Terms Of Service

This Terms of Service Agreement ("Agreement") constitutes a binding legal contract between SchulkinsTech and the individual or entity accepting these terms ("Customer", "You", or "you"). By utilizing or accessing any portion of SmartMailerAI (the "Service"), you acknowledge and confirm your understanding of, and your agreement to adhere to, all provisions outlined in this Agreement. Should you disagree with any part of these terms, you are prohibited from using or accessing the Service. Usage of the Service is restricted to individuals who are at least 18 years old and possess the legal capacity to enter into a binding agreement with SchulkinsTech. In cases where you are accepting these terms on behalf of an organization, you affirm that you possess the necessary authority to legally bind said organization to this Agreement. Additionally, these terms apply to any free trial period offered for the Service.

Description Of Service

SmartMailerAI is a software solution designed to enhance email communication by incorporating artificial intelligence to personalize messages and send them in bulk. This distribution is typically facilitated through our add-on for Google Workspaces in the Sheets and Gmail apps. It utilizes the Gmail API for email dispatch. Access to and use of SmartMailerAI are governed by these Terms and are intended for personal, professional, or business-related activities. Users may access the Service through any internet browser compatible with SmartMailerAI. Utilizing the Service necessitates a Google account for entry into the Service's add-on and a data source to store the information the Service will process. It is important to understand and accept that you are entirely responsible for securing internet connectivity and all necessary hardware to employ the Service, properly setting up your Google account, and establishing and overseeing the data source and its contents. All costs related to these requirements are your responsibility.

Alterations

Regarding these Terms: SchulkinsTech retains the authority to modify the Terms of Service as necessary, with notifications of such changes being issued either through electronic mail or by posting the updates on the website at https://smartmailerai.com/tos.html. Should alterations to the Terms significantly impact your usage rights of the Service, you have the option to discontinue your use. However, your ongoing usage following any updates signifies your acceptance of these changes. The latest version of the Terms of Service can always be reviewed at the aforementioned website.

Pertaining to the Service: SchulkinsTech may periodically implement changes to the Service. You will be informed of any significant alterations or enhancements. Subsequent updates, enhancements, new functionalities, and the introduction of additional tools and resources will adhere to the established Terms and may necessitate your acceptance of further terms and conditions.

Access and Use of the Service

Access to the Service: Access to the Service is restricted to the Customer and their designated end users ("Users") to whom the Customer provides access. Upon installing the Service, the Customer must configure the necessary datasource(s) that hold the data SmartMailerAI will process for email campaign purposes.

License to Customer: Subject to the Customer’s adherence to these Terms and the Google Cloud Platform Acceptable Use Policy (available at https://cloud.google.com/terms/aup), and contingent upon the payment of all relevant fees, SchulkinsTech grants the Customer a limited, revocable, non-transferable, and non-exclusive license to access and use the Service. This license is solely for the Customer’s own purposes and does not allow for sublicensing.

Customer Responsibility: The Customer is wholly responsible and liable for the actions and omissions of the Users who have been granted access to the Service. The Customer agrees to indemnify SchulkinsTech against all claims and losses that arise from any actions or omissions by these Users. Account Termination: SchulkinsTech reserves the right to terminate accounts that remain unpaid. Should such a situation arise, SchulkinsTech will notify the Customer in advance via email.

Restrictions on Use

Usage Restrictions on SmartMailerAI: In compliance with all terms and conditions outlined, you are prohibited from the following actions and you shall not allow others to:

1. Copy, alter, adapt, translate, or create derivative works from the Service.

2. Reverse engineer, decompile, disassemble, or seek to uncover the Service's source code.

3. Rent, lease, sell, assign, or transfer rights to the Service.

4. Remove or alter any proprietary notices or labels on the Service.

5. Employ, distribute, or introduce software, devices, or other methods that interfere with the Service’s operations.

6. Use the Service for spamming, unlawful activities, or unauthorized commercial practices.

7. Use the Service in any manner that violates applicable laws, including but not limited to copyright laws.

8. Store or process any content through the Service that is governed by the International Traffic in Arms Regulations.

9. This enumeration of restrictions is illustrative and not exhaustive. Should you use the Service to handle Protected Health Information ("PHI") as defined under the Health Insurance Portability and Accountability Act ("HIPAA"), you are responsible for entering into a Business Associate Agreement with both Google regarding your PHI stored on Google’s services, and with SchulkinsTech concerning your PHI stored within the Service.

10. Access Termination and Legal Compliance: SchulkinsTech reserves the right to terminate or suspend your access to the Service at any time, with or without notice, for any or no reason, particularly for conduct that SchulkinsTech deems inappropriate or disruptive. Google may also suspend your Google Apps account for violations of its Acceptable Use Policy, which could impact the Google network or disrupt other users.

Law Enforcement and Legal Actions: SchulkinsTech may disclose any activities that may be deemed illegal to law enforcement authorities and will cooperate with law enforcement agencies in any investigation of alleged illegal activity on the Service or on the internet. Unauthorized use of materials on the Service that are trademarked, copyrighted, or patented may violate laws and regulations.

Indemnification: You agree to indemnify and hold harmless SchulkinsTech and its affiliates, directors, officers, employees, agents, and partners from any claims, damages, liabilities, costs, and expenses (including legal fees) arising from or related to your use of the Service or any breach by you of these terms. This includes any third-party claims that your usage of the Service or usage by anyone using your account infringes any law or third-party rights.

Suspension

SchulkinsTech retains the authority to suspend or terminate the Customer's access to the Service, with or without prior notice, should SchulkinsTech find it necessary based on the following conditions:

(a) If there are indications of a security threat to the Service, such as a denial of service attack, or any other incident that might compromise the safety of the Service, SchulkinsTech, the Customer, or other users;

(b) If the use of the Service by the Customer or its users disrupts or jeopardizes the security of the Service, poses a risk to SchulkinsTech's systems, or potentially exposes SchulkinsTech or any third party to liability;

(d) In accordance with relevant laws, if the Customer has stopped conducting business in the usual manner, has transferred assets for creditor benefit, or finds itself the subject of bankruptcy, reorganization, dissolution, or similar legal proceedings;

(e) If the Customer or any user violates this Agreement through improper use of the Service or other SchulkinsTech property;

(f) If the Customer fails to meet its payment obligations as specified (collectively referred to as "Service Suspensions").

Whenever feasible, and depending on the circumstances, SchulkinsTech will endeavor to notify the Customer in writing of any Service Suspension. SchulkinsTech will also aim to provide updates concerning the restoration of access to the Service after any Service Suspension.

Fees, Subscription Term, Termination and Refund

1. Fees: The Customer agrees to pay the subscription fees for their and their Users' use of the Service. These fees are due periodically as agreed upon with SchulkinsTech during the registration process. All fees and charges are payable in advance and are non-refundable, including for unused subscription periods or following termination or cancellation, unless explicitly stated otherwise at the time of purchase.

2. Subscription Term: These Terms remain effective until your subscription expires, is terminated, or is renewed, whichever occurs first.

3. Termination: You may terminate your subscription at your convenience at any time during the term. However, if you terminate for convenience before the end of the term, all fees associated with your subscription are still due and no refunds of prepaid fees will be provided.

4. Refund: Due to the nature of the Service, refunds or credits are not generally offered on purchased subscriptions unless required by consumer law. Common situations where refunds are not provided include:

a. Change of mind about the Service

b. No longer needing the Service

c. Accidental purchase

d. Lack of expertise to use the Service

e. Requests made as a gesture of goodwill

f. Forgetting to cancel auto-renewal

g. Service not meeting expectations

This list is illustrative and not exhaustive; SchulkinsTech reserves the right to deny refund requests under other circumstances and will evaluate refund requests on a case-by-case basis. Refunds, if issued, will typically be processed in the same form as the original payment. All refund requests must be submitted in writing to support.

5. Non-Payment: In the event of non-payment for any reason, including the failure to charge your designated payment method, or any breach of these Terms, SchulkinsTech reserves the right to suspend access to the Service for both the Customer and Users immediately and without liability. If you purchase a license from SchulkinsTech, you authorize SchulkinsTech to bill you for fees, applicable taxes, and other incurred charges. If you cancel your account, you are not entitled to any refund.

6. Future Functionality: The Customer acknowledges that their purchase is not contingent upon the delivery of any future software features or functionality, nor dependent on any statements made by SchulkinsTech, whether written or oral, regarding future features or functionality.

Free Trial

If you sign up for a free trial, we will provide the Service to you at no cost until either (a) the free trial period for which you registered expires, or (b) you begin a paid subscription for the Service. Please be aware that any data you input into our systems, any customizations made to the Service on your behalf, and any content you control or possess during the free trial may be permanently lost or deleted unless you purchase a subscription to the same services covered by the free trial before the free trial period ends. SchulkinsTech will not be liable for any loss or damage resulting from your participation in the free trial offer. SmartMailerAI is constructed in a way that retains the majority of your data with your Google account and makes great effort to not store your data on SchulkinsTech systems. However this is purely an informational statement and may not apply to all data associated with your account.

Intellectual Property

The Customer acknowledges and agrees that, except for the limited rights explicitly granted through these Terms, SchulkinsTech or its licensors retain all rights, title, and interest in and to the Service, including but not limited to all Intellectual Property Rights or other proprietary rights that exist within the Service ("Our Technology"). Under these Terms, "Intellectual Property Rights" include, globally, all known or future rights related to works of authorship such as copyrights and moral rights, rights in trademarks and trade names, trade secrets, patents, and other industrial property rights, along with any registrations, renewals, extensions, or any other legal protections applicable to the aforementioned rights.

Our Technology is strictly prohibited from being copied, altered, reproduced, republished, uploaded, transmitted, sold, or redistributed without our express prior written consent and that of our relevant licensors. You must comply with all copyright notices, information, and restrictions associated with Our Technology. These Terms do not grant you any rights to receive a copy of Our Technology or to access Our Technology beyond what is typically allowed through the Service as per these Terms. Additionally, these Terms do not imply any license to Our Technology under any circumstances, including by implication, estoppel, or otherwise.

Various names, logos, and other materials displayed in the Service are trademarks, trade names, service marks, or logos ("Marks") of SchulkinsTech or third parties. You do not have permission to use any such Marks, and the ownership of all such Marks and the associated goodwill remains with SchulkinsTech or those respective entities. Moreover, any use of third-party software provided in connection with the Service is governed by the third parties' licenses, not by these Terms. Examples of third-party software for these Terms include Stripe and PayPal.

Additionally, any feedback, comments, ideas, or reports about the Service that you provide to us, whether delivered in writing or electronically ("Feedback"), will be treated as our proprietary and confidential information. You irrevocably assign to us all intellectual property rights and any other rights in or related to such Feedback, along with any claims you may hold regarding such Feedback.

Ownership & Privacy

Between You and SchulkinsTech, you retain all rights, title, and interest in any data, files, attachments, text, images, personally identifiable information, and other content that you or your users upload or submit to the Service (hereafter referred to as "Your Content"). You are prohibited from uploading, posting, or otherwise distributing via the Service any material that is protected by copyright, trademark, or any other proprietary right without explicit permission from the rights owner, and it is your responsibility to verify that any content is not protected by such rights. You are solely responsible for ensuring the accuracy, quality, integrity, legality, reliability, appropriateness, and rights or license to use all of Your Content. You affirm and guarantee that you possess all necessary rights, permissions, and consents to (a) make Your Content available through the Service, and (b) permit SchulkinsTech to utilize Your Content as described in these Terms. You agree that SchulkinsTech may employ Your Content to operate the Service and enable its functionalities, such as allowing it to be viewed, downloaded, and modified by other users who have access to Your Content. You grant SchulkinsTech a non-exclusive, perpetual, royalty-free, global license (with the right to sublicense) to access, use, and disclose Your Content solely to the extent necessary to provide the Service. You acknowledge that SchulkinsTech cannot control the sharing permissions of Customer's Google Drive files or other materials stored in Google Drive, and SchulkinsTech is not liable for any harm resulting from your management of access permissions. Notwithstanding any terms of a separate nondisclosure agreement between you and SchulkinsTech, SchulkinsTech may distribute and disclose Your Content to (a) your Users, and (b) SchulkinsTech's service providers who are involved in delivering the Service. SchulkinsTech's handling of personally identifiable information provided through the Service is regulated by our Privacy Policy and our Data Processing Agreement, which align with applicable laws, including the European General Data Protection Regulation 2016/679 (GDPR). By using the Service, you accept the terms of our Privacy Policy, which is available for review at SchulkinsTech’s website. Furthermore, if you elect to become a paying customer of the Service, you consent to SchulkinsTech using your name and logo to identify you as a SchulkinsTech customer in its promotional materials, presentations, and proposals to other potential and current customers.

Content Privacy & Data security

SmartMailerAI requires permission to access the entire contents of users' Gmail inboxes due to the limitations of the Apps Script development framework, which does not offer a more restricted scope of access. This broad access is necessary to enable functionalities that users initiate themselves. Importantly, the text of users’ emails is never transmitted to any third-party services without the users' explicit control or awareness. From a privacy standpoint, all personally identifiable information stored in files used with this tool remains under the exclusive control of the users. We do not store any personally identifiable information in third-party databases or file repositories unless explicitly indicated otherwise.

Confidentiality

"Confidential Information" refers to all non-public information shared in written, oral, or visual form by one party (the "disclosing party") to the other (the "receiving party"). This may include, but is not limited to, details about services, pricing, computer programs, source code, employee and consultant expertise, know-how, and other technical, business, financial, and product development data. Confidential Information does not cover any information that the receiving party can show through written records: (1) was already known to them under no confidentiality obligation before receiving it from the disclosing party; (2) has entered the public domain through no fault of the receiving party; (3) was received rightfully from a third party who had no confidentiality obligation; or (4) was independently developed by the receiving party without using the disclosed Confidential Information. Neither party will use the Confidential Information of the other except as explicitly allowed under this Agreement or with the disclosing party's written consent. The receiving party must protect the disclosing party's Confidential Information with the same level of care as it protects its own similar information, but at no less than a reasonable level of care. The receiving party may not disclose the disclosing party’s Confidential Information to any third party, except to its employees and contractors who: (i) have signed a confidentiality agreement that includes use and non-disclosure provisions at least as protective as those in this Agreement, and (ii) require access to the Confidential Information solely to meet the receiving party's obligations or exercise its rights under this Agreement. However, these restrictions do not prevent the receiving party from disclosing the disclosing party's Confidential Information if: (1) required by a court order, legal process, or governmental requirement, provided the receiving party gives the disclosing party reasonable notice before making such a disclosure; and (2) it is shared on a confidential basis with its legal or financial advisors.

Warranty Disclaimer

THE SERVICE IS PROVIDED "AS IS" AND WITHOUT ANY KIND OF WARRANTY, WHETHER EXPRESS OR IMPLIED. THIS INCLUDES, BUT IS NOT LIMITED TO, IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. SchulkinsTech DOES NOT GUARANTEE THAT (I) THE SERVICE WILL BE FREE FROM VIRUSES OR OTHER DAMAGING COMPONENTS; (II) THE SERVICE WILL OPERATE WITHOUT INTERRUPTIONS OR ERRORS, INCLUDING THOSE THAT MAY OCCUR DURING ROUTINE MAINTENANCE; (III) ANY INFORMATION OR ADVICE OBTAINED THROUGH THE SERVICE WILL BE COMPLETE OR ACCURATE; OR (IV) THE SERVICE WILL FULFILL YOUR NEEDS OR EXPECTATIONS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

Limitation of Liability

SchulkinsTech SHALL NOT BE HELD LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, OR PUNITIVE DAMAGES, OR ANY OTHER LOSSES OR DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, LOSS OF DATA, PROFITS, BUSINESS INTERRUPTION, COMPUTER FAILURE, OR LOSS OF BUSINESS INFORMATION) THAT ARISE FROM OR ARE RELATED TO YOUR USE OF, OR INABILITY TO USE, THE SERVICE, EVEN IF SchulkinsTech HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR ONLY REMEDY AGAINST SchulkinsTech FOR ANY DISPUTES ARISING OUT OF OR RELATED TO THE SERVICE IS TO TERMINATE YOUR USE OF THAT SERVICE. THE MAXIMUM LIABILITY OF SchulkinsTech TO YOU FOR ANY SERVICE, WHETHER DIRECT OR INDIRECT, SHALL NOT EXCEED THE AMOUNT YOU PAID FOR THE SERVICE IN THE TWELVE (12) MONTHS PRIOR TO THE INCIDENT THAT GAVE RISE TO THE LIABILITY. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THESE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN THE EVENT OF A BREACH OF YOUR PERSONAL DATA RESULTING FROM A FAILURE BY A PAYMENT PROCESSOR, SchulkinsTech'S TOTAL LIABILITY TO YOU SHALL NOT EXCEED FIVE TIMES THE FEES PAID BY SchulkinsTech TO SUCH PAYMENT PROCESSOR FOR PROCESSING YOUR TRANSACTIONS DURING THE TWELVE (12) MONTHS PRIOR TO THE EVENT CAUSING THE LIABILITY. SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THESE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.

Other Terms

Except for obligations related to payments, neither party will be held accountable to the other or to any third party for not performing or for delays in performing their obligations under these Terms due to circumstances beyond their control, including but not limited to acts of God, governmental actions, fires, or floods. However, once these conditions have passed, the affected party is expected to promptly resume and complete their responsibilities under these Terms. These Terms and any disputes arising from or related to their interpretation, performance, or breach will be governed by the laws of the State of California. Both parties irrevocably agree to submit to the exclusive jurisdiction of the courts located in the State of California for any disputes under these Terms.