Continuity Programs Website Terms and Conditions
IMPORTANT, PLEASE READ CAREFULLY: In using this website you are deemed to have read and agreed to the following terms and conditions:
The following terminology applies to these Terms and Conditions and any or all Agreements: "Subscriber", “Account” and “You” refers to you, the person accessing this website and accepting Continuity Programs’ terms and conditions. "CPI", “We” and "Us", refers to Continuity Programs, Inc.
By registering as a user of CPI’s website, you agree to follow and be bound by these terms and conditions. You are permitted to use this website as set forth below only upon the condition that you accept all of the terms contained in these terms of service (the "agreement").
If you click the checkbox on the sign up page and the submit button, you indicate your agreement to the terms set forth below. If you do not agree, or do not have authority to agree to these terms, please exit the registration and cease use of this website. If you are entering into this agreement on behalf of a company, you represent and warrant that you have authority to enter into this agreement on behalf of the company and to bind the company to all of the terms and conditions hereof. Any use, reproduction or distribution of any materials on this website by you or by a third party on your behalf constitutes your acceptance of this agreement.
If your company has entered into a corporate/enterprise agreement with CPI, you will be bound by applicable additional terms contained in that corporate/enterprise agreement. If any terms of the corporate/enterprise agreement conflict with the terms of this agreement, the terms of the corporate/enterprise agreement shall govern.
This is a legal Agreement made between Continuity Programs, Inc., (“CPI”), a Michigan Corporation located at 8451 Boulder Court, P.O. Box 8003, Walled Lake, MI 48390 and the Subscriber and the Monthly Term will continue on a month-to-month basis until Agreement is canceled at any time by either party with notice as described below.
This Agreement sets forth the terms and conditions under which CPI will provide an Account to Subscriber for use as outlined in this Agreement, in the form of various marketing services, including: direct print mail and email marketing campaigns with response tracking, marketing portal access, and any optional, other marketing media/services for the Subscriber. Subscriber may order any of CPI’s standard program offerings through this website. By ordering any of CPI’s standard program offerings, Subscriber agrees to have read and understood what is included in the specific program(s) on the website. Each of CPI’s different standard program offerings may include all or some of the following services.
1. Description of Services
CPI’s services consist of: (a) Direct Mail Campaigns, (b) Email Marketing Campaigns, (c) NCOA Database Scrubbing, (d) Marketing Portal Access, (e) Monthly Reports of Mailing and Customer of Interest Reporting, (f) High Priority Customer Contact Email Notifications, (g) Response Tracking, and (h) Leads Module Data as further described below.
(a) Direct Mail Campaigns
Several options for direct mail programs are available that are fulfilled by CPI over a set schedule and specified time period as described on the website. Direct Mail is sent out by CPI on behalf of the Subscriber. Each Program begins based on the enrollment processing date. The enrollment processing date will likely be different from the actual closing or transaction date or the end of the previous month. All Direct Mail is personalized on the Subscriber’s behalf. Direct Mail will include (when provided) Subscriber contact information and Subscriber photo and logo. Postage Paid Return Items (envelopes or detachable cards) are included in some of the Programs. Some programs are cross-media, including both direct mail and e-mail communications.
(a) E-Mail Campaigns
Several options for e-mail programs are available that are fulfilled by CPI over a set schedule and specified time period as described on the website. E-Alerts and E-Cards are sent out by CPI on behalf of the Subscriber. CPI will email the Subscriber’s Customers in the name of the Subscriber. E-Alerts are emailed in support of the program mailings to assist in increasing opening and response rates. CPI will electronically notify Subscriber of relevant responses received. All E-Alerts and E-Cards are personalized on the Subscriber’s behalf. E-Alerts and E-Cards will include (when provided) Subscriber contact information, Subscriber photo and logo, and Subscriber social media links. Subscriber acknowledges that CPI provides no guarantee that emails will be read or understood by customer recipients. Subscriber further acknowledges that due to the nature of electronic communications, CPI provides no guarantee that email sent by CPI on Subscriber’s behalf will be successfully delivered to Subscriber’s customer recipients. CPI will discontinue email marketing campaign service to any customer that voluntarily unsubscribes to the campaign. Subscriber agrees to notify CPI regarding customers who have unsubscribed from additional, separate email campaigns sent by Subscriber. Some programs are cross-media, including both direct mail and e-mail communications.
(c) NCOA Database Scrubbing
NCOA Scrubbing is included in some of the programs. This service consists of CPI scrubbing a portion of Subscriber’s Customer Database against the United States Postal Service National Change of Address registry (NCOA). CPI shall perform this type of database scrub monthly as customer mailings become due according to the program schedule. This service is limited to the portion of the Subscriber’s database that is due to receive a mailing each month. CPI will update Subscriber’s Customer Data in CPI’s records with information provided from the NCOA.
(d) Marketing Portal Access
Subscriber may elect to use and access CPI's Marketing Portal. The portal is CPI's private online Database Marketing System. The portal is a web-based and allows the Subscriber and its authorized Agents to place enrollments/orders for programs and review and manage their Customer Data. Through the portal, Subscriber can upload their Customer Data, view and edit their Customer Data information, and edit their Subscriber profile, and view their CPI Program schedule.
All CPI materials provided through the portal, including information, documents, products, logos, graphics, sounds, images, reports and services (“Materials”), are provided by CPI and are the copyrighted work and intellectual property of CPI. As used herein, the term Materials shall not include the Data provided by Subscriber. Except as stated herein, none of the Materials may be copied, reproduced, distributed, republished, downloaded, displayed, posted, transferred, assigned or transmitted in any form or by any means, including electronic, mechanical, photocopying, recording, or other means, without the prior express written permission of CPI.
Subscriber and anyone acting on Subscriber's behalf may not modify, adapt, translate, reverse engineer, decompile, disassemble, derive source code, create derivative works based on, or copy CPI’s portal. Title and copyrights in and of the Materials, and any copies thereof, are owned by and remain with CPI.
CPI does not own any information that Subscriber or its authorized Agents enter/post into the portal (“Data”). Data means Subscriber's customers' information, data, text, photographs, graphics, messages the Subscriber uploads into their account. CPI will not monitor or disclose any information regarding Subscriber, including any of Subscriber's Data, without Subscriber's prior permission except in accordance with this Agreement. CPI may access Subscriber's portal data to respond to support related issues.
Subscriber, and not CPI, is responsible for all Data that Subscriber uploads, posts, emails, or otherwise transmits via the portal. CPI does not control the Data received via the portal and, as such, does not guarantee the accuracy, integrity or quality of such Data. Under no circumstances will CPI be liable in any way for any Data, including for any errors or omissions in any Data, or for any loss or damage of any kind incurred as a result of the use of any Data posted, emailed or otherwise transmitted via the portal.
CPI reserves the right to establish or modify general practices and limits concerning use of the portal, including, without limitation, the maximum number of days that Data will be retained in any particular section of the portal, the maximum disk space that will be allotted on CPI's servers on Subscriber's behalf, the maximum number of individual contacts (e.g., emails, telephone numbers, addresses, etc.) that may be uploaded into Subscriber's account.
If a dispute arises regarding the rights to access Subscriber's portal, CPI at its sole discretion may give access to an authorized officer of the company upon written request from such officer on company letterhead or, among other options, withhold disclosure of the Subscriber's account information to any person until it receives an order of the court. If the named company on Subscriber's account is not a legal entity, CPI may presume that the primary contact named on the Subscriber's account is the only person authorized to access the Account.
(e) Monthly Reports of Mailing and Customer of Interest Reporting
Some of the programs include CPI providing on a monthly basis Reports of Mailing and Customer of Interest Reports. These reports are sent electronically to Subscriber by CPI and detail program mailings and responses per customer. CPI will email the reports each month to reflect the previous month’s mailing activities. In terms of Customer of Interest Reporting, CPI details future leads on this report.
(f) High Priority Customer Contact Email Notifications
Most of the programs include daily High Priority Customer Contact Email Notifications. As a customer lead response is received to either an email or printed mailing with a referral or request for other services, CPI will email the lead to the Subscriber. A High Priority Customer Contact Notification is emailed when the customer’s request falls within a 0 (zero) to 4 (four) month timeframe.
(g) Response Tracking
Most of the programs include Response Tracking. All mailing and relevant email responses are recorded by CPI and physical satisfaction surveys are sent to the Subscriber on a monthly basis.
(h) Leads Module Data
Subscriber has the option of purchasing a recipient list through the Leads Module via the portal. CPI will print and mail Subscriber’s order utilizing the data selected by Subscriber though the Leads Module. The data delivered through the Leads Module is the property of CPI’s third-party list provider. Subscriber shall have no rights or interest in or to the data except as granted herein.
The Leads Module Data may be used for Subscriber’s marketing programs to consumers and businesses, including house file enhancements, mailing list screens, modeling and list analysis. Subscriber may not sell, lease, or rent the data except as otherwise set forth herein, or provide the data or a derivative of the data to any other party. Subscriber may not use the Leads Module Data, in whole or in part, in the development of any data products or services to be provided to third parties including, without limitation, any list enhancement or data appending service or product.
Subscriber may not use the Leads Module Data as a factor in establishing an individual’s creditworthiness or eligibility for (i) credit or insurance or (ii) employment.
Subscriber shall not use any Leads Module Data to advertise, sell, or exchange any products or services relating to illegal or illicit activities, including, without limitation, sexual products or services, drug products or services, pornographic materials, weapons, or involving credit repair services. Subscriber agrees that CPI may require complete sample mail pieces or e-mails or telemarketing scripts for approval prior to fulfillment of order.
All marketing communications used in connection with any list created by or for Subscriber derived from the Leads Module Data shall not (i) reference the use of the Leads Module Data as a selection criteria concerning the intended recipient or (ii) reference the source of the recipient’s name and address.
With the exception of addresses, upon termination or expiration of this agreement, CPI and Subscriber shall destroy the Leads Module Data and any copies thereof and certify in writing to be delivered to CPI within five (5) business days following such destruction that Subscriber and all applicable end users have fully complied with the requirements of this Section. Client shall not be required to destroy any addresses from the Leads Module Data upon expiration or termination of this Agreement; provided, however, that any continued use of such addresses by Subscriber will continue to be governed by the terms of this Agreement, the terms of which shall remain in full force and effect with respect thereto.
2. Fees / Invoicing / Payment
CPI and Subscriber agree that before CPI may commence any services hereunder, Subscriber shall enter a credit card via the order form on the website, for CPI to charge each month for the Account Subscription Fee.
Subscriber agrees to pay CPI a monthly Account Subscription Fee in the amount of $8.99 (Eight and 99/100 Dollars) per month for use of the Account and the on-going data storage and maintenance associated with the existence of Account. All Subscription Fees are non-refundable.
Furthermore, Subscriber agrees to pay CPI for each marketing program or service ordered via a credit card. Credit cards accepted include Visa, MasterCard, Discover and American Express. All Program Enrollment Fees are non-refundable. All sales are final.
Should Subscriber elect to customize their Account and/or Program beyond what is offered and included by CPI in its standard program service offerings, Subscriber agrees to pay for Graphic Design Service Fees at the rate of $85.00 (Eighty Five and 00/100 Dollars) per hour and/or Programming Fees at the rate of $150.00 (One Hundred Fifty and 00/100 Dollars) per hour.
CPI has the right to discontinue, suspend or cancel any and all portions of the Account and Program services without additional notice if Subscriber’s credit card is denied or expires and Subscriber has not otherwise paid its Account Subscription Fees due to CPI. Failure to pay monthly Account Subscription Fees will result in CPI suspending all services. Furthermore, Subscriber, and not CPI, is responsible to update CPI with any changes to its credit card on file information, including updating CPI with new expiration dates when the credit card expires. If Subscriber does not update CPI within 60 (sixty) days of an expired credit card, CPI will suspend all services without additional notice to Subscriber.
If Subscriber has lapsed on their payments due CPI, in order for Program services to resume, the Subscriber must pay CPI for any lapsed months. Once the Subscriber has paid in full, CPI will re-commence the Program services.
Subscriber may choose to inactivate any of their Customer Data records from the Program marketing campaigns. Monies shall not be refunded or returned to Subscriber upon an inactivation of their Customer Data records.
3. Adjustment of Fees
Upon 60 (sixty) days notice to Subscriber, and for any reason, including an increase in postage costs, CPI reserves the right to increase or decrease the fees associated with the fulfillment of the Program(s) and/or the maintenance of the Account. CPI may give notice by means of a general notice on CPI's web site, portal, electronic mail or postal mail to Subscriber's e-mail or physical address on record in CPI's system.
4. Use & Responsibilities of Parties
Upon successful sign up and agreement of the terms contained herein, CPI will activate the Subscriber’s Account. Subscriber will be redirected from the sign up form to the portal to complete setting up a profile and begin ordering programs.
Customer Data is supplied by Subscriber to CPI and consists of the customer name, customer address, customer city, customer state, customer zip code, and customer email address. Customer Data could also consist of customer phone number, customer birth date, and other transactional related data. Subscriber agrees that it will not transmit sensitive Customer Data to CPI including but not limited to customer social security numbers, credit scores, ethnicity, etc.
Subscriber will furnish all Customer Data information needed to fulfill each Program, and all information will be legible / decipherable. CPI is to receive all Customer Data from Subscriber via the portal. In the event Subscriber has technical difficulties with the portal, Customer Data may be e-mailed to CPI at email@example.com. Illegible or incomplete Customer Data will not be input or processed until CPI receives information from Subscriber that is necessary to fulfill the Program. The Subscriber may elect to have CPI build its database, and will be responsible for the additional cost per record to build such database.
Subscriber is responsible for updating CPI regarding all data changes, including customers unsubscribing from Subscriber’s own email campaigns, Subscriber changes, and/or Customer Data changes in relation to fulfilling the services of the Program.
All Customer Data submitted will only be used for the Programs described in this Agreement or unless otherwise directed in writing by the Subscriber. CPI acknowledges that the Subscriber’s customer list is an asset of the Subscriber. CPI agrees to maintain the confidentiality of the Subscriber’s customer list and will not disclose or disseminate same other than as required to fulfill CPI’s obligations hereunder.
Subscriber agrees to receive informational and promotional emails from CPI, provided that there is an opt-out option included in each email sent by CPI. It shall be the Subscriber’s responsibility to opt-out from such email notifications sent by CPI to Subscriber.
Furthermore, Subscriber grants CPI the right to use Subscriber’s Company Name and Logo on CPI’s website and in CPI’s Sales Collateral, Marketing Materials, Social Media, and/or case studies.
5. Intellectual Property Notices
Subscriber hereby acknowledges the following proprietary notices and legends: Elements of the Programs are protected by copyright, trademark and other intellectual and industrial property laws and may not be copied or imitated in whole or in part except as provided in this Agreement. No data, logo, graphic, text or image from the portal may be copied or retransmitted unless expressly permitted by CPI.
CPI and Subscriber acknowledge that, in the course of their dealings hereunder, each may acquire confidential information about the other. For the purpose of this Agreement, “Confidential Information” means any information presented to the other party in any form or format, excluding information which has been publicly disclosed by either party, or which becomes generally known in the trade through no fault of the receiving party. Subscriber agrees that the techniques used to create the reports and information sent to Subscriber as part of the Program, as well as the pricing of the Program to Subscriber, is Confidential Information. Each party agrees that it will not disclose to any third party information disclosed to it by the other, and agrees that it will take all reasonable measures to maintain the confidentiality of all Confidential Information of the other party in its possession or control, which will in no event be less than the measures it uses to maintain the confidentiality of its own information of similar importance.
7. No Warranties
CPI provides services and data on an ‘as is’ basis with no warranties, and hereby disclaims all warranties whether express, implied or statutory, including the implied warranties of merchantability, quality, and fitness for a particular purpose, and any warranties arising from a course of dealing, course of performance, trade usage, or trade practice. CPI does not warrant that the data will be error free, or that any errors regarding the quality of data will be corrected.
8. Compliance with All Applicable Laws & Regulations
Subscriber agrees to comply with all applicable laws in connection with use of the Programs. It is the Subscriber’s responsibility to adhere to any and all Laws and Regulations. Specifically, Subscriber agrees that it is wholly responsible for compliance with all applicable laws and regulations including but not limited to: the Telephone Consumer Protection Act of 1991, the FTC National Do-Not-Call Registry, the Real Estate Settlement Procedures Act (RESPA), the CANSPAM Act of 2003, the Dodd-Frank Bill, the S.A.F.E. Mortgage Licensing Act of 2008, and any State and / or Local Do-Not-Call / Mail / Solicit requirements.
Subscriber shall hold harmless and indemnify CPI for any and all claims, suits, damages, losses, costs and expenses (including reasonable attorney fees) arising or resulting from any inaccuracies, errors and/or omissions in the Customer Data submitted by Subscriber or its representatives. Furthermore, Subscriber shall hold harmless and indemnify CPI for any and all claims, suits, damages, losses, costs and expenses (including reasonable attorney fees) arising or resulting from any disputes that may arise between Subscriber and Subscriber’s company. Should any dispute arise between Subscriber and Subscriber’s company, including dispute as to which party is the owner of any Customer Data, use of company logos, or any other matter, CPI will not be liable or responsible in any way.
The Subscriber acknowledges that CPI will be sending e-mails and print mail to the Subscriber’s customers as contemplated under this Agreement. By using this website, the Subscriber represents and warrants to CPI that CPI’s communications to Subscriber’s customers will not violate any applicable law, rule or regulation, Federal or state, and Subscriber shall indemnify and hold CPI harmless from all claims, suits, damages, losses, costs and expenses (including attorney fees) resulting from the e-mails and print mail being sent by CPI to Subscriber’s customers.
Failure or delay by either party to enforce compliance with any term or condition of this Agreement shall not constitute a waiver of such term or condition. A waiver of any breach or default under this Agreement shall not constitute a waiver of any subsequent breach or default. No modification or amendment of this Agreement shall be binding unless in writing and signed by the party sought to be bound. If any term or provision of this Agreement, or the application thereof, shall to any extent be invalid or unenforceable, and the intent of the parties hereto in entering into this Agreement is not materially frustrated or negated thereby, the remainder of this Agreement, or the application of such term or provision to circumstances other than those to which it is invalid or unenforceable, shall not be affected thereby, and shall be enforced to the full extent permitted by law. Each of the parties hereby acknowledges that it has read this Agreement and understands and agrees to be bound by its terms and conditions. This Agreement is the complete and exclusive statement of the Agreement between the parties hereto which supersedes all prior Agreements, offers, proposals, understandings and other communications between the parties hereto, oral or written, regarding the subject matter of the Programs hereof.
11. Resolution of Disputes
Any disputes or differences between CPI and Subscriber to which an amicable understanding cannot be reached shall be decided by binding arbitration. Unless otherwise specified herein, the arbitration shall be conducted in accordance with the Commercial Arbitration Rules of the American Arbitration Association (“AAA”). No punitive, consequential, incidental or special damages of any kind shall be awarded in, under, or as a part of any arbitration proceeding. The arbitration proceeding shall be held in Oakland County, Michigan. The arbitrators are not bound by any rules of law or evidence, provided, however, that they shall give effect to statutes of limitation in determining whether any claim or issue is arbitrable. The arbitrators may include interest on any amount awarded in arbitration. The arbitrators shall decide by a majority vote and from their written decision there can be no appeal. The final arbitrators’ decision shall be rendered within 60 (sixty) days after notice of a dispute is received by either party and the decision may be enforced in any state or federal court of competent jurisdiction. The cost of arbitration, including the fees of the arbitrators, shall be borne by the losing party unless the arbitrators shall otherwise decide.
12. Cancellation and Termination
The Subscriber or CPI may terminate this Agreement at anytime for any reason, with or without cause, by providing the other party with a cancellation notice. Subscriber can choose whether they want Programs/services to continue after cancelling. In order for CPI to continue fulfilling Programs, Account agrees to pay the monthly Account Subscription Fee to keep the account active.
Subscriber may give cancellation notice to CPI (such notice shall be deemed given when received by CPI) at any time by any of the following: phone 800-521-0026, electronic mail to firstname.lastname@example.org or by first class prepaid mail to CPI at Continuity Programs, P.O. Box 8003, Walled Lake, MI 48390.
13. Entire Agreement
This Agreement constitutes the entire understanding and Agreement between the parties; it is subject to cancellation only as provided above.