Terms and Conditions

1. Introduction

Welcome to CLUBTRACK, INC. By registering and using our services, you agree to these Terms and Conditions of Use (hereinafter, the "Terms"). These Terms constitute a binding contract between you (the "User" or the "Organization") and CLUBTRACK, INC. (hereinafter, "CLUBTRACK," "we," or "our"). If you do not accept these Terms, you may not use our platform.

2. Definitions

• "Services": Refers to the software and tools provided by CLUBTRACK, INC. for data management and analysis, dashboard generation, and sending communications to end users.

• "Client Data": Personal and non-personal data provided by the User while using our Services.

• "End User": Individuals whose data is managed by the Organization through the platform.

3. Acceptance of the Terms

Using our Services requires acceptance of these Terms. Acceptance is considered valid by:

• Registering on our platform.

• Clicking "I Accept" during the registration process.

• Using any functionality of our Services.

4. Services Offered

CLUBTRACK, INC. provides:

• Tools for centralized management of user data from different systems.

• Customizable dashboards for data analysis.

• A communication platform to send emails to end users, provided they have given their consent (opt-in).

Limitations:

We do not guarantee specific results derived from the use of our dashboards or analysis tools.

CLUBTRACK, INC. is not responsible for how organizations use the data managed through the platform.

5. User Obligations

As a User, you agree to:

• Provide truthful and updated information during the registration process.

• Ensure you have the necessary consent (opt-in) to process and communicate with your End Users.

• Use the Services legally and in compliance with applicable data protection laws, such as the GDPR or the CCPA.

Third-Party Services and Integrations

Users may connect CLUBTRACK, INC. with external platforms by providing access credentials (such as API Keys or OAuth tokens). By doing so, the user agrees that:

They are responsible for providing valid credentials and keeping them up to date.

CLUBTRACK, INC. is not responsible for issues caused by invalid, revoked, or expired credentials.

Users can remove their integration at any time from their account settings.

Prohibitions

• You may not use the platform to send unsolicited communications (spam).

• You may not engage in activities that compromise the security of CLUBTRACK, INC.'s systems.

6. Data Protection

CLUBTRACK, INC. acts as the data processor of Client Data, while the User is the data controller. In this regard:

We will comply with applicable data protection regulations.

We will implement appropriate technical and organizational measures to protect the data processed through our platform.

Data Processing Agreement: By accepting these Terms, you also accept the Data Processing Agreement:

Purpose of the Contract

This contract governs the access and processing of personal data by CLUBTRACK, INC. on behalf of the Data Controller, following Article 28 of the GDPR.

Purpose of Data Processing

The processing of personal data by CLUBTRACK, INC. will be carried out solely to provide the contracted services, including data management, analysis, and communications.

Types of Data and Categories of Data Subjects

• Data Processed: Name, email address, phone number, contact preferences, purchase history, and other data related to the organization’s end users.

• Categories of Data Subjects: End users of the organization (customers, members, event attendees, etc.).
  

Obligations of the Data Processor

CLUBTRACK, INC. commits to:

• Processing personal data only by the instructions of the Data Controller.

• Implementing the following security measures:

  • Encryption of data at rest and in transit.

  • Regular data backups.

  • Monitoring to detect unauthorized access.

• Immediately informing the Data Controller in the event of:

  • A request from a data subject regarding their rights.

  • Any security incidents or data breaches affecting personal data.

Subprocessors

CLUBTRACK INC  may engage subprocessors for specific activities related to the services, provided that:

• The Data Controller is notified in advance and approves.

• The subprocessors comply with the same obligations established in this contract.

Security Incident Management

In the event of a personal data breach, CLUBTRACK, INC. will:

• Notify the Data Controller within no more than 72 hours after becoming aware of the incident.

• Provide detailed information regarding:

  • The nature of the breach.

  • The affected personal data.

  • The measures taken to mitigate the impact.

Termination of the Contract

Upon termination of the contractual relationship, CLUBTRACK, INC. will:

• Delete or return all processed personal data unless legal obligations require its retention.

Applicable Law and Dispute Resolution

This contract shall be governed by the applicable laws of the State of Delaware.

Any disputes arising shall be resolved through arbitration or the competent courts in the State of Delaware.

This agreement details our responsibilities in protecting and processing personal data.

7. Intellectual Property

All intellectual property rights over the CLUBTRACK, INC. platform and its components (software, design, databases) belong exclusively to CLUBTRACK, INC. The User only obtains a limited, non-exclusive, and revocable license to use the Services in accordance with these Terms.

8. Plans and Payments

The Services are available through subscription plans. The prices, features, and duration of each plan are detailed on our website.

Payment Policies:

• Payments must be made in advance.

• Refunds are not accepted once the subscription period has started, except as provided by law.

9. Protection Against Potential Litigation

9.1 Limitation of Liability

To the extent permitted by law, CLUBTRACK, INC. limits its liability as follows:

General Liability: CLUBTRACK, INC. shall not be liable for indirect, special, incidental, or consequential damages resulting from the use of the platform, including but not limited to loss of profits, business interruption, or data loss, even if we have been advised of the possibility of such damages.

Misuse by Organizations: Organizations using the platform are solely responsible for ensuring compliance with applicable laws when processing personal data or sending communications to their end users. CLUBTRACK, INC. shall not be responsible for:

Unauthorized or improper use of personal data.

Sending communications that do not comply with applicable regulations, such as the GDPR or anti-spam laws.

Specific Limits: The total liability of CLUBTRACK, INC. for any claim related to the use of the platform shall not exceed the amount paid by the organization during the 12 months preceding the event that gave rise to the claim.

9.2 Exclusions of Liability

CLUBTRACK, INC. is not responsible for:

Technical failures of third parties, such as internet service providers, payment platforms, or email systems.

Force majeure events, such as natural disasters, armed conflicts, massive cyberattacks, or pandemics affecting service delivery.

9.3 Dispute Resolution

To avoid prolonged and costly litigation, any dispute or claim related to the use of the platform shall be resolved through the following mechanisms:

a) Prior Negotiation:

The parties agree to attempt to resolve any dispute through direct negotiation by providing written notice of the issue to the other party and allowing 30 days to reach an amicable agreement.

b) Mediation:

If direct negotiation does not resolve the dispute, the parties agree to submit to a mediation process before a neutral mediator selected by mutual agreement. Mediation costs will be shared equally.

c) Binding Arbitration:

If mediation is unsuccessful, any dispute shall be resolved through binding arbitration administered by the American Arbitration Association ("AAA") in accordance with its Commercial Arbitration Rules and the Supplementary Procedures for Consumer-Related Disputes (if applicable).

Arbitration Location: Wilmington, Delaware, United States.

Arbitration Language: English.

Number of Arbitrators: One arbitrator shall be appointed by mutual agreement of the parties, or if the parties cannot agree, by the AAA.

Governing Law: The arbitration shall be governed by the laws of the State of Delaware, without regard to its conflict of law principles.

Final Decision: The arbitral award shall be final and binding on both parties, with no possibility of appeal, except as provided by the Federal Arbitration Act (9 U.S.C. §§ 1-16).

Costs: Each party shall bear its own costs and attorney's fees, and the costs of the arbitration shall be shared equally by the parties, unless the arbitrator determines that a different allocation is appropriate based on the circumstances of the case.

9.4 Exclusion of Class Actions

The parties agree that any dispute shall be handled individually and not as part of a class action. CLUBTRACK, INC. does not accept dispute resolution through class action lawsuits.

9.5 Indemnification for Misuse

The organization agrees to indemnify and hold harmless CLUBTRACK, INC., its employees, and affiliates from any claims, losses, or damages arising from:

Unauthorized use of the platform.

Non-compliance with applicable laws or these Terms.

Any legal action initiated by end users due to unauthorized communications or mishandling of their personal data.

10. Contact

For any inquiries regarding these Terms, you can contact us at hello@clubtrack.io.

Clubtrack, Inc.
131 Continental
Dr Suite 305 Newark,
Delaware 19713
United States
+1 740-272-5893