These Terms of Service (the “Terms”) are a binding agreement between Framework Learning, LLC, an Idaho limited liability company that operates SonarSend (“SonarSend,” “we,” “us”) and the individual or entity that registers for or uses the Service (“Customer,” “you”). By creating an account, clicking to accept, or using the Service, you agree to these Terms. If you are entering into these Terms on behalf of an entity, you represent that you are authorized to bind that entity.
1. The Service#
SonarSend provides a hosted email-marketing and automation platform, including audience management, segmentation, automation and sequences, content and template tools, first-party engagement tracking and analytics, and related APIs and features (collectively, the “Service”). SonarSend does not itself transmit your email. You connect and use your own third-party sending provider to deliver messages, as described in Section 5.
2. Definitions#
- “Sending Provider” means the third-party email-sending service (for example, Amazon SES, SendGrid, or Mailgun) that you connect to the Service and through which your messages are transmitted.
- “Customer Data” means data you upload, import, or generate through the Service, including your contacts, content, campaigns, and engagement data.
- “Contacts” means the individuals whose information you process through the Service.
- “AUP” means the SonarSend Acceptable Use Policy, incorporated into these Terms by reference.
- “DPA” means the SonarSend Data Processing Addendum, incorporated by reference where applicable.
3. Eligibility and accounts#
You must be at least the age of majority in your jurisdiction and capable of forming a binding contract. You are responsible for the accuracy of your registration information, for all activity under your account, and for maintaining the confidentiality and security of your credentials (including any API keys and Sending Provider credentials you connect). Notify us promptly at security@sonarsend.com of any unauthorized use.
4. Acceptable use#
Your use of the Service is subject to the AUP, which is incorporated into these Terms. A violation of the AUP is a violation of these Terms. We may enforce the AUP as described in it and in Section 12.
5. Your Sending Provider (bring-your-own sending)#
- Your account, your provider. You are solely responsible for establishing, maintaining, paying for, and complying with the terms of your own Sending Provider account. Fees charged by your Sending Provider for message transmission are billed to you by that provider directly and are not included in SonarSend’s fees.
- Credentials and authority. You represent that you are authorized to connect your Sending Provider credentials to the Service and to send through that account, and that doing so does not violate your agreement with the Sending Provider. You will provide credentials scoped to the minimum necessary permissions and may revoke them at any time.
- Sending reputation and compliance. Your Sending Provider governs your sending reputation, deliverability, and sending-side compliance (including bounce and complaint handling), and may throttle, suspend, or terminate your account under its own terms. SonarSend is not the sender of record, does not control your Sending Provider, and is not responsible for your Sending Provider’s acts, omissions, pricing, deliverability, or enforcement.
- Tracking configuration. To enable first-party tracking, you will configure DNS and/or provider settings as instructed (including disabling conflicting provider-side link tracking). You are responsible for the DNS records in your control.
6. Customer Data and content#
- Ownership. As between the parties, you own your Customer Data. We claim no ownership of it.
- License to operate. You grant SonarSend a worldwide, non-exclusive license to host, copy, process, transmit, and display Customer Data solely as necessary to provide, secure, maintain, and improve the Service, and as permitted by the DPA and Privacy Policy.
- Your responsibility. You are responsible for the Customer Data and content you process, for having the necessary rights and lawful basis to do so, and for its accuracy and legality.
- Aggregated/anonymized data. We may create and use aggregated or de-identified data derived from use of the Service (that does not identify you or any Contact) to operate, secure, analyze, and improve our products.
7. Fees, billing, renewal, and money-back guarantee#
- Fees. You will pay the fees for your selected plan as described on our pricing page or in an applicable order. Fees are stated exclusive of taxes, which you are responsible for. SonarSend’s platform fee is separate from, and does not include, your Sending Provider’s charges (Section 5).
- Billing and renewal. Subscriptions are billed in advance on a recurring basis (monthly or annually, as selected) and automatically renew for successive terms unless cancelled before the renewal date. You authorize us to charge your payment method for all fees.
- Money-back guarantee. New paid subscriptions are covered by a 30-day money-back guarantee: if you are not satisfied within 30 days of your initial paid subscription, contact billing@sonarsend.com for a refund of that initial subscription fee. Except as required by law or expressly stated here, fees are otherwise non-refundable, including on termination for cause.
- Changes to fees. We may change fees for future terms with prior notice as provided in Section 17.
- Non-payment. If a payment fails, we may suspend the Service after notice and a short cure period, and may terminate for continued non-payment.
8. Privacy and data protection#
Our handling of personal data is described in our Privacy Policy. Where SonarSend processes Contacts’ personal data on your behalf, SonarSend acts as a processor (or service provider) and you act as the controller; the DPA governs that processing and is incorporated by reference where applicable. You are responsible for providing all notices to, and obtaining any rights or bases required from, your Contacts.
9. Shared infrastructure#
You acknowledge that, although your tracking hostname is your own, SonarSend’s tracking servers, network addresses, link-handling, and edge infrastructure are shared across customers, and that abuse or reputational harm by one customer can affect others. You authorize SonarSend to monitor its own systems and to take the graduated protective actions described in the AUP and Section 12 to protect that shared infrastructure and our standing with Sending Providers.
10. Intellectual property#
SonarSend and its licensors own all right, title, and interest in the Service, including all software, documentation, and trademarks. We grant you a limited, non-exclusive, non-transferable, revocable right to use the Service during your subscription, subject to these Terms. You may not copy, modify, reverse engineer, resell, or create derivative works of the Service except as expressly permitted. Any feedback you provide may be used by us without restriction or obligation.
11. Confidentiality#
Each party may access the other’s confidential information. Each party will protect the other’s confidential information with reasonable care and use it only to perform under these Terms, except for information that is public, independently developed, or rightfully received from a third party, or as required by law.
12. Term, suspension, and termination#
- Term. These Terms apply while you have an account or use the Service.
- Termination for convenience. You may cancel at any time; cancellation takes effect at the end of your current billing term (subject to the money-back guarantee in Section 7). We may terminate or decline to renew on prior notice.
- Suspension and termination for cause. We may suspend or terminate your access under the graduated framework in the AUP, including immediate suspension or termination without notice for content or conduct prohibited under AUP Section 3, for activity that threatens shared infrastructure or our standing with Sending Providers, for legal or security reasons, or for material breach of these Terms. For reputation and similar signals, we will generally aim to notify you and work with you before suspending your account, except where immediate action is necessary as described in the AUP.
- Effect of termination. On termination, your right to use the Service ends. We will make Customer Data available for export for a limited period of 14 days after termination, after which we may delete it in the ordinary course, subject to legal retention requirements and the DPA. Termination for cause does not entitle you to a refund.
13. Warranties and disclaimers#
The Service is provided “as is” and “as available.” To the maximum extent permitted by law, SonarSend disclaims all warranties, express or implied, including merchantability, fitness for a particular purpose, non-infringement, and any warranties regarding deliverability, inbox placement, uptime, results, or that the Service will be uninterrupted or error-free. SonarSend does not warrant the acts or omissions of your Sending Provider, mailbox providers, or any third party.
14. Indemnification#
You will defend, indemnify, and hold harmless SonarSend and its affiliates, officers, and employees from and against any third-party claims, damages, losses, liabilities, and expenses (including reasonable legal fees) arising out of or related to: (a) your content, campaigns, and Customer Data; (b) your use of the Service or your Sending Provider; (c) your violation of these Terms, the AUP, or applicable law; or (d) your relationship with your Contacts or your Sending Provider.
15. Limitation of liability#
To the maximum extent permitted by law: (a) neither party is liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, data, or goodwill; and (b) each party’s total aggregate liability arising out of or related to these Terms will not exceed the fees you paid to SonarSend for the Service in the twelve (12) months preceding the event giving rise to the claim. SonarSend is not liable for any content you send, for deliverability or inbox placement, or for your Sending Provider or mailbox providers. These limitations apply regardless of the theory of liability and even if a remedy fails of its essential purpose. Some jurisdictions do not allow certain limitations, which may not apply to you.
16. Compliance, sanctions, and export#
You represent that you and your Contacts-facing activity are not subject to, and your use of the Service will not violate, applicable sanctions, embargo, or export-control laws, and that you are not located in, or acting on behalf of anyone in, a sanctioned or embargoed jurisdiction. We may screen for and refuse service to sanctioned parties.
17. Changes to the Terms#
We may update these Terms or the AUP from time to time. For material changes, we will provide reasonable prior notice (for example, by email or in-product notice). Changes take effect on the stated effective date, and your continued use of the Service after that date constitutes acceptance. If you do not agree, you must stop using the Service.
18. Governing law and dispute resolution#
These Terms are governed by the laws of the State of Idaho and applicable U.S. federal law, without regard to conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Any dispute arising out of or relating to these Terms or the Service will be brought exclusively in the state courts located in Ada County, Idaho, or the United States District Court for the District of Idaho, and each party consents to the personal jurisdiction of, and waives any objection to venue in, those courts. Either party may nonetheless seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property or confidential information.
19. Miscellaneous#
- Assignment. You may not assign these Terms without our consent; we may assign in connection with a merger, acquisition, or sale of assets.
- Force majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control.
- Entire agreement. These Terms, the AUP, the DPA, the Privacy Policy, and any order form are the entire agreement and supersede prior agreements on their subject matter.
- Severability and waiver. If any provision is unenforceable, the rest remains in effect; a failure to enforce is not a waiver.
- Independent contractors. The parties are independent contractors; these Terms create no partnership, agency, or joint venture.
- Notices. We may provide notices by email or in-product; you consent to electronic communications.
- Contact. Questions: legal@sonarsend.com, or Framework Learning, LLC, 1775 W. State St. #173, Boise, ID 83702.