1. OWNERSHIP AND CONTACT INFORMATION

Heysender is developed, owned and operated by Heysender ApS, CVR. No. 31282322.
Full contact details are below:

Heysender ApS
Jens Baggesens Vej 47
8200 Aarhus N. Denmark
CVR. No. 31282322.

Telephone: +45 87 300 399
Email: support@heysender.com

These terms and conditions apply to Heysender ApS and to the delivery of services at Heysender. Unless otherwise agreed in writing, the customer/user is obliged in every respect to comply with these terms and conditions of business.

2. BASIC DEFINITIONS IN THIS AGREEMENT

Below are definitions to help you understand this agreement. Heysender is an Email Service Provider (ESP) tool. The system gives the Customer the opportunity to send and manage newsletters, transactional emails or other communication via e-mail, to single or multiple contacts, as well as the distribution of. This distribution takes place via SMTP or API.
As a customer, partner or user of the Heysender system, this agreement is accepted.

The terms and conditions deal with Heysender and how Heysender handles the Customer’s account and associated information. If you have any questions about the business conditions, you are welcome to contact us at email support@heysender.com

All prices are in Danish kroner and excl. VAT.

The payment deadline is net 8 days and appears on each individual e-mail invoice.
Paying License agreement is payment for license access with a certain number of emails sent per month. If the limit for either the number of contacts or e-mails is breached, the account is upgraded to the next package level.

The time of order is the time when the Customer creates an account on Heysender.
Demo account is a temporary account for Heysender that new customers can access for free for up to 30 days.

There are consumption restrictions in connection with a Demo Account, which are up to 100 e-mails during the demo period. At the end of the demo period, data is stored for 90 days.

Email package/License size indicates the size of the selected package. The packages are regulated via how many emails are sent out per month.

Heysender is an ESP tool for sending e-mails via other systems or tools. This can be your webshop, website, your CRM system or an email system.

Heysender ApS is the company that owns and operates the Heysender ESP tool

“Integrations partner” is a webshop provider or other IT tool that, via integrations, offers its customers the option of purchasing a Heysender Paying License Agreement.

Account is the customer’s collective data in Heysender and the access to it.

The customer is the company or association that creates an account/license/demo on Heysender.
The customer’s data is data that is provided by the customer to Heysender through import, upload, or via direct integration made to Heysender ApS, sales partner, or the customer.

License is the ongoing service that the customer pays for access to Heysender.

Roles are a designation for the rights that one is created within Heysender. For example, the administrator, who is the customer-appointed administrator user who handles the administration of the Heysender account, including the creation of users. The administrator is also responsible for maintaining the account. Additional role types for the customer’s accountant, support and marketing employees are persons created by the administrator with access to the account.

Sales partner is a collaborative partner through which it is possible to purchase a Heysender license agreement.

The website is www.heysender.com

3. THE CUSTOMER’S INFORMATION

The customer undertakes to submit and update complete and correct information about his company and its contact person(s) when creating an account on Heysender. The customer must provide at least the following when creating a paying license agreement:

• Company name
• Full name (contact person)
• Contact person e-mail
• Address
• ZIP code and city
• Country
• Valid VAT (CVR)
• Phone number
• Mobile number
• Website
• Contact person in finance
• Email to finance dept.
• The start date of the agreement
• Acceptance of terms of agreement
• Acceptance of data processing agreement
• Selected license package and volume

The information will be used in connection with account creation and billing from Heysender. The customer is always responsible for ensuring proper and confidential storage of the username and password (login information) for the use of Heysender. For security reasons, Heysender does not have access to the customer’s current login information. In case of forgotten information, the customer has the possibility to reset their login information themselves.

If the customer becomes aware that their login information is being misused or that there is other unauthorized use of their account, the customer must immediately contact Heysender ApS in writing and report the misuse.

If Heysender ApS has reasonable suspicion of misuse of the login information, Heysender ApS will inform the customer and take the necessary measures to prevent any potential or further misuse.

4. LICENSE AND USAGE

The customer pays a monthly license for access to Heysender. The license price depends on the selected license type and size. Invoicing of the license begins on the same date that a paying license account is created in Heysender. When creating a Heysender account, a data processing agreement must be entered into.

The license is automatically invoiced in advance every 1st of a month. In the case of automatic card payment, billing is done on the account’s start date.

If the Customer’s consumption of e-mails in a month exceeds the number of E-mails contained in the license package, the Customer will automatically be moved up to the next license package.

Requests for downward adjustment of agreed license packages must be made in writing and with 30 days’ notice before the end of a month. Both parties must accept the adjustment before it is effective. There can be max. downgrade one license package step at a time, each downgrade must be notified in writing with the current month + 30 days.

A license has a daily limit usage, in order to prevent from being used for spamming. The daily limit is 10% of the licenses total amount of emails. i.e. if your license has a total amount of 100.000 emails, you can send up to 10.000 emails per day.

Downgrading between the license types must be done with 6 months’ written notice to the end of a month.

4.1 E-MAIL CONSUMPTION
Regardless of whether the e-mail reaches the recipient, is a test e-mail, or bounces (fails) along the way, the consumption will be registered and counted.

5. DEMO ACCOUNT

Heysender ApS offers a free Demo license for up to 30 days. When creating a demo account, a data processing agreement must be entered into.
During the trial period, the Customer may consume and send a maximum of 100 e-mails.

After 30 days, the demo period ends automatically and the account is closed and the Customer is notified of this via e-mail, with the option to upgrade to a paying license agreement. At the end of the demo period, data is stored for 90 days, after which it is permanently deleted.

6. THE CUSTOMER’S OBLIGATIONS

The customer is responsible for the customer’s use of Heysender complying in all respects with applicable legislation, including personal data legislation and marketing legislation in the country where the customer conducts business from and sends communications to.

The customer must also comply with Heysender’s Antispam policy (see point 7) as well as these terms and conditions.

The customer has full responsibility towards Contacts and third parties for any claims that result from the customer’s use of Heysender. If a claim is raised directly against Heysender ApS in connection with sending data on behalf of the Customer via Heysender, the Customer must indemnify Heysender ApS for this. The customer is also responsible for always providing correct and applicable contact information.

The customer is responsible for ensuring that their IT systems/databases can be correctly integrated with Heysender and for maintaining their communication lines to facilitate the provision of services by Heysender ApS.

The customer warrants to Heysender ApS that the content and material provided by them, including that provided by third parties, does not infringe any third-party rights, including patents or copyrights. The customer grants, and warrants that third parties have granted, Heysender ApS a perpetual, non-exclusive license to use this content and material, including after the agreement with the customer has terminated.

In particular, the customer (and warrants that third parties grant) a license to Heysender ApS to make all modifications and derive new works resulting from the development of graphic elements, visualizations, and other processing in connection with the service and related use. The customer must not hack into or attempt to hack into Heysender, including Heysender’s underlying database or other system resources at Heysender ApS or its suppliers.

The customer is responsible for always providing Heysender with valid billing information for email or automatic card billing.

Resale of Heysender is only permitted under a partner agreement.

7. HEYSENDER AND SPAM

The customer is obliged to comply with Heysender ApS and Heysender’s Antispam policy. All Recipients/Contacts must have given consent to the Customer to receive data sent via Heysender. This can be done by using Heysender’s facilities for this, or by the Customer guaranteeing to Heysender ApS that the Recipient/Contact has given such consent. At the request of Heysender ApS or a Contact, the Customer must be able to state when and how the Recipient/Contact has given consent.

The customer also accepts and warrants that material sent via Heysender does not contain anything other than and/or more than the Recipient/Contact has consented to receive.

Heysender ApS reserves the right to investigate any complaint by any means necessary, including by (at the Customer’s request) examining the Customer’s data. If there are particularly many complaints about the same customer, Heysender ApS reserves the right to invoice DKK 1,100 excl. VAT per started hour, to investigate the complaints.

The customer also undertakes to use any product or service provided by Heysender ApS, including Heysender, in accordance with the guidelines that Heysender ApS may provide at any time.

Heysender ApS reserves the right to continuously update these guidelines and upload them on the website: https://heysender.com/

Heysender ApS reserves the right to close the Customer’s account without prior written notice if material of a generally objectionable nature is sent, repeated spam complaints are made, or if these general conditions are breached. Heysender ApS decides finally whether material can be characterized as being of an objectionable nature.

8. HEYSENDER APS RIGHTS AND OBLIGATIONS

Heysender ApS provides first level support in connection with the use of Heysender, taking into account the existing personnel resources at Heysender ApS. Support questions are addressed to Heysender ApS’ Customer Success Team. This can be done either by sending a support ticket or by calling tel. 87 300 399. This support is free of charge.

Free support means that Heysender ApS’ Customer Success Team can explain or show a function or feature in Heysender. Consulting, setup, development or other similar consulting tasks are paid tasks. For inquiries about consulting and development tasks, the hourly price is agreed in more detail with Heysender ApS and Partners.

Support is provided as a minimum during the period Monday-Thursday, 09.00-16.00 and Friday, 09.00-15.30 Danish local time (CET).

In case of urgent errors, or outside normal working hours, both the Customer and Partner can contact Heysender ApS via Heysender’s support site at the following address, which can be found at Heysender.com

Heysender ApS is entitled to update Heysender without prior written notice. These updates may, to a certain extent, cause changes in design, layout, functionality, etc. without the Customer being able to assert a right of default in that connection against Heysender ApS.

Heysender ApS stores general customer and partner information in a responsible manner, and does not pass this information on without the express written consent of the customer/partner. General customer information is considered to be information that identifies the Customer, persons/companies related to the Customer as well as specific Recipients of data sent via Heysender.

Heysender ApS does NOT receive and store any specific sensitive personal data. See details about Heysender’s processing of customer and partner information in point 17.

To ensure Heysender functionality, Heysender ApS has access to the Customer’s data in Heysender. Access to the Customer’s data will, however, only be used if this is necessary, and then only by authorized employees with an administrator role at Heysender ApS.

If the Customer loses data due to their own circumstances, Heysender ApS can in certain cases be helpful in obtaining data from backup. However, the process is time-consuming, and therefore an offer is first sent for the acquisition of data, which the Customer must accept in writing before the work is started.

Heysender ApS servers are constantly monitored and maintained by a well-reputed Danish hosting supplier.

Several backups of all information on Heysender are taken daily.

In the event of a system breakdown, Heysender ApS will begin re-establishing Heysender as soon as possible.

Heysender ApS cannot be held responsible for losses that can be directly or indirectly attributed to a system breakdown at Heysender ApS or its hosting supplier, unless this is due to gross and/or intentional negligence on the part of Heysender ApS.

Heysender ApS acknowledges that data collected by Heysender on behalf of the Customer, not by Heysender ApS, may be used for unauthorized purposes, including in violation of the Customer’s instructions, and that the rights to this data belong to the Customer. However, Heysender ApS reserves the right to analyze the Customer’s use of Heysender with a view to improvements.

Heysender ApS reserves the right to analyze all data in Heysender with the aim of creating general statistics based on this data. These statistics will never be traceable back to the individual customer, or personally identifiable data owned by the customer. If Heysender ApS produces public, global statistics for Heysender, based on the Customer’s data, Heysender ApS undertakes to make these available to the Customer free of charge.

Heysender ApS can use the Customer’s name and logo in connection with marketing material and measures related to Heysender.

9. SAFETY AND OPERATION

Heysender ApS strives to operate Heysender as securely and reliably as possible in accordance with good IT practice but does not guarantee 100% uptime.

Heysender ApS may close access to Heysender completely or partially for security or operational reasons. If possible, appropriate notice must be given to the Customer prior to such operational disruptions.

Heysender ApS aims to ensure that such operational disruptions occur as much as possible between 8:00 p.m. and 6:00 a.m. CET.

10. INTELLECTUAL PROPERTY RIGHTS

Heysender ApS has all rights to Heysender and its individual components in relation to the customer, including the name, logo, programming, databases, catalogs, design, graphics, and texts for the current Heysender products, models, services, software, concepts, and brand, as well as the server (or the third party engaged by Heysender ApS to operate the server) and internet domain on which the service is hosted, unless it is material originally owned by the customer.

However, the customer retains all rights to their own data.

Without written agreement from Heysender ApS, the customer may not use material that is part of Heysender and belongs to Heysender ApS. However, the customer acquires full and perpetual use rights to graphic elements and text for newsletters, etc., that may be developed specifically for the customer and for which the customer has paid separately, in the form of an additional service. The customer has the right to use the service as stated above.

11. COMPENSATION

Heysender ApS is not liable for any direct or indirect losses and consequential damages, including data loss, loss of goodwill, loss of profit, costs, or for any damage to the Customer’s computer or other IT systems resulting from the Customer’s use of Heysender, or integrations developed by Heysender.

Heysender ApS’ total liability is limited to the amount that the Customer has paid for Heysender ApS’ license within one year prior to the occurrence of the claim for damages.

Regardless of the amount of the Customer’s payment, the total liability for damages is capped at DKK 25,000.

Heysender has no responsibility for data security during transmission over the internet. Heysender has technical and organizational security measures to protect personal information.

12. FORCE MAJEURE

Heysender ApS is in no case liable if compliance with or fulfillment of these terms and conditions is not possible due to force majeure. Force majeure includes hacking, strike, lockout, riot, acts of war, terrorism, epidemics, natural disasters and fire, and other events beyond the control of Heysender ApS or its partners.

Circumstances with a subcontractor are only considered force majeure that can be invoked by Heysender ApS against the Customer if the subcontractor has an obstacle that falls within the first point and that Heysender ApS should not have avoided or overcome.

Force majeure can only be invoked if the invoking Party has given written notice thereof to the other Party no later than 5 business days after the occurrence of force majeure. Force majeure can only excuse a delay corresponding to the number of days during which the force majeure situation has been in effect.

13. CHANGE OF BUSINESS CONDITIONS AND PRICES

The current terms and conditions of business for Heysender ApS and Heysender may be changed without notice and with immediate effect. It is the customer’s responsibility to stay informed about the current terms and conditions, which can always be found at https://heysender.com/

Heysender is entitled to change prices with 30 days’ notice. In case of non-payment of license and usage fees before the payment deadline for outstanding invoices on the account, Heysender reserves the right to close all access to the account.

Late payment is considered a material breach of the agreement and will result in immediate and without notice closure of the account, as well as potential termination of the cooperation. Heysender ApS reserves the right to delete all data belonging to the account in the aforementioned case.

However, Heysender ApS will still recover any outstanding license and usage fees that have not been settled. 10 days after the invoice due date, Heysender ApS will send a reminder for any outstanding payments and add a reminder fee according to applicable law. If payment is still not received, a second reminder will be sent after 10 days, with an additional fee. If payment continues to be overdue, the matter will be referred to legal debt collection. If a customer wishes to reopen a closed account, Heysender ApS reserves the right to invoice the customer a fee of DKK 5,000 excluding VAT.

14. ENTRY INTO FORCE, DURATION AND TERMINATION

The license agreement between the parties shall enter into force on the day Heysender ApS has created a Paid License Agreement and sent an email confirmation to the Customer (except for the trial period, where acceptance is indicated upon first login). The agreement is ongoing and may be terminated in writing by either party with 6 months’ notice to the end of a month.

15. TERMINATION AND DEFAULT

The license agreement may be terminated immediately if there is a material breach by the other party and it is not remedied within a deadline of 5 business days after written notice has been given. In case of breach, Heysender ApS reserves the right to block access to the Account upon discovery of the breach. This is to minimize the extent of the breach and to ensure the collection of evidence.

A material breach includes, but is not limited to:

Heysender does not allow license agreements where email campaigns’ primary purpose is to distribute discriminatory, hateful, or harassing content.

The customer uses Heysender in significant violation of its purpose.

The customer improperly copies trademarks, warranties, content, or other intellectual property belonging to Heysender ApS or other companies.

The customer violates the obligations mentioned in the Business Terms and Conditions.

The customer is subject to insolvency proceedings or there are significantly deteriorated financial conditions for the customer, which jeopardize the payment obligation, or the customer does not comply with Heysender ApS and Heysender’s Anti-Spam Policy.

In case of termination due to the customer’s material breach, there will be no refund of any prepaid amounts. Unsettled usage is calculated and invoiced upon termination.

The provision to give notice within 5 business days to correct any breach also applies if a party wishes to assert other consequences of the breach than termination of the purchase, as the consequence of the breach will be waived if the breaching party corrects the breach within the 5 business days.

16. THE PERSONAL DATA ACT

GDPR – EU’s General Data Protection Regulation came into force on May 25, 2018. For customers’ use of Heysender, the regulation means that a new legal framework has been set for how Danish and other EU companies may process personal data. Personal data is divided into two types of information, namely ordinary personal data and sensitive personal data.

In relation to GDPR, the customer is the “Data Controller” and Heysender ApS is the “Data Processor”. It is the customer’s responsibility to comply with GDPR in connection with the service and in the transfer of data or reports, etc. Heysender ensures that a data processor agreement is always prepared between the Data Controller (customer) and the Data Processor (Heysender) in connection with a collaboration.

Heysender only stores ordinary personal data regarding the customer (customer/username, company, contact information, etc.). These ordinary personal data can be stored and processed by Heysender, as they are necessary to fulfill the agreement between Heysender and the customer (business purposes, EU General Data Protection Regulation Article 6, paragraph 1).

When you, as a customer, accept our terms and conditions, you also accept our data processing agreement, which you can access through our website. If adjustments or the like are desired, please notify us, otherwise we will assume that you have given your acceptance regarding the scope of the agreement.

17. HEYSENDER PERMISSION

Heysender ApS is entitled to directly contact all customers and users on Heysender, both by phone, email (for example, newsletters, notifications, and service messages), and through social media. There are no restrictions on what Heysender may communicate to its customers and users, as long as it concerns Heysender or associated products and/or services. Customers, users, and newsletter subscribers will receive newsletters, notifications, and service messages from Heysender on an ongoing basis. When a person creates a Heysender account, they also give permission (accept) for Heysender to contact them with the aforementioned communication.

All customers, users, and newsletter subscribers have consented to Heysender recording the information provided at signup. The information is neither sold, leased, nor disclosed to third parties. The information is collected solely for internal use and is stored on a secure server. The processing of this information complies with point 17.

Heysender never contacts the customer’s recipients or contacts directly.

Heysender complies with the marketing law, including the rules of good marketing practice.

18. GENERAL PROVISIONS AND REQUIREMENTS FOR ALL HEYSENDER ACCOUNTS

Valid communication to Heysender ApS must be sent as e-mail or physical letter to the address stated in this document (Section 1).

The customer cannot transfer or otherwise transfer his rights after the purchase without prior written consent. However, Heysender ApS is entitled to transfer its rights to third parties, both in whole and in part.

Summary of requirements for all users of Heysender
These Terms and Conditions are accepted when creating a Heysender account regardless of the account type.

The customer is obliged to have control over the contacts’ declaration of consent.

There must be an unsubscribe link available in all campaigns that are sent out through the Heysender system.

For each e-mail campaign that is sent out through Heysender, the Customer’s contact information must be sent, including a physical post office or PO box address where mail can be sent to. (It is not enough to refer to a website or provide an e-mail address.)

Contact information must not be falsified and the subject line in e-mail campaigns must not indicate false or contradictory information.
Email extensions and campaigns must comply with Heysender’s Antispam policy.

If e-mail campaigns are sent to countries other than Denmark, the Customer is responsible for complying with the relevant country’s Antispam rules.

Choice of law and forum
Any legal proceedings between the Parties must be brought at the Aarhus City Court in the first instance and must be subject to Danish law.

Aarhus N, February 2023