Terms of Service
Direct Dialog Incorporated (the "Services Provider") provides a collection of tools, customer relationship applications and resources to create, launch, and manage online/offline marketing campaigns and database programs. The following are the terms and conditions for use of the Services, along with any amendments thereto and any open rating rules or policies that may be published from time to time by Direct Dialog Incorporated.
1. Services and Support
1.1 The Services are provided subject to the following terms and conditions and any operating policies that Direct Dialog may establish (the "Agreement"). Direct Dialog may make changes to this Agreement, and continued use of the Service constitutes Customer's acceptance of any such changes. In addition, when using particular Direct Dialog services, Customer and Direct Dialog shall be subject to any posted guidelines or rules applicable to such Services that may be posted from time to time.
2. Restrictions and Responsibilities
2.1 This is an Agreement for Services, and Customer is not granted a license to any software by this Agreement. Customer will not, directly or indirectly: reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, or algorithms of the Services or any software, documentation, or data related to the Services ("Software"); modify, translate, or create derivative works based on the Services or any Software; or copy (except for archival purposes), distribute, pledge, assign, or otherwise transfer or encumber rights to the Services or any Software; use the Services or any Software for timesharing or service bureau purposes or otherwise for the benefit of a third party; or remove any proprietary notices or labels.
2.2 Customer represents, covenants, and warrants that Customer will use the Services only in compliance with Direct Dialog's privacy policies as published at the http://www.1to1dialog.com/privacystatement.htm Web site or otherwise furnished to Customer (the "Policy") and all applicable laws (including but not limited to policies and laws related to spamming, privacy, obscenity, or defamation). Customer may not access or otherwise use third party mailing lists in connection with preparing or distributing unsolicited e-mail to any third party. Customer hereby agrees to indemnify and hold harmless Direct Dialog Incorporated against any damages, losses, liabilities, settlements, and expenses (including without limitation costs and reasonable attorneys fees) in connection with any claim or action that arises from an alleged violation of the foregoing. Although Direct Dialog has no obligation to monitor the content or data provided by Customer or Customer's use of the Services, Direct Dialog may do so and may remove any such content or prohibit any use of the Services it believes may be (or alleged to be) in violation of the foregoing.
2.3 For every e-mail message sent in connection with the Services, Customer acknowledges and agrees that the Services shall identify Direct Dialog.
2.4 In using the varied features of the Services, Customer may provide information (such as name, contact information, or other information) to Direct Dialog. Direct Dialog may use this information and any technical information about Customer's use of this web site to tailor its presentations to Customer, facilitate Customer's movement through this web site, or communicate separately with Customer. Direct Dialog will not provide information to companies Customer has not authorized, and Direct Dialog will not permit the companies that get such information to sell and redistribute it without Customer's prior consent.
3. Termination
3.1 Customer may terminate this Agreement at any time by sending written notice to, Direct Dialog, Inc. at
3.2 Direct Dialog may terminate this Agreement or the Services at any time with or without cause, and with or without notice. Direct Dialog shall have no liability to Customer or any third party because of such termination.
3.3 Upon termination for any reason, Direct Dialog may delete any Customer archived data within 30 days after the date of termination. All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, warranty disclaimers and limitations of liability.
3.4 When an account is classified (at Direct Dialog's sole discretion) as inactive, Direct Dialog will notify Customer by e-mail. INACTIVE ACCOUNTS HAVE 30 DAYS TO BECOME ACTIVE OR THE ACCOUNT AND ITS DATA, INCLUDING SIGNUP CAMPAIGN RESULTS, MAY BE PERMANENTLY REMOVED FROM THE DIRECT DIALOG DATABASE.
4. Warranty Disclaimer
CUSTOMER USES THE SERVICES AT ITS OWN RISK. DIRECT DIALOG DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES. THE SERVICES ARE PROVIDED "AS IS" AND DIRECT DIALOG DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT.
5. Limitation of Liability
NOTWITHSTANDING ANYTHING TO THE CONTRARY, EXCEPT FOR PERSONAL INJURY OR DAMAGE TO REAL OR TANGIBLE PERSONAL PROPERTY PROXIMATELY CAUSED BY DIRECT DIALOG, DIRECT DIALOG AND ITS SUPPLIERS (INCLUDING BUT NOT LIMITED TO ALL EQUIPMENT AND PROPERTY SUPPLIERS), OFFICERS, AFFILIATES, REPRESENTATIVES, CONTRACTORS, AND EMPLOYEES SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES RESULTING FROM ANY ACTION IN CONTRACT, TORT, OR OTHERWISE, EVEN IF DIRECT DIALOG HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
6. Export of Services or Technical Data
Customer may not remove or export from the
7. Miscellaneous
7.1 If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable.
7.2 Both parties agree that this Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications, and other understandings relating to the subject matter of this Agreement, and that all waivers and modifications must be in a writing signed by both parties, except as otherwise provided herein.
7.3 No agency, partnership, joint venture, or employment is created as a result of this Agreement, and Customer does not have any authority of any kind to bind Direct Dialog in any respect whatsoever.
7.4 In any action or proceeding to enforce rights under this Agreement, the prevailing party will be entitled to recover its costs and attorneys fees.
7.5 This Agreement shall be governed by the laws of the State of
7.6 We reserve the right to modify our pricing and we will notify you by email when this occurs.
2002-2008 Direct Dialog Incorporated. All rights reserved.