Terms of Service

Last Modified: August 8th, 2015

The following are the terms and conditions for use of the CampaignTail service described herein (the “Service”). Please read them carefully. BY SIGNING UP FOR AN ACCOUNT AND/OR USING THE SERVICE, YOU ARE STATING THAT YOU ARE ELIGIBLE FOR AN ACCOUNT AND THAT YOU AGREE TO BE BOUND BY ALL OF THESE TERMS AND CONDITIONS OF THE SERVICE (“AGREEMENT”). The Service is offered to you conditioned on your acceptance without modification of the terms, conditions, and notices contained herein.

1. DEFINITIONS

“Account” refers to the billing account for the Service.

“Customer Data” means the data collected during registration,= and updates within the account and profile settings.

“Documentation” means any accompanying proprietary documentation made available to you by CampaignTail for use the website, including any documentation available online or otherwise.

“CampaignTail” means the company CampaignTail and its wholly owned subsidiaries

“Profile” means the collection of settings that together determine the ability to generate Campaign URLs. There can be multiple Profiles established under a single Account.

“Report” means the resulting analysis shown at campaigntail.com for an individual profile. Reports are displayed using the Google Analytics API and authentication using Google's OATH Athentication. You must have access to Google Analytics to view Reports.

“Servers” means the servers controlled by CampaignTail upon which Customer Data is stored.

“Subscription” means the specific billing terms agreed upon for your Account, between you and CampaignTail.

“Website” means a group of web pages that are linked to an Account.

2. MEMBER ACCOUNT AND SECURITY

To register for the Service, you must complete the registration process by providing CampaignTail with current, complete and accurate information as prompted by the registration form, including your e-mail address (username) and password. You shall protect your passwords and take full responsibility for your own, and third party, use of your accounts. You are solely responsible for any and all activities that occur under your Account. You agree to notify CampaignTail immediately upon learning of any unauthorized use of your Account or any other breach of security. From time to time, CampaignTail’s support staff may log in to the Service in order to maintain or improve service, including to provide you assistance with technical or billing issues. You hereby acknowledge and consent to such access.

Upon registering your account you are automatically signed up for receiving e-mail newsletters where announcements, user studies and new features are posted. You can unsubscribe from this service at any time. CampaignTail will send you automated e-mails when important changes to your account has been made or when an action is required from you. You cannot unsubscribe from these automated e-mails as long as you have a CampaignTail account.

3. BILLING, REFUNDS, UPGRADING AND DOWNGRADING TERMS

The Service is billed in advance on a monthly basis. You may evaluate the Service by signing up for a free subscription. No refunds will be given for periods without use.

The EU Distance Selling Directive gives individual consumers a right to cancel their order within seven days of the purchase and get the purchase amount refunded. Businesses and organisations will not get refunds. To get your purchase refunded, simply let us know and we’ll initiate the refund within seven business days.

You may at any time upgrade or downgrade your Subscription. Upgrades happen immediately. The subscription cycle will be reset and you will be charged the per-month price of the new subscription. Unused recording credits will be transferred, but any remaining days of your last subscription cycle will not be refunded. Downgrades happen automatically at the beginning of the next subscription cycle, and you will be charged the new rate automatically at the beginning of the new subscription cycle. If you have downgraded to the free subscription your credit card will no longer be charged at the beginning of new subscription cycles.

Downgrading your Service may cause the loss of features and capacity of your Account. CampaignTail does not accept any liability for such loss.

We use various billing service providers. When using such provider’s services, you agree to follow and comply with the policies of such provider.

5. CONFIDENTIALITY

“Confidential Information” includes any proprietary data and any other information disclosed by one party to the other in writing and marked “confidential” or disclosed orally and, within five business days, reduced to writing and marked “confidential”. Notwithstanding the foregoing, Confidential Information will not include any information that is or becomes known to the general public, which is already in the receiving party’s possession prior to disclosure by a party or which is independently developed by the receiving party without the use of Confidential Information. Neither party will use or disclose the other party’s Confidential Information without the other’s prior written consent except for the purpose of performing its obligations under this Agreement or if required by law, regulation or court order. In which case, the party being compelled to disclose Confidential Information will give the other party as much notice as is reasonably practicable prior to disclosing such information. Upon termination of this Agreement, the parties will promptly either return or destroy all Confidential Information and, upon request, provide written certification of such. You are responsible for safeguarding the confidentiality of your password(s) and user name(s) issued to you by CampaignTail, and for any use or misuse of your account resulting from any third party using a password or user name issued to you. You agree to immediately notify CampaignTail of any unauthorized use of your account or any other breach of security known to you.

6. INFORMATION RIGHTS AND PUBLICITY

CampaignTail may retain and use, subject to the terms of its Privacy Policy (located at https://campaigntail.com/privacy/, or such other URL as CampaignTail may provide from time to time), information collected in your use of the Service. CampaignTail may give the public access to aggregate, non-website-specific information based on information collected in your use of the Service. CampaignTail will not share information associated with you with any third parties unless CampaignTail (i) has your consent; (ii) concludes that it is required by law or has a good faith belief that access, preservation or disclosure of such information is reasonably necessary to protect the rights, property or safety of CampaignTail, its users or the public; or (iii) provides such information in certain limited circumstances to third parties to carry out tasks on CampaignTail’s behalf (e.g., billing or data storage) with strict restrictions that prevent the data from being used or shared except as directed by CampaignTail. When this is done, it is subject to agreements that oblige those parties to process such information only on CampaignTail’s instructions and in compliance with this Agreement and appropriate confidentiality and security measures. Unless you notify CampaignTail otherwise in writing, You hereby grant to CampaignTail and its wholly owned subsidiaries a limited license to use your trade names, trademarks, service marks, logos, domain names and other distinctive brand features (“Brand Features”) in presentations, marketing materials, customer lists, and financial reports.

7. PRIVACY

This site uses Google Analytics and MouseFlow web analytics service. The service may record mouse clicks, mouse movements, scrolling activity as well as any text you type in this website, except text in password fields. CampaignTail does not collect personally identifiable information that you do not voluntarily enter in this website. CampaignTail does not track your browsing habits across other web sites or text inputted in password fields. For more information see CampaignTail’s Privacy Policy at https://CampaignTail.com/privacy/.

8. INDEMNIFICATION

You agree to indemnify, hold harmless and defend CampaignTail, at your expense, any and all third-party claims, actions, proceedings, and suits brought against CampaignTail or any of its officers, directors, employees, agents or affiliates, and all related liabilities, damages, settlements, penalties, fines, costs or expenses (including, without limitation, reasonable attorneys’ fees and other litigation expenses) incurred by CampaignTail or any of its officers, directors, employees, agents or affiliates, arising out of or relating to (i) Your breach of any term or condition of this Agreement, (ii) your use of the Service, (iii) your violations of applicable laws, rules or regulations in connection with the Service, or (iv) Your Brand Features. In such a case, CampaignTail will provide you with written notice of such claim, suit or action. You shall cooperate as fully as reasonably required in the defense of any claim. CampaignTail reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you.

9. THIRD PARTIES

If you provide access to your Account or any portion thereof to any third party or use the Service to collect information on behalf of any third party (“Third Party”), whether or not you are authorized to do so by CampaignTail, the terms of this section shall apply to you.

If you use the Service on behalf of any Third Party, You represent and warrant that (a) you are authorized to act on behalf of, and bind to this Agreement, that Third Party, (b) as between the Third Party and you, the Third Party owns any rights to Customer Data in the applicable account, and (c) you shall not disclose Third Party’s Customer Data to any other party without the Third Party’s consent.

You shall ensure that each Third Party is bound by and abides by the terms of this Agreement. CampaignTail make no representations or warranties for the direct or indirect benefit of any Third Party. With respect to Third Parties, You shall take all measures necessary to disclaim any and all representations or warranties that may pertain to CampaignTail, the Service, the Software or the Reports, or use thereof. You agree to indemnify, hold harmless and defend CampaignTail and its wholly owned subsidiaries, at your expense, against any and all third-party claims, actions, proceedings, and suits brought against CampaignTail or any of its officers, directors, employees, agents or affiliates, and all related liabilities, damages, settlements, penalties, fines, costs or expenses (including, without limitation, reasonable attorneys’ fees and other litigation expenses) incurred by CampaignTail, or any of its officers, directors, employees, agents or affiliates, arising out of or relating to (a) any representations and warranties made by you concerning any aspect of the Service, the Software or Reports to Third Parties; (b) any claims made by or on behalf of any Third Party pertaining directly or indirectly to your use of the Service, the Software or Reports; (c) violations of your obligations of privacy to any Third Party; and (d) any claims with respect to acts or omissions of Third Parties in connection with the Services, the Software or Reports.

10. DISCLAIMER OF WARRANTIES

The information and services included in or available through the Service, including the Reports, may include inaccuracies or typographical errors. Changes are periodically added to the information herein. CampaignTail and/or its respective suppliers may make improvements and/or changes in the Service or Software at any time, with or without notice. CampaignTail does not represent or warrant that the Service will be uninterrupted or error-free, that defects will be corrected, or that the Service, the Software or any other software on the Server are free of viruses or other harmful components. CampaignTail does not warrant or represent that the use of the Service or the Reports will be correct, accurate, timely or otherwise reliable. You specifically agree that CampaignTail and its wholly owned subsidiaries shall not be responsible for unauthorized access to or alteration of the Customer Data or data from your Website.

THE SERVICE, THE SOFTWARE AND REPORTS ARE PROVIDED “AS IS” AND THERE ARE NO WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY CampaignTail AND/OR ITS SUBSIDIARIES AND AFFILIATES, EITHER EXPRESS, IMPLIED, OR STATUTORY, WITH RESPECT TO THE SERVICE, THE SOFTWARE, THE DOCUMENTATION AND REPORTS, INCLUDING WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. CampaignTail DOES NOT WARRANT THAT THE SERVICE, THE SOFTWARE OR REPORTS WILL MEET YOUR NEEDS OR BE FREE FROM ERRORS, OR THAT THE OPERATION OF THE SERVICE WILL BE UNINTERRUPTED. THE FOREGOING EXCLUSIONS AND DISCLAIMERS ARE AN ESSENTIAL PART OF THIS AGREEMENT AND FORMED THE BASIS FOR DETERMINING THE PRICE CHARGED FOR THE SERVICE. SOME STATES DO NOT ALLOW EXCLUSION OF AN IMPLIED WARRANTY, SO THIS DISCLAIMER MAY NOT APPLY TO YOU.

11. LIMITATION OF LIABILITY

CampaignTail WILL NOT BE LIABLE TO USER OR ANY THIRD-PARTY CLAIMANT FOR ANY INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL (INCLUDING, WITHOUT LIMITATION, LOST PROFITS OR LOST DATA COLLECTED THROUGH THE SERVICE), OR INCIDENTAL DAMAGES, WHETHER BASED ON A CLAIM OR ACTION OF CONTRACT, WARRANTY, NEGLIGENCE, STRICT LIABILITY, OR OTHER TORT, BREACH OF ANY STATUTORY DUTY, INDEMNITY OR CONTRIBUTION, OR OTHERWISE, EVEN IF CampaignTail HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE EXCLUSION CONTAINED IN THIS PARAGRAPH SHALL APPLY REGARDLESS OF THE FAILURE OF THE EXCLUSIVE REMEDY PROVIDED IN THE FOLLOWING PARAGRAPH. SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE LIMITATIONS OR EXCLUSIONS IN THIS AND THE FOREGOING PARAGRAPH MAY NOT APPLY TO YOU.

CampaignTail’s total cumulative liability to you or any other party for any loss or damages resulting from any claims, demands, or actions arising out of or relating to this Agreement shall not exceed U.S. $500.

12. PROPRIETARY RIGHTS NOTICE

The Service and the CampaignTail Software and all intellectual property rights in the Service are, and shall remain, the property of CampaignTail. All rights in and to the Processing Software not expressly granted to you in this Agreement are hereby expressly reserved and retained by CampaignTail and its licensors without restriction, including, without limitation, CampaignTail’s  right to sole ownership of the CampaignTail Software and Documentation. Without limiting the generality of the foregoing, You agree not to (and to not allow any third party to): (a) sublicense, distribute, or use the Service outside of the scope of the License granted herein; (b) copy, modify, adapt, translate, prepare derivative works from, reverse engineer, disassemble, or decompile the Processing Software or otherwise attempt to discover any source code or trade secrets related to the Service; (c) use the trademarks, trade names, service marks, logos, domain names and other distinctive brand features or any copyright or other proprietary rights associated with the Service for any purpose without the express written consent of CampaignTail; (d) register, attempt to register, or assist anyone else to register any trademark, trade name, serve marks, logos, domain names and other distinctive brand features, copyright or other proprietary rights associated with CampaignTail (or its wholly owned subsidiaries) other than in the name of CampaignTail (or its wholly owned subsidiaries, as the case may be); or (e) remove, obscure, or alter any notice of copyright, trademark, or other proprietary right appearing in or on any item included with the Service.

13. TERM AND TERMINATION

Either party to the Agreement may terminate it at any time and for any reason.

If you fail to validate your e-mail address the Agreement will be automatically terminated after one week. You will be notified by e-mail in advance. If you use the free subscription the Agreement will be automatically terminated after six months of inactivity on the CampaignTail website. You will be notified by e-mail in advance.

Accounts registered with CampaignTail must have started creating campaign URLs no later than three months after registration. If no Campaign URLs have been made after three months, the registration is cancelled. You will be notified by e-mail in advance.

Upon any termination or expiration of this Agreement, CampaignTail will cease providing the Service and certify thereto in writing to CampaignTail within three (3) business days of such termination. In the event of any termination (a) You will not be entitled to any refunds of any usage fees or any other fees, and (b) any (i) outstanding balance for Service rendered through the date of termination, and (ii) other unpaid payment obligations during the remainder of the Initial Term will be immediately due and payable in full and (c) all of your historical report data, including any Reports, will no longer be available to you unless a purchase or professional services agreement for the exchange and transfer of such data is entered into as a component of termination.

16. MODIFICATIONS TO TERMS OF SERVICE AND OTHER POLICIES

CampaignTail reserves the right to change or modify any of the terms and conditions contained in this Agreement or any policy governing the Service, at any time, by posting the new agreement to the site located at CampaignTail.com (or such other URL as CampaignTail may provide). You are responsible for regularly reviewing the policy. No amendment to or modification of this Agreement will be binding unless (i) in writing and signed by a duly authorized representative of CampaignTail, (ii) You accept updated terms online, or (iii) You continue to use the Service after CampaignTail has posted updates to the Agreement or to any policy governing the Service.

17. MISCELLANEOUS; APPLICABLE LAW AND VENUE

CampaignTail shall be excused from performance hereunder to the extent that performance is prevented, delayed or obstructed by causes beyond its reasonable control. This Agreement (including any amendment agreed upon by the parties in writing) represents the complete agreement between us concerning its subject matter, and supersedes all prior agreements and representations between the parties. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed to the extent necessary to make it enforceable to the maximum extent permissible so as to affect the intent of the parties, and the remainder of this Agreement shall continue in full force and effect. This Agreement shall be governed by and construed under the laws of Arizona, United States without reference to its conflict of law principles. Each party agrees to submit to the exclusive and personal jurisdiction of the courts located in Phoenix, Arizona. A waiver of any default is not a waiver of any subsequent default. You may not assign or otherwise transfer any of your rights hereunder without CampaignTail’s prior written consent, and any such attempt is void. The relationship between CampaignTail and you is not one of a legal partnership relationship, but is one of independent contractors. This Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto.

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