdiction that has adopted the Privacy Shield framework (i.e. the Privacy Shield portion of this Privacy Policy does not apply to residents of the United States).
Cookies
We apply different types of cookies and other similar technologies on the Site. Cookies are a standard feature of websites that allow us to store small amounts of data on your computer about you or your visit to the Site. Cookies help us to learn which areas of the Site are useful and which areas need of improvement; they also help make your use of the Site more responsive. The list of cookies, which we apply on the Site can be found on the Cookie List portion of our Privacy Policy (available at: http://www.sparkpost.com/policies/privacy/cookies). We will update this list, from time to time, as we change applicable cookies and third party sites that we use.
We use the information collected by cookies in the following ways:
You may choose to accept or reject cookies from the Site at any time by activating the applicable settings on your Internet browser. Information about the procedures to follow in order to enable or disable cookies can be found on your Internet browser provider’s website. You may wish to refer to http://www.allaboutcookies.org/manage-cookies/index.html for information on commonly used browsers. Please be aware that if cookies are disabled, not all features of the Site may operate as intended. For more information on cookies, you can visit the US Federal Trade Commission’s website at: https://www.ftc.gov/site-information/privacy-policy/internet-cookies. Please note that we do not support or endorse any of the products or services listed at such websites.
Children
The Site is not intended for use by minors (natural persons under the age of 18). We do not knowingly solicit data online from, or market online to, anyone under the age of 18. If we learn that we have obtained personally identifiable information online in error about anyone under the age of 18, we will delete that information as soon as we can. We encourage parents to supervise their children so that they do not disclose any PII about themselves in any of our public discussion areas. We cannot prevent minors from visiting the Site. We must rely on parents, guardians and those responsible for supervising anyone under the age of 18 to decide which materials are appropriate for such children to view and/or purchase. Pursuant to 47 U.S.C. Section 230(d), as amended, we hereby notify you that parental control protections (such as computer hardware, software or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. Information identifying current providers of such protections is available at the US Federal Trade Commission’s OnGuard Online website at: http://onguardonline.gov/. Please note that we do not support or endorse any of the products or services listed at such websites.
Accountability
Message Systems, Inc., d/b/a SparkPost is responsible for writing this policy and for its compliance with it. The person who is primarily responsible for our oversight and compliance with this policy is the Privacy Officer. Anyone who has a question, comment, or complaint about this policy should contact the Privacy Officer:
Privacy Officer
[email protected]
A request should include sufficient contact information, such as name, address, telephone number, and email address. We promise to make a good faith attempt to resolve any complaint or problem you bring to our attention.
Changes and Updates
Your continued use of the Site, and/or the Services constitutes your acceptance of this Privacy Policy, including any changes, unless you elect to terminate such use and opt-out of communications. We do not expect to change our respect for your wishes and your privacy. However, new laws, new products and services, and changes to our business operations and/or structure could require changes to our policy. We expect that any policy changes will be consistent with Privacy Shield standards (to the extent they apply) and other legal requirements. We may modify this policy prospectively at any time by posting the revised version on the Site or sending you a copy of the modified document through other reasonable means. Your continued use of the Services will be considered acceptance of any such modification. All modifications to this policy will be effective immediately upon posting, unless otherwise noted by us.
**Ver 2.0 August 26, 2016
Cookie List
The categories of cookies we apply are described below:
This SparkPost Privacy Policy (the “Privacy Policy”) applies to the SparkPost service, which includes the sending of digital messages and related digital messaging services (the “Services”) offered by Message Systems, Inc., d/b/a SparkPost, a Delaware corporation, (“SparkPost,” “we,” ‘”us” or “our”) to any individual, organization, business entity, and/or user (“you” or “your”), through the website SparkPost.com or any other websites or mobile applications (collectively, the “Site”) that reference or link to this Privacy Policy. SparkPost is committed to: (1) protecting the privacy of data that we process or store relating to your use of the Site and/or Services; (2) maintaining the integrity of the data we collect from you; and (3) complying with our legal obligations with respect to such data and information. By using the Site and/or the Services, you consent to our collection, use and disclosure of information, and our processing of your data, as described in this Privacy Policy.
Personally Identifiable InformationWe collect personal information (“personally identifiable information“ or “PII”) about users of the Site and/or Services. In general, that means we collect PII about you when you provide it to us for the reason you provided it to us. The other instances in which we may collect and use PII are described below.
We may collect PII when you do any of the following:
- register as a user of the Site and/or the Services;
- use the Services to send email or other digital messages;
- use the Site to communicate with or otherwise interact with other users, our staff, or other persons who are permitted to interact with and use the Site (such as support personnel or services);
- participate in any contests, sweepstakes, surveys, user panels, focus groups or other interactive services on or related to the Site;
- visit or participate in forums or other discussions that we host or provide; or
- submit your contact information to us for the purpose of being contacted regarding our Services and for us to provide customer support.
We may collect the following PII:
- your contact information (e.g., your name, physical address, mailing address, email address, digital message address, and phone and fax numbers);
- your billing information (e.g., credit card information, billing address, etc.);
- your demographic and survey information (e.g., job function, title, topics of interest, purchase interest level, survey responses, and information solicited through online registration forms);
- your history as our customer (e.g., your order(s), payment history, Site and Services usage, promotional history, inquiries, and responses); and
- all content posted in public areas (e.g. online forum posts, comments on blog posts, articles, or other content on community areas, etc.). NOTICE: In order to maintain standards for online conduct in public areas we provide and/or sponsor, we may remove or appropriately edit/redact an inappropriate posting when we find it.
- to respond to your inquiries and fulfill your requests, such as to send you newsletters, reports, or other communications;
- to send administrative information to you, for example, information regarding the Services and changes to our terms, conditions, and policies as well as notice regarding compliance actions we may take;
- to complete and fulfill your subscription purchase, for example, to process your payments, communicate with you regarding your subscription purchase and provide you with related customer service or technical support;
- to send you marketing communications that we believe may be of interest to you (including announcements about new services or products, featured editorial content, co-sponsored products, events, special sales and promotions, and more);
- to personalize your experience with the Services by presenting products and offers tailored to you;
- to allow you to participate in sweepstakes, contests and similar promotions and to administer these activities. Some of these activities have additional rules, which could contain additional information about how we use and disclose your PII, so we suggest that you read these rules carefully;
- to facilitate social sharing functionality;
- to allow you to send messages through the Services. By using this functionality, you are telling us that you are entitled to use and provide us with your recipients’ name and email address or other digital sending and receiving address; and
- for our business purposes, such as data analysis, audits, fraud monitoring and prevention, development of new products, enhancing, improving or modifying our Services, identifying usage trends, determining effectiveness of our promotional campaigns and operating and expending our business activities.
We may disclose your PII to the following:
- to our affiliates: (i) Message Systems EMEA Limited, a private company limited by shares registered in England and Wales; (ii) Message Systems, Pte. Ltd., a private limited company organized under the laws of Singapore; and (iii) Port 25 Solutions, Inc. a Maryland corporation; in each case for the purposes described in this Privacy Policy. Message Systems, Inc., a Delaware corporation, is the party responsible for the management of the jointly-used PII;
- to our third-party contractors who maintain the Site and assist us with providing the Services. Such contractors who may have access to your PII include providers of services, such as website hosting, server hosting, data analysis, payment processing, subscription entitlement management, order fulfillment, information technology and related infrastructure provision, customer service, email delivery, credit card processing, auditing, content scanning and other similar services. They are permitted to access and use your PII solely and exclusively in performance of their duties to us or to comply with applicable laws, and they owe us either direct employment duties, or they have signed confidentiality agreements, such that they are obligated to keep your PII confidential; and
- to our partners and sponsors. Many of our products and offerings, including events, are offered in connection with other companies who are partners or sponsors. When you register for these activities, the names of any partners and sponsors will be clearly visible. We may maintain the PII you provide when you register for these sponsored programs and we may share it with our partners and sponsors. They may use the information in accordance with their own privacy policies. If you have concerns about how they may use the information you provide, please refer to each partner or sponsor’s privacy policy. Unlike other disclosures of information, you cannot opt-out of contacts from partners and sponsors through us. You must contact the partners or sponsors directly.
We may also disclose your PII in the following circumstances:
- Audits and Business Operation. We are subject to various audits by accountants, clients, and government regulators. In the course of such audits, such auditors may come into contact with PII. Where possible, we require such auditors to keep confidential and not disclose PII consistent with law. In certain governmental audits, we may not be able to require such confidentiality. In addition, we may disclose PII to our attorneys as may be required to obtain legal advice about our and your legal rights and obligations.
- Government and Litigation Requests. We reserve the right to use or disclose PII in connection with: (i) legal proceedings or preparations therefore; (ii) to respond to judicial or other government process such as court orders, subpoenas, requests for discovery and similar litigation relation requirements; (iii) to provide information to law enforcement agencies or for an investigation on a matter related to public safety; and (iv) in general to comply with applicable laws, government requests and court orders. We may elect to make these disclosures even if we have not received a subpoena, if we believe in good faith that we have a legal obligation to do so, or if we believe that our failure to do so may result in liability to us, or a violation of law. If we receive a subpoena or other legal demand for your PII, we may endeavor to notify you of the subpoena or demand by contacting you at the current email address that we have for you. However, we cannot promise that we will always be able to send you a notice, that we will attempt to contact you if the email we send fails to get to you, that we will be able to send you the notice before we turn over your information, or that we will resist the request. Unless prohibited by applicable law or other obligations we owe you, we retain the right to impose upon you a reasonable charge for certain requests for your information or data.
- Change of Control. If we were to undergo a merger, acquisition, corporate reorganization or recapitalization, divestiture, sale of substantially all of our assets, bankruptcy, or other change in control (in each case which may be in respect of the division that administers the Site or the Services, and not necessarily the entire company), PII may be used or disclosed in connection with those activities, which may include the entire transfer of our database of PII to such successor or assignee entity.
We will retain your PII only for the period necessary to fulfill the purposes outlined in this Privacy Policy, unless a longer retention period is required or permitted by applicable law.
Privacy Shield
For PII that is subject to the European Commission’s Directive on Data Protection (“EU-PII”), we have committed and have certified to handling such information in accordance with the U.S. – E.U. Privacy Shield Policies as promulgated by the U.S. Department of Commerce. Our disclosures, notices and obligations under Privacy Shield are set forth in the Privacy Shield portion of the Privacy Policy (available at:http://www.sparkpost.com/policies/privacy/privacyshield), which is incorporated herein by reference with regard to EU-PII. The provisions of the Privacy Shield portion of our Privacy Policy apply only to EU-PII obtained by us from persons who are residents of countries other than the United States that reside in a jurisdiction that has adopted the Privacy Shield framework (i.e. the Privacy Shield portion of this Privacy Policy does not apply to residents of the United States).
Cookies
We apply different types of cookies and other similar technologies on the Site. Cookies are a standard feature of websites that allow us to store small amounts of data on your computer about you or your visit to the Site. Cookies help us to learn which areas of the Site are useful and which areas need of improvement; they also help make your use of the Site more responsive. The list of cookies, which we apply on the Site can be found on the Cookie List portion of our Privacy Policy (available at: http://www.sparkpost.com/policies/privacy/cookies). We will update this list, from time to time, as we change applicable cookies and third party sites that we use.
We use the information collected by cookies in the following ways:
- to deliver, improve and develop services. We may use anonymous information that we gather to provide and improve the Services and/or the Site for all of our users, and to help us develop and implement other services and products in the future. For example, drawing from a large pool of anonymous data regarding the success of our Services to deliver messages may allow our Services to improve deliverability success for all of our users.
- to advertise our services. We may use anonymous information we gather to advertise the performance and other value derived from the use of our Services.
- to write data-supported articles related to best-practices and other literature regarding messaging.
You may choose to accept or reject cookies from the Site at any time by activating the applicable settings on your Internet browser. Information about the procedures to follow in order to enable or disable cookies can be found on your Internet browser provider’s website. You may wish to refer to http://www.allaboutcookies.org/manage-cookies/index.html for information on commonly used browsers. Please be aware that if cookies are disabled, not all features of the Site may operate as intended. For more information on cookies, you can visit the US Federal Trade Commission’s website at: https://www.ftc.gov/site-information/privacy-policy/internet-cookies. Please note that we do not support or endorse any of the products or services listed at such websites.
Children
The Site is not intended for use by minors (natural persons under the age of 18). We do not knowingly solicit data online from, or market online to, anyone under the age of 18. If we learn that we have obtained personally identifiable information online in error about anyone under the age of 18, we will delete that information as soon as we can. We encourage parents to supervise their children so that they do not disclose any PII about themselves in any of our public discussion areas. We cannot prevent minors from visiting the Site. We must rely on parents, guardians and those responsible for supervising anyone under the age of 18 to decide which materials are appropriate for such children to view and/or purchase. Pursuant to 47 U.S.C. Section 230(d), as amended, we hereby notify you that parental control protections (such as computer hardware, software or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. Information identifying current providers of such protections is available at the US Federal Trade Commission’s OnGuard Online website at: http://onguardonline.gov/. Please note that we do not support or endorse any of the products or services listed at such websites.
Accountability
Message Systems, Inc., d/b/a SparkPost is responsible for writing this policy and for its compliance with it. The person who is primarily responsible for our oversight and compliance with this policy is the Privacy Officer. Anyone who has a question, comment, or complaint about this policy should contact the Privacy Officer:
Privacy Officer
[email protected]
A request should include sufficient contact information, such as name, address, telephone number, and email address. We promise to make a good faith attempt to resolve any complaint or problem you bring to our attention.
Changes and Updates
Your continued use of the Site, and/or the Services constitutes your acceptance of this Privacy Policy, including any changes, unless you elect to terminate such use and opt-out of communications. We do not expect to change our respect for your wishes and your privacy. However, new laws, new products and services, and changes to our business operations and/or structure could require changes to our policy. We expect that any policy changes will be consistent with Privacy Shield standards (to the extent they apply) and other legal requirements. We may modify this policy prospectively at any time by posting the revised version on the Site or sending you a copy of the modified document through other reasonable means. Your continued use of the Services will be considered acceptance of any such modification. All modifications to this policy will be effective immediately upon posting, unless otherwise noted by us.
**Ver 2.0 August 26, 2016
Cookie List
The categories of cookies we apply are described below:
- Essential Cookies. these cookies enable you to navigate the Site and to use the Services or features. Without these absolutely necessary cookies, the Site may not perform as smoothly for you as we would like it to and we may not be able to provide the Site or certain Services or features.
- Preference Cookies. these cookies collect information about your choices and preferences, and allow us to remember language or other local settings and customize the Site accordingly.
- Social Media Cookies. these cookies collect information about your social media usage. These cookies collect information about your activities on social media sites to provide you relevant content.
- Analytics Cookies. these cookies collect information about your use of the Site, and enable us to improve the way it works. For example, analytics cookies show us which are the most frequently visited pages on the Site, help us record any difficulties you have with the Site, and show us whether our marketing is effective or not. This allows us to see the overall patterns of usage on the Site, rather than the usage of a single person. We use the information to analyze the Site traffic, but we do not examine this information for individually identifying information.
- Advertising Cookies. these cookies are set to display targeted promotions or advertisements based upon your interests on the Site or to manage our advertising. These cookies collect information about your activities on this and other sites to provide you targeted advertising.
Cookie Name | momentumApplicaiton-auth |
---|---|
Category | Essential |
Purpose | This cookie stores a temporary API token that is used for subsequent calls from our Web User Interface (UI) to our application programming interface (API) |
Cookie type | Persistent cookie Expires after 24 hours |
Responsible Party | SparkPost |
Cookie Name | momentumApplication-user |
---|---|
Category | Essential |
Purpose | This cookie stores username, customer ID (integer), and email for display in our Web UI |
Cookie type | Persistent cookie Expires after 24 hours |
Responsible Party | SparkPost |
Cookie Name | nrelateInt2 |
---|---|
Category | Preference |
Purpose | Deliver customized content and features based on user choices and past browsing – used to display additional content user may like when browsing |
Cookie type | Persistent cookie Expires after 90 days |
Responsible Party | nRelate http://nrelate.com/privacy-policy/#section4 |
Cookie Name | LiveRamp |
---|---|
Category | Preference |
Purpose | Deliver customized content and features based on user choices and past browsing – used to present online content that is more likely to match users interests |
Cookie type | Persistent cookie Expires after 180 days |
Responsible Party | LiveRamp http://liveramp.com/data-privacy-policy/ |
Cookie Name | _stid, _uset, UID, UIDR |
---|---|
Category | Social Media |
Purpose | Track members/non-members of social media for behavioral advertising, analytics, market research |
Cookie type | Persistent cookie Expires after 2 years |
Responsible Party | ShareThis http://www.sharethis.com/legal/privacy |
Cookie Name | _ga |
---|---|
Category | Analytics |
Purpose | Analyze audience to improve site design and content – used to distinguish users |
Cookie type | Persistent cookie Expires after 2 years |
Responsible Party | Google Analytics https://www.google.com/policies/privacy/ |
Cookie Name | __utma |
---|---|
Category | Analytics |
Purpose | Analyze browsing activity across sites to establish user profile – used to distinguish users and sessions |
Cookie type | Persistent cookie Expires after 2 years |
Responsible Party | Google Analytics https://www.google.com/policies/privacy/ |
Cookie Name | __utmb |
---|---|
Category | Analytics |
Purpose | Analyze browsing activity across sites to establish user profile – used to determine new sessions/visits |
Cookie type | Persistent cookie Expires after 30 minutes |
Responsible Party | Google Analytics https://www.google.com/policies/privacy/ |
Cookie Name | __utmc |
---|---|
Category | Analytics |
Purpose | Analyze browsing activity across sites to establish user profile – operated in conjunction with the __utmb cookie to determine whether the user was in a new session/visit |
Cookie type | Session cookie |
Responsible Party | Google Analytics https://www.google.com/policies/privacy/ |
Cookie Name | __utmz |
---|---|
Category | Analytics |
Purpose | Analyze browsing activity across sites to establish user profile – stores the traffic source or campaign that explains how the user reached your site |
Cookie type | Persistent cookie Expires after 6 months |
Responsible Party | Google Analytics https://www.google.com/policies/privacy/ |
Cookie Name | __utmv |
---|---|
Category | Analytics |
Purpose | Analyze browsing activity across sites to establish user profile – used to store visitor-level custom variable data |
Cookie type | Persistent cookie Expires after 2 years |
Responsible Party | Google Analytics https://www.google.com/policies/privacy/ |
Cookie Name | __gads |
---|---|
Category | Advertising |
Purpose | Deliver behavioral/targeted advertising |
Cookie type | Persistent cookie Expires after 2 years |
Responsible Party | Google DoubleClick http://www.google.com/intl/en/policies/ |
Cookie Name | Twitter cookies |
---|---|
Category | Advertising |
Purpose | Deliver behavioral/targeted advertising |
Cookie type | Both, persistent cookie Expires after 90 days |
Responsible Party | Twitter https://support.twitter.com/articles/20170514-twitters-use-of-cookies-and-similar-technologies |
Cookie Name | Adroll cookies |
---|---|
Category | Advertising |
Purpose | Deliver behavioral/targeted advertising |
Cookie type | Both, persistent cookie Expires after 90 days |
Responsible Party | Adroll http://www.adroll.com/about/privacy |
Cookie Name | uuid2, uuid2 (opt out), sess, icu, anj, token, acb, PHPSESSID |
---|---|
Category | Advertising |
Purpose | Deliver behavioral/targeted advertising |
Cookie type | Both, persistent cookies Expires after 90 days |
Responsible Party | AppNexus http://www.appnexus.com/cookies |
Cookie Name | uuid2, uuid2 (opt out), sess, icu, anj, token, acb, PHPSESSID |
---|---|
Category | Advertising |
Purpose | Deliver behavioral/targeted advertising |
Cookie type | Both, persistent cookies Expires after 90 days |
Responsible Party | AppNexus http://www.appnexus.com/cookies |
Cookie Name | Conversion cookie |
---|---|
Category | Advertising |
Purpose | Measure effectiveness of campaign |
Cookie type | Persistent cookie Expires after 30 days |
Responsible Party | Google http://www.google.com/intl/en/policies/technologies/types/ |
**Ver. 1.2 August 26, 2016
Privacy Shield
The provisions in this portion of our Privacy Policy apply only to EU-PII obtained from persons who are residents of countries other than the United States that reside in a jurisdiction that has adopted the Privacy Shield framework (i.e. this portion of the privacy policy does not apply to residents of the United States).
Notice
We hereby state:
In connection with the above we make the following additional statements and commitments:
Access
We encourage users to keep their contact information up to date. If we maintain information about you covered by this Privacy Shield portion of the Privacy Policy, we will provide you with access, correction and deletion rights in line with applicable legal requirements of the Principles.
We may also maintain publicly available or restricted information (i.e. information shared with a limited set of people such as “friend-only” content) that you have posted. In some cases, we may permit you to modify that information, but in other cases, we may prohibit modification and either allow you to select a configurable option to make the information publicly unavailable via privacy settings or to change the types of people who can review such information. Examples of instances where we may prevent modification: (i) where we have received a notice that such content infringes a third party’s rights; (ii) where we have received a “litigation hold” letter; (iii) where we believe we owe a legal duty to retain the original posting; (iv) where a law enforcement officer demands we preserve our records and; (v) in other similar types of circumstances.
Anyone seeking to know if we have information about them under Privacy Shield or applicable law or who wants access to (or a copy of) his or her personal data can make a request in writing as provided in the section entitled “NOTICE” above.
We will not normally charge you to inspect or receive a copy of the information we maintain about you. We reserve the right, however, to impose reasonable charges for requests that are very detailed, and for repeated requests and to deny or ignore requests we deem to be harassing. If we receive a subpoena or other similar court order or government request relating specifically to your information, we reserve the right to impose on you reasonable charges for responding to such request, unless prevented from doing so by applicable law.
A request for correction should identify the contested information; should state whether the information is incorrect, inaccurate, or incomplete; and should state what information should appear in place of the contested information.
In compliance with applicable laws, we may elect to provide some or all of the PII you requested via electronic means, or to provide an electronic view of your data that we retain.
We do not permit modification of anonymous data, or transactional data for payment transactions, support requests or other relationship related communications, nor may you modify data that is generated merely by operation of your interaction with us, such as tracking, Site use or other similar types of automatically collected information.
Choice
Except as noted below, we offer individuals the opportunity to choose (opt out) whether their personal information is: (i) to be disclosed to a third party; or (ii) to be used for a purpose that is materially different from the purpose(s) for which it was originally collected or subsequently authorized by the individuals. We provide clear, conspicuous, and readily available mechanisms to exercise this choice on the site.
We note that we do not provide the above opt out choice when disclosure is made to a third party that is acting as an agent to perform task(s) on behalf of and under the instructions of the organization, where we have entered into a contract with such agent.
With respect to sensitive information (i.e., personal information specifying medical or health conditions, racial or ethnic origin, political opinions, religious or philosophical beliefs, trade union membership or information specifying the sex life of the individual), which we do not collect, but if we ever do collect such information, we will obtain affirmative express consent (opt in) from individuals if such information is to be: (i) disclosed to a third party; or (ii) used for a purpose other than those for which it was originally collected or subsequently authorized by the individuals through the exercise of opt-in choice. We will also treat as sensitive any personal information received from a third party where the third party identifies and treats it as sensitive.
Subject to the next paragraph of this Section, we offer users the opportunity to opt out of being contacted by us. All promotional and research email messages you receive from us will include an option to opt out of future email communications from the particular business unit that contacted you. In addition, you may use technological tools to block or restrict automated data collection we perform, as disclosed in the section entitled “Cookies” in the Privacy Policy. As disclosed there, blocking some automated data collection tools we use will impair or in some cases prevent the functionality of our site.
Exceptions: Users cannot opt-out of some data collection and data use and disclosure of information, for example opt-outs do not affect our use of personal information to communicate with you on Services related issues (for example, notices of changes to our Terms of Use or this policy, or notices regarding Services unavailability) and in internal management or the disclosure of personal information to third parties who are our agents and that have a reasonable need to know of or use the information to assist us in providing you the Services (as discussed above).
Accountability For Onward
TransferWe enter into contracts with third-party data controllers, which provide (i) that data subject to the Privacy Shield may only be processed for limited and specified purposes consistent with the consent provided by the individual; and (ii) that the recipient will provide the same level of protection as the Principles and will notify us if it makes a determination that it can no longer meet this obligation and that if such a determination is made, the third-party controller will cease processing or will take other reasonable and appropriate steps to remediate.
We transfer personal data to a third party acting as an agent under the following conditions: (i) for limited and specified purposes; (ii) we ascertain that the agent is obligated to provide at least the same level of privacy protection as is required by the Principles; (iii) we take reasonable and appropriate steps to ensure that the agent effectively processes the personal information transferred in a manner consistent with the organization’s obligations under the Principles; (iv) we require the agent to notify the us if it makes a determination that it can no longer meet its obligation to provide the same level of protection as is required by the Principles; (v) we will, upon notice, take reasonable and appropriate steps to stop and remediate unauthorized processing; and (vi) we will provide a summary or a representative copy of the relevant privacy provisions of our contract with that agent to the U.S. Department of Commerce (the “Department“) upon request.
Security
We use reasonable, industry-standard precautions, including appropriate technical, administrative, and physical procedures, to protect EU-PII from loss, misuse, unauthorized access, disclosure, alteration, and destruction. Due to the design of the Internet and other factors outside our control, we cannot guarantee that communications between you and our servers will be free from unauthorized access by third parties.
When we share EU-PII with third parties hired to help us with our activities, we require that they provide reasonable security for the information. However, we are not responsible for any breach of security by third parties (except to the extent applicable law or the Privacy Shield provides otherwise).
Data Integrity and Purpose Limitation
Consistent with the Principles, we collect only personal information that is relevant for the purposes of processing it. We do not process personal information in a way that is incompatible with the purposes for which it has been collected or subsequently authorized by the individual. We take reasonable steps to ensure that personal data is reliable for its intended use, accurate, complete, and current. We will adhere to the Principles for as long as we retain such information.
We retain information that is in a form identifying or making identifiable the individual only for as long as it serves a purpose of processing within the meaning of the Principles. This obligation does not prevent us from processing personal information for longer periods for the time and to the extent such processing reasonably serves the purposes of archiving in the public interest, journalism, literature and art, scientific or historical research, and statistical analysis. In these cases, such processing shall be subject to the other Principles and provisions of the Privacy Shield Framework and we will take reasonable and appropriate measures in complying with this provision.
Recourse, Enforcement and Liability
We provide readily available independent recourse mechanisms by which each individual’s complaints and disputes are investigated and expeditiously resolved at no cost to the individual and by reference to the Principles, and we acknowledge that we will be liable for damages awarded where the applicable law or private-sector initiatives so provide. Specifically these independent recourse mechanisms are: (i) compliant with private sector developed privacy programs that incorporate the Privacy Shield Principles into their rules and that include effective enforcement mechanisms of the type described in the Recourse, Enforcement and Liability Principle; (ii) compliant with legal or regulatory supervisory authorities that provide for handling of individual complaints and dispute resolution; and (iii) commited to cooperating with European Union data protection authorities (“DPAs”) or their authorized representatives.
Specifically, we commit to cooperate with the DPAs, including but not limited to cooperating with the DPAs in the investigation and resolution of complaints brought under the Privacy Shield and complying with any advice given by the DPAs where the DPAs take the view that we need to take specific action to comply with the Principles, including remedial or compensatory measures for the benefit of individuals affected by any non-compliance with the Principles, and we further agree to provide the DPAs with written confirmation that such action has been taken.
We have procedures to follow-up to verify that the attestations and assertions we make about our privacy practices are true and that privacy practices have been implemented as presented and, in particular, with regard to cases of non-compliance. Note that we are currently verifying compliance with the Principles through self-assessment, however, we may later elect for third party verification. In connection with such self-assessment, we state we have in place procedures for: (i) training employees in implementation of the Principles; (ii) disciplining them for failure to follow them; and (iii) periodically conducting objective reviews of compliance with the above.
In creating, maintaining, using or disseminating personal information, we commit to taking reasonable and appropriate measures to protect such personal information from loss, misuse and unauthorized access, disclosure, alteration and destruction, taking into due account the risks involved in the processing and the nature of the personal data.
We agree to remedy problems arising out of failure to comply with the Principles and we state our adherence to such Principles.
We agree that we will respond promptly to inquiries and requests by the Department and EU member states for information relating to the Privacy Shield and our compliance with it.
We will follow the terms set forth in Annex I to the Privacy Shield, provided that an individual has invoked binding arbitration by delivering notice to us and following the procedures and subject to the conditions set forth in Annex I. Note that terms set forth in Annex I to the Privacy Shield may be subject to the procedures of our designated Arbiter.
**Ver 1.0 August 26, 2016
Privacy Shield
The provisions in this portion of our Privacy Policy apply only to EU-PII obtained from persons who are residents of countries other than the United States that reside in a jurisdiction that has adopted the Privacy Shield framework (i.e. this portion of the privacy policy does not apply to residents of the United States).
Notice
We hereby state:
- We agree to participate in, and adhere to, the U.S. – E.U. Privacy Shield Principles, which are detailed at: http://www.privacyshield.gov as well as the Privacy Shield Supplemental Principles and the Privacy Shield Annex set out in that link (collectively the “Principles“). We further disclose that the full list of the organizations participating in U.S. – E.U. Privacy Shield is available at: https://www.privacyshield.gov/list. This Privacy Shield portion of the Privacy Policy is designed to be compliant with the Principles; to the extent it is not compliant, then this Privacy Shield portion of the Privacy Policy shall be deemed to be modified to the extent required to be, and construed to be, consistent and in compliance with the Principles;
- We collect the types of personal data disclosed in the section entitled “Personally Identifiable Information” of our Privacy Policy and all of our affiliated entities, namely: (i) Message Systems EMEA Limited, a private company limited by shares registered in England and Wales; (ii) Message Systems, Pte. Ltd., a private limited company organized under the laws of Singapore; and (iii) Port 25 Solutions, Inc. a Maryland corporation (collectively our “Affiliates“), also agree to adhere to the Principles;
- Our commitment to be subject to the Principles in regards to all EU-PII received in reliance of the Privacy Shield;
- The purposes for which we collect and use EU-PII is stated in the section entitled “Personally Identifiable Information” in the Privacy Policy (available at: http://www.sparkpost.com/policies/privacy);
- You may contact us (including any of our Affiliates) with any inquiries or complaints as follows:SparkPost
Message Systems, Inc.
9130 Guilford Road
Columbia, MD 21046
USAc/o Privacy Officer via email:
[email protected] with the subject “PRIVACY INQUIRY”A request should include sufficient identifying information, such as name, address, telephone number, and email address. We may request additional authentication and verification information from you, including residency verification.HOWEVER, PLEASE DO NOT INCLUDE ANY PII OR OTHER SENSITIVE INFORMATION IN ANY EMAIL SENT TO US. EMAIL IS INHERENTLY INSECURE AND WE DO NOT GUARANTEE ANY PROTECTION OF EMAIL SENT TO US THAT CONTAINS PII OR OTHER SENSITIVE INFORMATION.If you are not satisfied with the response of the Privacy Officer, you can appeal to our General Counsel by sending a written letter to:SparkPost
Message Systems, Inc.
9130 Guilford Rd.
Columbia, Maryland 21046
USAc/o General CounselOr via email:
[email protected] with the subject “PRIVACY APPEAL” - The type and, where applicable, identity of third parties to which we disclose personal information and the purposes for which we do so is set forth in the section entitled “Personally Identifiable Information” in the Privacy Policy (available at: http://www.sparkpost.com/policies/privacy);
- Individuals have a right to access their personal data, as described more fully below in the section entitled “ACCESS;”
- Individuals have the choices and means for limiting the use and disclosure of their personal data, as described more fully below in the section entitled “CHOICES;”
- We have selected JAMS, https://www.jamsadr.com/eu-us- privacy-shield, as the independent dispute resolution body (the “Arbiter“) designated to address your complaints and provide appropriate recourse to you free of charge. JAMS is an alternative dispute resolution provider based in the United States. An individual who decides to invoke this arbitration option must first, prior to initiating an arbitration claim, raise the claimed violation directly with us and afford us an opportunity to resolve the issue within the timeframe set forth in the Principles. If you have exhausted all other means to resolve your concern regarding a potential violation of our obligations under the Principles, you may invoke binding arbitration before the Privacy Shield Panel. For additional information about the arbitration process please visit the Privacy Shield website atwww.privacyshield.gov;
- We are subject to the investigatory and enforcement powers of the U.S. Federal Trade Commission (FTC) and other United States governmental agencies;
- We are required to disclose your personal information in response to lawful requests by public authorities, including to meet national security or law enforcement requirements; and
- We are liable in cases of onward transfers of your personal information to third parties, as discussed more fully below in the section entitled “ACCOUNTABILITY FOR ONWARD TRANSFER.”
In connection with the above we make the following additional statements and commitments:
Access
We encourage users to keep their contact information up to date. If we maintain information about you covered by this Privacy Shield portion of the Privacy Policy, we will provide you with access, correction and deletion rights in line with applicable legal requirements of the Principles.
We may also maintain publicly available or restricted information (i.e. information shared with a limited set of people such as “friend-only” content) that you have posted. In some cases, we may permit you to modify that information, but in other cases, we may prohibit modification and either allow you to select a configurable option to make the information publicly unavailable via privacy settings or to change the types of people who can review such information. Examples of instances where we may prevent modification: (i) where we have received a notice that such content infringes a third party’s rights; (ii) where we have received a “litigation hold” letter; (iii) where we believe we owe a legal duty to retain the original posting; (iv) where a law enforcement officer demands we preserve our records and; (v) in other similar types of circumstances.
Anyone seeking to know if we have information about them under Privacy Shield or applicable law or who wants access to (or a copy of) his or her personal data can make a request in writing as provided in the section entitled “NOTICE” above.
We will not normally charge you to inspect or receive a copy of the information we maintain about you. We reserve the right, however, to impose reasonable charges for requests that are very detailed, and for repeated requests and to deny or ignore requests we deem to be harassing. If we receive a subpoena or other similar court order or government request relating specifically to your information, we reserve the right to impose on you reasonable charges for responding to such request, unless prevented from doing so by applicable law.
A request for correction should identify the contested information; should state whether the information is incorrect, inaccurate, or incomplete; and should state what information should appear in place of the contested information.
In compliance with applicable laws, we may elect to provide some or all of the PII you requested via electronic means, or to provide an electronic view of your data that we retain.
We do not permit modification of anonymous data, or transactional data for payment transactions, support requests or other relationship related communications, nor may you modify data that is generated merely by operation of your interaction with us, such as tracking, Site use or other similar types of automatically collected information.
Choice
Except as noted below, we offer individuals the opportunity to choose (opt out) whether their personal information is: (i) to be disclosed to a third party; or (ii) to be used for a purpose that is materially different from the purpose(s) for which it was originally collected or subsequently authorized by the individuals. We provide clear, conspicuous, and readily available mechanisms to exercise this choice on the site.
We note that we do not provide the above opt out choice when disclosure is made to a third party that is acting as an agent to perform task(s) on behalf of and under the instructions of the organization, where we have entered into a contract with such agent.
With respect to sensitive information (i.e., personal information specifying medical or health conditions, racial or ethnic origin, political opinions, religious or philosophical beliefs, trade union membership or information specifying the sex life of the individual), which we do not collect, but if we ever do collect such information, we will obtain affirmative express consent (opt in) from individuals if such information is to be: (i) disclosed to a third party; or (ii) used for a purpose other than those for which it was originally collected or subsequently authorized by the individuals through the exercise of opt-in choice. We will also treat as sensitive any personal information received from a third party where the third party identifies and treats it as sensitive.
Subject to the next paragraph of this Section, we offer users the opportunity to opt out of being contacted by us. All promotional and research email messages you receive from us will include an option to opt out of future email communications from the particular business unit that contacted you. In addition, you may use technological tools to block or restrict automated data collection we perform, as disclosed in the section entitled “Cookies” in the Privacy Policy. As disclosed there, blocking some automated data collection tools we use will impair or in some cases prevent the functionality of our site.
Exceptions: Users cannot opt-out of some data collection and data use and disclosure of information, for example opt-outs do not affect our use of personal information to communicate with you on Services related issues (for example, notices of changes to our Terms of Use or this policy, or notices regarding Services unavailability) and in internal management or the disclosure of personal information to third parties who are our agents and that have a reasonable need to know of or use the information to assist us in providing you the Services (as discussed above).
Accountability For Onward
TransferWe enter into contracts with third-party data controllers, which provide (i) that data subject to the Privacy Shield may only be processed for limited and specified purposes consistent with the consent provided by the individual; and (ii) that the recipient will provide the same level of protection as the Principles and will notify us if it makes a determination that it can no longer meet this obligation and that if such a determination is made, the third-party controller will cease processing or will take other reasonable and appropriate steps to remediate.
We transfer personal data to a third party acting as an agent under the following conditions: (i) for limited and specified purposes; (ii) we ascertain that the agent is obligated to provide at least the same level of privacy protection as is required by the Principles; (iii) we take reasonable and appropriate steps to ensure that the agent effectively processes the personal information transferred in a manner consistent with the organization’s obligations under the Principles; (iv) we require the agent to notify the us if it makes a determination that it can no longer meet its obligation to provide the same level of protection as is required by the Principles; (v) we will, upon notice, take reasonable and appropriate steps to stop and remediate unauthorized processing; and (vi) we will provide a summary or a representative copy of the relevant privacy provisions of our contract with that agent to the U.S. Department of Commerce (the “Department“) upon request.
Security
We use reasonable, industry-standard precautions, including appropriate technical, administrative, and physical procedures, to protect EU-PII from loss, misuse, unauthorized access, disclosure, alteration, and destruction. Due to the design of the Internet and other factors outside our control, we cannot guarantee that communications between you and our servers will be free from unauthorized access by third parties.
When we share EU-PII with third parties hired to help us with our activities, we require that they provide reasonable security for the information. However, we are not responsible for any breach of security by third parties (except to the extent applicable law or the Privacy Shield provides otherwise).
Data Integrity and Purpose Limitation
Consistent with the Principles, we collect only personal information that is relevant for the purposes of processing it. We do not process personal information in a way that is incompatible with the purposes for which it has been collected or subsequently authorized by the individual. We take reasonable steps to ensure that personal data is reliable for its intended use, accurate, complete, and current. We will adhere to the Principles for as long as we retain such information.
We retain information that is in a form identifying or making identifiable the individual only for as long as it serves a purpose of processing within the meaning of the Principles. This obligation does not prevent us from processing personal information for longer periods for the time and to the extent such processing reasonably serves the purposes of archiving in the public interest, journalism, literature and art, scientific or historical research, and statistical analysis. In these cases, such processing shall be subject to the other Principles and provisions of the Privacy Shield Framework and we will take reasonable and appropriate measures in complying with this provision.
Recourse, Enforcement and Liability
We provide readily available independent recourse mechanisms by which each individual’s complaints and disputes are investigated and expeditiously resolved at no cost to the individual and by reference to the Principles, and we acknowledge that we will be liable for damages awarded where the applicable law or private-sector initiatives so provide. Specifically these independent recourse mechanisms are: (i) compliant with private sector developed privacy programs that incorporate the Privacy Shield Principles into their rules and that include effective enforcement mechanisms of the type described in the Recourse, Enforcement and Liability Principle; (ii) compliant with legal or regulatory supervisory authorities that provide for handling of individual complaints and dispute resolution; and (iii) commited to cooperating with European Union data protection authorities (“DPAs”) or their authorized representatives.
Specifically, we commit to cooperate with the DPAs, including but not limited to cooperating with the DPAs in the investigation and resolution of complaints brought under the Privacy Shield and complying with any advice given by the DPAs where the DPAs take the view that we need to take specific action to comply with the Principles, including remedial or compensatory measures for the benefit of individuals affected by any non-compliance with the Principles, and we further agree to provide the DPAs with written confirmation that such action has been taken.
We have procedures to follow-up to verify that the attestations and assertions we make about our privacy practices are true and that privacy practices have been implemented as presented and, in particular, with regard to cases of non-compliance. Note that we are currently verifying compliance with the Principles through self-assessment, however, we may later elect for third party verification. In connection with such self-assessment, we state we have in place procedures for: (i) training employees in implementation of the Principles; (ii) disciplining them for failure to follow them; and (iii) periodically conducting objective reviews of compliance with the above.
In creating, maintaining, using or disseminating personal information, we commit to taking reasonable and appropriate measures to protect such personal information from loss, misuse and unauthorized access, disclosure, alteration and destruction, taking into due account the risks involved in the processing and the nature of the personal data.
We agree to remedy problems arising out of failure to comply with the Principles and we state our adherence to such Principles.
We agree that we will respond promptly to inquiries and requests by the Department and EU member states for information relating to the Privacy Shield and our compliance with it.
We will follow the terms set forth in Annex I to the Privacy Shield, provided that an individual has invoked binding arbitration by delivering notice to us and following the procedures and subject to the conditions set forth in Annex I. Note that terms set forth in Annex I to the Privacy Shield may be subject to the procedures of our designated Arbiter.
**Ver 1.0 August 26, 2016
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