Last updated: November 2024
Your use of and access to Deliverability Ninja LLC services (including associated software, websites, and products described in your order form(s)) (collectively, the “Services”) is conditioned upon your compliance with and acceptance of these terms and conditions, including usage as per the latest version of any supporting technical documentation provided by Deliverability Ninja LLC (“Deliverability Ninja”) or available on its websites (“Documentation”). Please review thoroughly before accepting.
By purchasing, using, or otherwise accessing the Services, you agree to these terms and conditions and all order forms and policies incorporated herein by reference (the “Agreement”). The Services are not available to individuals who are not legally eligible to agree to these terms.
Subject to your compliance with this Agreement, Deliverability Ninja grants you a non-exclusive, non-sublicensable, revocable, and non-transferable right to access and use the Services during your subscription solely for internal business purposes. Deliverability Ninja may modify, restrict, or terminate access to the Services as deemed necessary to maintain service integrity.
To access certain features, you must register for an account and ensure all information provided to Deliverability Ninja is accurate and up-to-date. You are responsible for maintaining the confidentiality of your account details and are liable for all activities conducted through your account.
If you allow Affiliates to use the Services, you remain fully liable for their compliance with this Agreement. Separate Order Forms may be established for Affiliates upon Deliverability Ninja’s approval.
Deliverability Ninja will use commercially reasonable efforts to maintain the highest service availability but makes no guarantees regarding uninterrupted or error-free service. Scheduled downtimes will occur during off-peak hours when possible. Deliverability Ninja will not be held liable for any interruptions due to maintenance, security updates, or unforeseen technical issues.
Deliverability Ninja reserves the right to suspend or terminate your, or any Permitted User’s, access if: (a) required by law, (b) you or any user violates the terms of this Agreement, or (c) the Agreement expires or terminates. Suspension does not limit Deliverability Ninja’s rights or remedies under this Agreement.
Evaluation Services are provided “AS IS” for limited testing purposes, with no warranties of uninterrupted service or data security. Deliverability Ninja can terminate the evaluation period without notice at its sole discretion.
Deliverability Ninja will maintain commercially reasonable systems to ensure data security. Notification of unauthorized access will be provided as required by law. Deliverability Ninja is not liable for any loss, alteration, destruction, damage, corruption, or recovery of Customer Data.
Use of Services may involve the transfer of Personal Information. The terms of Deliverability Ninja’s Data Processing Addendum (“DPA”) apply to such processing. Deliverability Ninja will access Customer Data only as required by this Agreement, by law, or with Customer’s consent.
You are fully responsible for ensuring compliance with applicable laws and regulations and obtaining all necessary permissions for data uploaded to Deliverability Ninja.
You agree not to use the Services for any unlawful purposes, nor allow any third party to access or misuse the Services in ways that would violate this Agreement.
You may not use the Services for competitive analysis or benchmarking purposes without prior written consent from Deliverability Ninja.
Fees are due per the Order Form and non-refundable. Deliverability Ninja reserves the right to suspend services for late payments. Subscription fees are exclusive of all taxes and charges imposed by governmental authorities.
Subscription fees are exclusive of all taxes, which you agree to pay unless provided with a valid exemption certificate.
Deliverability Ninja may adjust fees upon renewal terms by providing a 30-day written notice. Failure to object within that period constitutes agreement to the modified fees.
Customer Data remains your property, but you grant Deliverability Ninja a non-exclusive, royalty-free license to use it solely to provide the Services. Aggregated, anonymized usage data may be used by Deliverability Ninja for internal improvements and analytics.
Deliverability Ninja may use aggregated data derived from your usage of the Services for internal operational and analytical purposes.
Deliverability Ninja may use any feedback provided by you or your Permitted Users without compensation or restriction.
Deliverability Ninja warrants that it will use commercially reasonable efforts to provide the Services in a professional manner consistent with industry standards.
DELIVERABILITY NINJA DISCLAIMS ALL WARRANTIES NOT EXPRESSLY STATED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. SERVICES ARE PROVIDED "AS IS," AND YOU ASSUME ALL RISKS ASSOCIATED WITH THEIR USE.
Deliverability Ninja will maintain the confidentiality of your information but may disclose it if required by law or with your permission. You agree to take reasonable steps to protect Deliverability Ninja’s Confidential Information.
Each party agrees to use the other party’s Confidential Information only as permitted by this Agreement and to protect it from unauthorized use or disclosure.
This Agreement remains in effect until terminated by either party.
Upon termination, you agree to cease using the Services. Deliverability Ninja may delete your data 30 days post-termination. Fees remain payable for any remaining term in all cases except where Deliverability Ninja is at fault.
In cases of termination by Deliverability Ninja for convenience, refunds may be granted for unused portions of prepaid fees.
Deliverability Ninja's liability to you for any damages related to the Services is limited to the fees paid in the 12 months preceding the claim. Under no circumstances will Deliverability Ninja be liable for indirect, incidental, special, or consequential damages.
Deliverability Ninja is not liable for any loss of revenue, data, or anticipated profits arising out of the use or inability to use the Services.
Deliverability Ninja will defend and indemnify you against claims alleging that the technology underlying the Services infringes on third-party intellectual property.
You agree to indemnify Deliverability Ninja against claims resulting from your use of the Services in ways not authorized by this Agreement or applicable laws.
This Agreement, Order Forms, and applicable policies constitute the entire agreement and supersede all prior understandings.
This Agreement does not create any partnership, agency, fiduciary, or employment relationship.
If any provision is found invalid, it will not affect the remaining provisions of this Agreement.
Deliverability Ninja may use your company name and logo in marketing materials unless you request otherwise in writing.
Deliverability Ninja will not be liable for failure to perform any obligations if caused by events beyond reasonable control (e.g., acts of God, natural disasters).
This Agreement is governed by Texas state laws, and any disputes will be resolved exclusively in Texas courts. Each party waives any objection to jurisdiction or venue in Texas.