EMAIL ADDRESS VALIDATION | EV001
- Supplier hosts the Supplier Data
- Supplier is a Sub-processor of Client Information
- Client Information includes Personal Data
- The Sub-processor is located in the United States
- The Sub-processor is located outside of the EEA
- The Supplier is subject to the Privacy Shield Framework so is deemed to offer an adequate level of data protection by the European Commission
The Supplier Data that GBG uses to provide Email Address Validation is supplied by GBG’s Data Supplier, BriteVerify. GBG is obliged under the terms of its agreement with BriteVerify to ensure that the data that all End Users agree to comply with the following provisions:
1.1. In these Additional Terms, the following definitions shall apply, in addition to the definitions set out in the General Terms:
“BV Service” means all software services made available by GBG to the End User including, without limitation: (i) any related applications that allow connectivity to the BV Service; (ii) written documentation or other forms, including BriteForms and (iii) all updates, replacements, revisions, enhancements, additions, conversions, modifications, copies, derivative works, inventions, discoveries, patentable or copyrightable matter, concepts, expertise, techniques, patents, copyrights, trade secrets and other related legal rights of the foregoing items.
“Contact Data” includes any combination of email address, postal address, phone number, IP Address and/or name.
“Permitted Purpose” means to use the email address verification service for an End User’s own internal business purposes.
2. USE OF THE SUPPLIER DATA
2.1. The End User may only use email address validation for the Permitted Purpose in accordance with these terms.
2.2. The End User must ensure that the log in and password used to access the Service which contains BV Service must not be shared or used by more than one individual.
3. END USER OBLIGATIONS
3.1. The End User must not under any circumstances (i) modify, change or create any derivative works of the BV Service, including translation or localisation; (ii) copy, decompile, disassemble, decrypt, reverse engineer, or otherwise attempt to derive the source code for the BV Service (except to the extent applicable laws specifically prohibit such restriction); (iii) redistribute, encumber, sell, rent, lease, sublicence, display, publish, disclose or otherwise transfer rights to the BV Service, in whole or in part, to any other person or entity; (iv) remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols or labels in the BV Service; (v) interfere with or disrupt the integrity or performance of the BV Service or the data contained therein; or (vi) attempt to gain unauthorised access to the BV Service or its related systems or networks. All rights not expressly granted herein are reserved for BriteVerify.
3.2. The End User warrants that all Contact Data sent to Brite Verify via GBG has been legally obtained and that its use is not in violation of any laws, rules and regulations governing such Contact Data. In the event an End User provides access to any Contact Data in a file stored with a third party source, the End User warrants and represents that it has all legal rights and authority to grant BriteVerify access to such files in order to download and process that Contact Data using the BV Services.
3.3. BV Services, including technical data, is subject to U.S. export control laws, including the U.S. Export Administration Act and its associated regulations, and may be subject to export or import regulations in other countries. The BV Services may not be downloaded, or otherwise exported or re-exported into, or to anyone on the U.S. Treasury Department’s list of Specially Designated Nations or the U.S. Commerce Department’s Table of Denial Orders or a country under embargo with the U.S. The End User agrees to comply strictly with all such regulations and acknowledge that it has the responsibility to obtain such licenses to export, re-export, or import BV Services.
3.4. The End User agrees that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the BV Services or the Agreement must be filed within one (1) year after such claim or cause of action arose.
4.1. Notwithstanding the liability of the End User to GBG as set out in the General Terms, GBG shall not be liable for any indirect, special, incidental or consequential damages arising out of the use of or inability to use the BV Services or losses, even if advised of the possibility thereof, and regardless of the legal or equitable position (contract, tort or otherwise) upon which the claim is based.
4.2. GBG’s entire liability to the End User in respect of any provision of these terms shall not exceed $1,000 in the aggregate.
4.3. The End User agrees that in the event litigation arises, the party in whose favour final judgment is entered shall be entitled to recover the other party’s reasonable attorney fees and all costs incurred, in addition to any other relief which may be awarded by the court. The recovery of such costs may be set by the Court at the trial or may be enforced by a separate action.
5. EXCLUSION OF WARRANTIES
5.1. The End User acknowledges and agrees that the data is provided “as is”, “as available” and with all faults and is provided without any covenants, promises or guarantees as to accuracy, functionality, performance, merchantability, system integration, data accuracy or fitness for any purpose. Any conditions, terms or warranties as to the same implied or imposed by statue or common law are hereby excluded to the fullest extent permitted by law. No information or advice provided by BriteVerify shall create a warranty or in any way increase BriteVerify’s scope of obligations under this Agreement.
6. INTELLECTUAL PROPERTY RIGHTS
6.1. The End User acknowledges that BriteVerify owns and retains all right, title and interest, including but not limited to, all copyright, patent, trade secret rights, moral rights and other intellectual property rights, in and to the BV Services (and any part thereof), including all related intellectual property rights in and to the BV Services and any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by the End User or any other party relating to the BV Service. The BriteVerify name, logo and the product names associated with the BV Services are trademarks of BriteVerify or third parties, and no right or license is granted to use them. The End User agrees that it shall not contest or challenge, or take any action inconsistent with or that may damage or impair BriteVerify’s ownership or rights, and further that the End User shall not contest or challenge or take any action inconsistent with or that may damage or impair the ownership or intellectual property rights of BriteVerify’s licensors. In addition, the End User acknowledges that BriteVerify does not store the Contact Data as provided to it but may retain certain transactional information for data aggregation service, to permit data analyses.
6.2. The End User acknowledges that the BV Services are and contains valuable trade secrets of BriteVerify. The End User agrees to maintain the confidentiality of the BV Services using at least the same degree of care the End User uses with its own confidential information which shall not be less than a reasonable standard of care under the circumstances.
7. DATA PROTECTION AND COMPLIANCE WITH RELEVANT LAWS
7.1. The Supplier Data used to provide this element of the Service is hosted by BriteVerify. In order to perform the Services, the Data Supplier shall act as Sub-processor of Client Information (including any Personal Data supplied) for the sole purpose of delivering this element of the Service. The End User authorises GBG to appoint the Data Supplier as Sub-Processor for the purposes specified in this clause 7.
7.2. The Data Supplier is based in the United States which is located outside of the EEA. The Data Supplier has signed up to the Privacy Shield and is therefore deemed to offer an adequate level of data protection for Personal Data by the European Commission. The parties therefore acknowledge that Personal Data can be safely transferred to the Data Supplier for sub-processing without further data export safeguards.
8.1. Notwithstanding the termination provisions between GBG and the End User in the General Terms, under the terms of GBG’s agreement with its email address validation data partner, the supply of email address validation can be terminated on 60 days’ notice. Should this occur and cause GBG to no longer be able to provide an email address validation service, GBG shall seek to provide the End User with as much notice as possible but shall have no liability to the End User in respect of such termination
8.2. Notwithstanding clause 11.3 of the General Terms, should GBG’s email address validation data partner default in its obligations to provide the BV Services, the time period by which such default should be remedied is extended to 30 days.
9.1. The End User shall indemnify and hold harmless BriteVerify from and against all losses, claims, damages or other causes of any nature or kind whatsoever (including reasonable attorney fees) arising directly or indirectly out of third party claims concerning (i) a breach of any of the End User’s obligations, covenants, representations or warranties contained herein and (ii) disclosure of BriteVerify’s confidential information in contravention of these terms.
10. GOVERNING LAW AND JURISDICTION
10.1. In relation to any matter concerning email address validation and these terms and conditions, these terms and conditions shall be exclusively governed by the laws of the State of North Carolina with respect to claims governed by state law and the laws of the United States with respect of any claims arising under the laws of the United States, without regard to conflicts of laws principles and excluding the Convention on Contracts for the International Sale of Goods. Any action arising from or relating to this Agreement shall be commenced and heard solely within a federal or state court of competent jurisdiction found within the boundaries of the United States District Court for the Western District of North Carolina and the End User consents to personal jurisdiction and venue in any such court.