Terms of Service
Effective date: August 27, 2020
Please note that your use of and access to our services (defined below) are subject to the following terms; if you do not agree to all of the following, you may not use or access the services in any manner.
Will these Terms ever change?
We are constantly improving our Services, so these Terms may need to change along with the Services. We reserve the right to change the Terms at any time, but if we do, we will bring it to your attention by placing a notice on the Cardbox website, and/or by sending you an email, and/or by some other means.
If you don't agree with the new Terms, you are free to reject them; unfortunately, that means you will no longer be able to use the Services. If you use the Services in any way after a change to the Terms is effective, that means you agree to all of the changes.
We strive to make Cardbox as easy-to-use as possible and as ethical a business operation as possible. The terms will ensure a good experience for you, our user, and us, the creators of Cardbox. You must agree to these terms before using Cardbox.
The Cardbox software will attempt to send your email campaign to your email recipients, but we cannot guarantee that your emails will be delivered. Because we rely on Google's infrastructure from sending, you agree that we cannot be held responsible if your particular Gmail or G Suite account has reached its capacity, as determined by Google. We publish guidelines, based on Google's guidelines, of an account's maximum sending capacity, but they are just guidelines, and not hard rules.
Gmail and G Suite account suspensions or closures
Cardbox and its parent company, Upsell, Inc., cannot be held responsible if Google suspends or terminates your Google or Gmail account because of Cardbox use. Ultimately, you are responsible for the email activity inside your Gmail account. You understand and agree that Cardbox is designed to automate the sending of mass emails through your Google account, and it is your responsibility to adhere to Google's own terms and conditions. Cardbox has no ability to reinstate a Google account should Google decide to suspend or terminate it.
You understand that if you subscribe to a paid Cardbox account using a credit card or PayPal account, you will be charged a monthly or annual fee, based on the plan you choose, until you cancel your subscription.
Sometimes, a subscribed user will choose to issue a chargeback via their credit card company in order to effect a cancellation. As a small business, we are sensitive to chargebacks and the costs we incur because of them, and as a result, we take the following action when a chargeback is issued against our merchant account:
1. We investigate the incident to determine if we are at fault.
2. If we find that we are not at fault, we submit evidence to the credit card company to defend our charges.
3. We automatically cancel the subscription associated with the chargeback.
4. We institute either a lifetime ban on that particular Google account, or a reinstatement fee on the account should the account decide to re-subscribe to Cardbox in the future.
Cardbox is a low-cost email service with limited support staff. You may contact our support team by sending an email to email@example.com. Note that we do NOT answer all support requests. Emailing Cardbox staff directly may result in your request being ignored or delayed.
Confidentiality and Feedback
You acknowledge that, in the course of your relationship with Upsell and in using the Services, you may obtain information relating to the Services and/or Upsell ("Proprietary Information"). Such Proprietary Information shall belong solely to Upsell and includes, but is not limited to, the features and mode of operation of the Services, trade secrets, know-how, inventions (whether or not patentable), techniques, processes, programs, ideas, algorithms, schematics, testing procedures, software design and architecture, computer code, internal documentation, design and function specifications, product requirements, problem reports, analysis and performance information, benchmarks, software documents, and other technical, business, product, marketing and financial information, plans and data. In regard to this Proprietary Information:
(a) You shall not use (except as expressly authorized by this Agreement) or disclose Proprietary Information without the prior written consent of Upsell unless such Proprietary Information becomes generally publicly available without your breach of this Agreement.
(b) You agree to take reasonable measures to maintain the Proprietary Information and Services in confidence.
You may, at your discretion, provide feedback to Upsell with respect to your testing of the Services ("Feedback"). Feedback may include, without limitation, errors or difficulties discovered in the Services and the characteristic conditions and symptoms of the errors and difficulties. Upsell shall own all right, title, and interest in the Feedback and you shall and hereby do make all assignments necessary to accomplish the same.
What about my privacy?
The Children's Online Privacy Protection Act ("COPPA") requires that online service providers obtain parental consent before they knowingly collect personally identifiable information online from children who are under 13. We do not knowingly collect or solicit personally identifiable information from children under 13; if you are a child under 13, please do not attempt to register for the Services or send any personal information about yourself to us. If we learn we have collected personal information from a child under 13, we will delete that information as quickly as possible. If you believe that a child under 13 may have provided us personal information, please contact us at firstname.lastname@example.org.
Neither Upsell nor its licensors or suppliers makes any representations or warranties concerning any content contained in or accessed through the Services, and we will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Services. We (and our licensors and suppliers) make no representations or warranties regarding suggestions or recommendations of services or products offered or purchased through the Services. THE SERVICES AND CONTENT ARE PROVIDED BY UPSELL (AND ITS LICENSORS AND SUPPLIERS) ON AN "AS-IS" BASIS, WITHOUT WARRANTIES OR ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Limitation of Liability
TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL UPSELL (OR ITS LICENSORS OR SUPPLIERS) BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, OR (B) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF THE GREATER OF (I) $100 OR (II) THE AMOUNTS PAID BY YOU TO UPSELL IN CONNECTION WITH THE SERVICES IN THE TWELVE (12) MONTH PERIOD PRECEDING THIS APPLICABLE CLAIM, OR (III) ANY MATTER BEYOND OUR REASONABLE CONTROL. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY TO YOU.
You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your Services account, in any way (by operation of law or otherwise) without Upsell's prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations without consent.
Choice of Law; Arbitration
These Terms are governed by and will be construed under the laws of the State of Illinois, without regard to the conflicts of laws provisions thereof. Any dispute arising from or relating to the subject matter of these Terms, that is not solved via the dispute mechanisms above, shall be finally settled in Chicago, Illinois, in English, in accordance with the Streamlined Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. ("JAMS") then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with such Rules. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction. Notwithstanding the foregoing obligation to arbitrate disputes, each party shall have the right to pursue injunctive or other equitable relief at any time, from any court of competent jurisdiction. For all purposes of this Agreement, the parties consent to exclusive jurisdiction and venue in the state or federal courts located in Chicago, Illinois. Any arbitration under these Terms will take place on an individual basis: class arbitrations and class actions are not permitted. YOU UNDERSTAND AND AGREE THAT BY ENTERING INTO THESE TERMS, YOU AND Upsell ARE EACH WAIVING THE RIGHT TO TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
You will be responsible for paying, withholding, filing, and reporting all taxes, duties, and other governmental assessments associated with your activity in connection with the Services, provided that Upsell may, in its sole discretion, do any of the foregoing on your behalf or for itself as it sees fit. The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder. If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable. You and Upsell agree that these Terms are the complete and exclusive statement of the mutual understanding between you and Upsell, and that it supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms. You hereby acknowledge and agree that you are not an employee, agent, partner, or joint venture of Upsell, and you do not have any authority of any kind to bind Upsell in any respect whatsoever. You and Upsell agree there are no third party beneficiaries intended under these Terms.