Cloud

These Mailcoach Cloud Terms of Use (the “Terms of Use”) apply only to the services provided through the Mailcoach Cloud environment. Mailcoach Cloud is a product by Spatie BV, with registered offices at Kruikstraat 22/12, 2018 Antwerp, Belgium and registered at the CBE under number BE 0809.387.596

Referred to as “Mailcoach Cloud” “we”, “us” or “our”.

By using Mailcoach Cloud. You explicitly agree to these Terms of Use.

1. What we offer you with Mailcoach Cloud

Spatie BV offers you with Mailcoach Cloud a Software as a Service on an as-is basis. Mailcoach Cloud functions as an email marketing platform where we take care of the hosting. You can use Mailcoach Cloud to send out marketing campaigns, transactional emails and email automations.

Mailcoach Cloud offers several options to send out these emails. You can choose between several email delivery services or use your own SMTP server. Mailcoach Cloud can also be integrated into your own systems by using an API.

Mailcoach Cloud will perform all its obligations with due diligence according to the industry standards.

Please see the https://mailcoach.app website for a detailed overview or contact us via support@mailcoach.app.

2. Price and Payment of Mailcoach Cloud

2.1. Mailcoach Cloud works on a subscription basis. You pay us a base license fee on a monthly basis in advance. Your first payment happens therefore before the license starts and all following payments happen before the start of each subsequent month. On top of that you pay an additional usage cost based on the volume of your sent emails. These additional fees are due at the end of each month and will be invoiced together with each monthly license fee. For specific information on our pricing please see our pricing page

2.2. All payments concerning the payment of your Mailcoach Cloud subscription shall be handled by Stripe in accordance with its terms and conditions. Spatie BV does not store any of your payment details.

2.3. For purchasing a subscription to Mailcoach Cloud, a valid email address is needed.

3. Use of Mailcoach Cloud

3.1. Spatie BV is the owner or licensee of all rights in relation to Mailcoach Cloud, including any and all copyrights under Belgian law.

3.2. It is not permitted to:

3.2.1. modify, copy, sublicense, lease, sell, publish, transmit, (re)distribute, perform, reverse engineer, assign, disassemble, decompile, participate in the transfer or sale, create derivative works of, or in any way exploit, Mailcoach Cloud, in whole or in part;

3.2.2. perform any action with the intention of damaging Mailcoach Cloud through viruses, ‘worms’, defects, ‘trojans’, ‘malware’, ‘spyware’ or items of a destructive nature;

3.2.3. use Mailcoach Cloud in a manner that could harm a person or otherwise harm, defame, abuse, harass or threaten a person or encourage third parties to do so;

3.2.4. use Mailcoach Cloud in a manner or for any purpose that is contrary to a law or other regulation, or for a transfer of data that is or may be illegal, defamatory, intimidating, invasive or harmful to the privacy of third parties, or contains viruses, or violates or may violate the intellectual property rights or other rights of Spatie BV, its licensors or other individuals or entities;

3.2.5. attempt to gain access to reserved or protected parts of Mailcoach Cloud, to which you have not obtained explicit access.

3.2.6. You will try to prevent any action that imposes an unreasonable or disproportionately large load on the Mailcoach Cloud infrastructure or that attempts to interfere with the proper working of our Mailcoach Cloud infrastructure.

3.2.7. We are authorised to send you messages via email regarding the use of our Mailcoach Cloud. If you provide feedback or suggestions, we may use this information to improve Mailcoach Cloud without any obligation to you.

3.2.8. When you create an account with us, you must provide us with all necessary and correct information, and ensure that this information remains up-to-date. You may not provide any false or incorrect information to us about your identity or misrepresent your identity in any other way. We will only use your personal data for the purposes for which we have this data at our disposal, and in a manner that is in accordance with these Terms of Use and our privacy policy.

3.2.9. If you use Mailcoach Cloud on a device and/or platform of a third party OR use third party software through Mailcoach Cloud (e.g. the email delivery services), you are also bound by the general terms & conditions, terms of use, privacy policy of that third party when using Mailcoach Cloud. You confirm that you have taken note of such conditions and that you accept them. If this is not the case, you shall not be allowed to use Mailcoach Cloud.

4. Duration – Termination

4.1. We may terminate or suspend your access to Mailcoach Cloud at any time, including in the event of your actual or suspected unauthorised use or of non-compliance with these Terms of Use, without any liability.

4.2. You are entitled to terminate your use of Mailcoach Cloud but shall, for the avoidance of doubt, in no event be entitled to the repayment of the paid monthly license fee and all outstanding usage costs remain due.

4.3. As long as you use Mailcoach Cloud, these Terms of Use shall apply.

5. Updates and support

5.1. We can update Mailcoach Cloud and its functionalities as we deem required at our sole discretion. We may update Mailcoach Cloud without notifying you.

5.2. Mailcoach Cloud offers a chat function within the platform where you can ask all your questions related to the use of Mailcoach Cloud. We will take reasonable efforts to respond to your question as soon as possible. Spatie BV also doesn’t offer training to your staff or partners.

6. Intellectual Property

6.1. Your subscription grants you the permission to use Mailcoach Cloud. You do not obtain any (intellectual) property rights on Mailcoach Cloud itself. At all times, we remain the exclusive owner of Mailcoach Cloud, as well as the sole holder of all copyrights and other intellectual property rights on Mailcoach Cloud. Its code and structure are valuable trade secrets to us, which are protected by Belgian law.

7. Data protection

7.1. We process personal data on your behalf and as per your instructions. We do not determine the purpose or essential means for your processing activities. Therefore you are considered to act as a controller according to the General Data Protection Regulation (GDPR) and we act as a processor. By using Mailcoach Cloud you consent with our Data Processing Agreement and our Privacy Policy.

7.2. We strongly advise you to not use Mailcoach Cloud for the processing of sensitive personal data. Mailcoach Cloud has taken several technical and organisational measures to prevent data breaches. Nevertheless, email is an inherently unsafe medium and should therefore not be used to process sensitive personal data.

7.3. Being a controller comes with certain responsibilities. At no obligation to us, we wish to bring some of these commitments to your attention:

7.3.1. We can provide you with a signed version of our Data Processing Agreement, but only on your explicit request. Please contact us at privacy@mailcoach.app.

7.3.2. Mailcoach cannot determine the legal basis for your processing activities. This is your explicit responsibility. Nevertheless, we have developed Mailcoach Cloud in a privacy friendly manner in order to help you. By way of examples, we therefore offer the following functionalities: 7.3.2.1. Double opt-in: when a new person subscribes to your mailing list, a confirmation email will be sent. If this person doesn’t confirm their subscription, their personal data will be erased. 7.3.2.2. **Default unsubscribe button: **all email templates contain an unsubscribe button by default . 7.3.2.3. List of unsubscribed users: we provide a list of all the subscribers that unsubscribed from your mailing list. This is necessary to prevent accidental re-subscriptions. 7.3.2.4. Default prevention of re-subscriptions: When importing subscribers, re-subscription is turned off by default to prevent accidentally adding unsubscribed emails. When turning this on, a warning is displayed. 7.3.2.5. Privacy notifications: when you opt-out of one of the privacy default settings, you receive several notifications to ensure you know what you’re doing. 7.3.2.6. Privacy policy: we provide the option to include a link to your privacy policy in the emails so that you can correctly inform the subscribers.

7.3.3. We also process the data of your employees. In this instance we operate as a controller when we process the data of the team owner (administrator) for creating an account on Mailcoach Cloud. However, when the team owner adds new users to the team, you act as a controller and Mailcoach Cloud as a processor. It is your responsibility to erase your employee’s personal data when they no longer work for you.

7.3.4. We will not erase subscriber data. It is your responsibility to erase this data when a subscriber asks you to.

8. Disclaimer of Warranty

8.1. Mailcoach Cloud is provided as is, “as available” and without warranties of any kind, either express or implied. We do not warrant that Mailcoach Cloud shall meet your requirements or that it shall be uninterrupted or error-free. To the fullest extent permitted by law, we disclaim all warranties, express or implied, including but not limited to implied warranties of merchantability, satisfactory quality and fitness for a particular purpose, compatibility, security, or accuracy.

8.2. Any use of Mailcoach Cloud by you is under your responsibility and at your own risk. You are the sole responsible for the accuracy of data input into Mailcoach Cloud. In no event shall we be liable concerning the consequences of the use of Mailcoach Cloud by you.

8.3. You acknowledge and agree that we have no obligation to maintain, support, upgrade or update the Mailcoach Cloud.

8.4. To the extent permitted by applicable law, we shall not be liable for delays, service interruption or other issues inherent to the use of the Internet and electronic communications or other system failures beyond our control.

8.5. To to extent allowed by Belgian law, Mailcoach Cloud, its affiliates, directors, or employees will not be liable for any damages whatsoever, including without limitation, any loss of profits, loss of business, loss of use or data, interruption of business, or for direct, indirect, special, incidental or consequential damages of any kind.

9. Indemnification

You agree to indemnify and hold us harmless, our affiliates and our officers, directors, employees, stockholders, agents and representatives from any and all third party claims, liability, damages and/or costs (including, but not limited to, reasonable attorney and legal fees and expenses) arising from your improper use of Mailcoach Cloud, your violation of these Terms of Use, or your infringement, or the infringement or use by any other user of your account in relation to Mailcoach Cloud (for example: the infringement of any intellectual property).

10. Third-Party licenses

10.1. Specific components bundled with Mailcoach Cloud may be provided under third party licenses and may be subject to other terms and conditions as those of these Terms of Use.

10.2. You shall be required to obtain for yourself all licenses for third-party software not included within your subscription. We do not assume any responsibility in case of infringement of such third party license terms of use by you.

11. Miscellaneous provisions

11.1. If any provision of these Terms of Use shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions..

Mailcoach Cloud will undertake, to the extent legally possible, to replace the invalid provisions by a new provision that corresponds to our objectives and choices.

12. Changes to these Terms of Use

12.1. We reserve the right, at our sole discretion, to change or replace these Terms of Use or parts of it at any time. When we make material changes to the Terms of Use, we will make reasonable efforts to send you a clear notice before the changes take effect. Only we decide what constitutes as a material change.

We advise you to check these Terms of Use periodically for modifications. By accessing or using Mailcoach Cloud after these Terms of Use have been modified, we presume you have read and agreed to accept these modifications. If you do not agree to these Terms of Use, please stop using Mailcoach Cloud.

12.2. We shall make sure that the latest version of these Terms of Use shall always be available on https://mailcoach.app/terms-of-use.

12.3. If you have any questions or concerns, you may contact us by email at support@mailcoach.app.

13. Applicable law and disputes

13.1. The Terms of Use are governed in all respects by and shall be interpreted and construed in accordance with Belgian law.

13.2. Disputes concerning the execution or interpretation of these Terms of Use shall be submitted exclusively to the courts of Antwerp.

Self-hosted

These Mailcoach terms of use (the “Terms of Use”) apply to all services provided through https://mailcoach.app/ by Spatie BVBA, with registered offices at Kruikstraat 22/12, 2018 Antwerp, Belgium and registered at the CBE under number BE 0809.387.596 hereafter referred to as “Mailcoach” “we”, “us” or “our”.

By using our services and downloading our Software, You explicitly agree to these Terms of Use.

We reserve however the right, in our sole discretion, to change, modify, add or remove these Terms of Use or parts of it at any time. When we make material changes to the Terms of Use, we shall send You a clear notice, as appropriate given the particular circumstances. Therefore, You should check these Terms of Use periodically for modifications. By using our Software after having modified these Terms of Use, we presume You have read and agreed to accept these modifications. If You do not agree to these Terms of Use, You should not use our Software any longer and remove our Software from your devices (computer, laptop, tablet, smartphone, etc.) instantly.

We shall make sure that the latest version of these Terms of Use shall always be available on https://mailcoach.app/terms-of-use.

If you have any questions or concerns, you may contact us by email at support@spatie.be.

1. Definitions

The following definitions apply to these Terms of Use:

1. “Fee”: the amount to be paid to Mailcoach to obtain a Software License for one year . This fee shall always be available at https://mailcoach.app;
2. “Software”: the Mailcoach software as a software product listed and described on https://mailcoach.app, including all present and future bug fixes, corrections, updates, upgrades, modifications, new features or functionalities and documentation through videos;
3. “Software License”: the non-exclusive, non-transferable, limited right to access, use and download the Software in accordance with these Terms of Use;
4. “Terms of Use”: these terms of use;
5. “You”: any user of the Software.

2. Content of the Software

2.1. By accepting these Terms of Use, Mailcoach grants You access to the Software after the payment of the Fee. You can always read the content of the Software and all of its features at: https://mailcoach.app.

3. Purchase and download of the Software

3.1. By purchasing a Software License, You consent to these Terms of Use. The Software cannot be used, downloaded or installed without explicitly consenting with these Terms of Use.

3.2. The installation package shall be available after the payment of the Fee. You have to fill in a purchase form at https://spatie.be/products with your personal- and payment information. Spatie reserves the right to cancel the purchase if the purchase form is incomplete or incorrect.

3.3. When You purchase the Software License, You shall be able to download the most recent version of the Software. You are able to download the most recent version of the Software with a valid Software License at any time.

3.4. The Software License expires one year after the payment of the Fee.

3.5. When the Software License expires, the latest downloaded version of the Software can still be used.

3.6. The Software License for a single domain is always bound to one domain or one subdomain, unless You buy the unlimited domain Software License.

3.7. If You want to run the Software on another domain or subdomain, You shall need an additional Software License or upgrade to the unlimited domain license.

3.8. The Software License for unlimited domains has no domain restrictions.

3.9. You shall be able to determine which single domain license belongs to which domain or subdomain. If You have purchased a Software License, You can always invite other members to the Software after the installation thereof.

3.10. Mailcoach provides the following purchasing options:

• The Mailcoach single domain Software License: this package shall contain the Mailcoach install package for one domain and extra video footage about the use of the Software.
• The Mailcoach unlimited domain Software License: this package shall contain the Mailcoach install package for unlimited domains and extra video footage about the use of the Software.
• The Mailcoach videos: this package shall only include the video footage.

More info about the different purchase options is available at https://mailcoach.app.

3.11. For purchasing the Software, a valid email address is needed.

4. Use of the Software

4.1. Mailcoach is the owner or licensee of all rights in relation to the Software as a result of which all Software is copyrighted under applicable law.

4.2. You shall not modify, copy, sublicence, lease, sell, publish, transmit, (re)distribute, perform, reverse engineer, assign, disassemble, decompile, participate in the transfer or sale, create derivative works of, or in any way exploit, any of the Software, in whole or in part. Nor do You have the right to transfer the Software to third parties.

4.3. When the Software is downloaded to your the device, You do not obtain any ownership interest in such Software. Modification of the Software or use of the Software for any other purpose is strictly prohibited, unless You receive our prior written consent.

4.4. You undertake not to take any action that imposes an unreasonable or disproportionately large load on the infrastructure of our Software or that attempts to interfere with the proper working of our Software.

4.5. You shall not perform any action with the intention of damaging our Software through viruses, ‘worms’, defects, ‘Trojans’, ‘malware’, ‘spyware’ or items of a destructive nature.

4.6. You shall not use our Software in a manner that could harm a person or otherwise harm, defame, abuse, harass or threaten a person or encourage third parties to do so.

4.7. You shall not use our Software in a manner or for any purpose that is contrary to a law or other regulation, or for a transfer of data that is or may be illegal, defamatory, intimidating, invasive or harmful to the privacy of third parties , or contains viruses, or violates or may violate the intellectual property rights or other rights of Mailcoach, its licensors or other individuals or entities.

4.8. You shall not attempt to gain access to reserved or protected parts of our Software, to which he has not obtained explicit access.

4.9. We are authorized to send You messages via email regarding the use of our Software. If You provide feedback or suggestions regarding our Software, we may use this information to improve the Software without any obligation to You.

4.10. You shall have an existing and current account in order to use our Software. You provide us timely with all necessary and correct information, and ensure that this information remains up-to-date. You shall not provide any false or incorrect information to us about your identity or misrepresent your identity in any other way. We shall only use your personal data for the purposes for which we have this data at our disposal, and in a manner that is in accordance with these Terms of Use and our privacy policy.

4.11. If You use our Software on a device and/or platform of a third party, You are also bound by the general conditions of use/terms and conditions of that third party when using our Software. You confirm that You have taken note of such general conditions of use/terms and conditions and that You accept them. If this is not the case, You shall not be allowed to use our Software.

5. Duration – Termination

5.1. Spatie may terminate or suspend your access to the Software at any time, including in the event of your actual or suspected unauthorizes use of the Software or of non-compliance with these Terms of Use, without any liability.

5.2. You are entitled to terminate your use of the Software but shall, for the avoidance of doubt, in no event be entitled to the repayment of the Fee.

5.3. The downloaded Software can be used unlimited without any restrictions after the purchase thereof. There is no termination on the use of the Software after the purchase of the Software License, but You are only entitled to download the most recent version of Software as long as You are holding a valid Software License, as described in Article 3.

5.4. As long as You use the Software, these Terms of Use shall apply.

6. Updates and support

6.1. Spatie can update the Software and its functionalities as it deems required at its sole discretion. Spatie may update the Software without notifying You.

6.2. Spatie does not offer any technical support. Therefore Spatie also doesn’t support You with assistance in solving problems arising from the installation or the use of the Software. You buy the Software as it is. Spatie also doesn’t offer training, maintenance-, or direct support to your staff or partners.

7. General Terms of Payment

7.1. All payments concerning the purchase of the Software License shall be handled by Paddle in accordance with its terms and conditions. Paddle handles all payments through https://spatie.be/products by using Paddle’s SDK. Spatie does not store any of your payment details.

7.2. All invoices with a one-time only purchase fee for the Software License shall be sent as a PDF and are automatically charged. Payments have to be completed with a credit card or PayPal unless Paddle offers alternative payment methods.

8. Intellectual Property and data processing

8.1. The Software License grants You permission to download, install-, and use the latest version of the Software. You do not obtain any property rights on the Software itself. At all times, Spatie remains the exclusive owner of the Software, as well as the sole holder of all copyrights and other intellectual property rights on this Software. Its code and structure are valuable trade secrets of Spatie, which are protected by applicable law.

8.2. Spatie does not store any user data, but the Software stores email addresses and email lists. According to the General Data Protection Regulation, Spatie itself cannot be considered a data processor. Spatie doesn’t save any subscribers, subscriber lists, emails, or email templates of You. Any personal data that we may collect shall be processed in accordance with our privacy policy. By using our Software, You consent with this privacy policy.

8.3. Intellectual property rights protect the installation packages of the Software.

8.4. It is forbidden to use the single-domain Software License to (try to) develop your own SaaS which sole purpose is to send out emails. Spatie reserves all its rights to take legal action if You try to convert the single-domain Software License to create Your own SaaS. Spatie offers a separate unlimited domains Software License for this exact purpose.

8.5. All the ideas, software code and arrangements shall remain the exclusive property of Spatie and shall under no circumstances be communicated to third parties. Copying of the Software in any form whatsoever and using any process whatsoever, is strictly forbidden.

9. Disclaimer of Warranty

9.1. The Software is provided as is, “as available” and without warranties of any kind, either express or implied. Spatie does not warrant that the Software shall meet your requirements or that the Software shall be uninterrupted or error-free. To the fullest extent permitted by law, we disclaim all warranties, express or implied, including but not limited to implied warranties of merchantability, satisfactory quality and fitness for a particular purpose, compatibility, security, or accuracy.

9.2. Any use of the Software by You is under your responsibility and at your own risk. You are the sole responsible for the accuracy of data input into the Software. In no event shall Spatie be liable concerning the consequences of the use of the Software by You.

9.3. You acknowledge and agree that Spatie has no obligation to maintain, support, upgrade or update the Software.

9.4. To the extent permitted by applicable law, Spatie shall not be liable for delays, service interruption or other issues inherent to the use of the Internet and electronic communications or other system beyond the control of Spatie.

9.5. To the extent permitted by applicable law, the maximum liability of Spatie for any damage resulting from the use of the Software or related to these Terms of Use, whether contractual or extra-contractual, is limited to the actual direct damage.

10. Indemnification

10.1. You agree to indemnify and hold harmless Spatie, our affiliates and our officers, directors, employees, stockholders, agents and representatives from any and all third party claims, liability, damages and/or costs (including, but not limited to, reasonable attorney and legal fees and expenses) arising from your improper use of our Software, your violation of these Terms of Use, or your infringement, or the infringement or use by any other user of your account in relation to our Software (for example: the infringement of any intellectual property).

11. Third-Party Licenses

11.1. Specific components bundled with the Software may be provided under third party licenses or MIT licenses and may be subject to other terms and conditions as those of these Terms of Use.

11.2. You shall be required to obtain for yourself all licenses for third-party software not included within the Software. Spatie does not assume any responsibility in case of infringement of such third party license terms of use by You.

12. Applicable Law – Jurisdiction

12.1. These Terms of Use shall be governed by and interpreted in accordance with the laws of Belgium.

12.2. In case of a dispute arising out of or in relation to these Terms of Use, the competent tribunals and courts of Antwerp (Antwerp department) have exclusive jurisdiction.

13. Divisibility

13.1. These Terms of Use are the entire agreement between You and Mailcoach relating to the subject matter herein.

13.2. If any provision of these Terms of Use shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Use and shall not affect the validity and enforceability of any remaining provisions.

13.3. In case and insofar express or implied restrictions are not permitted by applicable law, these express or implied restrictions remain valid and enforceable to the extent permitted by this applicable law.