Terms and Conditions

Last revised and updated 17/11/2022

The following terms and conditions apply to the Services to be delivered by MailSoar, to the customer ordering the Services, or identified in the Service Order (“Customer” or “you”).

By accessing this website we assume you accept these terms and conditions. Do not continue to use MailSoar if you do not agree to take all of the terms and conditions stated on this page.

Defined terms

The following words, when capitalized, have the meaning stated: 

  • Affiliate” means any entity that is owned or that owns a party, or that is under its common control.
  • Agreement” means, collectively, the Service Order, these Terms of Service, and each of the other documents referenced in these Terms of Service.
  • Confidential Information” means non-public information disclosed by one party to the other in any form that (i) is designated as “Confidential”; (ii) a reasonable person knows or reasonably should understand to be confidential; or (iii) includes either party’s products, customers, marketing and promotions, know-how, or the negotiated terms of the Agreement; and which is not independently developed by the other party without reference to the other’s Confidential Information or otherwise known to the other party on a non-confidential basis prior to disclosure.
  • Configuration Requirements” means those specifications as required to perform the Services, such as a required reference architecture, documentation, or software version.
  • Controller” as defined under article 4 of the European Union Regulation 2016/679 (General Data Protection Regulation -the GDPR)
  • Customer Data” means all data which you receive, store, or transmit on or using the Customer Configuration.
  • Deliverables” means the tangible or intangible materials which are prepared for your use in the course of performing the Services and that are specifically identified in a Service Order as Deliverables and described therein.
  • Intellectual Property” means patents, copyrights, trademarks, trade secrets, software and source code, specifications and ancillary documentation, and any other proprietary intellectual property rights. “Personal Data” means any: (i) personally identifiable information or information that is referred to as personal data (including sensitive personal data), PII (or other like the term) under applicable data protection or privacy law and includes information that by itself or combined with other information can be used to identify a person, (ii) trade secrets, (iii) financial records (iv) other sensitive, regulated, or confidential information.
  • Personal Data” as defined under article 4 of the GDPR.
  • Processor” as defined under article 4 of the GDPR.
  • Representatives” means a party’s respective service providers, officers, directors, employees, contractors, Affiliates, suppliers, agents.
  • Services” means the services identified in a specific Service Order. Services that are provided on an on-going basis over a defined term are referred to as “Recurring Service” and Services that are provided on a one-off basis are referred to as “One Time Services“.

Services & support

General

MailSoar will provide the Services in accordance with the Agreement and all applicable laws. MailSoar shall have no obligation to provide Services for Customer Configurations that do not meet the Configuration Requirements. MailSoar will provide support only to those individuals designated in the Control Panel and is not required to provide any support directly to your end-users.

Delivery & filtering

MailSoar will use commercially reasonable efforts to deliver your email messages, but cannot guarantee delivery. Third-party filtering services and other policies of recipient email services may prevent the successful delivery of your messages. Furthermore, You acknowledge that MailSoar does not control the transfer of data via the internet, and cannot be held responsible for delays or delivery problems arising from the internet or other outside connection issues.

Unsupported & test Services

MailSoar may designate Services as “non-standard”, “reasonable endeavors” or “best efforts”, or with like designation (collectively “Unsupported Services”). MailSoar makes no representation or warranty with respect to Unsupported Services except that it will use good faith efforts as may be expected of technicians having generalized knowledge and training in information technology systems. MailSoar has no guarantee of results in this regard. 

General Disclaimers

MailSoar makes no commitment to provide any services other than the Services stated in the Service Order. 

CUSTOMER OBLIGATIONS

Generally

You may use the Services for commercial and professional purposes only and may not use the Services in any situation where failure or fault of the Services or the Customer Configuration could lead to death or serious bodily injury of any person or physical or environmental damage. You must cooperate with MailSoar’s reasonable investigation of outages, security problems, and any suspected breach of the Agreement. You are responsible for keeping your account permissions, billing, and other account information up to date.

Documentation

You agree to comply with the MailSoar documentation found on the respective website and agree that MailSoar may establish new procedures for your use of the Services as it deems necessary for the optimal performance of the Services. 

SECURITY AND DATA PRIVACY

Please refer to our Privacy Notice, nevertheless

Generally

MailSoar shall provide the Services in accordance with the most demanding market security and privacy standards and practices specifications identified in the Terms & Conditions, as well as legal requirements. 

Content Privacy

You acknowledge and understand that the Services may include the transmission of unencrypted email in plain text over the public internet. You are responsible for encrypting any Personal Data you use in conjunction with the Services. Email sent using the Services may be unsecured, may be intercepted by other users of the public internet, and may be stored and disclosed by third parties (such as a recipient’s email service provider). Although Services include support for TLS, the content may be transmitted even if the recipient does not also support TLS, resulting in an unencrypted transmission.

DATA PROTECTION ADDENDUM

While delivering its services to you (your organization) MailSoar acts as a Processor, meaning acting under the Legal Basis of a Contractual Obligation and the instructions provided by a Controller (you/ your company in this case).

MailSoar has implemented adequate operational and technical security measures to mitigate the eventuality of a Data Breach or any event which renders Personal Data under Processing at risk or may impact its confidentiality; nevertheless, the Personal Data is submitted by the Controller and the content of the messages are exclusively created by the Controller; hence there is an underlying risk to the confidentiality of Personal Data which may derive from Controller´s generated content.

Both parties (Controller and Processor) commit to observing the applicable Personal Data Protection Legislation and to have appointed a Data Protection Officer or someone who may act as such while being the single point of contact for Personal Data Protection related topics without configuring a conflict of interest as determined under the GDPR.

Both parties commit to having provided adequate training to their staff on the subject matters of applicable Personal Data Protection as well as IT Security.

Liability remains as defined under the GDPR for both parties (Controller and Processor).

If the specific need arises (driven from a specific characteristic in the services being delivered or the fact that the controller is established in a 3rd country) then a specific Data PRocessing Agreement shall be ratified between MailSoar and the Corporate Client.

INTELLECTUAL PROPERTY

Pre-Existing

The Corporate Client is the owner of the audits and therefore inherent Intellectual Property (IP). By resorting to our services, the Client grants MailSoar a limited, worldwide, non-transferable, royalty-free, right and license (with right of sub-license were required to perform the Services) to use the Customer IP solely for the purpose of providing the Services. You represent and warrant that you have all rights in the Customer IP necessary to grant this license and that MailSoar’s use of such Customer IP shall not infringe on the Intellectual Property rights of any third party.

Created by MailSoar

Unless otherwise specifically stated in the applicable Service Order, and excluding any Customer IP, MailSoar shall own all Intellectual Property created as part of providing the Services or contained in the Deliverables. 

Third-Party Software

MailSoar may provide third party software for your use as part of the Services or to assist in our delivery of the Services (“Third Party Software”). Unless otherwise permitted by the terms of the applicable license you may not (i) assign, grant, or transfer any interest in the Third-Party Software to another individual or entity, (ii) reverse engineer, decompile, copy or modify the Third Party Software, (iii) modify or obscure any copyright, trademark or other proprietary rights notices that are contained in or on the Third-Party Software, or (iv) exercise any of the reserved Intellectual Property rights provided under the laws governing this Agreement. You may only use Third Party Software provided for your use as part of the Services (identified on the Service Order) on the Customer Configuration on which it was originally installed, subject to any additional restrictions identified in these Terms of Service or Service Order. You are prohibited from using Third-Party Software that MailSoar installs in order to assist our delivery of the Services. Upon termination of the Service Order, you will permit the removal of the Third-Party Software. MailSoar makes no representation or warranty regarding Third-Party Software except that MailSoar has the right to use or provide Third Party Software and that MailSoar is in material compliance with the applicable license.

FEES

Fees

You agree to pay the fees for the Services based on the rates and charges set forth in Contract/ Service Order/ Agreement, as applicable. From time to time, MailSoar may impose additional fees or surcharges on certain Services provided to you, such additional fees for an update to your Service Order, as applicable. Fees are due within thirty days from the invoice date. You are solely responsible for all wire transfers and other bank fees associated with the delivery of payments to MailSoar. MailSoar may charge interest on overdue amounts at the greater of 50% per month or the maximum legal rate and may charge you for any cost or expense arising out of our collection efforts.

CONFIDENTIAL INFORMATION

Generally

Each party agrees not to use the other’s Confidential Information except in connection with the performance or use of the Services, the exercise of its legal rights under this Agreement, or as required by law and will use reasonable care to protect Confidential Information from unauthorized disclosure. Each party agrees not to disclose the other’s Confidential Information to any third party except: (i) to its Representatives, provided that such Representatives agree to confidentiality measures that are at least as stringent as those stated in these Terms of Service; (ii) as required by law; or (iii) in response to a subpoena or court order or other compulsory legal processes, provided that the party subject to such process shall give the other written notice of at least seven days prior to disclosing Confidential Information unless the law forbids such notice.

Routing Data

Your email messages and other items sent or received via the mail service will include information that is created by the systems and networks that are used to create and transmit the message including information such as server hostnames, IP addresses, timestamps, mail queue file identifiers, and spam filtering information (“message routing data”). You agree that MailSoar may view and use the message routing data for our general business purposes, including maintaining and improving security, improving our services, and developing products. In addition, you agree that MailSoar may disclose message routing data to third parties in aggregate statistical form, provided that MailSoar does not include any information that could be used to identify you.

Usage Data

MailSoar collects and stores information related to your use of the Services, such as the use of the Website, API, SMTP, and filtering choices and usage. You agree that MailSoar may use this information for our general business purposes and may disclose the information to third parties in aggregate statistical form, provided that MailSoar does not include any information that could be used to identify you.

PUBLICITY, USE OF MARKS

Unless otherwise agreed in the Service Order, you agree that MailSoar may publicly disclose that it is providing Services to you and may use your name and logo to identify you in promotional materials, including press releases. You may not issue any press release or publicity regarding the Agreement, use the MailSoar name or logo or other identifying indicia or publicly disclose that it is using the Services without MailSoar’s prior written consent.

ASSIGNMENT/SUBCONTRACTORS

Neither party may assign the Agreement or any Service Orders without the prior written consent of the other party except to an Affiliate or successor as part of a corporate reorganization or a sale of some or all of its business, provided the assigning party notifies the other party of such change of control. MailSoar may use its Affiliates or subcontractors to perform all or any part of the Services, but MailSoar remains responsible under the Agreement for work performed by its Affiliates and subcontractors to the same extent as if MailSoar performed the Services itself. You acknowledge and agree that MailSoar Affiliates and subcontractors may be based outside of the geographic jurisdiction in which you have chosen to store Customer Data and if legally required the parties will enter into good faith negotiations of such agreements as are necessary in order to legitimize the transfer of Customer Data.

Force majeure

Neither party will be in violation of the Agreement if the failure to perform the obligation is due to an extraordinary event beyond its control, such as significant failure of a part of the power grid, Internet failure, natural disaster, war, riot, epidemic, strikes or labor action, terrorism (“Force Majeure”).

If a Force Majeure event occurs, this Agreement shall be automatically suspended during the time the Force Majeure event continues, and neither Party shall be liable to the other for non-performance or delay in the performance of required obligation(s) due to the Force Majeure event, provided the non-performing Party gives prompt written notice of its inability to perform specified obligation(s) due to the event and uses reasonable efforts to resume its performance of its obligation(s) as soon as possible. Notwithstanding the foregoing, in no event shall a Force Majeure event excuse or delay a Party’s obligation(s) with respect to the confidentiality or Intellectual Property Rights.