Terms of Service – propersend.com

Terms of Service for Propersend

Effective Date: May 7, 2025

These Terms of Service (“Terms”) govern your access to and use of the Propersend email marketing marketplace services (the “Service”), provided by Depends iT Ltd. (“we,” “us,” or “our”). By accessing or using the Service, you agree to be bound by these Terms. If you do not agree to these Terms, do not use our Service.

1. Acceptance of Terms

By creating an account, accessing the Service, or clicking to accept these Terms when prompted, you signify that you have read, understood, and agree to be bound by these Terms and our Privacy Policy.

2. Description of Service

Propersend is an email marketing marketplace providing tools and infrastructure to create, send, manage, and track email campaigns. Our Service includes various plans offering different functionalities, sending options (including using your own sending service or our integrated SMTP services), and hosting arrangements (including shared access, dedicated instances on our servers, and installations on your own server).

3. Account Registration and Access

You must register for an account to access certain features of the Service. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete. You are responsible for safeguarding your password and for any activities or actions under your account. We are not liable for any loss or damage arising from your failure to maintain the security of your account and password.

4. User Obligations and Conduct

You agree to use the Service only for lawful purposes and in accordance with these Terms. You are solely responsible for all content you upload, send, or otherwise make available through the Service, including your email lists and campaign content. You represent and warrant that you have all necessary rights and permissions to use the data you upload and send emails to your contact lists.

5. Acceptable Use Policy & Prohibited Activities

You agree not to use the Service to:

Send unsolicited email (“spam”) or any email in violation of applicable laws and regulations, including but not limited to CAN-SPAM, GDPR, and any other anti-spam or privacy laws in the jurisdictions of your recipients.
Use purchased, rented, or third-party lists. All recipients must have given you verifiable permission to send them emails.
Send emails with misleading or false information in the subject line, sender name, or routing information.
Transmit any content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically, or otherwise objectionable.
Transmit any content that infringes any patent, trademark, trade secret, copyright, or other proprietary rights of any party.
Upload or distribute files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of the Service or another’s computer.
Interfere with or disrupt the Service or servers or networks connected to the Service.
Attempt to gain unauthorized access to any portion of the Service, other accounts, or any systems or networks connected to the Service.
Engage in any activity that could harm our reputation or the deliverability of emails for other users.

We reserve the right to monitor email campaigns and user activity for compliance with this Acceptable Use Policy.

6. Specific Terms for Hosted Application Instances (Dedicated Server & Fully Self-Hosted Plans)

If you subscribe to a plan that provides you with a dedicated instance of the Propersend application hosted on our infrastructure (Dedicated Server) or installed on your own server (Fully Self-Hosted), the following terms also apply:

Your Sole Responsibility: You are solely and entirely responsible for all activities, content, and data associated with and processed by your specific application instance. This includes managing your contact lists, creating and sending campaigns, configuring integrations, and ensuring all your activities comply with applicable laws and these Terms, especially the Acceptable Use Policy.
Abuse and Misuse from Your Instance: Any spam, abuse, illegal activity, or violation of this Acceptable Use Policy originating from your hosted application instance is your sole responsibility.
Our Right to Suspend Service: In the event that we receive complaints regarding activities originating from your hosted application instance, or if our monitoring detects violations of this Acceptable Use Policy or any illegal or harmful activity, we reserve the right to immediately suspend or terminate your access to the hosted application instance and the related Service to protect the integrity of our services, network, and reputation, without liability to you.
No Liability for User Instance Misuse: Propersend (Depends iT Ltd.) is not liable for any damages, losses, or consequences arising from your abuse or misuse of the service within your hosted application instance. You agree to indemnify and hold us harmless from any claims arising from your activities within your hosted instance.
Fully Self-Hosted Additional Costs: For the Fully Self-Hosted plan where the application is installed on your server, please be aware that while you receive lifetime access and updates, additional services such as reinstallation or reconfiguration will incur a fee of $50 per instance, and server migration assistance, if needed, will be subject to a cost depending on the complexity of the migration.

7. Payment Terms

Service fees are based on your chosen plan and billing cycle (monthly, yearly, or one-time, as applicable). All fees are subject to change upon notice from us. Payments are due in advance of the service period. You agree to provide valid payment information and authorize us to charge your payment method for applicable fees. Failure to pay fees may result in the suspension or termination of your account and access to the Service. Details of our plans and pricing are available on our Pricing page.

8. Intellectual Property Rights

The Service, including its features, functionality, and content (excluding your uploaded data and content), are and will remain the exclusive property of Depends iT Ltd. and its licensors. Our trademarks and trade dress may not be used in connection with any product or service without our prior written consent. You retain ownership of your contact lists, campaign content, and data you upload to the Service.

9. Termination

We may suspend or terminate your account and access to the Service immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach these Terms, particularly the Acceptable Use Policy, or if activities originating from your account or hosted instance cause harm or generate complaints.

Upon termination, your right to use the Service will immediately cease. If you wish to terminate your account, you may do so through your account settings or by contacting us.

10. Disclaimers

The Service is provided on an “AS IS” and “AS AVAILABLE” basis. We make no warranties, express or implied, regarding the Service, including but not limited to the accuracy, reliability, or completeness of the Service, or the deliverability of your emails (which can be affected by numerous factors outside our control, including recipient server policies and the quality of your contact list).

Specifically for hosted application instances (Dedicated Server & Fully Self-Hosted), you acknowledge that your experience and deliverability are significantly dependent on your own sending practices, the quality of your lists, and the configuration/management of your hosted environment (especially for Fully Self-Hosted).

11. Limitation of Liability

In no event shall Propersend (Depends iT Ltd.), its affiliates, directors, employees, or licensors be liable for any indirect, punitive, incidental, special, consequential, or exemplary damages, including without limitation damages for loss of profits, goodwill, use, data, or other intangible losses, arising out of or relating to your access to or use of or inability to access or use the Service, whether based on warranty, contract, tort (including negligence), or any other legal theory, whether or not we have been informed of the possibility of such damage.

Our total liability to you for any claim arising out of or relating to these Terms or the Service shall not exceed the amount you paid to us for the Service in the twelve (12) months preceding the event giving rise to the liability.

12. Indemnification

You agree to defend, indemnify, and hold harmless Propersend (Depends iT Ltd.) and its licensees and licensors, and their employees, contractors, agents, officers, and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees), resulting from or arising out of a) your use and access of the Service, by you or any person using your account or hosted instance; b) your breach of these Terms, particularly your violation of the Acceptable Use Policy; or c) your violation of any rights of a third party, including without limitation any privacy or intellectual property rights, or any applicable law or regulation.

13. Governing Law

These Terms shall be governed and construed in accordance with the laws of Bangladesh, without regard to its conflict of law provisions.

14. Changes to These Terms

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will try to provide at least 30 days’ notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion. By continuing to access or use our Service after those revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, please stop using the Service.

15. Contact Us

If you have any questions about these Terms, please contact us:

By email: [email protected]
By mail: Depends iT Ltd. Shapla Chattar, 5400 Rangpur, Rangpur Division, Bangladesh