Effective Date: July 15, 2024, for all new purchases of the Ecomail Service and all related renewals and upgrades.

Terms and conditions of the Ecomail service

(hereinafter referred to as the “Terms and Conditions”)

issued by ECOMAIL.CZ, s.r.o., ID No.: 027 62 943, with its registered office at Na Zderaze 1275/15, 120 00 Prague 2, represented by Ing. Jakub Stupka, Executive Director, incorporated in the Commercial Register kept by the Municipal Court in Prague, File No. C 223183 (hereinafter referred to as “Ecomail” or “we”),

Please read these Terms and Conditions carefully before using our Ecomail Service. Your access to and use of the Service is conditional upon your acceptance of and compliance with these Terms and Conditions and the Data Processing Agreement (DPA). These Terms and Conditions apply to all Users and other persons who access or use the Service. By accessing or using the Service, you agree to be bound by these Terms and Conditions. At the time you begin using the Service, these Terms and Conditions, including the URL links, shall become the entire agreement between you, as a user of the Service, and us as a matter of law. If you do not agree to any part of the Terms and Conditions or the DPA, you may not use our Service.

DESCRIPTION OF OUR SERVICE

Our Service is provided in the form of software-as-a-service, which we offer on the Internet at ecomail.app. It is a marketing platform that serves mainly as a tool for creating and sending newsletters, connecting to SMS, Facebook campaigns or other Internet services, smart email marketing through automation and personalisation, and many other activities related to emailing.

Our Service also includes, in particular:

  • Dashboard – User Interface – which you or your employees use to manage your emailing campaigns, email databases, integrations and other data or features. The User Interface is a web interface available at the Ecomail Application. You can also change the Service settings there. The User Interface has been optimised for access from computers with desktop-sized screens of minimum 1050px width and 850px height, but you can also access it from a web browser on your mobile phone.
  • Ecomail Tracker – also called tracking code, tracking script – which you or your employees can use to track your contacts’ movements around the web (purchases made, pages viewed, or custom events such as browsing a specific product or abandoning a shopping cart).
  • Unique API Key – a unique API key created by us, which is used to connect the Application with your information system. Typically, this will be an e-shop, CRM, or a regular website. In general, it is an authorization token designed for communication through the API of Ecomail Service for a specific customer account.
  • Contact Form – a form for collecting contacts – which you can create or edit in the editor in your Dashboard and then insert it into your e-shop or other website to collect contacts that will be directly stored in your Database in the Application.

TERMS AND DEFINITIONS

Unless otherwise specified in these Terms and Conditions or unless the context clearly indicates otherwise, capitalised terms in these Terms and Conditions (including their annexes), used in the singular as well as the plural, shall have the following meanings:

Additional Usera person invited by the User to its User Account by means of an invitation sent to the email address of the Additional User after entering it in the relevant section of the Dashboard;
Admin Accessprivileged access to the Service, enabling the registration and management of accounts, including an overview of the number of emails sent by individual Users;
Agencya special name for a User who has created an Agency Account and manages User Accounts of third parties (other Users) within that Agency Account;
Agency Accountan account for the Service, established by the User for the purpose of using the Service according to the rules set out in these Terms and Conditions, which allows the User to register and manage User Accounts of third parties; the provisions of these Terms and Conditions regarding the User Account shall apply mutatis mutandis to the Agency Account;
API Keya unique API key created by us, which is used to connect the Application with your information system. Typically, this will be an e-shop, CRM, or a regular website. In general, it is an authorization token designed for communication through the API of Ecomail Service for a specific customer account;
Applicationan online marketing platform, available electronically on the website ecomail.app, operated by Ecomail and owned exclusively by Ecomail; we provide the Application together with the relevant individual services to you as a Service, so whenever we refer to the rules relating to the Service, they shall also be deemed to apply to the Application;
Billing Periodthe time period selected by the User to pay the Fee for the Tariff Plan chosen by the User;
Civil CodeAct No. 89/2012 Coll., the Civil Code, as amended;
Consumerany natural person who deals with us outside the scope of their business activities or outside the scope of their independent exercise of their profession;
Contact Limitdesignation for the number of email addresses in the User’s Database, on which the resulting amount of the Fee for the use of the Service within the given Tariff Plan is based; specific definitions and ranges of the Contact Limits are set out in the Price List;
Controllerdetermines the purpose, methods and means of processing Personal Data, whereby for the purposes of Annex 1 to these Terms and Conditions (Data Processing Agreement) it means the User;
Copyright ActAct No. 121/2000 Coll., the Copyright Act, as amended;
Credita collective term for Email Credits and SMS Credits;
Credit Planone of the ways of using the Service, within which the scope of the Services provided is based on the number of purchased Email Credits; one Email Credit corresponds to one Email sent; the amount of the Fee for Email Credits purchased within individual Credit Plans is set out in the Price List;
Customera customer of the User or an entity that has given the relevant consent and is contacted as part of the User’s communication strategy through the Application;
Customer Supportindividual services provided by Ecomail, which are part of the Service, provided during working days, at the level of basic user support for the Application;
Dashboarda user interface available at “useraccountname”.ecomailapp.cz, which is made available to the User to enable the proper use of all features of the Service;
Databasea list or lists of Personal Data concerning the User’s Customers, in particular electronic contact details for electronic mail purposes (email addresses);
Data Subjectthe natural person to whom the Personal Data relates, most often a Customer, User or potential User who is considering using the Service;
Emailelectronic mail, which may be a text, voice, audio, video or image message sent over a public electronic communications network, and which may be stored on the network or in an end device until retrieved by the recipient;
Email Credita unit of measurement that determines how many Emails the User is entitled to send through our Service within the Credit Plan chosen by the User; Email Credits can be purchased in different quantities for a Fee that varies according to the individual Credit Plans and is set out in the Price List;
Email Domainthe domain on behalf of which the User carries out individual or Mass Distribution of Emails via the Service;
Ecomail Trackera unique tracking code (tracking script) provided by Ecomail, which you can use to track your Customers’ movements around your website (purchases made, pages viewed, or custom events such as browsing a specific product or abandoning a shopping cart);
Failureserror conditions preventing the proper provision and use of the Service;
Feea collective term for the fee provided by the User to Ecomail for the provision of the Service (including individual services provided within or in connection with the Service), all in the amount(s) set out in the applicable Price List as either a Subscription Plan or a Credit Plan;
GDPRRegulation (EU) 2016/679 of the European Parliament and of the Council;
Licensed Contentany and all texts, sounds, images, photographs, videos, fonts or other materials, information or works (including copyrighted works) or other intangible assets provided or made available by Ecomail to the User for use within the Service in the email template editor; for the avoidance of doubt, the Licensed Content does not include the Application itself or any of the Application’s content elements that cannot be freely changed, used or modified within the Application, or such elements the purpose of which implies that they are not intended for the User’s disposal;
Licensed Softwarea collective term for the Ecomail Tracker, Contact Form and API Key;

(the Licensed Software and Licensed Content shall hereinafter be jointly referred to as the “Licensed Software and Content”)
Mass Distribution of Emailsis the sending of a large number of Emails, in order to meet its requirements, it is necessary to ensure the functionality of the links in each of the emails sent, the functionality of the unsubscribe link, whether the given Email is in the User database, corresponding to the form of communication in terms of content and law (entrepreneur/consumer, etc.) and compliance with our Privacy Policy;
Necessary Maintenanceperiodic maintenance required to maintain the features of the Service, which is carried out on Ecomail’s initiative; it is not a response to any Failure and it is deemed to be a period of time during which the Service is wholly or partially unavailable;
Personal Dataany information about the Data Subject based on which the Data Subject can be directly or indirectly identified;
Price Listindicates the amount of the Fee for the Service provided by Users, is part of these Terms and Conditions, and is published on Ecomail’s website at ecomail.app/pricing, or directly in the Dashboard in the “Payment and Credits” section;
Sensitive Datainformation concerning the national, racial or ethnic origin, political opinions, trade union membership, religious or philosophical beliefs, criminal convictions, health condition and sex life of the Data Subject, genetic information of the Data Subject or any biometric data which permits direct identification or authentication of the Data Subject;
Serviceprimarily a software service available as a web-based marketing platform operated by Ecomail, which consists in the provision, for a fee, of electronic tools to create, conduct, send and manage communication campaigns, in particular, but not exclusively, the mass distribution of commercial messages by Email and SMS, which the User uses to reach out to its Customers as part of its communication strategy, as well as monitoring and recording the results of the communication campaign, in electronic form via the Internet;
SMSa text, voice, audio, video or image message sent over a mobile network to the recipient’s end device, which is usually a mobile phone;
SMS Credita unit of measurement that determines how many SMS the User is entitled to send via our Service; SMS Credits can be purchased in different quantities for a Fee set out in the Price List;
Spamany unsolicited communication sent via Email to its recipient without the recipient’s prior consent, or to a recipient with whom the sender has never had any prior contractual relationship; see below in these Terms and Conditions for more detailed information on what is considered Spam. Spam is also considered to be any communication used for direct or indirect promotion of goods and/or services which is not clearly and distinctly marked as a commercial communication, which hides or conceals the identity of the sender or which is sent without a valid address to which the addressee could directly and effectively reply that they do not wish to continue to receive commercial communications from the sender; and any communication that relates to the sale or promotion of prescription drugs, the sale of alcohol and tobacco products, drugs, firearms, online gambling, paedophilia and similar medically recognised deviations and disorders;
Tariff Planone of the ways of using the Service, in which the scope of the Services provided depends on (i) the type of the purchased Profi or Marketer+ flat-rate prepaid package and (ii) the scope of the Contact Limit; the price for each Contact Limit under the Tariff Plan is indicated for the relevant Billing Period, which is one month or 12 consecutive months;
User Accountan account for the Application, and consequently for the Service, established by the User under these Terms and Conditions solely for the purpose of using the Service;
Usera registered customer of Ecomail who has been granted a User Account for the Application and, consequently, for the Service (also referred to as “you”) on the basis of a successful registration; Users include both regular Users and Agencies;
User Contentany and all texts, sounds, images, photographs, videos, fonts or other materials, information or works (including copyrighted works) or other intangible assets created by the User or a third party, which the User uses in connection with the use of the Ecomail Service, and which do not constitute Licensed Ecomail Content (e.g., in the context of Emails or SMS sent by the User, for creating templates, for creating a contact form, etc.);

(Ecomail and the User shall hereinafter be jointly referred to as the “Parties” and each individually as a “Party”)

  1. REPRESENTATIONS, SUBJECT-MATTER OF THE CONTRACTUAL RELATIONSHIP, CONTENT OF THE SERVICE
    1. Representations of the User. You represent and undertake that:
      1. you have full legal capacity,
      2. all the data and information you provide about yourself is true, complete, accurate and correct,
      3. you will not use the Service in violation of applicable laws of the Czech Republic,
      4. you will use the Service only for the purpose for which it is intended and, in particular, for editing Emails, Mass Distribution of Emails or SMS, and evaluating campaigns,
      5. you have thoroughly read the applicable Terms and Conditions before using the Service, agree to them without reservation, and will not use the Service in violation of them.
    2. Obligations of the Parties. Ecomail provides the Service to the User on the terms and conditions set out below. The User accepts the Service on the terms and conditions set out below and agrees to pay the Fee to Ecomail according to the Price List for the use of the Service.
    3. Content of the Service. The scope of the Service we provide is mainly the following:
      1. the User’s right to use the Ecomail Service;
      2. the User’s right to have and use a User Account for the Application, and consequently for the Service;
      3. the User’s right to establish and provide one or more access(es) to the Service to Additional Users through the User Account;
      4. the right of certain Users to have an Agency Account for the Application, and consequently for the Service, if Ecomail approves this in advance;
      5. the User’s obligation to pay the agreed Fee according to the current Price List.
    4. User’s age. We hereby declare that the Service is not intended for persons under 16 years of age.
    5. The Service is not intended for Consumers. The Service is not intended for Consumers, but for businesses, self-employed persons and public authorities. You hereby represent that you will use the Service as or on behalf of a business or public authority, solely for purposes related to that business or public authority.
    6. Use of the Service by Consumers. If you, as a Consumer, are interested in using the Service, you are obliged to inform us thereof before registration so that we can advise you of your rights.
    7. Manner of use of the Service. The Service can be used either under the Credit Plan or the Tariff Plan. Within the Tariff Plan, it is also possible to use the Service free of charge in a certain Contact Limit as specified in the Price List.
    8. Individual services within the Service. Within the Service, you may also be provided with individual services that are part of the Service (e.g., sending SMS or checking the Database). For the avoidance of doubt, all rules set out in these Terms and Conditions that apply to the provision of the Service shall apply mutatis mutandis to the provision of such individual services that form part of the Service itself.
  2. INTELLECTUAL PROPERTY
    1. Service. The Service and all related software constitute the intellectual property of Ecomail.
    2. Terms and conditions of use of the Service through individual software solutions. Nothing in these Terms and Conditions shall be construed as an assignment or granting of any licence, sub-licence or other right of use within the meaning of the Copyright Act, particularly for those portions of the Service that we provide as software-as-a-service (SaaS), except as set forth in Article 3 of these Terms and Conditions. You are merely entitled to use the Service provided as a software solution. However, you may not reproduce, download, install or distribute the software solution (Service) in any way. Neither are you authorised to process the Service into other software without our written consent.
    3. Infringement of intellectual property rights by the User. In the event you breach the obligations set out in this Article 2 of the Terms and Conditions, we shall have the right to withdraw from the contractual relationship under these Terms and Conditions and to claim compensation from you for any damage incurred as a result of such a breach, including non-pecuniary damages.
    4. Additional intellectual property. If, during the term of the contractual relationship under these Terms and Conditions, any performance that is protected under the Copyright Act (in particular, a work) or any other protected intangible asset is created, such performance shall become part of the Service and the Terms and Conditions of the Service shall also apply to such performance. This shall not apply to any User Content.
    5. Obligations of the User. The User is obliged to preserve all rights of Ecomail, other Users and third parties in the use of the Service, in particular if the User in any way deals with copyrighted works and other objects of intellectual property rights in the use of the Service. This applies, in particular, to the Licensed Software and Content, the Application and its components, as well as the User Content.
  3. LICENCE AND OTHER ARRANGEMENTS
    1. Licensed Software and Content as a work. An important part of providing the Service is the Licensed Software and Content, thanks to which you can edit your email templates, create your own Contact Form, or connect your information system with the Application using an API Key. The Licensed Software and Content generally constitutes a copyrighted work within the meaning of the Copyright Act. Because you make copies of most of the Licensed Software and Content, we must grant you a licence so that you can use them for the duration of your use of our Service.
    2. Licence for the Licensed Software and Content. The Licensed Software and Content generally constitutes a copyrighted work within the meaning of the Copyright Act. Upon registering your User Account, we grant you a licence to exercise the right to use the Licensed Software and Content as it is available at that particular time. The licence is granted on a non-exclusive basis for the term of the contractual relationship under these Terms and Conditions (but no longer than the term of the proprietary rights in the Licensed Software and Content), solely for the purpose of using the Licensed Software and Content in accordance with these Terms and Conditions and in a manner consistent with these Terms and Conditions. The licence is granted worldwide. The Licensed Software and Content is made available to you via remote access (via the Dashboard) following the registration of your User Account.
    3. Sub-licences and assignment of the licence. The User is not entitled to grant sub-licences to third parties or to assign the licence to third parties.
    4. Licence fee. The licence fee for the Licensed Software and Content is deemed included in the total Fee.
    5. User’s responsibility for User Content. You are responsible for ensuring that all User Content that you either upload directly into the Application or that you use, upload or otherwise process within the Service complies with applicable law and the contractual relationship under these Terms and Conditions, and, in particular, that it does not infringe the rights of Ecomail or those of third parties. It shall not be deemed a breach of these Terms and Conditions if the Service is not properly provided because the User Content is in violation of this Article 3 of the Terms and Conditions.
    6. Ecomail’s responsibility for User Content. In no way shall Ecomail be deemed responsible for the User Content; this is in accordance with Sections 3, 4 and 5 of Act No. 480/2004 Coll., on certain information society services (the Act on Certain Information Services).
    7. Infringement of intellectual property rights by the User. In the event of a breach by you of the obligations set out in this Article 3 of these Terms and Conditions, we shall have the right to withdraw from the contractual relationship under these Terms and Conditions and the right to claim compensation from you for any damage incurred, including non-pecuniary damages.
  4. USER REGISTRATION
    1. User registration as a precondition for using the Service. Registration is a necessary precondition for the proper use of the Service; the User acknowledges this precondition and undertakes to duly register.
    2. Method of User registration. Registration is done by filling in the registration form on the website ecomail.app. By registering, you confirm that you have read and agree to these Terms and Conditions.
    3. Accuracy and completeness of details and their updates. You undertake to provide correct and complete information about yourself in the registration form and/or the Application or in any other case in the course of using the Service. You shall have the right to modify and supplement that information during your use of the Service. At the same time, you are obliged to update that information so that it is always true and accurate.
    4. Secure password. You are required to choose a password that is secure when registering and/or changing your password. Ideally, the password should be at least 16 characters long, including upper- and lower-case letters, numbers and special characters such as a hyphen, hashtag, question mark, etc., so that the password is not easily guessed.
    5. Two-factor authentication. Our Service also offers the option of two-factor authentication, which you can set up in the Dashboard. In the event you do not use two-factor authentication, we shall not be held liable for any damage (including non-pecuniary damage) caused in connection with the leakage of your access details, even if caused in whole or in part by reasons on our side.
    6. Reporting obligation in case of misuse of access details. You are obliged to notify us immediately of any misuse or even attempted misuse of your access details. You shall also be obliged to choose new access details for your User Account without delay.
    7. Deactivation of the User Account. Should you like to deactivate your User Account, please contact us preferably by email at support@ecomail.app. In the event a User Account is deactivated during a Billing Period, the User Account will be deemed deactivated only at the end of the Billing Period in which the User Account was deactivated. This shall be without prejudice to our entitlement to the Fee for the Billing Period in which the User Account was deactivated. If you wish, we can convert you to the free version after deactivating your User Account.
  5. REGISTERING AN ADDITIONAL USER
    1. Inviting an Additional User. Within our Service, you have the option to invite Additional Users to your User Account. In that case, you are required to include the correct identification details of such new Additional User in the invitation.5.
    2. Additional User registration as a precondition for using the Service. Registration is a precondition for access to and proper use of the Service by an Additional User. Such Additional User hereby acknowledges this precondition and undertakes to duly register.
    3. Agreement to the Terms and Conditions. The Additional User, upon registering after clicking on the invitation sent by the User to the Additional User’s email address, agrees to use the Service subject to these Terms and Conditions, and all terms and conditions of the Service relating to the User, including the applicable rights and obligations, shall apply mutatis mutandis to the Additional User.
    4. Access level of the Additional User. Within the Service, you also have the option to set the level of access for the Additional Users you invite. The individual levels differentiate the range of the Service features that a given Additional User can access within a User Account. The access levels of an Additional User are as follows:
      1. Administrator. Has access to all features that the User has access to.
      2. Editor. Can work with campaigns, contact lists, etc., but does not have rights to set up accounts and make payments.
      3. Support. Can create and send campaigns. Does not have rights to information about contacts.
      4. Reader. Only has access to account and campaign statistics.
      5. Custom authorisation. Has access to such features as the User may set.
    5. Liability for damage. We will not be held liable for any damage that you incur as a result of or in connection with the setting of the access level for any Additional User. Furthermore, we will not be held liable for any damage caused to you by any such Additional User invited by you.
  6. AGENCY ACCOUNT
    1. Agency Account. Our Service can also be used through an Agency Account. Such an account is primarily intended for agencies that wish to manage several User Accounts of their clients who are also Users of the Service through a single account.
    2. Agency Account registration. If you wish to create an Agency Account, you must first create a regular User Account through the standard registration process described in Article 4 of these Terms and Conditions. You must then send a request for an Agency Account to our Customer Support. Only after the request has been approved by us will an Agency Account be set up for you, which you can then start using.
    3. Creating a User Account within an Agency Account. If you are using the Service through an Agency Account, you have the option of setting up your client’s own User Account for the Service directly. In such a case, you are obliged to comply with all obligations relating to the registration of a User Account as set out in Article 3 of these Terms and Conditions, in particular to provide correct, complete and up-to-date information about your client and to choose a secure password.
    4. Consent to the creation of a User Account within an Agency Account. If you are setting up a User Account for a third party (usually your client), you represent, as at the time of setting up that User Account, that you have all necessary consents and/or authorisations to set up the User Account from the person whose User Account you are setting up. In the event that the representation in the preceding sentence proves to be false, or in the event that you in any way exceed or otherwise violate the consent and/or authorisation according to the preceding sentence and we suffer any damage as a result, you shall be obliged to compensate us for such damage, including non-pecuniary damage.
    5. Adding an existing User Account to an Agency Account. If your client is already a User of our Service and has their own User Account, you can add their User Account to your Agency Account. However, this requires you and your client to send a request to our Customer Support. Only after we have received a request from both you and your client will the User Account be assigned to your Agency Account.
    6. Removing a User Account from an Agency Account. If you decide to terminate your relationship with your client, or for any other reason you decide to remove a particular User Account that you manage within your Agency Account, it is necessary for you and your client to send a request to our Customer Support. Only after we have received a request from both you and your client will the User Account be removed from your Agency Account. This shall not apply if, in the context of a particular situation, we consider that a request to remove the User Account is justified, even though it has not been sent to us by both parties (e.g., if a dispute arises between you and your client and one of you tries to improperly block the removal of the User Account from your Agency Account).
    7. Liability for damage caused in connection with the administration of a User Account within an Agency Account. We will not be held liable for any damage that arises in connection with the administration of a User Account under an Agency Account, including non-pecuniary damage (e.g., if you seek to recover damages for us allowing an Agency to create your User Account without your consent, or if the Agency takes actions under your User Account against your wishes, etc.). However, we will endeavour to provide you with all reasonable assistance to enable you to pursue your claim for compensation against the Agency (if you are an ordinary User) or against the User (if you are an Agency).
  7. SERVICE FEE AND METHOD OF PAYMENT
    1. Use of the Service for a fee. The Service is provided for a fee. You hereby agree to pay us a Fee for providing the Service, in accordance with the rules set out in the Price List and these Terms and Conditions. An exception to the obligation to pay the Fee is the use of the Service free of charge as described in the following paragraph.
    2. Use of the Service free of charge. If you use our Service under a free Tariff Plan, you do not have to pay anything until you exceed the Contact Limit that is designated as free in the Price List. If you should exceed the free Contact Limit, you do not have to worry about paying extra right away. Once that Contact Limit is exceeded, we will temporarily block your User Account and inform you of the exceeded Contact Limit either by email, through your User Account or by phone.
    3. Amount and method of payment of the Fee. The amount and method of payment of the Fee varies depending on whether you use our Service under the Tariff Plan or the Credit Plan. The amount of the Fee is set out in the applicable Price List published on our website at ecomail.app/pricing.
    4. VAT. Unless the Price List states otherwise, all prices contained therein are exclusive of VAT, which is charged at the statutory rate. The amount of VAT charged may change depending on changes in legislation.
    5. Changes to the Price List. The Price List can be unilaterally changed. Information about any planned change to the Price List will always be available on our website. Any planned change to the Price List shall be notified to the affected Users at least 15 days before the effective date of such changes, either by means of a notice in the User Account or by email. If you do not agree to the change in the Price List, you have the right to withdraw from the contractual relationship in accordance with these Terms and Conditions.
    6. Method of payment of the Fee. You may choose how to pay the Fee for our Service, exclusively by one of the following methods:
      1. by electronic payment instruments available to you through your User Account, provided that you select the payment method marked “online card payment”;
      2. and in case of your explicit request (when you select the payment method “by transfer” in the Application), by transfer to our bank account, based on an advance invoice with a due date of 14 days from the date of issue. The invoice will be sent to you by Email on the day of issue, at which point the invoice shall be deemed to have been delivered.
    7. Maturity of the Fee for the Credit Plans. You are required to pay the Fee for the provision of our Service under the Credit Plans at the time you purchase the Credit Plan on our website or within your User Account. The same applies to SMS Credits.
    8. Maturity of the Fee for the Tariff Plans. You are required to pay the Fee for the provision of our Service in advance for each Billing Period already started (applicable to all Contact Limits for Tariff Plans):
      1. if you choose the payment method marked as “online card payment”, the Fee will be automatically debited from your payment card that you indicate in your User Account on the first day of each new Billing Period; you agree to this by entering your payment card into your User Account.
      2. if you choose the payment method “by transfer”, you are obliged to pay the Fee to us no later than the first day of each new Billing Period.
    9. Payment details and information. You are required to provide accurate, valid and complete billing and payment information when setting up your Fee payment method. In the event that any such information changes, you are required to update such information within your User Account.
    10. Time of payment of the Fee and provision of the Service. The Fee is deemed to have been paid once the agreed amount of money has been credited to our bank account. We are under no obligation to commence providing the Service before the Fee has been paid in full.
    11. User’s default and temporary restriction of the provision of the Service. In the event of a delay in payment of the Fee or any portion thereof, including but not limited to, if for any reason the Fee is not automatically charged to your payment card for more than five (5) days after the Fee due date, we may restrict the provision of the Service to you under these Terms and Conditions and only resume the Service after you have paid the outstanding Fee and, if applicable, selected a new or corrected the existing method of payment of the Fee.
    12. Overview of payments and tax documents. In the event that we are required to issue a tax document, it will be issued in electronic form in PDF format, which you will have access to in your User Account. An overview of payments is also available in your User Account.
  8. CREDIT PLANS
    1. Credit Plan. If you choose to use the Service under the Credit Plan, the range of Services you may use is based on the number of Email Credits you have purchased. One Email Credit corresponds to one Email sent. The number of Email Credits you will earn by purchasing a Credit Plan and the Fee you will pay for each Credit Plan are set forth in the Price List.
    2. SMS Credits. If you want to send SMS through our Service, you must purchase SMS Credits, only as an add-on to the Credit Plan or Tariff Plan (SMS cannot be sent if you use the Service within the free Contact Limit). SMS Credits cannot be substituted for credits purchased under the Email Credit Plan, and vice versa. Unlike credits purchased under the Credit Plan, one credit does not correspond to one SMS sent. The amount of SMS Credits you use up by sending one SMS varies depending on the country you want to send the SMS to. The amount of SMS Credits you use per SMS sent is set out in our Price List.
    3. Purchase of Credits. You can buy Credits either on our website or in the Dashboard. Credits will be credited to your User Account in the amount corresponding to the Fee (price of Credits) paid by you only when we receive your payment in full.
    4. Method of drawing Credits. You can only draw Credits in the context of sending Emails or SMS, so it is not possible to use Credits to pay for other individual services that we provide to you within the Service. Email Credits are deducted from your User Account when the Email is sent. SMS Credits are deducted from your User Account when the SMS is sent. Email Credits cannot be used to send SMS, and vice versa.
    5. Overview of Credits. An overview of how many purchased Credits you have already used and how many you still have left is available in your User Account.
    6. Validity of Credits. The credits purchased have limited validity 24 months. Purchased Credit cannot be redeemed for cash.
    7. Switch from the Credit Plan to the Tariff Plan. In the event you use the Service under a Credit Plan and decide that you want to start using it under a Tariff Plan, the amount corresponding to the Fee for the paid and unused Email Credits will be offset against the tax document that we will issue to you for the purpose of payment of the Fee for the use of the Service in the Tariff Plan of your choice. You hereby agree to the set-off according to the previous sentence.8.8. Credits within an Agency Account. If you own an Agency Account, you have the right to redeem the Credits purchased within all individual User Accounts that you manage within your Agency Account. Thanks to this, you can purchase, for example, Email Credits at a better price within a higher-level Credit Plan, in which the price of individual Email Credits is more favourable.
  9. TARIFF PLANS
    1. Tariff Plan. If you choose to use the Service under a Tariff Plan, the range of Services you may use depends on the type of Tariff Plan and the Contact Limit you choose to use the Service. The Service is provided in the flat-rate subscription Profi and Marketer+ Tariff Plans, for which we are entitled to a Fee. An exception is the provision of the Service in the free Contact Limit.
    2. Features included in the price of the selected Tariff Plan. An overview of the features included in the Profi and Marketer+ Tariff Plans is specified in the Price List. You can only send SMS within the subscription Tariff Plan, so if you use the Service within the free Contact Limit, you cannot send SMS. Further rules regarding the sending of SMS are set out in the preceding Article 8 of these Terms and Conditions.
    3. Flat-rate Fee. In case you use our Service under a Tariff Plan, you are obliged to pay us a flat-rate Fee in an amount which depends on the Tariff Plan and Contact Limit you have chosen. The exact amount of the Fee is set out in our Price List.
    4. Exceeding the Contact Limit. In the event that the number of contacts in your Database exceeds the limit of the Contact Limit in which you are using our Service at the time of exceeding the limit, we will notify you thereof either by email, through your User Account or by telephone. If, following that notification, you do not reduce the number of contacts in your Database below the limit of the existing Contact Limit or you do not transfer your User Account to a higher-level Contact Limit by the end of the month in which the Contact Limit was exceeded, we will do it for you on the first day of the month following the month in which the Contact Limit was exceeded.
    5. Additional payment of the Fee upon an increase of the Contact Limit. If you have selected one year as the Billing Period under the selected Tariff Plan, you are obliged to additionally pay the amount corresponding to the amount by which the increase in the Contact Limit increased the Fee for that Billing Period, reduced proportionally by the number of months that have already elapsed within the current Billing Period (so, if you started using our Service on 1 January 2023 and you have been paying the amount of CZK 1,000 per year for the Tariff Plan in the current Contact Limit and from 1 July 2023 your Contact Limit will be increased to the level for which we are entitled to the amount of CZK 1,500 per year, you will be obliged to pay us an extra amount of CZK 750). An invoice will be issued to you for the purpose of such additional payment of the Fee and will be sent to your Email.
    6. Minimum duration of the Tariff Plan. The minimum duration of the Tariff Plan is
      1. 12 consecutive calendar months, in which case the Fee is payable once per calendar year;
      2. 3 consecutive calendar months, in which case the Fee is payable once per calendar month.
    7. Interruption of the Tariff Plan. The Tariff Plan can be interrupted once a year, but for a maximum of 6 calendar months.
  10. RIGHTS AND OBLIGATIONS OF THE USER
    1. User’s commitments in using the Application and the Ecomail Service. You hereby undertake that:
      1. you will not take any action that could disrupt or damage the Application and compromise or prevent the provision of our Service;
      2. you will not attempt to access the Application or the Service using any interface other than the interface provided by us for this purpose;
      3. you will not disclose any identification details and passwords necessary to access the Application, and therefore the Service, to any third party, and you will promptly notify us if you become aware of any misuse of your identification details and passwords by any third party;
      4. you will choose a password for the Application, and thus the Service, that corresponds to the high level of security of the User Account.
    2. Domain verification. You undertake to verify the domain that will be used for the mass distribution of Emails and, in particular, you are obliged to set up DNS records according to our instructions.
    3. Content of Emails and SMS. You further agree that the content of the Emails or SMS that you send via the Service will comply with the applicable law and these Terms and Conditions. In particular, you have a duty to ensure that your Emails or SMS:
      1. do not contain any part which incites or tends to incite non-performance of a duty imposed by or under the applicable law or the commission of a criminal offence or which approves of a criminal offence or publicly commends the perpetrator for a criminal offence;
      2. do not contain any part that encourages, promotes or incites the abuse of addictive or life-threatening substances;
      3. do not contain any part that threatens death, bodily harm or damage to another person or group of citizens;
      4. do not contain any part that defames a nation, its language, an ethnic group or race, or a group of people because of their political beliefs, religion or because they are non-religious;
      5. do not contain any part that incites hatred of any nation, ethnic group, race, religion, class or other group of persons or any restriction of the rights and freedoms of its members;
      6. do not contain pornographic works, especially those depicting a child or showing violence or disrespect for human beings;
      7. do not allow persons under the age of 18 to access any pornographic works;
      8. do not contain false or misleading information about another person that is capable of significantly jeopardising his or her esteem among his or her fellow citizens, in particular of damaging his or her employment, disrupting his or her family relationships or causing him or her other serious harm;
      9. do not support a movement which demonstrably aims at the suppression of human rights and freedoms or advocates national, racial, religious or class hatred or hatred against any other group of persons, or publicly express sympathy for such movements;
      10. do not infringe the intellectual property rights (copyright, rights related to copyright, industrial rights, etc.) of others, in particular Ecomail;
      11. do not use trademarks, trade names and protected designations of origin to which a third party has exclusive rights or any indication confusingly related thereto without authorisation;
      12. do not promote illegal products and services;
      13. do not promote escort services and dating sites;
      14. are not contrary to good morals in any other respect.
    4. Violation of these Terms and Conditions by the User. It shall not be deemed a breach of these Terms and Conditions if the Service is not properly provided because you have breached any provision of these Terms and Conditions. In the event you breach the obligations set forth in Article 10.3 of these Terms and Conditions and/or the User Content is in violation of the rules set forth in these Terms and Conditions, we shall have the right to immediately stop providing the Service to you without prior notice, deny you access to the Application and, consequently, to the Service, and terminate the contractual relationship under these Terms and Conditions.
    5. Compensation for damage incurred for breach of the User’s obligations. If you breach the obligations set out in these Terms and Conditions, in particular this Article 10 of these Terms and Conditions, you shall be liable to pay us all costs and expenses incurred by us in connection with any third-party claims against us as a result of such a breach by you. This shall be without prejudice to our claim and the claim of third parties for compensation for damage (both pecuniary and non-pecuniary damage) resulting from the breach referred to in the previous sentence, which you undertake to pay to us and/or the relevant third parties.
    6. Compensation for damage incurred by Ecomail in connection with a Customer’s complaint. If we suffer damage or any other harm as a result of or in connection with complaints from your Customers about your illegal conduct or conduct in breach of these Terms and Conditions (in particular, if it concerns Spam or failure to remove a Customer from the User Database), you agree to indemnify us for such damage, including non-pecuniary damage.
    7. User’s technical equipment. You are obliged to procure adequate technical equipment to enable you to use the features of our Service in accordance with these Terms and Conditions. You are also obliged to check that your technical equipment meets the technical requirements of our Service before you start using it.
  11. RIGHTS AND OBLIGATIONS OF ECOMAIL
    1. Use of the User’s Email Domain. We have the right to use your Email Domain (@userdomain.com) solely for the purpose of providing the services under these Terms and Conditions, i.e., sending Emails.
    2. Changes to the Service. We are entitled to make changes (updates) to the content and features (adding or removing content/features) of the Service at any time. This is done automatically and these Terms and Conditions shall apply to the updated Service. You do not have the right to reject these changes because the Service is provided “as is”. You will be notified of updates to the Service either via email, our website or through your User Account.
    3. Disagreement with changes to the Service. In the event you do not agree to a change to the Service in accordance with the preceding paragraph, you shall be obliged to stop using the Service and withdraw from the contractual relationship under these Terms and Conditions.
    4. Service outages and Ecomail’s liability. We shall not be held liable for any interruptions in the operation of the Service. However, we will use such efforts as may reasonably be required to ensure that the Service is restored as soon as reasonably practicable.
    5. Monitoring of User Account. We have the right through Admin access to the Application to check your User Account or randomly selected campaigns and to suspend the provision of the Service in the event that we discover a violation of these Terms or applicable legal regulations; We will inform you about this immediately. We also carry out checks in terms of compliance with the requirements of the Mass Distribution of Emails.
    6. Procedure in case of failures that are not on Ecomail’s side. We reserve the right to restrict or temporarily suspend the provision of the Service in justified cases of technical failures on your side or on the Internet network, which will be notified to you without undue delay. These include Internet outages or circumstances that require the assistance of third parties.
    7. Temporary loss of access to User Content. It shall not be deemed a violation of these Terms and Conditions if you temporarily lose access to User Content you have in the Application due to a restriction or interruption of the Service.
    8. API access. We may provide you with access to your data, including the Personal Data of your Customers, through an API. In that case, you are required to ensure that only authorised persons have access to the API. We shall not be held liable for any loss of data or breach of the protection of Personal Data in the event that access to the API is abused, even if the data is abused after access to the data via the API.
    9. Sending Emails. We are obliged to arrange for the sending of Emails and/or SMS messages through the Service. However, we shall not be responsible for their delivery to your Customers. Similarly, we shall not be held responsible for the delivery of a damaged or incomplete Email or SMS message.
    10. User Database. You are the exclusive owner of your Database. For the purpose of providing performance under these Terms and Conditions, you consent to the mining of your Database containing data in accordance with the provisions of Section 90(2) of Act No. 121/2000 Coll., the Copyright Act, as amended.
    11. Use of User designations in references. You agree that we may use any brand names, logos and trade names to identify you as our users/customers in addition to any marketing materials and on the website and/or in the Service. For that purpose, you grant us a non-exclusive, worldwide licence to use such brand names, logos, or trade names for the duration of the contractual relationship under these Terms and Conditions. You may withdraw your consent at any time and rescind the licence granted by sending an email to support@ecomail.app.
  12. LIMITATION OF LIABILITY OF ECOMAIL
    1. Non-delivery or incomplete delivery of an Email. We shall not be held liable for any loss or damage incurred by you and/or your Customers in connection with the use of the Service, in particular in respect of non-delivery or incomplete delivery of an Email or SMS message.
    2. Ecomail’s disclaimer. We take no responsibility for the completeness and accuracy of the data that is transmitted to us by you in the course of using the Service. Furthermore, we shall not be held liable for any loss, corruption or destruction of such data transmitted. It is entirely your responsibility to ensure that you have sufficient backups of all data and systems before handing them over to us for processing to provide the Service so that no one is harmed.
    3. Integration. We are not responsible for the features, functionality or defect-free operation of any individual software that you choose to integrate or configure within your User Account to work with the Service. This responsibility lies with the suppliers of such additional software (these integrations), with whom you are obliged to enter into a separate contract.
    4. Exclusion of Ecomail’s liability for damage resulting from Necessary Maintenance. We will not be held liable for any financial loss incurred by you due to suspension of the Service for upgrades or Necessary Maintenance. You expressly acknowledge this.
    5. Restriction or disabling of the Service independent of Ecomail’s will. We shall not be held liable for any inability or limitation of use of the Service due to any circumstances of a technical nature beyond our control or which require the assistance of third parties.
    6. Links to third-party websites or services. The Service may contain links to third-party websites or services that we do not own or control. We have no control over the content, privacy policies or practices of any third-party websites or services. Accordingly, we shall not be held liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in reliance on any such content, goods or services available on or through such websites or services.
    7. Limitation of damages. In the event that we are liable to compensate you for any loss or damage that may arise in connection with the provision of the Service, we will be held liable up to a maximum of the amount of the Fee paid by you in the last 6 months. Damage incurred after the termination of the contractual relationship according to these Terms and Conditions shall also be included in the limitation of damages.
  13. FORCE MAJEURE
    1. Preconditions for invoking force majeure. We will not be held liable for any breach of our obligations under these Terms and Conditions caused by a force majeure event unless otherwise provided in these Terms and Conditions.
    2. What is force majeure? Force majeure shall mean any obstacle which has arisen independently of our will and which prevents us from fulfilling our obligation if it cannot reasonably be assumed that we could have averted or overcome the obstacle or its consequences and, furthermore, that we could have foreseen the obstacle at the time the relevant obligation arose.
  14. NECESSARY MAINTENANCE
    1. Necessary Maintenance. It shall not be deemed a breach of these Terms and Conditions if the Service is not provided as a result of Necessary Maintenance. Necessary Maintenance is usually notified in advance via the User Account.
    2. Notification of Necessary Maintenance. You are obliged to tolerate a short-term downtime of the Service consisting of its limitation or interruption, which will generally be notified to you via your User Account or via Email at least 12 hours before it takes place. In such notification, we will state what type of maintenance will be involved and the estimated time of commencement and completion of the work.
    3. Updates. In addition to the Necessary Maintenance, we will also perform free updates to the Application. The purpose of these updates is to improve the provision of the Service and facilitate its operation in the User Account. In addition, we may also limit or suspend the provision of the Service for the time necessary to perform the update. We will generally notify you of updates via your User Account or via your Email.
  15. CUSTOMER SUPPORT AND DEVELOPMENT
    1. Provision of Customer Support. You have the right to use our Customer Support either via the chat box in the Dashboard or by email at support@ecomail.app; we will try to process your request as quickly as possible. If you contact technical support on working days between 9:00 a.m. and 5:00 p.m. CET, there is a better chance that your request will be dealt with faster. We make no guarantees in connection with the provision of Customer Support.
    2. Requirements for development. In the event we assess that your request to our Customer Support requires the work of our developers or other professional specialists, we may require you to pay a Fee for the work of such personnel in the form of a Fee per hour of such personnel’s work (the so-called man-hour), whereby we will first agree with you in writing via your Email on the estimate of the total time spent on processing your request and the hourly fee of the specific personnel.
  16. SERVICE FAILURES
    1. Right in the event of Failures. If the Service is provided defectively or is not provided in accordance with these Terms and Conditions, you have the right to complain to us about the defect in the provision of the Service or other such Failure.
    2. Time limit for filing a complaint. You must file a complaint about any Failure(s) in writing within two (2) days of discovering the Service deficiency, but no later than 24 hours after the Service is restored, to the email address support@ecomail.app.. A complaint filed later shall not be accepted and you will lose any claim for compensation.
    3. Particulars of a complaint. In your complaint, you are obliged to provide your identification details, a detailed description of the reasons for the complaint and the time of their occurrence, or the time of restoration of the Service.
    4. Processing of the complaint. We are obliged to process your complaint within thirty (30) days of receiving it. If the complaint is justified, you shall be entitled to compensation for the defective Service. A complaint filed shall not affect the due date of the Fee.
  17. RESTRICTION OR SUSPENSION OF THE SERVICE
    1. Restriction or suspension of the Service. We reserve the right to restrict or suspend the provision of the Service if we believe that you are in breach of these Terms and Conditions and/or the applicable law. We also reserve the right to restrict or suspend the provision of the Service if we believe that you are acting inconsistently with the values of our Code of Conduct. Such a decision will be sent to you no later than the time when the restriction or suspension of the Service becomes effective, either through your User Account or to your Email (generally 15 days in advance). We may not provide justification for such restriction or suspension of the Service, particularly if we are able to demonstrate that there has been a repeated breach of these Terms and Conditions or the applicable law by you, which has led to the termination of the Service.
    2. Exceptions to the notification requirement. You hereby acknowledge that we are not required to give you at least fifteen (15) days’ notice of any decision to restrict or suspend the Service if:
      1. we are subject to a legal or regulatory obligation that requires us to terminate the provision of Services to a Business User in a manner that does not allow us to comply with the notice period;
      2. we exercise our right to terminate the Services for good cause in accordance with applicable law; or
      3. we are able to prove that there has been a repeated breach of these Terms and Conditions or the applicable law by you, resulting in the termination of the Service.
    3. Termination of the Service. We reserve the right to make the Service permanently unavailable at any time. In that case, we are obliged to notify you of our decision, together with the reasons for it, at least thirty (30) days before the termination decision takes effect. In such a case, we will send you a notification either through your User Account or to your Email.
  18. TERM AND OPTIONS OF TERMINATION OF THE CONTRACTUAL RELATIONSHIP
    1. Term of the contractual relationship. This contractual relationship is established for an indefinite period of time as at the moment of your registration for the Service.
    2. Termination by the User. You have the right to unilaterally terminate the contractual relationship under these Terms and Conditions without giving any reason, whereby we will deactivate your User Account upon your request. The contractual relationship under these Terms and Conditions shall be deemed terminated as of the last day of the Billing Period in which the User Account was deactivated.
    3. Termination by Ecomail. We have the right to unilaterally terminate the contractual relationship under these Terms and Conditions without giving any reason, either by written notice sent to your Email provided in your User Account or by deactivating your User Account. We will inform you of the deactivation of the User Account via your Email specified in your User Account no later than on the day of such deactivation. The contractual relationship under these Terms and Conditions shall be deemed terminated as of the last day of the Billing Period in which notice of termination is delivered to the User or in which the relevant User Account is deactivated.
    4. Fiction of termination of the contractual relationship. The contractual relationship under these Terms and Conditions shall be deemed terminated upon the expiration of 2 years from your last login to your User Account. In that case, we shall be entitled to delete your User Account, including your Database.
    5. Loss of ability to provide the Service. You hereby agree that in the event that, through no fault of our own, we lose the ability to provide the Service, i.e., for example, due to a change in legislation, the contractual relationship under these Terms and Conditions shall be deemed terminated at that time, and this shall not be deemed a breach of these Terms and Conditions.
    6. Material breach of the Terms and Conditions or applicable law. We shall have the right to restrict or not provide the Service and to block your User Account, including User Content, and to immediately terminate the contractual relationship under these Terms and Conditions upon discovery of a material breach of these Terms and Conditions or applicable law. In particular, the following shall be considered a material breach under the preceding sentence:
      1. such conduct that is capable of compromising in any way the software necessary to provide the Service;
      2. such conduct that attempts to circumvent the Price List (for example, splitting the Database to create multiple User Accounts operating within the free Contact Limit or splitting the Database to reduce the Contact Limit level);
      3. if you import a Database that contains more than 5 % of non-existent electronic contacts;
      4. if you use Personal Data of Customers that you have no lawful reason to process;
      5. if you disseminate commercial communications that are identified by Customers as Spam at a rate above 0.05 %;
      6. if you create a User Account that may be offensive or otherwise in violation of the moral or ethical guidelines set forth in our Code of Conduct;
      7. if you act in breach of these Terms and Conditions or applicable law;
      8. if you use the Service in a way that may harm us and/or if you even merely attempt to abuse, block, modify or otherwise alter any part of our Service;
      9. if you even merely attempt to obtain the login names and/or passwords of other Users of the Service;
      10. if you even merely attempt to use the Service or a User Account to share or exchange data via Peer To Mail technology (e.g., peer2mail, OpenP2M, etc.);
      11. if you even merely attempt to use, in the course of providing the Service, a Database within which you do not have the legal authority to process Customers’ Personal Data.
    7. Fee already paid and material breach of the Terms and Conditions. In the event of termination of the contractual relationship under these Terms and Conditions due to a material breach under the preceding paragraph, you shall not be entitled to a refund of a pro rata portion of the Fee already paid for use of the Service.
  19. PERSONAL DATA PROTECTION
    1. Data Processing Agreement. The protection of Personal Data is addressed in the Data Processing Agreement, which constitutes Annex 1 and an integral part of these Terms and Conditions.
    2. Privacy Policy. Ecomail’s protection of Personal Data is further described in the Privacy Policy.
  20. FINAL PROVISIONS
    1. Governing law. These Terms and Conditions shall be governed by the laws of the Czech Republic, excluding the conflict of laws rules of private international law.
    2. Amicable dispute settlement, jurisdiction. We shall always try to settle any dispute between us amicably. If an amicable solution cannot be reached, we will turn to the courts. We hereby agree that any disputes arising in connection with the use of the Service shall be considered by the court of competent subject-matter and territorial jurisdiction for the territory of the District Court of Prague 1 in the Czech Republic.
    3. Survival of the provisions after the termination of the contractual relationship under these Terms and Conditions. The rights and obligations set out in the provisions of Articles 2, 3, 12, 13 and paragraphs 5.5, 6.7, 10.5, 10.6, 18.7 shall survive the termination of the contractual relationship under these Terms and Conditions.
    4. Amendments to the Terms and Conditions. These Terms and Conditions may be unilaterally amended or cancelled by Ecomail in writing.
    5. Declaration regarding legal succession. The Parties declare and agree that the rights and obligations arising for them under these Terms and Conditions shall, in the event of their dissolution or any other legal event resulting in the transfer of rights and obligations, pass to their legal successors.
    6. Force and effect. These Terms and Conditions shall enter into force and take effect on 16 April 2024.

DATA PROCESSING AGREEMENT

ANNEX 1 TO THE TERMS AND CONDITIONS FOR USE OF ECOMAIL SERVICE

(hereinafter referred to as “Processing Agreement”) concluded between:

1. You, who have decided to use the Ecomail.cz service;

(hereinafter referred to as „Controller“ or “you”)

and

2. ECOMAIL.CZ, s.r.o., ID No.: 027 62 943, with its registered office at Na Zderaze 1275/15, 120 00 Prague 2, represented by Ing. Jakub Stupka, executive director, registered in the Commercial Register maintained by the Municipal Court in Prague, ID No. C 223183,

(hereinafter referred to as „Processor“, “**Ecomail.**cz”, or “we”)

(Processor and Controller hereinafter jointly referred to as „Parties“ and each individually as „Party“).

If you use the Ecomail.cz service (the "Service"), then Ecomail.cz will be the processor of the Personal Data you entrust to us. The Service is provided on the basis of the Terms and conditions for use of Ecomail service (the "Terms"). By entering into the Agreement, you confirm that you have read and agree to the Processing Agreement and it is legally binding on you. This Processing Agreement applies to all users who access or use the Service.

Please read this Processing Agreement carefully, as it sets out the terms and conditions for processing Personal Data under which the Service is provided. If you have any questions regarding the processing of Personal Data, you may contact us at any time at support@ecomail.app.

The Parties process Personal Data in connection with the Agreement in accordance with the law, in particular in accordance with Regulation (EU) 2016/679 of the European Parliament and of the Council ("GDPR"). Under the GDPR, the Parties must set out the processing rules in writing, which they do by this Processing Agreement.

  1. INTRODUCTION AND BRIEF OVERVIEW OF THE CONTENT OF THE AGREEMENT
    1. Subject and purpose of the Processing Agreement. By entering into this Processing Agreement, you, as the Controller, authorize the Processor to process Personal Data for you in connection with the provision of the Service. The purpose is to ensure the protection of Personal Data to the extent required by law. The extent of the Personal Data to be processed can be found in Annex A of this Processing Agreement.
    2. Ecomail.cz Service. Ecomail.cz Service consists mainly of providing electronic tools for creating, conducting, sending and managing marketing campaigns, as well as for monitoring and recording the results of marketing campaigns, as further defined in the Terms.
    3. What the position of Processor and Controller means. When using the Service, you provide us with Personal Data of which you are the Controller, which we then process under your instructions and to the extent you choose. When processing Personal Data, you are in the position of a Data Controller pursuant to Article 4(7) GDPR and Ecomail.cz is in the position of a Processor pursuant to Article 4(8) GDPR.
    4. Written form. Pursuant to Article 28 GDPR, the Parties regulate the processing rules in writing in this Processing Agreement.
    5. Definitions. The definitions in the Terms shall have the same meaning in this Processing Agreement.
    6. Duration of the Terms. This Processing Agreement is concluded for the duration of the Agreement in accordance with the Terms.
    7. Time of conclusion and termination of the Processing Agreement. The Processing Agreement is concluded at the moment of completion of registration for the purpose of using the Service (conclusion of the Agreement). Termination of the Processing Agreement is possible under the same conditions as termination of the use of the Service according to the Terms.
    8. Effects of termination. Termination of this Processing Agreement shall also result in the termination of the contractual relationship in the areas covered by this Processing Agreement, unless the Parties agree otherwise. Termination of the Terms shall also terminate this Processing Agreement. However, the termination of this Processing Agreement does not affect the obligations of the Processor to transfer (return) Personal Data to the Controller or to dispose of it and to maintain the confidentiality of the information.
  2. JOINT OBLIGATIONS OF THE CONTROLLER AND PROCESSOR
    1. Legality of processing. The Controller and the Processor undertake to comply with the regulations governing the protection of Personal Data.
    2. Cooperation. The Controller and the Processor undertake to assist each other to the extent necessary and reasonable in the performance of their obligations in the processing of Personal Data arising from their contracts and legal provisions, in particular in connection with responses to the exercise of the rights of data subjects, security incidents, as well as the preparation of impact assessments and dealings with supervisory authorities. The Parties undertake to provide the necessary documentation for the processing of requests relating to the processing of Personal Data pursuant to the Terms . The Party shall provide such documentation without undue delay and at the latest within 10 working days of receipt of the request for assistance by the other Party.
    3. Incident. A Party shall notify the other Party that it has become aware of a security breach within 48 hours of becoming aware of the breach. Breach shall be understood as any breach of security of Personal Data that may potentially lead to the accidental or unlawful destruction, alteration or unauthorised disclosure or access to Personal Data processed under the Agreement as amended by the Terms.
  3. RIGHTS AND OBLIGATIONS OF THE PROCESSOR
    1. Restriction of access. The Processor shall ensure that access to Personal Data is limited to (a) employees who process Personal Data as part of their job description, and (b) persons who cooperate with the Processor and may process Personal Data for the Processor as part of that cooperation, in accordance with the terms of this Processing Agreement and for the purpose of providing the Services under the Agreement as amended by the Terms. Unless such persons are subject to a legal obligation of confidentiality, the Processor shall ensure their contractual confidentiality.
    2. Commitment of the Processor regarding the measures taken. The Processor has adopted and undertakes to maintain throughout the duration of this Processing Agreement appropriate technical and organizational measures in accordance with the GDPR rules applicable to the Processor. An overview of the measures taken can be found in Annex B of this Processing Agreement.
    3. Obligations of the Processor. The Processor undertakes to:
      1. when processing Personal Data, comply with all obligations arising for the processor of personal data from the relevant legislation;
      2. process Personal Data solely on the basis of the instructions of the Controller made pursuant to this Processing Agreement, including with respect to the transfer of Personal Data to a third country or an international organization;
      3. notify the Controller without undue delay where an inspection or other administrative proceeding is initiated by the Personal Data Protection Authority or any other administrative authority in relation to the processing of personal data by the Processor and provide the Controller with all information about the progress and results of such inspection or the progress and results of such proceeding;
      4. assist the Controller in ensuring compliance with the Controller's obligations relating to the security of Personal Data under Articles 32 to 36 of the GDPR, taking into account the nature of the processing to be carried out by the Processor;
      5. to allow the Controller to conduct internal audits, including inspections, by the Controller or any other auditor appointed by the Controller, provided that the Controller is notified of such audits one month prior to their conduct; the Processor may object to any auditor appointed by the Controller if the auditor is not independent of, in competition with, or similarly situated to the Processor. Upon objection by the Processor, the Controller shall be obliged to appoint another auditor;
      6. notify the Controller of any Personal Data breach of which it becomes aware without undue delay, and no later than 48 hours after becoming aware of the breach. The minimum scope of such notification is set out in Article 33(3) of the GDPR;
      7. keep a record of any Personal Data breaches and the corrective measures taken to ensure an adequate level of security of processing. The Processor shall provide the Controller with all necessary cooperation related to the investigation of the breach and the fulfillment of the Controller's obligations under Articles 33 to 34 of the GDPR;
      8. assist the Controller in documenting processes or documents that demonstrate the Controller's compliance with the GDPR.
    4. Reimbursement of costs. The Parties agree that the Processor shall be entitled to reimbursement from the Controller for reasonable costs associated with providing assistance.
    5. Confidentiality of the Processor. The Processor undertakes to observe the obligation of confidentiality of all Personal Data transmitted by the Controller, and shall keep it secret, not disclose it, not make it available to a third party, neither as a whole nor in part, unless it is to be transmitted on the basis of an instruction from the Controller, or if required by law.
    6. Trade secret. All information and documents disclosed by the Processor to the Controller in connection with an audit or inspection shall form part of the Processor's trade secrets and, unless otherwise specified, shall be subject to the confidentiality requirements of this Processing Agreement. Such information and documents may only be disclosed to an authorized supervisory authority.
    7. Legality of processing. The obligations of the Processor regarding the protection of Personal Data shall be fulfilled by the Processor for the entire term of the Contract, unless the provisions of the Contract, this Processing Agreement or the relevant legislation imply that they should continue after the termination of the Contract.
    8. Processors involved and involvement of a new processor. The Processor has involved in the processing of Personal Data the following subprocessors:
      Amazon Web Services EMEA SARL, Czech Branch (AWS - cloud and storage services), organisational branch, ID No.: 09049266, with its registered office at Sokolovská 689/115, Karlín, 186 00 Praha 8,
      Amazon Web Services EMEA SARL, 1855 Luxembourg, 38, avenue John F. Kennedy, Grand Duchy of Luxembourg, Registration number: B186284
      Google Ireland Ltd., Registration number: 368047 registered office at: Gordon House, Barrow Street, Dublin 4, Ireland (Postal Code D04 E5W5),
      MessageBird B.V., Registered office at: Trompenburgstraat 2C, (1079 TX) Amsterdam, Registration number of the Trade Register of the Dutch Chamber of Commerce: 51874474
      Twilio Ireland Limited, Registration number: 557454, registered office at: 3 Dublin Landings, North Wall Quay, Dublin 1, Ireland
      CyberPanda, s.r.o. (Email list verify), Identification number: 52441121 registered office at: Obchodná 507/2 Bratislava – mestská časť Staré Mesto 811 06
      Recombee s.r.o., Identification number: 04650131 registered office at: Rybná 716/24, Staré Město, 110 00 Prague 1
      ZooControl s.r.o. (Go Sms), Identification number: 05766656 registered office at: Planá 67, 370 01 České Budějovice
      If the Processor is going to engage other subprocessors, it will inform the Controller before such change via email or directly in the Application. If the Controller does not agree with the involvement of a new subprocessor, it may object within 5 days of receiving the Processor's notification. Filing an objection and thus not involving the new subprocessor may result in the impossibility of using the Service.
      1. Programmers and other professionals of the Processor. The Controller expressly agrees to the involvement of other subprocessors - programmers and other specialists (entrepreneurs) of the Processor, who provide services to the Processor on the basis of a cooperation agreement.
      2. Obligation of the Processor in case of termination of cooperation. The Processor undertakes to delete all Personal Data in the event of termination of the provision of the Services and to return it, including all copies, at the request of the Controller, unless EU or Czech law requires its retention. In such a case, the Personal Data will be returned within three months of receipt of the Controller's request via a secure storage facility specified by the Controller in its request and made accessible to the Processor. If, after three years from the end of the cooperation, the Controller has not instructed the Personal Data to be transferred, the Processor shall notify the Processor of the possibility of returning the data. If the Controller does not instruct the Controller to transfer the data within one month of the notification, the Personal Data will be deleted in order to comply with the legal obligations.
      3. Returning the data. The Controller may request the Processor to send the backed-up data according to the Terms, no later than 2 months after the deletion of the User Account. After this period, the Controller's data is irretrievably deleted.
  4. FINAL PROVISIONS
    1. Governing law. For matters not specifically covered in this Processing Agreement, generally binding legal regulations shall apply. The Processing Agreement shall be governed by and interpreted in accordance with the laws of the Czech Republic, in particular Act No. 89/2012 Coll., the Civil Code, as amended. The Parties agree that commercial custom shall not prevail over any provisions of law, even those that are not coercive.
    2. Force majeure. The Processor shall not be liable for situations in which it was unable to fulfill its obligation under the Processing Agreement due to an event referred to as force majeure (e.g. war, riots, terrorism, riots, strikes, fires, epidemics or natural disasters).
    3. Communication of the Parties. The Parties agree that their communications regarding the Processing Agreement (including notification of a security incident) will be conducted via email addresses:
      1. Controller: the email address used by the Controller for registration for the Service;
      2. Processor: support@ecomail.app;
    4. Prohibition of assignment. Neither Party may assign or transfer in any manner the rights and obligations under or related to this Processing Agreement without the prior written consent of the other Party.
    5. Updates and changes. The Processor reserves the right to modify or update this Processing Agreement. If we make any changes that alter the rights and obligations under the Processing Agreement, you will be notified in a timely manner via an email that we will send to you. If you continue to use the Service, you agree to the updated version of the Processing Agreement. If you do not agree to the changes, please stop using the Service.
    6. Effectiveness. This Processing Agreement is effective as of 16 April 2024.
    7. Annexes. The following annexes are part of the Processing Agreement:
  • Annex A: The nature, extent,, duration and purpose of the processing of Personal Data,
  • Annex B: Technical and organizational measures,
  • Annex C: List of processors

ANNEX A

TO THE PROCESSING AGREEMENT

THE NATURE, EXTENT, DURATION AND PURPOSE OF THE PROCESSING OF PERSONAL DATA

Nature of processing. Personal data is processed automatically through the Processor's systems used by the Processor to provide the Service.

Purpose. The purpose of the processing is to enable the Controller to use the Service (performance of the Contract).

Legal title of the processing. The legal basis for the processing of Personal Data as part of the provision of the Service is the performance of the Agreement (as amended by the Terms).

Extent of the processing: Depending on how the Controller uses the Service, the following Personal Data may be processed in connection with the provision of the Service:

  • Contact details: Name, surname, email, telephone number, address, date of birth, academic degree, identification number, registered office;
  • IP address, gender, purchase history, Subscriber activity on the User's website (web tracking, click rate, open rate, emails delivered, unsubscribed users, spam complaints, browser type, mailbox type);
  • Additional Personal Data, processed solely on the instructions of the Controller, which the Controller considers necessary for the fulfillment of the purpose of the Agreement or other data attributable to the data subjects.

Special Categories of Personal Data. The Controller undertakes not to disclose to the Processor any Personal Data that falls within a special category of Personal Data within the meaning of Article 9 of the GDPR. Special categories of Personal Data may only be processed with the express prior agreement of the Processor. What are special categories of Personal Data? This is Personal Data that reveals a person's racial or ethnic origin, political opinions, religious or philosophical beliefs, trade union membership, health, or sex life or sexual orientation. Genetic and biometric data are also considered to be a special category of data when they are processed for the purpose of uniquely identifying a natural person.

Data Subject. Generally, this includes Personal Data of the Controller's customers or clients, the Controller's employees and other cooperating persons, including suppliers, users of the Controller's website, business partners or their employees or representatives.

Duration of the processing. Personal data shall be processed for the period of time for which the Parties are bound by the Contract as amended by the Terms, unless the agreement of the Parties or a legal regulation provides for a longer period of time.

ANNEX B

TO THE PROCESSING AGREEMENT

TECHNICAL AND ORGANIZATIONAL MEASURES

Technical measures. Security is very important to us and we are constantly working to ensure that your Personal Data is protected. When choosing appropriate measures, we take into account the extent of processing, the risk involved in the processing, or the state of our technology.

  • we regularly back up data;
  • we update our antivirus software systems;
  • we encrypt data using SSL/TLS („secure sockets layer / transport layer security“) for all data transmissions;
  • we use secure https protocol;
  • our server data is encrypted;
  • we develop our technology with privacy by design in mind;
  • access passwords to information systems (where Personal Data will be processed) and access permissions are controlled at the individual level.

Organizational measures. We have adopted and are committed to the following measures:

  • our employees and our service providers are bound by confidentiality;
  • our employees are properly trained and also receive further regular training on GDPR and are familiar with the rules of safe working on work equipment;
  • in case of API key retention, we remove authorization data;
  • access to all systems including the IT system is personalized and covered by secure passwords;
  • Passwords in the operational environment are stored in a separate location (safe store), where logs are logged, so that we can control employee access to individual Users' Personal Data.

ANNEX C

TO THE PROCESSING AGREEMENT

LIST OF PROCESSORS

ProcessorAddressID No. /Reg. No.Type of serviceCountries of stored dataTransfer of data outside the EU (Article 44 GDPR) and reason for processingData processingFramework US/EU
Amazon Web Services EMEA SARL, Czech BranchSokolovská 689/115, Karlín, 186 00 Praha 8, Amazon Web Services EMEA SARL, 1855 Luxembourg, 38, avenue John F. Kennedy, Grand Duchy of LuxembourgID No.: 09049266Web serviceEU and outside EU (USA)The data is stored in the EU, may be sent to the US based on the US/EU Framework and is not processed by Amazon for its own purposes.DPA as part of the Service TermsYES
Google Ireland Ltd.Gordon House, Barrow Street, D04 E5W5, Dublin 4, IrelandReg. No.: B186284AdWords, Google AnalyticsEU and outside EU (USA)The data is stored in the EU, may be sent to the US based on the US/EU Framework and is not processed by Google for its own purposes.DPAYES
MessageBird B.V.Trompenburgstraat 2C, (1079 TX) AmsterdamReg. č.: 51874474CRM for emailsEU and outside EU (USA)The data is stored in the EU, may be sent to the US based on the US/EU Framework and is not processed by MessageBird for its own purposes.DPAYES
Twilio Ireland Limited3 Dublin Landings, North Wall Quay, Dublin 1, IrelandReg. No.: 557454Innovation in customer engagementEU and outside EU (UK and USA)Data is stored in the EU and is also transferred to the UK based on the EU Standard Contractual Clauses (Executive Regulation of the EU Commission 2021/914) and the UK International Data Transfer Agreement (Version B1.0 dated 21/03/2022), data to the USA is sent based on the Framework US/EU Data is not processed for Twilio purposes.DPAYES
CyberPanda.com, s.r.o. (služba emaillistverify)Obchodná 507/2 Bratislava – mestská časť Staré Mesto 811 06ID No.: 52441121Email address verificationEUThe data is stored in the EU and is not processed by CyberPanda for its own purposes.DPANO
Recombee s.r.o.Rybná 716/24, Staré Město, 110 00 Prague 1ID No.: 04650131User’s solution in the applicationEUThe data is stored in the EU and is not processed by Recombee for its own purposes.DPANO
ZooControl s.r.o.Planá 67, 370 01 České BudějoviceID No.: 05766656Software solutions for e-mailingEU and outside EU (USA)The data is stored in the EU and is also sent to the USA, based on the European Commission’s determination of secure third countries for sending data. The data is not processed by ZooControl for its own purposes.Privacy Policy and DPANO
Terms and conditions for use of Ecomail service valid until 15 July 2024