Terms and Conditions
These general conditions regulate the relation between eMarketeer AB (org. nr 556631-4497) and the customer, and constitute an integrated part of the agreement reached between the parties with respect to software concept eMarketeer (”Agreement”). Agreement is made online through the customer’s choice of given options and acceptance of the content of the agreement is conclusive.
1. eMarketeer AB
eMarketeer AB is a leading actor within the development of IT-based Saas-services (Software as a service) within e-marketing. eMarketeer provides tools to automate distribution of information, response and follow-up processes to optimize customer communication and customer service.
eMarketeer provides software for automation of customer care and communication to optimize your time, revenue and relations with your customers.
eMarketeer vision is to create the leading system platform and to be the logical choice for companies that want to optimize customer care and communication.
eMarketeer’s mission is to help companies around the world become experts at communicating with, and learning from their customers.
With the terms and conditions set out in this agreement with appendices (the ‘agreement’), eMarketeer offers the customer a software concept that allows the customer to create, carry out and follow up its activities within marketing, sales, training and internal communication. Examples of such activities are newsletters, campaigns, marketing automation, mobile apps, customer satisfaction reviews, invitations, questionnaires, evaluations and event administration.
eMarketeer is a Saas-service (Software as a service), whereby eMarketeer is responsible for hosting, support and maintenance (HSM) of the eMarketeer platform.
The operation environment of the eMarketeer service provided by eMarketeer AB is being hosted by Amazon Web Services (AWS). AWS handles hosting in a manner certified by external parties, including FBI’s Criminal Justice Information Service, Cloud Security Alliance, Cyber Essentials Plus, The Department of Defense (DoD) Cloud Security Model (SRG), Federal Risk and Authorization Management Program, The Family Educational Rights and Privacy Act (FERPA), The Federal Information Processing Standard (FIPS) Publication 140-2, ISO 9001.
AWS maintains certification with robust security standards, such as ISO 27001, SOC 1/2/3 and PCI DSS Level 1. Their commitment to providing a secure hosting covers physical access to used hardware as well as handling catastrophic events like power outage and internet outage.
More details on all aspect of our hosting can be found here: https://d0.awsstatic.com/whitepapers/compliance/AWS_Risk_and_Compliance_Whitepaper.pdf
Storage of customer data
Data is stored within EU.
Backup and restore
Database is backed up every day, and old backups are kept for 30 days. This backup is intended to be used to restore services in case of a catastrophic event, i.e. server crash.
The implementation of eMarketeer starts after approval of the agreement. eMarketeer is available for customer use according to the time frame the parties have agreed on. Upon implementation, the customer shall designate contact persons/users. The customer undertakes to safeguard that the same number of contact persons are appointed at all times within the customer’s organization.
Interactive training for eMarketeer users is provided by video and manuals. The parties are in agreement that the customer shall have a right to additional training and consultation services in accordance with current price list.
eMarketeer offers the contact persons/administrators support for use of eMarketeer via e-mail and telephone. The support is available Monday-Friday 09.00 to 17.00 CET, however not on public holidays, and 09.00 to noon CET on the day before holiday. The support is available only to registered users. The following issues are covered by support obligations:
- Support and advice in administration of eMarketeer
- Problems that arise in connection with the use of eMarketeer
The following issues are not covered by support obligations:
- Production of activities in eMarketeer
- Configuration of eMarketeer against other operational systems and databases
- Repair of databases
- Use of other applications that are linked to eMarketeer
- Problems related to operational systems, databases, networks, hardware and or peripherals that are not part of eMarketeer
In the event that eMarketeer deems that the need for support for the customer cannot be met in an acceptable and practical manner over phone or e-mail, eMarketeer will offer consultancy services in accordance with current price list.
6. Scope of the service
eMarketeer shall provide the eMarketeer service in accordance with the agreement including any supplemental agreements.
7. Rights of customer
7.1 Customer is hereby granted a non-exclusive, non-transferable right to use eMarketeer in accordance with the agreement.
7.2 The usage of eMarketeer by the staff of the customer requires personal registration and log-in. In connection with the registration of each user, each user shall accept and approve an undertaking in accordance with the main agreement (User Undertaking), online at the eMarketeer homepage.
Customer is fully responsible for the staff that is offered access to the service. Connection to eMarketeer can be made from an unlimited number of workstations within the customer’s own business.
7.3 eMarketeer owns or holds through license from rights holders, all rights to eMarketeer and any new versions thereof.
7.4 Customer shall not make or permit sale transfer or service bureau use of eMarketeer or the making of any modifications, additions or enhancements to eMarketeer, or cause or permit the reverse engineering, disassembly, or decompilation thereof. Copyright and all other rights concerning modifications of the service shall inure to eMarketeer without any separate compensation.
8. System requirements and access to the Internet
Access to eMarketeer is obtained over the Internet from the computer equipment of the customer. Customer shall at its own cost and expense maintain updated web browser software and Internet connection to use eMarketeer. Recommended system requirements can be obtained from eMarketeer.
9. Updates and new functionality
9.1 eMarketeer carries out ongoing development of eMarketeer and the service will be upgraded with new functionality from time to time. eMarketeer has the right to upgrade the service without notice, provided that the modified functionality does not diminish performance or accessibility. General modifications are provided as part of eMarketeer hereunder. Major upgrades are made available as soon as general availability is at hand.
9.2 The customer has the option to enhance eMarketeer with additional modules from eMarketeer. Once delivered to the customer, such modules form part of the eMarketeer service. Additional modules are added after the parties have entered supplemental agreements.
The use of eMarketeer can be made after receiving personal log-in information. Customer undertakes to follow the agreement as well as all instructions for use and safety instructions issued by eMarketeer. Furthermore, the customer shall see to it that all its users have approved secrecy- and user undertaking appended to user undertaking (end-user license agreement).
11. Maintenance, support and availability
11.1 eMarketeer shall use its reasonable efforts to ensure that eMarketeer is available over the Internet without interruptions. Errors under eMarketeer control shall be corrected by eMarketeer. Customer shall report errors in accordance with the applicable eMarketeer routines. eMarketeer shall always be allowed a chance to correct errors before a breach of contract is at hand.
11.2 eMarketeer shall have the right to take actions that affect the availability of the service provided that such effect is justified from a technical or security perspective. eMarketeer shall as fast as possible inform the customer in advance of any planned interruptions in availability.
12.1 eMarketeer is not liable for the information stored in eMarketeer. This includes information included by eMarketeer.
12.2 With the limitations pursuant to this agreement, eMarketeer is liable for direct damages due to willful misconduct or gross negligence by eMarketeer.
12.3 eMarketeer is not liable for indirect losses, such as lost profits, diminished production, costs of retaining a consultant, costs of equipment and similar costs or losses.
12.4 eMarketeer’s obligation to pay damages in the case of breach of contract is, in the absence of intent or gross negligence by eMarketeer, limited to an amount equal to the accumulated HSM-fees paid by the customer during the preceding 6 month period from the point in time when the breach of contract was claimed.
12.5 eMarketeer hereby warrants that eMarketeer does not infringe upon any right held by a third party. Customer shall without delay and in writing notify eMarketeer of claims presented by third parties concerning infringements of copyright or other intellectual property right on account of the customer’s use of the service.
12.6 In the event that a third party presents claims purely on account of the customer’s use of the service, the customer shall keep eMarketeer indemnified from such claims.
13. Sub-consultants and third party products
13.1 eMarketeer is entitled to freely appoint sub-consultants. eMarketeer is responsible for work performed by the sub-consultant, however not for any errors or defects caused by third-party software.
13.2 eMarketeer shall not be liable for defects in the equipment for Internet access of the customer.
14.1 All business information disclosed by one party to the other in connection with this agreement, shall be treated as confidential information unless such information is part, or later becomes part, of the public domain through no fault of the other party or it was later obtained by the other party from independent sources free from any duty of confidentiality. Each party’s confidential information shall be held in strict confidence by the other party, both for the duration of this agreement and thereafter, exercising the same standard of care as it uses to protect its own confidential information, and shall not be used or disclosed by the other party for any purpose except as necessary to implement or perform this agreement, or except as required by law.
14.2 eMarketeer undertakes to ensure that its staff is covered by confidentiality undertakings in relation to the information of the customer included in eMarketeer.
14.3 Customer is responsible for ensuring that usernames and passwords are guarded safely, are used only by the intended users and do not come into the hands of any unauthorized users. Furthermore, customer is responsible for any unauthorized use of the service through its equipment or systems.
14.4 eMarketeer shall have the right to mention the customer as reference in its marketing activities (including web page with use of the customer official logo), both during the term of agreement and thereafter.
15. Protecting and handling personal information
15.1 The customer is using both manual and automatic processing of personal data that exists in eMarketeer. The processing of personal data is regulated by privacy laws and the customer is responsible for the correct management of such data in accordance with current local as well as international legislation. eMarketeer will never share personal data with any third party in other circumstances than what will be needed to comply with the agreement.
15.2 eMarketeer reserves the right to review, process and store the personal data and customer information that the customer stores in eMarketeer in order to secure the quality and development of the application, but otherwise have no right to use the customer information beyond what is necessary to comply with the agreement.
15.3 To prevent unauthorized access and/or use of eMarketeer, eMarketeer uses secure login via HTTPS (Hypertext Transfer Protocol Secure), a protocol for encrypted transport of data via the HTTP protocol as well as personal user credentials and acceptance of end user license agreement for all users.
16. Fees and payment
16.1 Customer shall pay fees and expenses in accordance with the agreement. All amounts are exclusive of VAT and other taxes and duties.
16.2 Payment for ‘pre-paid subscription’ (yearly subscription), monthly subscription or ‘pay as you go’ shall be made ten (10) days from the day of invoice. Thirty (30) day payments are possible but require a credit evaluation. eMarketeer may apply a late charge on overdue invoices at a rate allowed by applicable law, whichever is less, from the day after the due date until the outstanding invoice has been paid in full. Card payment is paid in advance.
16.3 Additional services offered by eMarketeer, such as consulting, are invoiced monthly in arrears.
17. Term and termination
This agreement is valid once the customer has electronically agreed to the terms of the agreement or started using the service. Said electronic copy of the terms is presented to the customer the first time the customer uses the service.
17.2 Subscription: Monthly
The notice period is three (3) months from the date that eMarketeer received written termination notice of the agreement.
17.2.1 Subscription: Pre-paid
The agreement applies to a period of twelve (12) months. Initial period (1st year) starts from the day of the purchase order or the date the agreement is signed and will be charged from that start date until the last day of December. Thereafter (year 2), yearly contract period applies from January 1st to December 31st, with annual billing in January. SMS text messages are billed monthly in arrears. Unless notice of termination of the agreement is provided no later than three months prior to the end of the contract period, the agreement will be prolonged by one (1) year at a time with a notice of a termination period of three months.
17.2.2 Pay as you go
eMarketeer reserves the right to terminate this agreement if the account has not been active for a continuous period of twelve months.
17.3 Each party is entitled to rescind the agreement in the event that the other party is in material breach thereof and does not rectify the breach within thirty days from obtaining written notice thereof. Each party is entitled to rescind the agreement in the event that the other party is declared bankrupt, enters into composition proceedings or liquidation or can in order ways be assumed to be insolvent.
17.4 eMarketeer shall have the right to terminate the customer eMarketeer account with immediate effect if the customer uses the service:
- In a way that constitutes a criminal act or contrary to applicable law (especially personal data protection legislation and anti-spamming legislation);
- In a way that constitutes a risk of damage to eMarketeer or a third party;
- In a way that constitutes a breach of eMarketeer safety instructions;
- In the case of non-payment of fees or costs pursuant to the agreement
18. Consequences of termination
Upon termination of the agreement, it is customer’s responsibility to copy and save previously stored information. eMarketeer is responsible for customer data to be erased from the eMarketeer database/s.
19.1 A party (including its sub-contractors) is relieved from liability for a failure to perform an obligation under the agreement if such failure is due to a circumstance of the type stated below (”relieving circumstance”) and the circumstance prevents or makes substantially more difficult the timely performance of such obligation.
”A relieving circumstance” shall be deemed to include inter alia acts or omissions of authorities, new or amended legislation, leaving of personnel, illness or other reduction of work capacity, death, conflicts on the labor market, blockade, fire, flood, loss or destruction of property or data of major significance or a major accident.
19.2 If a party wishes to claim relief pursuant to the above provisions, then he shall without unreasonable delay inform the other party thereof in order to be able to invoke such a claim.
19.3 Notwithstanding the above (in regards to relief from liability), a party may under the stated circumstances rescind the agreement if the other party’s performance of a certain obligation has been delayed by more than three months.
20.1 Customer may not in wholly or partly assign its rights and/or obligations under this agreement to any third party without the prior written approval of eMarketeer.
21.1 eMarketeer reserves the right to change prices with a 30-day notice in addition to general changes in the price list on a yearly basis.
21.2 Notwithstanding the above, eMarketeer shall always have the right to with immediate effect carry out changes (including price) that are caused by acts or omissions of authorities or new or amended legislation.
22. Disputes and governing law
22.1 Any dispute arising out of or in connection with this agreement shall be finally settled by arbitration in accordance with the provisions of the Swedish Arbitration Act (SFS 1999:116).
The arbitration proceedings shall be conducted in English and take place in Stockholm.
22.2 This agreement shall be construed in accordance with and be governed by the laws of Sweden.