Datacrushers Terms of Service
Please read these Terms carefully. In order to use the Service you must agree to these Terms. By signing up for an account with us, or by using the Service, you’re agreeing to be bound by these Terms without modification. This is a legal agreement.
You cannot accept these Terms if: (a) you are not lawfully entitled to use the Service in the country in which you are located or reside or (b) if you are not of legal age to form a binding agreement with AbandonAid.
In order to use the Service, you must complete the registration process and provide true, complete, and up to date contact information. We rely on the information you provide us, and we decide who owns an account based on the contact information listed for that account. We will not arbitrate disputes over who owns an account.
You represent and warrant that you meet all the requirements listed above, and that you won’t use the Service in a way that violates any laws or regulations. We may refuse service, close accounts of any users, and change eligibility requirements at any time.
THE BASICS
- The Service
AbandonAid (the “Service”) is a service that integrates seamlessly with e-commerce sites, and presents targeted content to shoppers who have not completed online purchase transactions based on their browsing/shopping activity as well as other information populated into their basket.
- Who We Are
AbandonAid is owned and operated by AbandonAid Limited, a limited liability company incorporated in Israel (“AbandonAid,” “we,” or “us”). AbandonAid has employees, independent contractors, and representatives (“our Team”).
- Who You Are
As a customer of the Service or an authorized user of the Service on behalf of an entity that’s a customer of the Service, you’re a “Customer” according to this agreement (or “you”).
- These Terms
These Terms of Service (“Terms,” including our Privacy Policy, which is incorporated by reference into these Terms) set out the terms and conditions under which you’re entitled to use the Service. If you have any questions about these Terms, please don’t hesitate to contact us.
- Term
The Term begins when you sign up for AbandonAid and continues as long as you use the Service. Clicking the button to create your account means that you’ve officially “signed” the Terms. If you sign up for the Service on behalf of a company or other entity, you represent and warrant that you have the authority to accept these Terms on their behalf.
- Your Account and Password
You’re responsible for keeping your account name and password confidential. If you suspect that someone else knows your password, you’ll change it immediately. You’re also responsible for designating those individuals who are authorized to access your account, and you are liable for all activities conducted through any account you have access to, whether or not you authorized the use. You’ll immediately notify us if you suspect that your account is being used without your authorization. We’re not responsible for any losses due to stolen or hacked passwords. We don’t have access to your current password, and for security reasons, we may only reset your password. You agree that our responsibilities do not extend to the internal management or administration of the Services for you and that AbandonAid is merely a data-processor.
- Closing Your Account
You or AbandonAid may terminate this Agreement at any time and for any reason by giving notice to the other party. We may suspend or cancel our Service to you at any time, without cause. If we terminate your account without cause, we’ll refund any unused AbandonAid Credit that you’ve purchased, the amount of which we will determine based on how much AbandonAid Credit you purchased, and how much revenue you recovered.
We may suspend or cancel our Service to you at any time without refunding any money to you if (i) you violate these Terms, (ii) if we reasonably suspect you are using the Service fraudulently, or to break the law, or to infringe third party rights, (iii) you have subscribed to the Service through an unauthorized reseller, or (iv) we reasonably believe that we are required to do so to comply with any applicable laws or regulations.
Once terminated, we may permanently delete your account and all the data associated with it, including your emails from our Website. If you don’t log in to your account for 12 or more months, we may treat your account as “inactive” and permanently delete the account and all the data associated with it.
- Changes
We may change any of the Terms by posting revised Terms of Use on our Website or by sending an email to the last email address you gave us. You understand and agree that your use of the Service after the date of publication shall constitute your agreement to the updated Terms. We may also change the Website, the Service, or any features of the Service at any time. If you don’t agree with the amended Terms or with a change to the Service, you may terminate your relationship with us in accordance with paragraph 2 above.
PAYMENT
- Pay as You Go Plans
We currently offer simple pay as you go plans to use our Services, as we explain on the pricing page of our Website. We may change our pricing structure, the plans and the prices for each plan by posting revised prices on our Website. You understand and agree that your use of the Service after the date of publication shall constitute your agreement to the updated prices. If you don’t agree with the updated prices, you may terminate your relationship with us in accordance with paragraph 2 above.
- Inactive AbandonAid Credit
If you do not use the Service for a period of 180 days, any unused AbandonAid Credit will expire. AbandonAid Credit is not refundable.
- Purchasing AbandonAid Credit
You can buy pre-paid credit (“AbandonAid Credit”) using any payment method made available to you by AbandonAid from time to time. The AbandonAid Credit that you purchase will be credited to your Account at the time of purchase. Once you’ve reached the amount of recovered revenue covered by your AbandonAid Credit, you’ll need to buy more AbandonAid Credit in order to continue to use the Service, which you can set up automatically using our Auto-Reload feature (enabled by default – see below) or if you’ve disabled this feature, by purchasing additional AbandonAid Credit manually via the Website.
- Auto-Reload
The Auto-Reload feature will be automatically enabled when you buy AbandonAid Credit, unless you notify us by email to [email protected] that you do not wish to enable this feature. Your AbandonAid Credit balance will be replenished with the same amount and by the same payment method chosen when you first sign up for Auto-Reload, unless you subsequently change the amount by accessing your Account. For example, if you purchase $500 of AbandonAid Credit with your credit card, the Auto-Reload amount charged to your credit card will also be $500 of AbandonAid Credit. In future the same amount will be charged to your credit card every time you reach the applicable amount of recovered revenue. If you do not want to enable Auto-Reload, please notify us as above.
- Credit Cards
As long as you have not opted out of Auto-Reload or have an outstanding balance with us, you’ll provide us with valid credit card information and authorize us to deduct the Auto-Reload amount against that credit card. You’ll replace the information for any credit card that expires with information for a different valid credit card. Anyone using a credit card represents and warrants that he or she is authorized to use that credit card, and that any and all charges may be billed to that credit card and won’t be rejected. If, for some reason, we’re unable to process your credit card order, we’ll try to contact you by email and suspend your account until your payment can be processed.
- Refunds
We’ll give you a refund any unused AbandonAid Credit (which we calculate as described in section 7 above) if we stop providing our Services to you for a reason that’s not set out in these Terms. You won’t be entitled to a refund from us under any other circumstances.
INFORMATION
- Proprietary Rights Owned by Us
AbandonAid retains all right, title, and interest in and to the Service, including without limitation all software used to provide the Service and all logos and trademarks reproduced through the Service, and this Agreement does not grant you any intellectual property rights in or to the Service or any of its components. You will not take any action to jeopardize, limit or interfere with our intellectual property rights in the Service or any of its components.
- Your Material
You represent and warrant that you either own or have all the necessary rights to use all of the material you publish through using the Service. You retain ownership of the materials you upload to the Service, but you agree that we may use or disclose your materials as we describe in these Terms and our Privacy Policy.
You are responsible for ensuring that you do not submit material that is (i) copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner (ii) a falsehood or misrepresentation (iii) offensive, unlawful, harmful to minors, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or that encourages conduct that would be considered a criminal offense, gives rise to civil liability, violates any law, or is otherwise objectionable; (iv) an advertisement or solicitation of business; or (v) impersonating another person. We reserve the right (but we are not obligated) to review any of your material in order to enforce these terms. We may also block, prevent delivery of or otherwise remove the content of communications as part of our effort to enforce these terms.
- Privacy Policy
We may use and disclose your information according to our Privacy Policy. Our Privacy Policy will be treated as part of these Terms.
- Right to Review Content
We may view, copy, and internally distribute content that you publish using the Service, or from your account to help us spot problem accounts and to find Customers who violate these Terms or applicable laws. We also study data internally to improve the Service and offer better experiences for Customers and their own customers.
RULES AND ABUSE
- General Rules
You promise to follow these rules:
(a) You won’t send Spam! By “spam,” we mean the definition on the Spamhaus website.
(b) You won’t use purchased, rented, or third-party lists of email addresses.
(c) You won’t decipher, decompile, disassemble, or reverse engineer any of the software that we use to provide the Service, or otherwise belongs to AbandonAid.
(d) Use any of the any of the software that we use to provide the Service, or otherwise belongs to AbandonAid, to create a competing product.
If you violate any of these rules, then we may suspend or terminate your account.
- Reporting Abuse
If you think anyone is violating any of these Terms, please notify us immediately. If you received spam you think came from an AbandonAid user, we want to hear about it. Please report it to us.
- Bandwidth Abuse/Throttling
You may only use our bandwidth for your AbandonAid emails. We provide image hosting only for the purpose of your use of the Service, so you may not host images on our servers for anything other than for that purpose (like a website). We may throttle your sending or connection through our API at our discretion.
- Compliance with Laws
You represent and warrant that your use of AbandonAid will comply with all applicable laws and regulations. You’re responsible for determining whether our Services are suitable for you to use in light of any regulations like HIPAA, GLB, EU Data Privacy Laws, or other laws. If you’re subject to regulations (like HIPAA) and you use our Service, then we won’t be liable if our Service doesn’t meet those requirements. If you’re located in the European Economic Area (EEA) or send to anyone in the EEA, you represent and warrant that in your use of the Service, and collecting information as a result of such use, you:
(a) Will clearly describe in writing how you plan to use any data collected, including for your use of AbandonAid. You’ll get express consent to transfer data to AbandonAid as part of this process, and you’ll otherwise comply with whatever privacy policy you have posted.
(b) Have complied, and will comply, with all regulations, as well as data protection, electronic communication, and privacy laws that apply to the countries where you’re sending any form of email through AbandonAid.
(c) Have collected, stored, used, and transferred all data relating to any individual in compliance with all data protection laws and regulations. You have the necessary permission to allow AbandonAid to receive and process data and send communications to that individual on your behalf.
(d) Agree to indemnify and hold us harmless from any losses, including attorney fees, that result from your breach of any part of these warranties.
- Export Controls
The software comprising the Service may be subject to international rules that govern the export of software. You shall comply with all applicable international and national laws that apply to the Software as well as end-user, end-use, destination restrictions issued by national governments or similar bodies, and restrictions on embargoed nations.
LIABILITY
- Limitation of Liability
To the maximum extent permitted by law, you assume full responsibility for any loss that results from your use of the Website and the Services, including any downloads from the Website. We and our Team won’t be liable for any indirect, punitive, special, or consequential damages under any circumstances, even if they’re based on negligence or we’ve been advised of the possibility of those damages.
In the event that notwithstanding the foregoing, AbandonAid is found liable to you for damages from any cause whatsoever, and regardless of the form of the action (whether in contract, tort (including negligence), product liability or otherwise), the liability of AbandonAid to you will be limited to the amount you paid for the service. Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so this limitation and exclusion may not apply to you.
- No Warranties
To the maximum extent permitted by law, the Service is provided “as is” and as available, and AbandonAid disclaims all warranties expressed, or otherwise implied including, without limitation, warranties with respect to the Service, and any warranty of its merchantability, fitness for a particular purpose, or non-infringement of intellectual property rights. AbandonAid does not warrant that the Service will operate without error or interruption.
Your sole and exclusive remedy for any failure or nonperformance of the Service shall be for AbandonAid to use commercially reasonable efforts to adjust or repair the Service.
- Indemnity
You agree to indemnify and hold us and our Team harmless from any losses (including attorney fees) that result from any claims you make that aren’t allowed under these Terms due to a “Limitation of Liability” or other provision. You also agree to indemnify and hold us harmless from any losses (including attorney fees) that result from third-party claims that you or someone using your password did something that, if true, would violate any of these Terms.
- Attorney Fees
If we file an action against you claiming you breached these Terms and we prevail, we’re entitled to recover reasonable attorney fees and any damages or other relief we may be awarded.
- Liquidated Damages
In some cases, a breach of these Terms could cause damages, but proving the actual damages would be impossible. These cases will result in the corresponding liquidated damages, which are a reasonable pre-estimate of the damages:
(a) If you send emails that violate anti-Spam laws, then the liquidated damages will be five times the amount you paid us over the past 12 months, but not less than $2500.
(b) If you host images for anything other than your use of the Service, or use our resources in any way that’s not permitted by these Terms, then the liquidated damages will be four times the amount you paid us over the past 12 months, but not less than $2000.
(c) If you don’t pay an amount due within thirty (30) days after we send you a late payment notice, then the liquidated damages will be three times the total amount you paid us over the past 12 months, but not less than $1500 plus the amount owed.
- Equitable Relief
If you violate these Terms then we may seek injunctive relief (meaning we may request a court order to stop you) or other equitable relief.
- Subpoena Fees
If we have to provide information in response to a subpoena related to your account, then we may charge you for our costs. These fees may include attorney and employee time spent retrieving the records, preparing documents, and participating in a deposition.
- Disclaimers
We and our Team aren’t responsible for the behavior of any advertisers, linked websites, or other Customers.
GENERAL TERMS
- Assignments
You may not assign any of your rights under this agreement to anyone else. We may assign our rights to any other individual or entity at our discretion.
- Choice of Law
The construction, validity, and performance of this Agreement shall be governed in all respects by the laws of the State of Israel, except its conflicts of laws principles and the competent courts of Jerusalem, Israel shall have exclusive jurisdiction over any dispute arising hereunder. The above choice of jurisdiction and venue does not prevent either Party from seeking injunctive relief with respect to a violation of intellectual property rights, confidentiality obligations or enforcement or recognition of any award or order in any court or judicial forum in any appropriate jurisdiction.
- Force Majeure
We won’t be held liable for any delays or failure in performance of any part of the Service, from any cause beyond our control. This includes, but is not limited to, acts of God, changes to law or regulations, embargoes, war, terrorist acts, riots, fires, earthquakes, nuclear accidents, floods, strikes, power blackouts, volcanic action, unusually severe weather conditions, and acts of hackers or third-party internet service providers.
- Survivability
Even if this Agreement is terminated, all provisions that must survive termination in order to fulfill their purpose, will continue to apply, for example, Proprietary Rights Owned By Us, Your Material, all sections under LIABILITY and GENERAL TERMS.
- Severability
If a section of this Agreement is found not to be enforceable, then that section will be deleted or amended only as much as necessary, and the rest of these Terms will still be valid.
- Interpretation
The headers are provided only to make this agreement easier to read and understand. You agree that these terms won’t be interpreted against us just because we wrote them.
- Amendments and Waiver
Amendments or changes to these Terms won’t be effective until we post revised Terms on the Website. That aside, additional terms may apply to certain features of the Service (the “Additional Terms”). The Additional Terms will be considered incorporated into these Terms when you activate the feature. Where there’s a conflict between these Terms and the Additional Terms, the Additional Terms will control. If we don’t immediately take action on a violation of these Terms, we’re not giving up any rights under the Terms, and we may still take action at some point.
- No Changes in Terms at Request of Customer
Because we have so many Customers, we can’t change these Terms for any one Customer or group. If we did that, keeping up with the changes would be a logistical nightmare. So no changes, no exceptions.
- Further Actions
You’ll provide all documents and take any actions necessary to meet your obligations under these Terms.
- Notification of Security Breach
In the event of a security breach that may affect you or any of your customers, we’ll notify you of the breach and provide a description of what happened. If we determine, and notify you, that you need to forward all or part of that information to any of your customers, you’ll promptly do it.
- Notices
Any notice to you will be effective when we send it to the last email or physical address you gave us or posted on our Website. Any notice to us will be effective when delivered to us along with a copy to our legal counsel: Attn. Legal Department, AbandonAid, [email protected], or any addresses as we may later post on the Website.
- Entire Agreement
These Terms, and our Privacy Policy(all of which are incorporated into these Terms by reference), and any Additional Terms you’ve agreed to make up the entire agreement and supersede all prior agreements, representations, and understandings.