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General conditions of use of Sendinblue services

Table of contents

I. General conditions of use

Annex 1 : Agreement on the processing of personal data

II.  Terms of use applicable to Users incorporated in USA, Canada, Australia and New-Zealand

 

If the legal entity you represent or act on behalf of is incorporated in the USA, Canada, Australia or New Zealand, the following terms are applicable to you : Sendinblue Inc. Terms of Use

I. General Conditions of Use

Preamble

Sendinblue, a simplified joint-stock company registered with the Paris Trade and Companies Register under number 498 019 298 with its registered office at 7 Rue de Madrid, 75008 Paris (hereafter “Sendinblue“) operates a solution relating to marketing and/or transactional email and/or SMS via its website www.sendinblue.com (“the Site“).

The purpose of these General Conditions of Use is to define the terms of use of Sendinblue Services. They constitute a legal and binding agreement between Sendinblue and any user of the www.sendinblue.com platform (the “User”).

To access, browse, or use our Services, the User must agree to be unconditionally bound by these Terms. The User can accept the Terms by clicking to accept or by agreeing to the Terms where this option is made available in any agreement, electronic form, or the user interface for any Service Sendinblue offers, or by actually using the Services. By subscribing to or using the Site, the Platform or the Services, the User will be deemed to have read and accepted without reservation the current version of these General Terms of Use and the User represents and warrants that its representative is at least 18 years of age and that this representative possess the legal right and ability to enter into these Terms of Use. As the Users are accessing the Services on behalf of a legal entity, the User represents and warrant that its representative is authorized to act on behalf of the legal entity and to bind such legal entity to these Terms of Use.

Any special conditions potentially negotiated between Sendinblue and the User shall prevail over these General Conditions of Use.

The terms used in this document are defined as follows:

The “User” means any natural or legal person using the Sendinblue Services.

The “Services” provided by Sendinblue are the features made available to Users via the Site such as sending SMSs and emails, providing reports or optimising the deliverability of messages sent (the complete list of features is available at the following address: https://sendinblue.com/features/).

The “data processor” is the company that performs data processing at the request of a data controller. Thus, Sendinblue acts as a data processor to make its Services available to Users, who define the purpose and the means of the processing. Sendinblue may also use secondary processors (“sub-processors”) to carry out data processing on its behalf.

The “User’s data” is understood as data processed by Sendinblue on behalf of the Users within the framework of the performance of the Services subscribed.

“Personal data” means information relating to an identified or identifiable natural person.

The “Parties” shall mean Sendinblue and the User.

1) Purpose of Sendinblue Services

Sendinblue provides solutions relating to marketing and/or transactional email and/or SMS , through its sending platform, marketed via the Site.

2) User account management

The use of Sendinblue Services requires the creation of an online account.

The Users are responsible for the accuracy of the information they provide and undertake to update the information concerning them or to notify Sendinblue without delay of any change affecting their situation.

The Users shall take all useful measures to maintain the confidentiality of access to their account.

In the event of fraudulent use of their account, the Users undertake to immediately notify Sendinblue and change their access password without delay.

Any costs resulting from such unauthorised use shall be borne by the Users until Sendinblue has been notified by them of such use.

Sendinblue shall in no event be liable for material or immaterial damages resulting from the use of the account by a third party, with or without the Users’ permission.

Sendinblue shall store messages sent through its platform on behalf of the Users. Distribution lists shall be maintained as long as the Users correctly set up and update their account. Sendinblue shall protect the integrity, confidentiality and administrative, material and technical security of the Users’ personal information.

3) Financial conditions

By subscribing to Sendinblue Services, the Users agree to pay the price corresponding to the Services selected and to their country of residence.

Unless specifically otherwise stipulated, the prices of the Services subscribed shall be paid at the time of subscription and in the currency in which they were invoiced.

The prices displayed on the Site are exclusive of charges, and they do not include VAT. Additional charges shall be applied on the invoice according to the Users’ country of residence and applicable legal and regulatory provisions.

4) Use of the Services

4.1 Compliance with applicable regulations

Each Party declares that it shall respect the regulations applicable to its activity.

In general terms, the Users shall guarantee that the information sent via the Sendinblue Services does not contravene any legal or regulatory provision or a provision resulting from an international agreement applicable to them and in particular the provisions in force in France, in the State in which the User carries out their activity and in the State in which the persons appearing on the distribution lists reside, nor the rights of third parties.

The sending of email and SMSs to customers and prospects is subject to the applicable data protection and digital marketing laws and regulations, in particular, without this list being exhaustive:

  • United States: Telemarketing Sales Rule, Federal Telephone Consumer Protection Act, Can-Spam-Act.
  • In France: Articles L.34-5 of the French Post and Electronic Communications Code (Code des postes et des communications électroniques) and section L.122-8, L122-9 and L122-10 of the French Consumer code.
  • In Italy: Italian Code on Data Protection (Codice in materia di protezione dei dati personali).
  • In Spain: Law 34/2002, of 11 July 2002, on company information services and electronic commerce (Ley 34/2002, de 11 de julio, de servicios de la sociedad de la información y de comercio electrónico) and Ley Orgánica 3/2018, de 5 de diciembre, de Protección de Datos Personales y garantía de los derechos digitales.
  • In the United Kingdom: The Privacy and Electronic Communications (EC Directive) Regulations 2003.
User’s intellectual property rights

The Users authorise Sendinblue to use their name, brand and visual identity solely for the purpose of executing the Services.

The Users guarantee to Sendinblue:

  • that they have full power and authority to exploit and grant intellectual and industrial property rights and that these rights are in no way assigned, hypothecated, encumbered or in any way vested in a third party;
  • that they have not and will not, by assignment to a third party or by any other means, do anything likely to compromise the use of intellectual and industrial property rights;
  • that they have not nor will not introduce into their campaigns any sequence, reproduction or reminiscence likely to infringe on the rights of third parties;
  • that no litigation or proceedings are pending or about to be brought in relation to the intellectual property rights.

In addition, the Users shall undertake to guarantee Sendinblue against any claim by third parties as well as any penalty that Sendinblue may find itself imposed against it resulting from any non-compliance with this article.

4.1.2 Sendinblue’s intellectual and industrial property rights

All programs, services, processes, designs, software, technologies, trademarks and trade names and inventions appearing on the Site, accessible via the Site or via the Sendinblue Services , are the property of Sendinblue or its licensors.

The Users shall undertake not to use, in any way whatsoever, the Site, the Services or any of the elements set out above for purposes other than those provided for herein.

4.2 Protection of the personal data of third parties

For the purposes of providing the Services, Sendinblue has access to information contained in email distribution lists created by the Users via their personal account, as well as to the subject and content of emails sent to their distribution lists through the Services. This information contains personal data concerning third parties.

4.2.1 Responsibility of the Users in relation to personal data

As creators of the distribution lists, the Users are responsible for the processing of the personal data appearing in those lists within the meaning of the applicable regulations. As such, if the Users are domiciled in the European Union, or if their distribution lists contain personal data of citizens of the European Union, the User guarantees to Sendinblue that they shall comply with the provisions of Regulation No. 2016/679 of 27 April 2016 (the “GDPR”) as well as those of Law No. 78-17 of 6 January 1978 Information Technology, Data Files and Civil Liberties, and in particular:

  • that the personal data contained in the files transmitted have been collected and processed in compliance with the applicable regulations;
  • that the Users have informed the data subjects in accordance with the applicable rules;
  • where appropriate, that the collection and processing have been consented to by the data subjects;
  • that the data subjects shall be allowed to exercise their rights in accordance with the applicable rules;
  • that the Users undertake that the information will be rectified, completed, clarified, updated or deleted if it is inaccurate, incomplete, ambiguous or out of date, or if the data subject wishes to prohibit its collection, use, communication or storage.

It is specified that the Users are solely responsible for managing the retention periods of personal data that they upload onto the Sendinblue platform, and that it is incumbent on them to delete the data as and when its retention period expires. Sendinblue is responsible only for deleting this data at the end of its contractual relationship with the Users.

In addition, the Users shall undertake not to include in the distribution lists uploaded onto the Sendinblue platform any personal data known as “sensitive” within the meaning of Article 9 of the GDPR, and in particular no health data, but also no data relating to criminal convictions and offences, any social security number, or any bank card number. Sendinblue can in no way be held responsible for the presence of such personal data on its platform, and the consequences that could result therefrom. In the event of a violation of this clause, the User shall be solely responsible for any consequences, and undertakes to guarantee, and if necessary indemnify, Sendinblue.

4.2.2 Protection of the User’s personal data

Sendinblue has taken all the necessary precautions to preserve the security of personal data and, in particular, to prevent it from being distorted or damaged or from unauthorised third parties having access to it.

These measures include the following:

  • Multi-level firewall
  • Proven anti-virus and detection of intrusion attempts
  • Encrypted data transmission using SSL/https/VPN technology
  • Tier 3 and PCI DSS certified data centres

In addition, access to processing by Sendinblue Services requires authentication of the persons accessing the data, by means of an individual access code and password, sufficiently robust and regularly renewed.

Data transmitted over unsecured communication channels shall be subject to technical measures designed to make such data incomprehensible to any unauthorised person.

4.2.3 Conditions of the processing relationship

Sendinblue acts as a data processor on behalf of the Users, and undertakes to respect the obligations described in the Annex “Agreement on the processing of personal data“.

In this context, it is specified that:

  • The Users can retrieve their distribution lists at any time by clicking on the “export button” from their personal Sendinblue account.
  • Personal data contained in the distribution lists may only be disclosed to third parties in the following cases:
    • with the authorization of the Users certifying that the data subject have themselves authorized this disclosure;
    • at the request of the competent legal authorities, on judicial requisition, or in the context of a legal dispute.
4.2.4 Use of the data by Sendinblue

To enable Sendinblue to anticipate and avoid the risks of spam, phishing or fraud on its platfrom, the Users are informed that Sendinblue reserves the right to transmit information related to the User’s representative to third party providers domiciled outside the European Union, for the purpose of establishing a reliability score. Any transmission of this data will be carried out by Sendinblue in compliance with applicable laws and EU guidelines.

Finally, the Users expressly accept that the behavior of the recipients of these emails may be processed by Sendinblue (tracking opening rates, click rates and bounce rates at the individual level) to improve the efficiency of the emailing campaigns.

4.3 : Limitation of Use of the Service

The User expressly understands and agrees that the Services are provided on an as-is-and-as-available basis with all faults and defects. Sendinblue makes no warranties regarding the Service whatsoever,  for itself and on behalf of its affiliates, licensors and service providers, other than the above and expressly disclaims any and all implied warranties, including any warranties of merchantability, fitness for a particular purpose, and non-infringement. Sendinblue makes no representation of any kind that the services will meet the User’s requirements, achieve any intended results, be compatible, or work with any other software, applications, systems, devices or services, operate without interruption, meet any performance or reliability standards, or be error free, or that any errors or defects can or will be corrected. Sendinblue makes no warranty that the Services will be uninterrupted, timely, secure, error free or virus free.

The User acknowledges and accepts that its use of the Services shall comply with the guidelines detailed in the help center available at : https://help.sendinblue.com/hc/en-us (hereinafter the “Documentation”). The Documentation shall be updated from time to time and it is advised that the User consults the Documentation on a regular basis. The User acknowledges and accepts that any use of the Service disregarding, non complying and/or breaching the guidelines provided in the Documentation might affect the performance of the Service and/or modify its pricing.

4.4 Prohibited uses

The use of the Sendinblue Services resulting from the subscription to the said Services is strictly personal and may not be rented or transferred free of charge or for a fee to a third party. In the absence of prior authorisation, the use of Sendinblue is limited to only one account per User.

Any use of the Services that may damage, disable, or overload Sendinblue’s infrastructure or networks connected to Sendinblue’s servers, or interfere with the enjoyment of the Services by other Users, is prohibited.

Any attempt to access, without authorisation, the Services, any other accounts, computer systems or other networks connected to a Sendinblue server or any of the Services via hacking or any other method is prohibited.

The use of the Services for the purpose of selling products or services related to illegal or fraudulent activities or encouraging such activities and, in particular, without this list being exhaustive, activities related to illegal drugs, hacking programs, instructions for assembling or creating bombs, grenades or other weapons, materials containing violence against children or which encourages violence is prohibited.

Any use of the Services contrary to the applicable rules relating to telemarketing, email marketing, anti-spam, anti-phishing or personal data protection and/or contrary to the anti spam policy and/or the privacy policy is prohibited.

Any use of the Services in violation of the rights of third parties is prohibited.

In the event of non-compliance with this article, Sendinblue reserves the right to immediately block the Users’ access to their Services and to remove all information from their account without notice and without refund or any other form of compensation.

Sendinblue reserves the right to refuse or limit service to accounts not complying with its General Conditions of Use or with laws regulating communications companies, or accounts distributing unwanted communications.

The following topics are prohibited on the Sendinblue platform:

  • Exchange of currencies, fraudulent shares and stock market transactions
  • Home job offers making “get rich fast” promises, financial packages and pyramid schemes
  • Sexually explicit pornography or e-commerce
  • Remedies for erectile problems
  • Hiring solicitation
  • Lists of a political character (consular, government lists, etc.) containing addresses of individuals who have not given their explicit consent to receive communications from an identified advertiser. The fact that an email address was given to a Consulate or Embassy shall not be considered as proof of an undertaking to opt-in.
  • Initial Coin Offering (ICO)

Accounts with the following activities will only be validated under certain conditions:

  • Gambling and other money games
  • Dating services
  • Communications to contacts acquired from social networks like LinkedIn and Viadeo

5) Responsibilities and guarantees

5.1 Responsibilities and guarantees of Sendinblue

Except in cases of force majeure, Sendinblue guarantees to the Users the proper performance of its service rendered in compliance with these General Conditions of Use.

Any potential compensation due from Sendinblue, to the User or to a third party, due to the liability of Sendinblue, its subsidiaries or its partners, in respect of the performance of these conditions, shall not exceed the price paid by the User in return for the Service(s) giving rise to the said liability.

In no case shall Sendinblue guarantee to the User the economic, image or information returns that the latter may expect from sending emails or SMSs in the context of these conditions.

Sendinblue does not systematically control the content of messages sent by the Users to their distribution lists, which remains the responsibility of the Users.

In no case can Sendinblue be held responsible in any capacity whatsoever in relation to third parties for any damage resulting from the sending of emails or SMSs on behalf of the Users.

5.2 Responsibilities and guarantees of the Users

The Users shall solely be responsible for the content of emails or SMSs sent to their distribution lists in the context of the performance of these conditions.

The Users may be held liable for non-compliance with these General Conditions of Use, with Sendinblue’s privacy and anti-spam policies or with any legal or regulatory provision or with a provision resulting from an applicable international agreement.

The Users guarantee Sendinblue against any damage, any claim and any recourse of third parties resulting from a violation, by the Users, of the present General Conditions of Use, of the privacy and anti-spam policies of Sendinblue or of any legal or regulatory provision, or a provision resulting from an applicable international agreement.

6) Changes to the use conditions, to Sendinblue policies and to the offer

Sendinblue may modify these Terms of Use, its anti-spam and privacy policies and its offer.

In any event, the User’s continued use of the Services shall constitute acceptance of the changes.

The General Terms of Use, anti-spam and confidentiality policies and their changes, as well as Sendinblue’s offer updated with the latest changes, can be consulted at any time on the Site.

In the event of a substantial change to these terms, Sendinblue may decide to inform the User by email or directly on his sendinblue.com account.

Only the English language version of these Terms of Use is binding between Sendinblue and the User.

7) Duration – Termination

The present General Conditions of Use are in force for an indefinite period.

The Users may terminate their Sendinblue account directly from the Site at any time.

In the event of termination by the Users, the sums paid in consideration of the Sendinblue Services shall remain due to Sendinblue even if the Users did not exhaust the acquired mailing quotas.

In the event of non-compliance by the Users with these General Conditions of Use, with Sendinblue’s privacy and anti-spam policies or with any legal or regulatory provision or one resulting from an applicable international agreement, Sendinblue reserves the right to terminate the Users’ account subject to 15 days’ notice.

The termination will occur without notice in the event of non-compliance with the article “Use of Services” of these conditions.

8) Force majeure

The Parties shall not be held liable if the non-performance or delay in the performance of one of their obligations described in these General Conditions of Use results from a force majeure event.

Force majeure means any external event which was impossible to prevent and which was unforeseeable as interpreted by the jurisprudence of the French courts, and which prevents one of the Parties from performing their obligations or makes the performance of the same excessively onerous.

Expressly, the following will be considered cases of force majeure, in addition to those usually considered by the jurisprudence of the French courts, and without this list being restrictive:

  • wars, armed conflicts, riots, insurrections, sabotage, acts of terrorism,
  • general or partial strikes, internal or external to the company, affecting a supplier or a national operator, lockouts, blockades of transport facilities or procurement for any reason whatsoever,
  • natural disasters resulting in the destruction of infrastructure, such as fires, storms, floods, water damage,
  • governmental or legal restrictions, legal or regulatory changes to forms of marketing, cases involving the suspension, cancellation or revocation of any authorisation by any relevant competent authority,
  • interruptions of the network of Sendinblue, its subcontractor or its supplier, as a result of computer breakdowns, blocking of telecommunications means, whether resulting from external attacks, interruptions to services by the access provider or other persons, and any other event not attributable to Sendinblue, its subcontractor or its supplier, preventing the normal performance of the services rendered,
  • interruptions of the power supply of more than 48 hours.

Each party shall notify the other party by registered letter with acknowledgement of receipt of any force majeure event.

9) Protection of personal data concerning the User

The information, including personal data, collected by Sendinblue in the context of its business relationship with the Users is subject to computer processing detailed in Sendinblue’s “Privacy Policy – Protection of Personal Data“.

10) Partial invalidity of the GCU

The annulment of either of the clauses of the General Conditions of Use may not entail the annulment of the same in their entirety, provided however that the balance and the general economy of the agreement can be safeguarded.

11) Applicable Law – Attribution of jurisdiction

The General Conditions of Use are governed solely by French law.

Any dispute between the Parties arising from questions as to the validity, interpretation and/or performance, termination or breach of the General Conditions of Use shall be submitted by the first-acting Party to the Commercial Court of Paris, including in the event of summary proceedings, guarantee claims and/or multiple defendants.

ANNEX 1 – Agreement on the processing of personal data

In the context of the Services provided to the User, Sendinblue is required to carry out personal data processing operations on behalf of the User. This processing is carried out for the duration of the contractual relationship between Sendinblue and the User.

The processing carried out by Sendinblue on behalf of the User is described below:

  • Storage of contact lists uploaded by Users
  • Sending messages by email or SMS, whether automated or not
  • Retention and analysis of email deliverability data
  • Retargeting display
  • Collection of unsubscriptions and User information affected
  • Collection of consents (in the event that the User uses the Sendinblue form to retrieve contact data from their own site)

In this respect, Sendinblue declares that it offers sufficient guarantees as to the implementation of appropriate technical and organizational measures so that the processing meets the requirements of the GDPR and ensures the protection of the data subject’s rights, and undertakes to respect the following obligations:

1. Sendinblue’s Obligations

a) User’s instructions

Sendinblue undertakes to process personal data only for the purposes of performing the Services in accordance with the User’s instructions. Thus, Sendinblue agrees not to concede, rent, transfer or otherwise communicate to another person, all or part of the personal data, even free of charge, and not to use the personal data for purposes other than those provided in the General Conditions of Use.

In the event that Sendinblue considers that an instruction given by the User constitutes a violation of an applicable law, Sendinblue must immediately inform the User.

b) Confidentiality and security

Sendinblue guarantees the confidentiality of personal data processed in connection with the Services. As such, it ensures (i) that personal data is communicated only to persons who need to know it, (ii) that these persons are aware of the User’s instructions and undertake to process the personal data entrusted to them only in strict compliance with the instructions and for no other purpose, (iii) that they are subject to an appropriate contractual or legal obligation of confidentiality, and (iv) that they receive the necessary training in the field of data protection.

Sendinblue undertakes to implement the appropriate technical and organizational measures in order to preserve the confidentiality and security of personal data and, in particular, to prevent it from being distorted, damaged or communicated to unauthorised third parties, and more generally, to protect personal data against accidental or unlawful destruction, accidental loss, alteration, unauthorised dissemination or access, as well as against any form of unlawful processing, it being specified that these measures must ensure, taking into account best practice and the costs associated with their implementation, a level of security appropriate to the risks presented by the processing and the nature of the data to be protected and, more generally, in order to guarantee a level of security of personal data appropriate to the risk.

c) Notification of violations of personal data

In the event of an accidental or unlawful breach of security resulting in the destruction, loss, alteration, unauthorised disclosure of, or unauthorised access to, personal data processed by Sendinblue, Sendinblue undertakes to immediately notify the User within 72 hours of the detection of the incident.

In such circumstances, and in consultation with the User, Sendinblue undertakes to put in place the necessary data protection measures and to limit any negative effects on the data subjects.

Sendinblue undertakes to provide the User with all reasonable information and assistance to enable the latter to comply with its obligations to notify the data protection authorities and, where applicable, the data subjects.

d) User support

Sendinblue undertakes, as far as possible, to assist the User in fulfilling its own obligations. Thus, Sendinblue shall:

  • take charge of the requests to unsubscribe from distribution lists on behalf of the User;
  • respond promptly to any request from the User concerning the personal data processed, in order to enable the User to take into account, within the time limits set, any potential requests from data subjects (right of access, right of rectification, right of destruction, etc.), and more generally to take into account the nature of the processing and help the User through appropriate technical and organisational measures to comply with their obligation to respond to requests submitted by the data subjects with a view to exercising their rights;
  • forward to the User, on receipt, requests from the data subjects to exercise their rights;
  • assist and collaborate with the User in order to guarantee compliance with its obligations, in accordance with the applicable regulations on the matter, and in particular help the User to ensure the security of personal data, to comply with its obligations in the event of a security breach and to assist the User in carrying out any measures necessary prior to processing, such as the implementation of an impact analysis.

e) Data access / deletion

At any time during the implementation of the General Conditions of Use, the User may access the personal data processed by Sendinblue or delete it directly from the Site using the export and integrated deletion features.

At the end of the contractual relationship, Sendinblue undertakes, at the User’s request, to destroy all personal data, or to return it to the User or another data processor designated by them if technically feasible and within a maximum period of 3 months. The return must be accompanied by the destruction of existing copies in Sendinblue’s information systems, unless any applicable law requires their retention. Sendinblue undertakes to provide the User, on request, with proof of such destruction.

2. Audit

Sendinblue undertakes to provide the User with all the information and documents necessary to demonstrate compliance with the obligations set out herein.

Sendinblue authorises the User or any other external auditor not competing with Sendinblue and mandated by the User to inspect and audit its personal data processing activities, and undertakes to accede to all reasonable requests made by the User to verify that Sendinblue complies with the contractual obligations imposed by this Annex.

It is agreed that, subject to any requests from the regulators to this effect, such audits may take place no more than once (1) per contract year. In all cases, the User must give Sendinblue a minimum notice of fifteen (15) days, and the audit must in no case disrupt the ongoing activities of Sendinblue. The audit will be limited to the personal data processing activities performed by Sendinblue on behalf of the User, and the User will not be able to access data concerning other Sendinblue customers.

Sendinblue undertakes to communicate all supporting documentation proving the compliance of the processing with the User’s instructions, and that the appropriate security measures have indeed been put in place.

3. Sub-processing

The User is informed, and expressly accepts, that Sendinblue may have recourse to sub-processors within the context of the Services, who will have access/process the personal data entrusted by the User on their behalf. The list of the relevant processors is as follows: see the list.

The User is made aware that some of these sub-processors are located in countries outside the European Union, including in the United States, and, as such, the User expressly authorises Sendinblue to transfer personal data outside the European Union. Sendinblue undertakes to put in place all the necessary guarantees in order to supervise these transfers in compliance with the applicable rules.

In this context, the User shall expressly mandate Sendinblue to sign, in its name and on its behalf, standard contractual clauses ” data controller to data processor ” with the sub-processors (see the standard clauses of the European Commission at the following address :https://eur-lex.europa.eu/legal-content/EN/TXT/PDF/?uri=CELEX:32010D0087&from=EN ).

In the event of modification of the list of its sub-processors, Sendinblue will notify the User by email or by notification through the customer account, and the User will have the possibility to cancel the subscription in the event of an objection. It is specified that this notification will include any information relating to possible transfers of personal data outside the European Union.

When Sendinblue uses sub-processors to carry out specific processing activities on behalf of and on the instructions of the User, the same data protection obligations as those laid down in these GCU are imposed contractually on the sub-processors, in particular with regard to providing sufficient guarantees as to the implementation of the appropriate technical and organisational measures.

It is Sendinblue’s responsibility to ensure that sub-processors provide sufficient guarantees to ensure that the processing meets the requirements of the GDPR. If the sub-processors do not fulfil their data protection obligations, it is recalled that Sendinblue remains fully liable to the User for the performance by sub-processors of their obligations.

4. Transfers of personal data outside the EU for legal purposes

If Sendinblue is required to make such transfers under the applicable law, it undertakes to immediately inform the User of this legal obligation before the processing, unless the applicable law prohibits such information for reasons of public interest.

II. Sendinblue Inc. Terms of Use (Users incorporated in USA, Canada, Australia and New-Zealand)

Last Updated 27th April, 2021

 

The below Terms of Use (the “Terms”) are a binding contract between you and Sendinblue, Inc. dba Sendinblue (collectively, “Sendinblue,” “us,” “our,” or “we”). These Terms, together with Sendinblue Inc. Privacy Notice (here after the “Privacy Notice”), govern your use of sendinblue.com and other websites we own and/or operate (collectively, the “Site”), our suite of software and professional services owned and operated by Sendinblue, Inc. or its affiliates and/or delivered under the business name Sendinblue (the “Software”) for managing your contacts and designing, implementing, and administering email, sms, and certain other marketing programs, our other digital properties or services, and your communications with us by any means (collectively the “Services”), whether as a Site user, customer of the Services, or representative of any legal entity that is a customer of the Services (in each case, a “Customer” and/or “you”, “your”). These Terms apply if the legal entity of which you are a representative is incorporated in the United-States of America, in Canada, Australia or in New-Zealand. In such cases, these Terms prevail over any other terms and conditions available on our Site. 

Any terms we use in these Terms without defining them have the definitions given to them in the Privacy Notice. Additional, separate terms and conditions may apply to some Services, which shall be included and considered part of these Terms.

Sections “Acceptable Use Standards”, “Prohibited content”, “Contents and Ownership “, “Copyright”, “Services Security Features”, “Customer Content” and “Maintenance and Planned Outages” mandatorily apply to Customers subscribing to custom-made enterprise plans, regardless of other applicable contractual documentation. Other sections shall also apply regardless of any other specific applicable contractual documentation, except in case of contradiction. Applicable contractual documentation means any agreement signed by us and Customer pertaining to the Enterprise Services.

THIS AGREEMENT INCLUDES A CLASS ACTION WAIVER AND AN ARBITRATION PROVISION THAT GOVERNS ANY DISPUTES BETWEEN YOU AND SENDINBLUE. 

Acceptance. To access, browse, or use our Services, you must agree to be unconditionally bound by these Terms. You can accept the Terms by clicking to accept or by agreeing to the Terms where this option is made available to you in any agreement, electronic form, or the user interface for any Service we offer, or by actually using the Services or the Site. By using the Services, you agree to be bound by these Terms, you represent and warrant that you are at least 18 years of age and that you possess the legal right and ability to enter into these Terms of Use or, if you are accessing the Services on behalf of a legal entity, you represent and warrant that you are authorized to act on behalf of the legal entity and to bind such legal entity to these Terms of Use. You further represent and warrant that you are not based in Cuba, Iran, North Korea, Syria, or any other territory that is subject to a U.S. government embargo or that has been designated by the U.S. government as a “terrorist-supporting” country and that you are not a prohibited or restricted person as defined by the US Government. These Terms will remain in effect while you use the Services. If you do not agree and accept these Terms, you may not use, and must immediately cease all use of, the Services. If you have any questions regarding these Terms, please contact us at support@sendinblue.com.

Registration. To use certain Services, you must first register as a Customer. By registering with Sendinblue, you agree to provide us with accurate and complete, information. Information you provide and the selections you make during registration, and any changes thereto from time to time, are an integral part of and governed by these Terms. You are responsible for maintaining the confidentiality of your account information and login credentials and for restricting access to your account. You agree to accept responsibility and liability for all activities that occur under your account whether lawful or unlawful and whether actually or expressly authorized by you. You must immediately notify us if your account is subject to unauthorized use.

Term. These Terms are effective on the date you begin to use the Services and continue until you close your account through the platform or until Sendinblue terminate these Terms by giving you prior notification. Sendinblue reserves the right to suspend your use of the Services at any time, with or without cause. If Sendinblue terminates your access to the Services without cause, we will refund the prorated portion of any prepaid fees for the Services. If Sendinblue suspends or terminates the Services for cause, such as for a breach or violation of the Agreement, Sendinblue will not refund any fees paid. We may archive your account if it is not accessed for a period of 90 days, in which case your account will be disactivated.   

Privacy Notice. You acknowledge that you have read and understand our Privacy Notice, which is incorporated into these Terms by this reference. By using the Services, you represent and warrant that (a) any information you submit to us is truthful and accurate, (b) you will maintain the accuracy of that information, and (c) your use of our Services does not violate any applicable law, rule or regulation. Any information that you provide to us will also be subject to our Privacy Notice. 

Service Communications. Sendinblue may use your contact information to communicate with you about our Services. For example, we may send you service announcements or administrative emails. We may use text, phone, or other means to authenticate your account or provide you with customer support. You understand that you receive these communications as part of your use of the Services, and you will not be able to opt out from receiving these service announcements and administrative messages. 

Texting Consent. By providing Sendinblue with your wireless phone number, you consent to Sendinblue using text messaging to communicate with you. We may send you text messages related to the Services you use, including for security verification purposes. 

Marketing Communications. We may send you marketing communications by email, mail, or other means in compliance with applicable law. You can opt-out of receiving marketing communications from Sendinblue at any time.

License Grant. As a Customer of the Services, on condition that your registration and subscription (if any) is current, we hereby grant you a limited non-exclusive, non-transferable, non-sublicensable license to read and access the Services and our information and materials contained on the Services in accordance with these Terms of Use. You may only use the Services in accordance with our Acceptable Use Standards (defined below) and as expressly permitted by these Terms. The permissions described herein will terminate automatically if you breach any of these Terms.

Acceptable Use Standards. Your use of the Services must comply with our community standards (“Acceptable Use Standards”) described in this section and with our Anti-spam Policy, available on demand and/or on our Site. You hereby agree to not: 

  • Send messages that violate the CAN-SPAM or other anti-spam laws; 
  • Use the Service for any unlawful or abusive purpose or in any way which interferes with our ability to provide the Services to other Customers or potential Customers; 
  • Organize or participate in any Prohibited content (defined below); 
  • transfer or attempt to transfer abnormally large files or streaming media presentations; 
  • Use purchased, rented, or third-party lists of email addresses;
  • Use a false e-mail address, impersonate any person or entity, or otherwise mislead us or other Customers as to your identity; 
  • Post false, inaccurate, misleading, defamatory, or libelous content (including Personal Information); 
  • Use the Services in a manner that might confuse others as to Sendinblue’s identity or disparage us; 
  • Distribute or post spam, chain letters, or pyramid schemes; 
  • Distribute viruses or any other technologies that may harm us, or the interests or property of Customers; 
  • Commercialize, rent, retransmit, disclose, publish, resell (except pursuant to a written reseller agreement with us), assign, lease, sublicense, market or transfer the Services or any portion of it (including the Contents); 
  • Copy, reverse engineer, translate, port, modify or make derivative works of any portion of the Services; or
  • Use the Services for any unlawful activities, in violation of any third-party rights, or in a manner that is otherwise objectionable as determined by Sendinblue at our sole discretion. 

Without limiting the foregoing, tampering with the Services, conducting fraudulent activities on the Services, and all other illegal activities are prohibited and may subject a Customer to legal action and/or termination of access to the Services. We reserve the right to establish and revise these Acceptable Use Standards from time to time in our sole discretion.

We reserve the right to interrupt or restrict Service at any time, without notice to you, if we suspect you have violated our Acceptable Use Standards or otherwise engaged in fraudulent, abusive, or unlawful activity. You agree to cooperate with us in any fraud investigation and to use any fraud prevention measures we prescribe as set forth from time to time at the sole discretion of Sendinblue. You also agree that we may report any activity that we suspect is unlawful to appropriate government authorities and to cooperate with any investigation conducted by any government authority. 

Prohibited content. The Service may not be used for or contain the following (“Prohibited content”): 

  • Gambling or games of chance, including campaigns, materials, posts, or otherwise that constitute gambling or any game of chance, or which promote giveaways, random drawings, raffles, or prizes, except promotions that comply with all applicable laws; 
  • Any content that encourages illegal activity, as well as campaigns, materials, posts, or any other activity that encourages, promotes, facilitates, or instructs others to engage in illegal activity; 
  • Adult subjects, nudity, or sexual acts
  • Promotion of hatred, violence, racial, or religious intolerance, campaigns, materials, posts, or other any other content that promotes or glorifies hatred, violence, racial or religious intolerance, or items that promote organizations with such views; 
  • Any campaigns, materials, posts, or other content where it appears that a person y is attempting to use Sendinblue (directly or through another person) to benefit financially from a criminal activity; or  
  • Otherwise objectionable, campaigns, materials, posts, or other content as determined by Sendinblue in our sole discretion. 


Sendinblue reserves the right to suspend any Customer whom Sendinblue determines, in our sole discretion, is or has engaged in a Prohibited content. 

 

Subscription. This section applies to paying Customers who sign up for a paid Services plan online or via a purchase order established by our services. 

By subscribing to a paid Services plan, the subscription contract comes into effect from the date of subscription, for an initial period chosen by the Customer.  

At the end of the initial period, the subscription is automatically renewed for successive periods equivalent to the initial period. 

Unless otherwise specified in a purchase order, the Customer may, at any time, terminate the automatic renewal by cancelling their subscription from their Account. 

When the Customer ends the renewal, the subscription continues until the end of the current period and is not renewed. Any remaining credits will be lost.

 

Payment. When you sign up to a paid Services plan online, you are required to select a plan level and you will be charged according to the terms of the applicable paid plan level. You are responsible for paying the fees associated with the plan level you have selected, as well as any and all applicable sales and use taxes for your purchase of Services based on the address that you provide at signup. Your monthly or annual payment is due on the date you sign up and billing for the following month or years will occur on the same date each month or year. 

If you downgrade or upgrade your plan level during a billing cycle, we will issue a credit note for the remaining prepaid amount on a pro-rata basis. The credit note will automatically be applied to your next invoice. 

 

You are required to maintain a valid payment method, such as debit or credit card information, on file with us. You authorize Sendinblue to charge your payment method for the amount due to Sendinblue for the Services, any sales and use taxes and any applicable late fees or interest. If your card is replaced for any reason, you authorize us to charge such replacement card for the amount due to Sendinblue for any Services. The person submitting the card for payment represents and warrants that they are authorized to use such card, that the card may be charged as agreed herein, and that such charges will not be rejected. You agree that you are solely liable for any payment or credit card fraud, abuse or unauthorized use by you or others. 

If we stop providing the service to you for any reason and terminate your account without cause, we will provide you a refund of the pro rata amount of the monthly or annual charge that was prepaid.  Otherwise, you won’t be entitled to a refund or credit for any reason.  

If you do not pay on time or if we cannot charge the payment method you have on file for any reason, we reserve the right to either suspend or terminate your access to the Services. In addition, if any payment is not received within 30 days after the due date, then we may charge a late fee of $10 and we may assess interest at the rate of 1.5% of the outstanding balance per month (18% per year), or the maximum rate permitted by law, whichever is lower, from 30 days after the due date until the date paid. If your unpaid fees are referred to an attorney or collections agency, you shall pay all reasonable attorney’s fees or collections agency fees.

Sendinblue uses PCI DSS-compliant third party payment providers to process payments, including Adyen, Paypal, GoCardless, and Chargebee, and Sendinblue reserves the right to process payments using any provider. Your payment is subject to the terms and conditions imposed by the third-party payment provider.

Contents and Ownership. Unless otherwise expressly indicated, the information contained on the Services and any updates or improvements thereto are owned, controlled, or licensed by Sendinblue or its affiliates or licensors, including, but not limited to (a) all platforms, software, and proprietary technology; (b) products, services, and related documentation available on the Services; (c) all features, functionality, ideas, images, illustrations, designs, photographs, video clips, text, graphics, icons, designs, software code, and other materials; and (d) all names, logos, taglines, trade dress, copyrights, patents, trademarks, or other intellectual property (collectively, the “Contents”). Contents not owned or controlled by Sendinblue are the property of their respective owners. The Contents are protected by U.S. and foreign copyright, trademark, trade dress, or other proprietary right laws and international conventions. No license to or regarding any of the Contents is granted in connection with your use of the Services, except as specifically set forth in these Terms or the applicable license terms pertaining to certain Sendinblue Services. All rights that are not granted to you are reserved by Sendinblue. Only a duly authorized officer of Sendinblue may grant permission or a license to use any of our Contents; any attempted grant or similar promise by anyone other than a duly authorized officer of Sendinblue is invalid.

Copyright. You do not have permission to copy, reproduce, make derivative works from, distribute, republish, download, display, perform, post electronically or mechanically, transmit, record, or mirror any of the Contents without the prior written permission of Sendinblue. You may only display, download, and print in hard copy format the Contents for the purposes of using the Services as an internal or personal business resource.  

Trademarks. Sendinblue’s registered and unregistered trademarks and trade dress, including the Sendinblue word mark, and Sendinblue graphics, logos, page headers, button icons, scripts, and service names, taglines, trade dress, and other trademarks, may not be copied, imitated, or used, whether in whole, partial or modified form, without the prior written permission of Sendinblue. You may not use any meta tags or any other hidden text utilizing a Sendinblue name, trademark, or product name without Sendinblue’s prior written permission. Third-party trademarks and service marks used on our Services are the property of their respective owners. Sendinblue and the other licensors of the marks on our Services reserve all rights with respect to all Contents and all intellectual property.

Feedback. You may from time-to-time provide Sendinblue materials, communications, suggestions, comments, improvements, ideas or other feedback related to the Services (“Feedback”). You hereby grant to Sendinblue all rights, titles, and interests in and to any Feedback. In the event this grant is not sufficient for us to fully realize and use the Feedback, you additionally grant Sendinblue a royalty-free, worldwide, transferable, sub-licensable, irrevocable, perpetual license to use and incorporate into the Services or our website any of the Feedback. By providing Feedback, you represent that the Feedback is not subject to any intellectual property claim by a third party or any license terms which would require products or services derived from that Feedback to be licensed to or from, or shared with, any third party.

Reports. Sendinblue may, from time to time, de-identify the Personal Information (“De-identified Information”) that we collect directly from you and combine it with others’ De-identified Information in order to generate statistics, reports and studies. Sendinblue uses these reports and studies for internal purposes only. Any such reports or studies are the sole and exclusive property of Sendinblue. You hereby assign any rights you may have to such reports, studies, and your De-identified Information contained therein to Sendinblue in perpetuity throughout the world for any and all present or future uses in any and all languages and for no compensation. All De-identified Information will be treated as nonconfidential and nonproprietary. Sendinblue shall be under no obligation of any kind with respect to such De-identified Information and shall be free to reproduce, make derivative works from, use, disclose, and distribute the Reports to others without limitation. Additionally, Sendinblue may use any ideas, concepts, know-how, or techniques contained in generating reports or studies for any purpose whatsoever including, but not limited to, developing, manufacturing, or marketing products incorporating such information.

Services Security Features. You are strictly prohibited from violating or trying to violate the security features of the Services, such as by (a) accessing data not intended for you or logging onto a server or an account that you are not authorized to access; (b) attempting to probe, scan, or test the vulnerability of a system or network, or to breach security or authentication measures unless we expressly authorize that you do so in writing; (c) attempting to interfere with service to any user, host or network, such as by means of submitting a virus to the Services, overloading, “flooding,” “spamming,” “mail bombing,” or “crashing” or (d) sending unsolicited email that you are not authorized to send, including promotions and/or advertising of products or services forging any TCP/IP packet header or any part of the header information in any email.

You hereby agree not to use any device, software, or routine to interfere or try to interfere with the proper working of this Services or any activity being conducted on this Services. You further agree not to use or try to use any engine, software, tool, agent or other device or mechanism (including browsers, spiders, robots, avatars, or intelligent agents) to navigate or search the Services other than the search engine and search agents that we make available on this Services and other than the generally available third-party web browsers. If you violate our system or network security, you may face civil or criminal liability. We will investigate occurrences that may involve such violations. We may involve or cooperate with law enforcement authorities in prosecuting users who are involved in such violations.

Customer Content. The Services may contain features that allow Customers to submit content as part of managing contacts and designing and administering email, SMS, and certain other marketing programs and to send certain communications and other content using the Services, (any such content submitted referred to as “Customer Content”). You represent that you are the owner of any Customer Content you submit and/or have the necessary rights, licenses, and authorization to distribute it. 

By submitting your Customer Content, you hereby grant us an irrevocable, worldwide, fully paid-up and royalty free, non-exclusive, unlimited license, including the right to sublicense and assign to third parties, and the right to use and disclose your Customer Content, in order to provide you with the Services, during the performance of these Terms. To the extent permitted by applicable laws, you hereby covenant not to assert against Us any moral rights you may have in any of Your Customer Content.  You further hereby authorize Sendinblue to mention your business name and logos as trade references on any communication medium including social media. These mentions are granted free of charge. You may terminate this authorization at any time by sending a simple email to enterprise.marketing@sendinblue.com

Sendinblue is not responsible for any Customer Content. We reserve the right to withhold approval, or remove Customer Content for any reason at our sole discretion, but we have no obligation to police Customer Content on the Services. We further reserve the right to remove any Customer Content for any reason and to interrupt or restrict the Services at any time, without notice to you or any other Customers, if we suspect activity that is unlawful, abusive, or otherwise in breach of these Terms. 

If your account is terminated, you acknowledge and agree that we may permanently delete your account and all the data associated with it, including Customer Data. If your account has been terminated, your username will no longer be available for use and may not be reclaimed or used for any future account.

Third Party Rights. We take the rights of others very seriously. If you have any concerns that Customer Content, or other content made available by third parties via the Services is improper or infringing, please contact us at support@sendinblue.com. If you would like the reported content removed, please provide:

  • A detailed description of the content, including where it is located;
  • A statement that you have a good faith belief that the third party does not have permission to use the content;
  • A statement that you are the owner, or exclusive agent of the owner, of the content;
  • Your contact information, including telephone number and physical address; and 
  • A signed and sworn statement, under penalty of perjury, that your statements above are true.

Links to Other Websites. Links to third party websites from the Services are provided solely for your convenience. Sendinblue is not responsible for the content of any other websites, nor do we make any representations about the content or accuracy of material on any other websites. Inclusion of any linked website on our Services does not imply our approval or endorsement. If you click through to another website, you do so at your own risk, and you will be subject to that website’s privacy practices and not ours. Any concerns regarding any such website, or a hyperlink thereto, should be directed to the website’s owner or operator. 

Maintenance and Planned Outages. Sendinblue may limit or suspend the Services from time to time to perform scheduled maintenance or to stop a violation of this Agreement, to prevent material harm to Sendinblue or its customers or as required by applicable law. Sendinblue will endeavor to give Customer reasonable advance notice of any limitation or suspension so that Customer can plan around it, or address the issue that has prompted Sendinblue to take such action. There may be some situations, such as security emergencies, where it is not practicable for Sendinblue to give such advance notice. Sendinblue will use commercially reasonable efforts to narrow the scope and duration of the limitation or suspension as is needed to resolve the issue that prompted such action. In any case, no credit of service shall be granted to Customer in such cases of suspension. 

Disclaimer of Warranties. YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE SERVICES ARE PROVIDED ON AN AS-IS-AND-AS-AVAILABLE BASIS WITH ALL FAULTS AND DEFECTS. WE MAKE NO WARRANTIES REGARDING THE SERVICE WHATSOEVER AND EXPRESSLY DISCLAIM ANY AND ALL IMPLIED WARRANTIES, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND AND, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, WE, ON OUR BEHALF AND THAT OF OUR AFFILIATES, LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT. WE FURTHER DISCLAIM ANY WARRANTY OR UNDERTAKING, AND MAKE NO REPRESENTATION OF ANY KIND THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS, DEVICES OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS, OR BE ERROR FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED. WE DO NOT REPRESENT OR WARRANT THAT THE INFORMATION ACCESSIBLE ON THE SERVICES IS ACCURATE, COMPLETE, OR CURRENT. WE MAKE NO WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR FREE OR VIRUS FREE. THIS PARAGRAPH SHALL SURVIVE TERMINATION OF THIS AGREEMENT. 

Some jurisdictions do not allow the disclaimer of implied warranties. In such jurisdictions, the foregoing disclaimers may not apply to You insofar as they relate to implied warranties. If You rely on the representations or warranties of any third persons with respect to the Services (including without limitation by dealers or resellers of the Services) beyond those made by Sendinblue, your sole remedy for such reliance is against the third person making such representation or warranty.

YOU USE THE SERVICES AT YOUR OWN RISK. UNDER NO CIRCUMSTANCES WILL WE BE RESPONSIBLE FOR ANY LOSS OR DAMAGE, INCLUDING PERSONAL INJURY OR DEATH, RESULTING FROM USE OF OUR SITE, FROM THE CONDUCT OF ANY USERS (WHETHER ONLINE OR OFFLINE), OR OTHERWISE. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER, SOFTWARE, MODEM, TELEPHONE OR OTHER PROPERTY RESULTING FROM YOUR USE OF (OR INABILITY TO USE) OUR SERVICES. WE WILL NOT BE LIABLE TO YOU IF YOU ARE UNABLE TO ACCESS INFORMATION THROUGH OUR SERVICES. NO ADVICE OR INFORMATION, WHETHER WRITTEN OR ORAL, OBTAINED BY YOU FROM SENDINBLUE, ITS OFFICERS, EMPLOYEES, OR REPRESENTATIVES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

Indemnification. YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS SENDINBLUE AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, SUCCESSORS, AND ASSIGNS FROM AND AGAINST ANY AND ALL LOSSES, DAMAGES, LIABILITIES, DEFICIENCIES, CLAIMS, ACTIONS, JUDGMENTS, SETTLEMENTS, INTEREST, AWARDS, PENALTIES, FINES, COST, EXPENSE, OR DEMAND, INCLUDING, WITHOUT LIMITATION, ATTORNEYS FEES, DUE OR RELATING TO OR ARISING OUT OF (I) YOUR USE OR MISUSE OF OUR SERVICES, (II) ANY OTHER PERSON’S USE OF ANY ACCOUNT OR PIN YOU MAINTAIN, REGARDLESS OF WHETHER SUCH USE IS AUTHORIZED BY YOU; (III) YOUR PROMISES OR STATEMENTS MADE IN THIS AGREEMENT; (IV) YOUR BREACH OF OUR TERMS, OR (V) ANY BREACH OF YOUR REPRESENTATIONS AND WARRANTIES SET FORTH IN OUR TERMS.

Limited Liability. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SENDINBLUE OR OUR AFFILIATES, OR ANY OF OUR OR THEIR RESPECTIVE LICENSORS OR SERVICE PROVIDERS OR ANY OF OUR OR THEIR EMPLOYEES, DIRECTORS, OFFICERS, AGENTS, SUPPLIERS OR THIRD-PARTY SERVICE PROVIDERS BE LIABLE TO YOU OR ANY OTHER PERSON RELATED TO OR ARISING OUT OF USE OF THE SERVICES, INCLUDING, WITHOUT LIMITATION, FOR SPECIAL, INDIRECT, EXEMPLARY, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, LOSS OF USE; LOSS OR COMPROMISE OF DATA, PROFITS OR GOODWILL; BUSINESS INTERRUPTION; COMPUTER FAILURE OR MALFUNCTION; PERSONAL INJURY OR PROPERTY DAMAGE, OR OTHER DAMAGE ARISING OUT OF OR IN CONNECTION WITH THE USE, INABILITY TO USE, COPYING, OR DISPLAY OF THE CONTENT OF THIS SITE. THE FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, BREACH OF WARRANTY, DEFAMATION, STRICT LIABILITY, MISREPRESENTATION, PRODUCTS LIABILITY, VIOLATIONS OF LAW (INCLUDING REGULATIONS), NEGLIGENCE, AND OTHER TORTS, AS WELL AS THIRD-PARTY CLAIMS, AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE, SENDINBLUE WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR SUCH DAMAGES WERE OTHERWISE FORESEEABLE, AND REGARDLESS OF THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE. YOU HEREBY AGREE TO WAIVE ALL LAWS THAT MAY LIMIT THE EFFECTIVENESS OF THE FOREGOING RELEASES. THIS LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW AND SHALL SURVIVE TERMINATION OF THIS AGREEMENT. 

WITHOUT LIMITING THE FOREGOING PROVISIONS OR THE PROVISIONS OF OUR PRIVACY NOTICE IN ANY WAY, THE LIMIT ON TOTAL CUMULATIVE LIABILITY OWED BY SENDINBLUE TO YOU OR ANY PERSON FOR ANY CLAIMS ARISING FROM OR RELATING TO THE SERVICES SHALL BE LIMITED TO A MAXIMUM OF THE AMOUNT YOU HAVE PAID SENDINBLUE FOR THE SERVICES OR ACCESS TO OUR SERVICES IN THE THREE (3) MONTHS PRECEDING THE DATE OF THE CLAIM GIVING RISE TO SUCH LIABILITY. ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OR SENDINBLUE’S SERVICES MUST BE COMMENCED WITHIN TWELVE (12) MONTHS AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

Force Majeure. Sendinblue shall be excused from any delay or failure in performance hereunder caused by reason of occurrence or contingency beyond its reasonable control, including without limitation, acts of God, earthquake, fire, flooding, riots, war, pandemic, or government requirements.

Assignment.  You may not assign, delegate, or transfer these Terms, or your rights or obligations hereunder, or your subscription or other use of the Services, in any way (by operation of law or otherwise) without prior written consent from Sendinblue. Any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. We may transfer, assign, or delegate these Terms and our rights and obligations without your consent. Subject to the foregoing, these Terms shall bind and inure to the benefit of the parties, their respective successors and permitted assigns.

Notices. Notices to you are effective when sent by email to the email address we have on file for you or, at our option and if applicable, three (3) days following the date such notice is deposited in the US Mail addressed to the address we have on file for you. You are responsible for notifying us of any changes in your contact information. Written notice to Sendinblue shall be effective when directed to our Customer Care Department and received at our address available at Sendinblue.com/contact. Your notice must specify your name, email address, telephone contact and Sendinblue account number. 

Governing Law and Venue. Claims relating to, including the use of, the Services and the Contents contained herein are governed by the laws of the United States and the State of Washington, without regard to its conflicts of laws rules. Any legal suit, action, or proceeding arising out of or related to these Terms or the Services shall be instituted exclusively in the federal courts of the United States or the courts of the State of Washington. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

Class Action Waiver. YOU HEREBY WAIVE ANY RIGHT TO COMMENCE OR PARTICIPATE IN ANY CLASS ACTION LAWSUIT AGAINST SENDINBLUE RELATED TO ANY CLAIM, DISPUTE OR CONTROVERSY, AND, WHERE APPLICABLE, YOU HEREBY AGREE TO OPT OUT OF ANY CLASS PROCEEDING AGAINST SENDINBLUE OTHERWISE COMMENCED.

Arbitration Agreement. Please read this section carefully. This section affects rights that you may otherwise have. It provides for resolution of most disputes through arbitration instead of court trials and class actions.

YOU AGREE TO GIVE UP ANY RIGHTS TO LITIGATE CLAIMS IN A COURT OR BEFORE A JURY OR TO PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE ACTION WITH RESPECT TO A CLAIM. OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT, SUCH AS ACCESS TO DISCOVERY, ALSO MAY BE UNAVAILABLE OR LIMITED IN ARBITRATION.

Any claim or dispute brought by you arising from or relating to these Terms, or to the relationships that result from these Terms, including disputes about the validity, scope, or enforceability of this arbitration provision (collectively, “Covered Disputes”) may, at Sendinblue’s option and in its sole discretion, be settled exclusively by binding, individual arbitration, rather than in court, and to be held in King County, Washington, or another location mutually agreeable to the parties. The arbitration will be conducted by the American Arbitration Association under its rules and procedures. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. Prior to initiating any arbitration, you will give Sendinblue at least 60 days’ advanced written notice of your intent to file for arbitration.  You must provide such notice by email to support@sendinblue.com. During such 60-day notice period, the parties will endeavor to settle amicably by mutual discussions any Covered Disputes. Failing such amicable settlement and expiration of the notice period, either party may initiate arbitration. The arbitrator will have the power to grant whatever relief would be available in court under law or in equity, and any award of the arbitrator(s) will be final and binding on each of the parties. Judgment upon the award rendered by an arbitrator may be entered in any court of competent jurisdiction. The arbitrator will apply applicable law and the provisions of these Terms, and the failure to do so will be deemed an excess of arbitral authority and grounds for judicial review. You are not entitled to arbitrate any Covered Dispute as a class, representative, or private attorney action, and the arbitrator(s) will have no authority to proceed on a class, representative, or private attorney general basis. If any provision of the agreement to arbitrate in this section is found illegal or unenforceable, the remaining arbitration terms shall continue to be fully valid, binding, and enforceable (but in no case will there be a class, representative, or private attorney general arbitration). These Terms and related transactions will be subject to and governed by the Federal Arbitration Act, 9 U.S.C. sec. 1-16 (FAA) and, where otherwise applicable, by the laws of the State of Washington. Sendinblue reserves all rights to pursue any and all claims and remedies, whether in a court of law or other tribunal, and in no way shall the foregoing be interpreted to limit Sendinblue’s rights in this regard. 

General. No joint venture, partnership, employment, or agency relationship exists between you and Sendinblue as a result of these Terms or your use of the Services. If any part of this Agreement is held invalid or unenforceable, that portion shall be construed to reflect the parties’ original intent, and the remaining portions shall remain in full force and effect. You hereby consent to Sendinblue publicizing the existence (but not the terms) of the relationship contemplated hereunder as a part of Sendinblue’s promotional and marketing activities from time to time. These Terms, along with the agreements incorporated by reference herein, constitute the entire agreement between Sendinblue and you with respect to your access to and use of the Services and your Sendinblue account, and supersedes all prior or contemporaneous communications and proposals, whether oral or written, between Sendinblue and you with respect thereto and, with respect to your use of the Services, supersedes the terms of any other party’s terms and conditions. These Terms may be executed by the parties hereto in separate counterparts, as applicable to the Services, each of which when so executed and delivered shall be an original for all purposes, but all such counterparts shall together constitute but one and the same instrument. The failure of Sendinblue to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision.

Consent to Do Business Electronically. By accessing our Services, subscribing with us, creating a Sendinblue account, typing your name into any of our electronic forms and indicating your acceptance, or submitting information by clicking a box, you consent to (a) Sendinblue communicating with you electronically; (b) receiving all applications, notices, disclosures and authorizations (collectively, “Records”) from Sendinblue electronically; and (c) entering into agreements and transactions using electronic Records and signatures. Please note that federal law treats electronic signatures as having the same legal force and effect as if they were signed on paper by hand, and online contracts have the same legal force as signing an equivalent paper contract in ink. Sendinblue will use electronic documents for all communications, agreements, disclosures, authorizations, and other documents necessary to provide you with the Services. You must have a computer or other web-enabled device, a connection to the internet, an active email account, and the ability to receive and read electronic files to conduct business with us electronically. You agree to be responsible for keeping your own Records. You may print or download Records from the Services and keep them for your own reference. If you require assistance with your Records, wish to receive Records in paper format, or wish to withdraw your consent to receiving electronic Records from us, please contact us at support@sendinblue.com. Agreements and transactions executed prior to this request will remain valid and enforceable.

Modification of Terms of Use. Sendinblue reserves the right to revise these Terms of Use by updating the Terms of Use posted to its website without prior notice.  Your continued use of our Services following the posting of changes constitutes your acceptance of such changes. You are advised to periodically visit this page to determine the then current Terms of Use. 

Contact Us. If you have any questions about these Terms, please contact us at support@sendinblue.com or toll free at 1 (844) 744-2639.