Last updated on 26/06/2024
The following terms and conditions govern the services provided by GHL Email to the customer placing the order or specified in the Service Order (“Customer” or “you”).
By accessing this website, you agree to comply with these terms and conditions. If you do not agree to all of the terms and conditions stated on this page, please do not continue to use GHL Email.
Defined Terms
For clarity, the following terms, when capitalized, have the meanings specified:
- “Affiliate” refers to any entity that is owned by, owns, or is under common control with a party.
- “Agreement” collectively refers to the Service Order, these Terms of Service, and all other documents referenced herein.
- “Confidential Information” includes non-public information disclosed by one party to the other in any form, which is (i) marked as “Confidential”; (ii) reasonably understood to be confidential; or (iii) related to the disclosing party’s products, customers, marketing, know-how, or terms of this Agreement, and is not independently developed by the recipient or known on a non-confidential basis.
- “Configuration Requirements” means specifications necessary for the performance of the Services, such as reference architecture, documentation, or software versions.
- “Controller” as defined in Article 4 of the European Union Regulation 2016/679 (General Data Protection Regulation – GDPR).
- “Customer Data” refers to all data you receive, store, or transmit using the Customer Configuration.
- “Deliverables” means tangible or intangible materials created for your use in the course of providing the Services, specifically identified as Deliverables in a Service Order.
- “Intellectual Property” includes patents, copyrights, trademarks, trade secrets, software, source code, specifications, ancillary documentation, and other proprietary intellectual property rights.
- “Personal Data” means any information considered as personal data under applicable data protection or privacy law, including personally identifiable information, financial records, trade secrets, and other sensitive information.
- “Processor” as defined in Article 4 of the GDPR.
- “Representatives” means a party’s service providers, officers, directors, employees, contractors, Affiliates, suppliers, and agents.
- “Services” refers to the services specified in a Service Order. Services provided on an ongoing basis over a defined term are “Recurring Services,” and one-off services are “One Time Services.”
Services & Support
General: GHL EMAIL will deliver the Services as specified in the Agreement and in compliance with all applicable laws. We are not obliged to provide Services for Customer Configurations that do not meet the Configuration Requirements. Support will be provided only to individuals designated in the Control Panel and not directly to your end-users.
Delivery & Filtering: GHL Email will strive to deliver your email messages but cannot guarantee delivery due to third-party filtering services and recipient email service policies. We do not control data transfer via the internet and are not responsible for delays or delivery issues arising from the internet or other external connection problems.
Unsupported & Test Services: Services designated as “non-standard,” “reasonable endeavors,” or “best efforts” (collectively “Unsupported Services”) are provided without representation or warranty, except that GHL Email will use good faith efforts consistent with industry standards. We do not guarantee results for Unsupported Services.
General Disclaimers: GHL Email is only committed to providing the Services stated in the Service Order.
Customer Obligations
Generally: You may use the Services for commercial and professional purposes only, not for situations where failure could lead to serious harm or damage. Cooperation with GHL Email in investigating outages, security issues, and suspected breaches is required. Keep your account permissions, billing, and other information up to date.
Documentation: You must comply with the GHL Email documentation available on the website and agree to any new procedures for optimal service performance as necessary.
Security and Data Privacy
Generally: GHL Email will provide the Services according to the highest security and privacy standards and legal requirements.
Content Privacy: Email messages transmitted using the Services may be unencrypted and unsecured over the public internet. You are responsible for encrypting Personal Data. Unencrypted email may be intercepted or stored by third parties. Although the Services support TLS, email content may be transmitted unencrypted if the recipient does not support TLS.
Data Protection Addendum
When providing services, GHL Email acts as a Processor under a Contractual Obligation and the instructions of the Controller (you/your company). We have implemented security measures to protect Personal Data but are not responsible for the confidentiality risks arising from the Controller’s content. Both parties agree to comply with applicable Personal Data Protection laws and appoint a Data Protection Officer or equivalent contact without conflict of interest as required by GDPR. Liability for both parties remains as defined under the GDPR.
If specific circumstances require, a separate Data Processing Agreement may be ratified between GHL Email and the Corporate Client.
Intellectual Property
Pre-Existing: The Corporate Client owns the audits and inherent Intellectual Property (IP). By using our services, you grant GHL Email a limited, non-transferable, royalty-free license to use the Customer IP solely to provide the Services. You represent that you have the necessary rights in the Customer IP and that our use will not infringe third-party rights.
Created by GHL Email: Unless otherwise stated in the Service Order, GHL Email owns all Intellectual Property created during the provision of Services or contained in Deliverables.
Third-Party Software: GHL Email may provide third-party software as part of the Services. You may not transfer, reverse engineer, or modify third-party software, and must comply with additional restrictions identified in these Terms of Service or the Service Order. Upon termination of the Service Order, you must permit the removal of third-party software. GHL Email makes no representation or warranty regarding third-party software except for having the right to use or provide it.
Fees
Fees: You agree to pay for the Services at the rates specified in the Service Order. Additional fees may be imposed for updates or other specified services. Payments are due within thirty days from the invoice date, and you are responsible for wire transfer and bank fees. GHL Email may charge interest on overdue amounts at 1.5% per month or the maximum legal rate and may charge for collection efforts.
Contract Cancellation: Month-to-month services require a 30-day advance notice for cancellation. Yearly contracts cannot be canceled during the contract term unless both parties agree. If a party unilaterally breaks the contract, the remaining monthly amounts are due until the contract term ends.
Confidential Information
Generally: Both parties agree to use the other’s Confidential Information only for performing or using the Services, exercising legal rights under the Agreement, or as required by law, using reasonable care to protect it from unauthorized disclosure. Disclosure is permitted only to Representatives under confidentiality measures, as required by law, or in response to legal processes with at least seven days’ notice unless prohibited by law.
Routing Data: Email messages and related data include information such as server hostnames, IP addresses, timestamps, and spam filtering information (“message routing data”). GHL Email may use and disclose this data in aggregate form for business purposes, provided it does not include identifying information.
Usage Data: GHL Email collects information related to your use of the Services. This information may be used for business purposes and disclosed in aggregate form, provided it does not include identifying information.
Publicity, Use of Marks
Unless otherwise agreed in the Service Order, you agree that GHL Email may publicly disclose that it provides Services to you and may use your name and logo in promotional materials. You may not issue any press release or disclose the use of the Services without our prior written consent.
Assignment/Subcontractors
Neither party may assign the Agreement or any Service Orders without the other’s prior written consent except to an Affiliate or as part of a reorganization or business sale, with notification of the change. GHL Email may use Affiliates or subcontractors to perform Services but remains responsible for their work. Affiliates and subcontractors may be outside the jurisdiction where Customer Data is stored, and necessary agreements will be negotiated in good faith.
Force Majeure
Neither party will be in breach of the Agreement if the failure to perform obligations is due to extraordinary events beyond their control, such as major power grid failures, internet outages, natural disasters, wars, riots, epidemics, labor strikes, or terrorism (“Force Majeure”).
In the event of Force Majeure, the Agreement will be suspended during the event, and neither party will be liable for non-performance or delays caused by the event. The non-performing party must notify the other and use reasonable efforts to resume obligations as soon as possible. Force Majeure does not excuse confidentiality or Intellectual Property obligations.