It’s good of you to read this document!
Naturally, you would like to know the terms and conditions under which you purchase services or products from MailBlue. Don’t worry: there’s quite a bit of reading, but we’ve kept it as simple as possible. Are you a whiz at reading legal texts? There are some references to them here.
MailBlue works with commercial (B2B) general terms and conditions. This means that MailBlue’s customers are only natural or legal persons acting in the exercise of a profession or business. Consumer law therefore does not apply. These terms and conditions are intended for all services and products, such as the purchase of software, email and SMS marketing, support, the academy or your participation in a strategy session, workshop or event. MailBlue is proud to be the number 1 Largest Certified Partner of ActiveCampaign.
These general terms and conditions assume a win-win situation, based on the idea of ‘taking care’ of each other. They can always be found on our website at www.mailblue.io/legal. For more information on how we deal with your privacy at MailBlue, please see our privacy policy, which you can find on our website at www.mailblue.io/legal/privacy-policy/.
Below, you can read about the conditions under which MailBlue offers its services. At the beginning, the terms you may encounter in this document are explained so that there can be no ambiguity about them.
To make the document more readable, we have chosen to use the ‘you’ form instead of ‘client’ in most cases. If any particular terms and conditions are unclear, please do not hesitate to ask questions.
We look forward to an excellent collaboration!
Kind regards,
The team at MailBlue
Company data and accessibility
Official name: MailBlue B.V.
Ch. of Comm. number: 68740077
VAT number: NL857570869B01
You can reach MailBlue in the following ways:
Email address: info@mailblue.io
Support ticket: https://help.mailblue.io/
Address: Reduitlaan 25 C, 4814 DC Breda
Website: www.mailblue.io
Open hours:
Monday to Friday: 9 am to 5 pm
Saturday and Sunday: Closed
A number of terms appear in these general terms and conditions, which are explained below:
The agreement is formed when you accept MailBlue’s offer, including these general terms and conditions, verbally or in writing.
In addition, an agreement is formed by the actual use of MailBlue’s services.
You cannot hold MailBlue to its quote or offer if it contains an obvious mistake or clerical error.
Every offer and quote by MailBlue is entirely without obligation, unless a deadline has been set for acceptance.
Please be aware that the prices listed in the offer always exclude VAT, unless otherwise indicated of course.
If you accept the offer but still have differing comments, the agreement is only formed if MailBlue explicitly says as much.
An offer and rate apply only to a current order.
MailBlue will endeavour to perform the agreement to the best of its knowledge and ability and in accordance with the requirements of good workmanship (best-efforts obligation).
You are responsible for promptly providing all information that is necessary for carrying out the order. This is both on your own initiative and when requested by MailBlue. MailBlue may otherwise suspend the performance of the agreement and/or charge you for the additional costs resulting from this delay. These will be charged at the standard rates at the time.
You cannot demand a discount, compensation or rescission of the agreement or reject the (final) result if there are deviations in the (final) result from what was agreed.
MailBlue may adjust or change the performance of the agreement at any time, obviously taking into account the agreed order as far as possible.
MailBlue may make price changes at any time. We will give you at least one month’s notice if these relate to products or services already purchased.
Additional Conditions apply to certain services offered by MailBlue.
In case of discrepancies between these general terms and conditions and Additional Conditions, the Additional Conditions take priority in relation to the specific service to which the Additional Conditions pertain.
The Additional Conditions are available at www.mailblue.io/legal.
The Client declares that it has read and agrees to these Additional Conditions.
The agreement between us is entered into for an indefinite period.
The term can also be a fixed period of time. This is clear from the nature of the agreement or if we have expressly agreed otherwise in writing.
If MailBlue has agreed or specified a time limit with you for the performance of certain work or for the delivery of certain items, this is never a strict deadline.
If the time limit is exceeded, you should give MailBlue written notice of default, offering a reasonable period of time to allow MailBlue to perform the agreement.
MailBlue may choose to perform the agreement in different phases. This means that:
each part that has been performed can be invoiced separately; and
the performance of parts belonging to a subsequent phase may be suspended. This suspension will last until you have approved the results of the preceding phase in writing.
MailBlue may have certain work performed by third parties, especially if proper performance of the agreement requires it. These might include freelancers, specialists, experts, trainers and consultants.
The applicability of Articles 7:404, 7:407(2) and 7:409 of the Dutch Civil Code is expressly excluded.
If work is carried out by MailBlue or third parties engaged by MailBlue in the context of the order at your location or at a location you specify, you will provide the facilities reasonably requested by those workers free of charge.
MailBlue is not obliged to have work performed by third parties that you designate. You are therefore not eligible for reimbursement from MailBlue for the costs you incur for the purpose of engaging third parties.
All existing or potential intellectual property rights to the results from the order belong to MailBlue or its licensors. Only MailBlue is authorised to file or register an intellectual property right.
The intellectual property rights, which include but are not limited to copyrights, database rights, domain names, trade name rights, trademark rights, design rights, neighbouring rights, patent rights, as well as rights to know-how, all belong to MailBlue. By way of illustration (but not exclusively), these intellectual property rights pertain to MailBlue’s results created by MailBlue in the context of the order (such as designs, design sketches, concepts, advice, illustrations, photos, prototypes, products or partial products, films, audio and video presentations and other materials or electronic files or other files, etc.), regardless of whether they were provided to you or to third parties.
MailBlue may introduce technical measures, or have them introduced, to protect the intellectual property rights in connection with an agreed restriction in the content or duration of the right of use. It is not permissible to remove or circumvent any such technical measures or to have them removed or circumvented.
MailBlue is entitled to use the knowledge gained through the performance of the work for other purposes. MailBlue will of course take confidential information into account when doing so.
If you fail to comply with the matters governed by this Clause, MailBlue may charge you a fee that it determines itself, but that is reasonable. MailBlue may also demand compensation.
MailBlue may temporarily disconnect the services in whole or in part and/or restrict their use if, in its opinion, this is necessary, for example to carry out maintenance. If MailBlue deems it necessary, it will notify you in advance via status.mailblue.io. If an emergency situation requires the immediate disconnection of the services or a restriction on their use, MailBlue cannot notify you in advance but will make every effort to keep you informed to the best of its ability about the nature and expected duration of the disconnection.
MailBlue will inform you as far as possible in the event of any disruptions, via the website status.mailblue.io.
For the purpose of using the services, the Client and each user will be provided with an Account. The Account is protected by a username and password. Accounts are personal and may not be shared with third parties.
The Client is responsible for keeping its own username and password confidential, as well as for keeping its users’ usernames and passwords confidential. The Client is therefore liable for all use made through the Account by itself and its users. MailBlue may assume that the Client and/or user is actually the one logging in under the username of the Client and/or user.
As soon as the Client knows or has reason to suspect that the password and/or username have fallen into the hands of unauthorised persons, the Client must notify MailBlue immediately, without prejudice to the Client’s own obligation to take immediate effective measures itself, such as changing the password. The Client has the option to change the password at any time.
To provide support, MailBlue uses an ‘impersonate’ functionality that allows MailBlue to temporarily access the Client’s account. This functionality is used to resolve technical issues and to meet support requests from the Client.
If MailBlue obtains access via the ‘impersonate’ functionality, this will be strictly limited to the actions required to solve the specific problem or provide the requested support.
If you do not comply with the general terms and conditions or misuse the service or product, MailBlue may rescind the agreement and/or halt transmissions.
MailBlue may decide to recover the damage from you, provided that MailBlue suffers actual damage through misuse on your part.
MailBlue has the right to refuse you or block your account without giving reasons.
The payment obligation arises as soon as there is an agreement.
In principle, you always pay in advance.
Payment is made automatically when you take out a subscription through the Portal. This is done by a debit from your bank or credit card account. You issue an authorisation for this at the time of the first payment.
In other cases, payment is made within fourteen (14) days after the invoice date.
During the term of the agreement, you can switch to a more expensive subscription every day. The remaining amounts are then apportioned.
Invoicing and payment happen digitally.
If you have objections to the amount of the invoice, you must notify MailBlue in writing within seven (7) days after receiving the invoice.
Offsetting your payment due to MailBlue is not possible.
Any objections to an invoice or the amount of an invoice do not suspend the payment obligation of the invoice or the uncontested part of the invoice.
Please pay on time. Otherwise, you are in default from when the payment period expires. MailBlue does not then have to declare you in default for this.
From the time you are in default, MailBlue is entitled to:
1% interest per month, unless the statutory interest rate is higher, from the due date until you have paid in full;
the non-court expenses, as regulated in the Dutch Extrajudicial Collection Costs (Fees) Decree (mentioned in Article 6:96(4) of the Dutch Civil Code);
the actual costs incurred if MailBlue incurs higher costs for collection that are reasonably necessary;
any court and enforcement costs incurred;
interest on the collection costs that are due.
MailBlue is entitled to suspend the use of the Services and/or to block them temporarily if:
you revoke the (SEPA) direct debit mandate;
you repeatedly fail to pay the invoices sent out by MailBlue on time;
there is a significant decline in your solvency, creating a reasonable doubt about your capacity to make payments and your credit standing;
misuse or improper use (of the Services) is discovered;
you act in breach of your obligations under the agreement.
MailBlue may decide to freeze your subscription and/or account activities if you do not pay.
MailBlue will charge €50, excluding VAT, for administration costs to reactivate your account. Reactivation is done after your arrears have been cleared. MailBlue is not responsible for data retention.
MailBlue is not bound to fulfil any obligation to you if MailBlue is hindered or prevented from doing so. Force majeure includes:
force majeure affecting MailBlue’s suppliers;
failure by MailBlue’s suppliers to fulfil their obligations properly;
network attacks;
(D)DoS attacks;
attacks from malware or other malicious software;
defectiveness of equipment, software or materials of the Client or third parties;
government measures;
electricity failure;
failure of the internet or failures in computer network or telecommunications facilities that are not under MailBlue’s control;
war;
floods;
fire;
strikes and general transport problems.
If MailBlue is affected by force majeure, MailBlue will notify you of this as soon as possible, via status.mailblue.nl. At that point, MailBlue will tell you:
the cause;
the nature;
the likely duration of the force majeure event; and
the provisions of the agreement that cannot be fulfilled as a result.
MailBlue will make reasonable efforts to provide you with an alternative solution if you require it.
MailBlue may suspend its obligations under the agreement for the duration of the force majeure event. If this period exceeds two months, both you and MailBlue may rescind the agreement. There is then no obligation to pay compensation to the other party.
MailBlue may invoice you separately for the part of the agreement already fulfilled or to be fulfilled. MailBlue will only do so if, after the force majeure event starts, it has already fully or partially fulfilled its obligations under the agreement or will be able to fulfil them. You are then obliged to pay this invoice as if there were a separate agreement.
It’s a pity if you decide to leave MailBlue. But let’s remain good friends! With us, you can in any case always terminate the agreement for the purchase of software, email marketing, support or the academy prematurely. If it is our main product, the agreement ends at the next renewal.
However, there is a notice period of at least 1 working day before the expiry of your Service.
Notice of termination is given via the Account on login.mailblue.nl and, if this is not possible, via the email address info@mailblue.nl. By email, notice of termination must be given via the Client’s email address that is known to MailBlue.
Both you and MailBlue have the right to rescind the agreement in writing immediately, in whole or in part (with all amounts due becoming immediately payable to MailBlue), when, in respect of the other party:
a petition for bankruptcy;
suspension or provisional suspension/payment deferral;
or debt restructuring has been filed;
or when the business is dissolved or liquidated.
MailBlue has no obligation to pay any compensation or damages in these cases.
Rescission can only be accomplished by email.
In case of rescission, amounts already invoiced for services rendered will remain due, without any obligation to reverse the work. If you rescind the agreement, you may only rescind that part of the agreement that MailBlue has not yet performed.
Rescission is a fact when MailBlue confirms receipt.
The moment of rescission is:
the postmark date in case of rescission by post; or
the date and time of receiving the confirmation email.
For training courses, the following applies: these are non-refundable.
However, it is possible to substitute someone else after approval from MailBlue. If you (or your substitute) fail to attend on the day of the training course without giving advance notice of absence, this is deemed to be a cancellation. It is then no longer possible to participate on a different date or attend a different training course.
MailBlue has the right to cancel or reschedule an appointment due to the inability to fulfil the agreement properly or for force majeure.
MailBlue has the right to charge a cancellation fee for individual or single appointments that you want to cancel or reschedule within 48 hours.
If MailBlue is culpably in breach of the agreement, this does not result in a refund of the agreed price and/or compensation for damage. MailBlue will still make reasonable efforts to comply adequately. MailBlue will not, of course, charge for this.
If MailBlue suspends fulfilment of its obligations, it retains its claims under the law and the agreement, including the claim to payment for the services that have been suspended.
In case of termination of the agreement otherwise than for breach of your obligations under the agreement, you are responsible for the transfer of the data. If agreed, MailBlue will endeavour to cooperate in exporting data and will charge for this. Furthermore, you are responsible for securing the data before the end of the agreement. Upon termination or expiry of the agreement, MailBlue will have the right to delete all data submitted or generated in connection with the use of the software, as held in MailBlue’s possession at the time of termination or expiry of the agreement, as quickly as possible.
Before making a claim, you should consult with MailBlue to reach a solution.
The Client may hold MailBlue liable in case of direct damage caused by demonstrable intent, gross negligence or deliberate recklessness.
If MailBlue appears to be liable, this is limited to what is set out in this Clause.
Liability is limited to demonstrable, culpable and direct damage. Consequential damage, lost profit, missed savings, corrupted or lost data or materials or damage due to business interruption are all excluded.
Liability is also limited to the proportion paid out by MailBlue’s insurance.
In the unlikely event that the insurer does not pay out, liability is limited to a maximum of twice the invoice value of the order, or else to that part to which the liability relates.
MailBlue cannot be held liable in any case:
for the fact that you provided incorrect or incomplete information;
for your acts or omissions;
if you yourself have deviated from recommendations or perspectives that have been provided, or have failed to adhere to conditions or requirements imposed, in the broadest sense of the terms;
for recommendations, statements and so on given verbally and not in writing;
for failures by third parties;
for force majeure situations;
for any lost sales;
for damage due to failures on your part relating to overdue payments;
for loss of data due to excessively long inactivity of the Account.
If a third party holds MailBlue liable because it suffers damage through the execution of the order, you indemnify MailBlue for this. You will therefore assist MailBlue in court or out of court, should the need arise.
Do you have a complaint about MailBlue? That’s annoying. Be aware that MailBlue does its best to prevent and resolve complaints. We have created the following procedure for that purpose.
In any case, let MailBlue know as soon as possible if you have a complaint, but in any case within a week after discovery. This allows MailBlue to respond quickly to resolve your complaint in the best way possible.
You can send a complaint by email to info@mailblue.nl with a clear description of it.
If MailBlue considers that the complaint is justified, MailBlue will resolve it to the best of its ability.
Complaints do not entitle you to suspend or offset payments.
Complaints about services provided can never be a reason for negotiating a discount, compensation or rescission of the agreement.
We are both obliged to keep confidential everything discussed during or in the context of the execution of the order.
Information is deemed to be confidential if this is communicated by MailBlue or by you or if it is inherent to the nature of the information.
The confidentiality obligation does not apply if:
MailBlue is obliged to disclose the information under the law or a binding ruling by a court or government body;
the information becomes common knowledge;
MailBlue is acting for itself in legal proceedings in which this information may be important.
MailBlue processes personal data on the Client’s instructions when the Services are being used. You are responsible for informing users about this processing of personal data and warrant that there is a legal basis for the instruction to MailBlue to process personal data.
MailBlue is not responsible if the Client has not informed the users or has informed them incorrectly about the processing of personal data.
Because MailBlue processes personal data on your instructions when performing the Agreement, this is subject to the arrangements set out in the Data Processing Agreement in Annex I to these General Terms and Conditions.
MailBlue may amend or supplement these general terms and conditions at any time.
Therefore, any amendments to these general terms and conditions will always apply.
The most up-to-date version of the general terms and conditions can always be found on MailBlue’s website at www.mailblue.nl/legal.
There is a dispute if you or MailBlue says there is.
We both make every effort to ensure that things never come to a dispute. But if this unfortunately happens, we will first make every effort to resolve a dispute through mutual discussion. If this fails then the next step in the process is an appeal to the courts.
The District Court for the court area of MailBlue’s place of business has exclusive jurisdiction to hear disputes, unless otherwise required by mandatory law.
MailBlue reserves the right to submit a dispute to a different court.
The agreement is governed exclusively by Dutch law, including where you are a foreign client or where the agreement is performed abroad.
The Vienna Sales Convention, which deals with international sales contracts, is excluded.
MailBlue B.V.
Reduitlaan 25C
4814DC Breda
The Netherlands
CoC: 68740077
VAT: NL857570869B01
