- Client(s) means legal entities (an entity other than a natural person), who register themselves on the Website and use it and the Software according to these Terms for the purpose of using the Services.
- Content means any messages, comments, videos, audio clips, music, data, text, photographs, software, scripts, graphics or any other content generated, provided or otherwise submitted by you and other users to DashClicks in the course of using the Website, Software and Services.
- Services means a business text-messaging service as specified in clause 3 below.
- Software means web-based interface, mobile app and other downloadable and integrable software developed and maintained by DashClicks for the purpose of provision of the Services.
- DashClicks means DashClicks Limited, a limited liability company registered in the United States of America.
- Website means the Website of DashClicks.
- You also acknowledge that under applicable law, some personal data can be processed without your consent and that DashClicks reserves the right to undertake such processing when appropriate.
- You confirm and guarantee that at all times while using the Website, Software and Services you have all the necessary consents and authorizations for processing of all personal data that you submit to DashClicks. You oblige to inform DashClicks immediately of the withdrawal of the consent for processing of personal data submitted to DashClicks, of the expiry of legal grounds for processing, modification, inaccuracy or change to the submitted personal data.
- When using Services for direct marketing, you are responsible for complying with all the legal requirements in connection with direct marketing and data subjects’ rights. DashClicks is only providing the platform for sending messages, but you are solely responsible for the content of your messages sent using the Services. You understand that there are different legal rules for direct marketing in different countries. When you use Services for direct marketing, you must comply with all requirements for direct marketing of the country, where the receiver of the direct marketing message is residing. For instance, in EU countries, you are obliged to send with direct marketing a message with the information on how the data subject can waive from direct marketing and there are also certain requirements for the content of commercial messages.
- If you do not agree with these Terms, you may not use the Website, Software or the Services and must discontinue use immediately.
- Your continued access to the Website, Software and/or use of the Services, as described above, signifies your acceptance of the Terms.
- The Services allow you to send Email and SMS text messages, including inter alia notifications, alerts, reminders, confirmations, SMS marketing campaigns and use e-mail to SMS service. The Services are provided via the web-based interface, text messaging mobile applications or SMS gateway access that can be integrated into your own website. Additionally, DashClicks provides Software maintenance, upgrades and customer support that enable you to send SMS text messages to recipients designated by you.
- DashClicks may update the Website, Software and Services from time to time, and may change the content at any time. Please note that although DashClicks makes reasonable efforts to update the information on the Website, any of the content on the Website may be out of date at any given time, and DashClicks is under no obligation to update it. DashClicks makes no representations, warranties or guarantees, whether express or implied that the content on the Website is accurate, complete or up to date.
Use of the Services
- DashClicks provides the Services only to the companies, who are legal entities (an entity, other than natural person; e.g. the Services are provided to companies).
- To use the Services, the user must create an account on the Website and sign up.
- The user must register themselves by their authorized representatives. To register representatives shall provide the information requested including name, email address, company name and password. The user confirms that authorized representatives acting on their behalf have full capacity and authorization to bound the user to these Terms.
- Natural persons can fill in the registration form for provision of the Services on the Website only on behalf of the company, as their authorized representatives. Upon filling in and confirming the registration form, natural persons give their confirmation that they are acting as authorized representatives of the company and the contact information submitted by them constitutes company contact details of the represented company.
- When accessing and using the Website, Software and/or the Services, you warrant that:
- You are an eligible user.
- You have the legal capacity and authorization to agree to these Terms.
- All information supplied by you is true, accurate, current and complete and you will keep the information accurate and up-to-date.
- You are responsible for and will safeguard your log-in credentials, including your log-in password and you will supervise and be completely responsible for any use of the Services with these log-in credentials, including by any and all of your authorized users. You must treat user identification code, password and any other security information as confidential. You must not disclose it to any third party.
- You have read, understood, and agreed to the Terms.
- DashClicks reserves the right at its sole discretion to decline or refuse access to the Website, Software or Services at any time and for any reason, including, but not limited to, in case of breach of these Terms.
- DashClicks has the right to disable any user identification code or password, whether chosen by you or allocated by DashClicks, at any time, if in the reasonable opinion of DashClicks you have failed to comply with any of the provisions of these Terms.
- It is your sole responsibility to ensure that your use of the Website, Software and Services complies with all applicable laws. DashClicks will not be responsible and/or liable in the event of your non-compliance.
- You are responsible for making all arrangements necessary for you to have access to the Website, Software and Services.
- You are also responsible for ensuring that all persons who access the Website, Software and Services through your internet connection are aware of these Terms, and that they comply with them.
- DashClicks may on its sole discretion close an account of the Client if the Services are not used by the Client for a continuous period of 24 months. DashClicks will not be under any obligation to restore access to or use of the data contained in the account nor shall be under any further obligation, including providing a copy of any data contained in the account. Non-use of the Services shall include a failure to log in to the account or send any SMS text messages.
- If the Client wishes to close its account, it can be done by logging into the account, navigating to the account settings page and selecting “Close my account”. The account will be closed immediately after the request is received and processed by DashClicks. Once processed, the Client can reopen an account at any point in the future if it decides to use the Services again (except deleted contacts and messages).
No Unlawful or Prohibited Use for Outbound SMS or Email Messaging
- All of the following terms and conditions listed apply for both outbound SMS messaging and outbound email messaging. The terms “Messaging”, “Message” or “Messages” applies to both email and SMS.
- You must abide by these Terms and expressly agree that you will not use the Website, Software or Services to do any of the following which is strictly prohibited:
- Engage in inappropriate behavior, including:
- Use the Website, Software or Services in any way that breaches any applicable local, national or international laws or regulations;
- Harass, abuse, stalk, threaten, defame, or otherwise infringe or violate the rights of others (including privacy, publicity and proprietary rights).
- Misrepresent your identity or impersonate any person or entity, including, but not limited to, any DashClicks personnel;
- Engage in unlawful, fraudulent, misleading or deceptive business practices;
- Send harmful Content, including to minors, in any way;
- Send Content that may be deemed as unsolicited or unauthorized advertising, promotion, junk mail, spam, pyramid schemes, chain letters or any other form of solicitation or fail to comply with applicable privacy and communications laws;
- Send Content as a commercial message without the required prior opt-in and a clear opt-out mechanism;
- Send advertising messages, without the recipient requesting them and/or which do not comply with the applicable laws on mobile and direct marketing;
- Cause damage or disruption, including:
- Introduce or attempt to introduce viruses or any other harmful computer code, files or programs that interrupt, destroy or limit the functionality of the Website, Software or Services;
- Attempt to hack into, damage, disable, overburden, or impair DashClicks servers or networks or disrupt, disable or otherwise impair the proper working of the Website, Software or Services, including but not limited to any acts of reprogramming, decoding and tampering;
- Engage in any activity that shall cause or encourage damage or harm of any kind against DashClicks, or any group or individual;
- Change, edit, translate, adapt, disassemble, decompile or reverse engineer any software programs or scripts used by DashClicks in connection with the Website, Software or Services;
- In any way diminish the quality of, interfere with the performance of, or impair the functionality of, the Website or Services;
- Fail to comply with or disobey any requirements, procedures, policies or regulations of DashClicks related to the Website, Software or Services;
- Gain unauthorized access, including:
- Attempt to gain unauthorized access to the DashClicks computer network or to any user’s accounts.
- Use technology or other means to access unauthorized content or non-public spaces including without limitation, the use of “bots,” “spiders,” or “crawlers”.
- Conducting of unlawful and criminal behavior, including:
- Engage in conduct that would constitute a criminal offence, or encouraging others to engage in such conduct or that would violate applicable laws and regulations;
- Use of the Website, Software or Services in any way that constitutes or violates any law or regulation, and you specifically agree to comply with all applicable laws regarding the transmission of data from the jurisdiction, which governs your activities;
- Misuse of the Website, Software or Service for illegal or unauthorized purposes.
- You are responsible for configuring your information technology, computer programs and platform in order to access the Website, Software and Services. You must use virus protection software.
- You must not misuse the Website, Software and Services by knowingly introducing viruses, trojans, worms, logic bombs or other material, which is malicious or technologically harmful. You must not attempt to gain unauthorized access to the Website, Software or Services, the server on which the Website and Software are stored, or any server, computer or database connected to the Website and Software. You must not attack the Website and Software via a denial-of-service attack or a distributed denial-of service attack. By breaching this provision, you would commit a criminal offence. DashClicks will immediately report any such breach to the relevant law enforcement authorities and disclose your identity to them, if known to DashClicks. In the event of such a breach, your right to use the Website, Software or Services will cease immediately.
- When a breach of any provision of this clause or any other provision in these Terms has occurred, DashClicks may take any such action as it deems appropriate.
- Failure to comply with these Terms constitutes a material breach of terms upon which you are permitted to use the Website, Software and Services, and may result DashClicks taking all or any of the following actions:
- Immediate, temporary or permanent withdrawal of your right to use the Website, Software and Services;
- Immediate, temporary or permanent removal of any posting or material uploaded/transmitted by you via the Website, Software or Services;
- Issue of a warning to you;
- Legal proceedings against you for reimbursement of all costs on an indemnity basis (including, but not limited to, reasonable administrative and legal costs) resulting from the breach;
- Further legal action against you;
- Disclosure of such information to the law enforcement authorities as DashClicks reasonably feels is necessary.
- DashClicks excludes liability for actions taken in response to breach of these Terms. The responses described in these Terms are not limited, and DashClicks may take any other action that it reasonably deems appropriate.
- By using the Website or Services, the Agencies acknowledge and agree that they are solely responsible for:
- Obtaining and maintaining all computer hardware, software and communications equipment needed to access the Website, Software or Services, and for paying all access charges (e.g. ISP, telecommunications) incurred during use;
- Payment of the fee for all requested Services in full;
- Abiding by these Terms and ensuring that all of the Client´s authorized users abide by these Terms;
- For all Content that the Agencies generate or make available while using the Services as described below.
Content Provided to DashClicks
- DashClicks does not claim ownership of, verify or control over the Content generated, provided or otherwise submitted by the Agencies to DashClicks in the course of using the Website, Software and Services. The Agencies and other users are solely responsible for all Content they generate and submit to DashClicks and DashClicks accepts no liability whatsoever for such content. DashClicks uses such Content to provide the Services only.
- By providing their Content to DashClicks, the Agencies grant DashClicks a world-wide, royalty free, non-exclusive license to copy, distribute, transmit, display, reproduce, edit, translate, perform and reformat Content in order to provide the Services.
- DashClicks reserves the right at its sole discretion to remove, screen or edit without notice any Content at any time and for any reason.
- By using the Services, you agree not to generate any Content that is offensive, threatening, promotes violence, promotes any illegal activity, is obscene, defaming, pornographic or otherwise harmful, represents unauthorized copies or distributions of copyrighted work or other intellectual property or is contrary to law or otherwise objectionable.
- DashClicks has the right to disclose your identity to legal institutions.
- DashClicks will not be responsible, or liable to any third party, for the content or accuracy of any content posted by you on the Website.
- DashClicks has the right to remove any posting you make on the Website if, in its opinion, your post does not comply with the content standards set out in these Terms.
- DashClicks, the DashClicks logo and all other trademarks, service marks, graphics and logos of DashClicks used in connection with the Website, Software and Services are the property of DashClicks.
- All copyrights, trademarks, patents, trade secrets and other intellectual property rights contained in the Website, Software and Services are the sole property of DashClicks or its licensors, each of whom reserves all rights with regard to such materials. Other trademarks, service marks, graphics and logos of any third parties are the trademarks of their respective owners. No marks may be copied, imitated or used, in whole or in part, without the prior written consent of DashClicks or the consent of the applicable trademark holder.
- Hereby DashClicks grants to you the world-wide, non-exclusive and non-transferrable license to use the Website and Software on the terms and conditions stipulated in these Terms.
- You may print off one copy, and may download extracts, of any pages(s) from the Website for your personal use and you may draw the attention of others within your organization to content posted on the Website.
- You must not modify the paper or digital copies of any material you have printed off or downloaded in any way, and you must not use any illustration, photographs, video or audio sequences or any graphics separately from any accompanying text.
- The status of DashClicks (and that of any identified contributors) as the authors of content on the Website and Software must always be acknowledged.
- You must not use any part of the content of the Website, Software or Services for commercial purposes without obtaining a licence to do so form DashClicks or its licensors.
- If you print off, copy or download any part of the Website or Software in breach of these Terms, your right to use the Website, the Software and Services will cease immediately and you must, at DashClicks´s decision, return or destroy any copies of the material you have made.
Data Protection and Privacy
- to monitor patterns of usage, such as login dates and volumes of data as to understand how the Website, Software and Services are used;
- for security reasons, including identification and authentication;
- for statistical and analytical purposes;
- to monitor and prevent fraud and abuse.
Notwithstanding the above, visitors of the Website may browse it anonymously and no personal data will be collected about them, unless separately provided to DashClicks.
- DashClicks uses on the Website the standard technology called “cookies.”
- Cookies are small text files that are downloaded to a computer or mobile device of visitors of websites. Cookies are used in order to make websites work, or work in a better, more efficient way. They can do this because websites can read and write these files, enabling them to recognize the visitors and remember important information that will make use and navigation of a website more convenient. Some cookies, known as ‘session cookies’, expire at the end of browser session. Other cookies, known as ‘persistent cookies’, are stored on a computer or mobile device between browser sessions. For more information about cookies, please visit www.cookiecentral.com or www.aboutcookies.org.
- DashClicks uses on the Website authentication, session and analytics cookies and the cookies of Segment.com, as third-party cookies.
- The Website contains an alert about cookies usage. By giving consent for application of cookies on the Website, you agree with the application of cookies.
Third Party Websites
- The Website, Software or Services may contain links to websites, which DashClicks does not control and which are operated by third parties. If you access third party websites, you do so at your own risk. DashClicks is not responsible, directly or indirectly, for the content of third-party websites or any damage or loss caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such website.
Disclaimer & Limitation of Liability
- The Website, Software and Services shall be provided on an “as is” and “as available” basis. To the extent permitted by law, DashClicks excludes all warranties, conditions, representations or other terms of any kind, which may apply to the Website, Software or Services, including that the Website, Software or Services are suitable for your intended use, error-free, fault-free, reliable, timely, entirely secure, virus-free or available. Any representation, condition or warranty, which might be implied or incorporated into these Terms by statute, common law or otherwise is excluded to the fullest extent permitted by law. DashClicks is dependent on the reliability of the internet and your use of your own device to access the Website, Software and Services, and therefore DashClicks makes no guarantees as to the outcomes or results in using the Website, Software or Services. Although DashClicks does everything that it can to keep disruptions to a minimum, the Website, Software or Services may be from time to time temporarily suspended to carry out maintenance and support work and for other purposes as appropriate.
- The Services shall be provided at a professional level of quality conforming to generally accepted industry standards and in compliance, in all material respects, with all applicable laws, regulations and rules. DashClicks will make its best efforts to maintain the Website, Software and the Services and provide necessary support to the Agencies.
- The Services facilitate sending and receiving of SMS text messages to your designated recipients. DashClicks does not send or cause to be sent any SMS text messages, which is the responsibility of the applicable mobile network operator or telecommunications provider. Whilst DashClicks shall use all commercially reasonable efforts to transmit SMS text messages to the applicable mobile network operator or telecommunications provider as quickly as possible, final delivery of all SMS text messages to designated recipients is the responsibility of such operator or provider. DashClicks does not accept liability, if final delivery does not succeed due to an action, omission or any other failure of the relevant mobile network operator or telecommunications provider. Therefore, DashClicks will not be liable to any user for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with:
- Use of, or inability to use the Website, Software or Services;
- Use of or reliance on any content displayed on the Website or in the Software;
- The failure of a mobile network operator or telecommunications provider to deliver an SMS text message.
- DashClicks will not be liable for any loss or damage caused by a virus, distributed denial-of-service attack, or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of the Website, Software or Services or due to you downloading any content from it, or from any website linked to it.
- Further, DashClicks shall not be liable for the acts, omissions or cessation of services by any third parties. For example, third party providers may provide virtual mobile numbers for the provision of SMS messaging. DashClicks shall not be liable or responsible for third party activities over which DashClicks has no control.
- DashClicks shall not be liable for any cost, expense, loss of income, revenue or business arising from any circumstance, which are beyond its control, including but not limited to delays, losses, errors or omissions resulting from system or power failure, unavailability or failure of any telecommunications or other data transmission system or internet facilities, fire, flood, earthquake, elements of nature or acts of God, acts of war, terrorism, strike, governmental restrictions, change in any law or regulation.
- Any Content contained in the Services provided by any user does not constitute any endorsement or recommendation by DashClicks of such content or information. DashClicks therefore disclaims any and all liability and responsibility arising from any reliance placed on such Content by anyone who may be informed by it. You acknowledge that DashClicks has no control over Content which is contained, and which passes through the Website, Software or Services or how the Services are used by users. DashClicks does not screen or moderate Content or its source. DashClicks is not responsible or liable for the effect of Content on users nor is liable for any inaccurate, incomplete or inappropriate Content, which shall be your sole responsibility on providing or submitting such Content.
- Although DashClicks implements electronic and physical security to reduce the risk of improper access or manipulation of data, DashClicks cannot guarantee the security or integrity of data and shall have no liability for breaches of security, integrity or interception in transit, nor for any damage which may result to your computer or other property by your use of the Website or Services.
- TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL DASHCLICKS OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES, BUSINESS INTERRUPTION OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA, SALES, BUSINESS, GOODWILL, REPUTATION, REVENUE, PROFITS OR ANTICIPATED SAVINGS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE WEBSITE, SOFTWARE OR SERVICES, WITH THE DELAY OR INABILITY TO USE THE WEBSITE, SOFTWARE OR SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE THE WEBSITE, SOFTWARE OR SERVICES, OR FOR ANY INFORMATION OR OTHER CONTENT OBTAINED THROUGH OR OTHERWISE ARISING OUT OF THE USE OF THE WEBSITE, SOFTWARE OR SERVICES. IF YOU ARE DISSATISFIED WITH THE WEBSITE, SOFTWARE OR SERVICES, OR WITH ANY OF THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE WEBSITE, SOFTWARE AND SERVICES.
- Subject to clause 14.9 above, the total liability of DashClicks to you in respect of all losses arising under or in connection with these Terms, whether in contract, tort (including negligence), breach of statutory duty or otherwise, shall in no circumstance exceed the price of the Services ordered.
- Nothing in these Terms of Service excludes or limits the liability of DashClicks for death or personal injury, or fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited under applicable law.
- You agree to defend and indemnify DashClicks from and against any claims, causes of action, demands, recoveries, losses, damages, fines, penalties or other costs or expenses of any kind or nature, including but not limited to reasonable legal and accounting fees, that arise from or relate to your use or misuse of, or access to the Website, Software and/or Services or otherwise from your violation of these Terms or infringement by you, or any third party using your account, of any intellectual property or other right of any person or entity.
Modification & Termination
- DashClicks may modify these Terms or terminate your use of the Website, Software or Services at any time at its sole discretion. DashClicks reserves the right to modify, suspend, or discontinue any part of, aspect, feature or functionality of the Website, Software or Services at any time for any reason without prior notice. Continued use of the Website, Software or Services shall be deemed to be acceptance of any modified or updated Terms including any changes in the prices of Services.
- DashClicks reserves the right to terminate your use of the Website, Software or Services at any time for any reason, including but not limited to a violation of these Terms, which shall be determined at the sole discretion of DashClicks.
- The Client´s obligation to pay all fees incurred and owed before suspension or termination of the Service, shall continue after suspension or termination of the Services.
- Upon termination, for any reason, you agree to immediately cease using the Website, Software and Services and DashClicks shall have no obligation to you after any termination.
- Upon any termination, the rights and licenses granted to you herein shall terminate and you must cease all use of the Services.
Governing Law, Jurisdiction & Severability
- These Terms shall be governed by the laws of the United States (Broward County Court) and any dispute or claim arising out of or in connection with its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of the United States.
- The Courts of the United States shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with the Terms. If any provisions of these Terms of Service are deemed or become invalid, the validity of the other provisions shall not be affected.
UPDATED: August 1, 2021