Certified Email Acceptable Use Policy

Goodmail Systems Acceptable Use and Security Policies version 1.06

The Goodmail Systems, Inc. CertifiedEmail Acceptable Use and Security Policy (this "Policy") applies to Goodmail clients ("Clients") and operators of Goodmail Imprinters ("Operators"). Capitalized terms used in this Policy have the meaning set forth in Section 11.

1. Consent. A Client may only send CertifiedEmail Messages to an individual who (i) has provided Affirmative Consent to receive email from the Client or (ii) has an existing business relationship with the Client.
   1. Affirmative Consent. "Affirmative Consent" is a mechanism through which the Recipient expressly consented to receive the message, either in response to a clear and conspicuous request for such consent or at the Recipient's own initiative. Clients may obtain Affirmative Consent as follows:
      1. Confirmed (closed loop) Opt-in. Following an opt-in request, a confirmation email is subsequently sent to the person notifying him that some action is necessary before his email address will be added to the list. The person must respond or take other equivalent action to be considered "confirmed."
      2. Notified Opt-in (welcome message). At the point of email address collection, a person has affirmatively requested to be included on an email list to receive email. An email is subsequently sent to the person, notifying the person that his or her email address has been added to the email list. The person is not required to take further action to be included on the email list.
      3. Opt-in. At the point of email address collection, a person has affirmatively requested to be included on an email list to receive email. No confirmation email is sent and the person is not required to take further action to be included on the email list. In jurisdictions where email communications are subject to a more restrictive definition of consent (e.g., the European Commission Privacy and Electronic Communications Directive), Clients shall adhere to the applicable local standards.
   2. Existing Business Relationship. A business relationship between a Client and a Recipient may be created through the facilitation or completion of a transaction. A business relationship may also be created through prior correspondence initiated by an individual, including, without limitation, requests for information.
   3. Co-Registration. Email addresses collected through co-registration will be acceptable for use with the CertifiedEmail Service if the following conditions are met:
      1. The Client who acquires the email address was clearly and conspicuously disclosed at the point of email address collection.
      2. Consent was obtained through one of the methods described in Section 1(a).
      3. Each act of consent (e.g., a check box) resulted in the addition of an email address to only one list.
      4. Proof of consent, including the date, time, originating IP address, and location (e.g., URL) where the address collection occurred can be produced by the Client upon request.
   4. Prohibited Practices
      1. List Sharing. The CertifiedEmail Service may not be used for list rental, list exchange, partner mailings or similar types of email campaigns.
         
      2. Lack of Control over Recipient or Content . The CertifiedEmail Service may not be used for emails over which the Client does not possess control over content and choice of recipient. For example, a "forward-to-a-friend" email (where an email recipient or web site user chooses the recipient) would not be available for use with the CertifiedEmail Service.
      3. Email Prospecting. Any form of email prospecting (i.e., where there is no consent or existing business relationship between the Client and the Recipient) using the CertifiedEmail Service is prohibited.
      4. Other Prohibited Practices. Email addresses to be used for the CertifiedEmail Service must not be gathered through surreptitious methods (e.g., scraping, harvesting, or dictionary-style attacks).
2. Content. Clients shall ensure that all CertifiedEmail Messages conform to all applicable laws including, but not limited to, the CAN-SPAM Act of 2003. In addition, CertifiedEmail Messages shall comply with the following:
   1. Message headers, subject lines and content shall not be misleading, misrepresentative or falsified in any way.
   2. Messages shall not transmit viruses or other programs which may destroy or limit the functionality of a computer.
   3. Messages shall not contain content which is unlawful or harassing.
3. Unsubscribe.
   1. Inclusion in Email. Clients shall include an unsubscribe function within each CertifiedEmail Message that is classified as "Standard Email" (see Section 5 - CertifiedEmail Token Classifications). All other classes of email must contain an unsubscribe function if required by applicable law. The unsubscribe function must be easy to use and must be clearly and conspicuously located in the email. In addition, the unsubscribe function:
      1. must remain active and functional for at least 30 days after the message is sent,
      2. must be processed within 10 business days of receipt (or such shorter period of time if required by applicable law), and
      3. must not require a Recipient to provide any information other than the Recipient's email address (unless the Recipient has been clearly and conspicuously notified at the point of collection that receiving such Email Messages is a requirement to receive a service).
   2. Permanence of Unsubscribe. Once an unsubscribe request is received, it shall be considered permanent and no CertifiedEmail Messages of the same Token class may be sent to that Recipient unless Affirmative Consent is obtained again. Re-establishment of a business relationship is not sufficient to override a prior unsubscribe request.
   3. Complaint as Unsubscribe. Unless the level of granularity of a complaint indicates otherwise, Goodmail will interpret a complaint as a request to unsubscribe and expects Clients to unsubscribe a complaining Recipient. Goodmail will identify complaining Recipients to Client for this purpose
   4. Acknowledgment. Client acknowledges that in order to process unsubscribe requests and complaints received through the CertifiedEmail Program, mailbox providers will provide complaint data and email addresses of complaining Recipients to Goodmail in order for Goodmail to provide this information to Client.
4. Accreditation
   1. Application. Prospective Clients must successfully complete Goodmail's accreditation process before sending CertifiedEmail Messages. Prospective Clients must complete an accreditation application, which will be reviewed by a representative of Goodmail or one of its accreditation partners, after which an accreditation decision will be rendered.
   2. Limited Accreditation. In certain circumstances where independent information regarding a prospective Client is limited, Clients may be accredited with use limitations until such time, as determined by Goodmail, that such use limitations are no longer necessary. By example, and not by way of limitation, use limitations may include
      1. CertifiedEmail Message sending limits (quotas),
      2. limited/no use of the CertifiedEmail icon and marks and
      3. registration of "from" lines with Goodmail for monitoring.
5. CertifiedEmail Token Classifications
   1. Classifications. Goodmail will provide a mechanism to designate CertifiedEmail Messages as being within a particular Token class. The Token class of a CertifiedEmail Message determines the unique set of features and functions that will be available to Clients, Operators and Recipients with respect to that email. Clients and Operators shall ensure that all Messages be marked appropriately as either "Standard Email" or "Transactional Email." Goodmail may add additional Token classes in the future.
      1. Standard Email. This default category is intended to be used for most emails, including commercial emails. Currently, Standard Email encompasses all email other than Transactional Email.
      2. Transactional Email : An email message the primary purpose of which is:
         1. to facilitate, complete or confirm a commercial transaction that the Recipient has previously agreed to enter into with Client;
         2. to provide warranty information, product recall information or safety or security information with respect to a commercial product or service used or purchased by the Recipient;
         3. to provide:
            1. notification concerning a change in the terms or features of,
            2. notification of a change in the Recipient's standing or status with respect to, or
            3. at regular periodic intervals, account balance information or other type of account statements with respect to a subscription, membership, account, loan, or comparable commercial relationship involving the ongoing purchase or use by the Recipient of products or services offered by the Client;
         4. to provide information directly related to an employment relationship or related benefit plan in which the recipient is currently involved, participating, or enrolled; or
         5. to deliver goods or services, including product updates or upgrades, that the Recipient is entitled to receive under the terms of a transaction that the Recipient has previously agreed to enter into with the Client.
            
            The definition of "Transactional Email" is intended to mirror the definition of "Transactional or Relationship Message" in the CAN-SPAM Act of 2003 and the regulations promulgated thereunder.
   2. Class Selection. Clients and Operators may select the "Standard Email" default Token class for emails that would qualify for Transactional classification if so desired. However, emails that do not qualify for the "Transactional Email" Token Class may not be classified as "Transactional Email." Note that if a Client classifies an email that would qualify for Transactional Email classification as a Standard Email, certain unique features of the CertifiedEmail Service available only for Transactional Email messages will not be available for those Messages.
6. Account Identification Codes. Each Client and Operator will be assigned one or more account identification codes. Account identification codes are used to identify (i) the sender of a Message, (ii) the party responsible for payment for a Message and (iii) in the case of an ESP, on whose behalf a Message was sent. Failure to properly use identification codes inhibits Goodmail's ability to measure Client accountability and is considered a material violation of this Policy. Account identification codes may only be used by and on behalf of the entities to whom they are assigned. Use of any account identification code on behalf of a party to whom it was not assigned will be a material violation of this Policy. An Operator shall not send CertifiedEmail Messages on behalf of any Client that has not executed a Token Purchase Agreement with Goodmail. Clients and Operators shall not provide their account identification codes to any other party (except Client may provide its account identification codes to an Operator who is authorized to send CertifiedEmail Messages on Client's behalf). Use of incorrect account identification codes or misuse of account identification codes shall be considered a material violation of this Policy and may be cause for suspension of Client or Operator accounts or termination of a Client's or Operator's agreement with Goodmail.
7. Recipient Complaints and Reputation Score
   1. Complaints. A complaint occurs when Goodmail receives notice from a Recipient regarding an unwanted CertfiedEmail Message. Unless the level of granularity of a complaint indicates otherwise, Goodmail will interpret a complaint as a request to unsubscribe and expects Clients to unsubscribe a complaining Recipient. Goodmail will identify complaining Recipients to Client for this purpose.
   2. Reputation Scores. Each Client will have Reputation Scores calculated by Goodmail. A Client's Reputation Scores are based on the Client's CertifiedEmail Message complaints normalized across participating mailbox providers over 12-week, 4-week and 1-week periods. Goodmail reserves the right to change the method of calculation of the Reputation Scores at any time. Clients should strive to keep their Reputation Scores as low as possible at all times. Client acknowledges that
      1. Goodmail owns Reputation Score data,
      2. Goodmail may share Reputation Score data with third parties as reasonably necessary for legitimate business purposes and
      3. Goodmail may publish Reputation Score data on an anonymous or aggregate basis.
   3. Maximum Scores. The Maximum Scores represents an upper limit for acceptable Reputation Scores. If a Client's Reputation Score for a 12-week period or a 4-week period exceeds the Maximum Score applicable to such period, Goodmail will place the Client's account (with respect to the applicable Token class) on probation and notify the Client. If a Client's Reputation Score for a 1-week period exceeds the 1-week Maximum Score, Client's account (with respect to the applicable Token class) will be terminated. The Maximum Scores will be posted in the MailCenter and may be changed by Goodmail at any time.
   4. Calculation and Notification. Reputation Scores will be calculated on a weekly basis and posted in the Client's account in the MailCenter. Client will receive a notification if any of its Reputation Scores exceeds 80% of the applicable Maximum Score.
8. Probation and Termination
   1. Commencing Probation. Goodmail shall place a Client's account (with respect to a particular Token class) on probation if either of Client's Reputation Scores at any time exceeds the applicable Maximum Score or for any other material violation of this Policy. The length of time during which a Client's account will be on probation (the " Probation Period ") is four (4) weeks. During the Probation Period, Client's Goodmail Token prices will be increased by twenty-five percent (25%). Subject to Section 10, the Probation Period pricing penalty may be modified from time to time.
   2. Successfully Completing Probation. At the end of the Probation Period, Client's account will no longer be on probation:
      1. where the Probation Period was triggered by Client exceeding the 12-week Maximum Score, if Client's 4-week Reputation Score is less than Client's 12-week Reputation Score (indicating improvement); provided, however , that if Client's 12-week Reputation Score still exceeds the 12-week Maximum Score at the end of the Probation Period, Client shall begin another Probation Period (not to exceed three consecutive Probation Periods, including the first); or
      2. where the Probation Period was triggered by Client exceeding the 4-week Maximum Score, if Client's 4-week Reputation Score is less than the 4-week Maximum Score; or
      3. where the Probation Period was triggered by Client's violation of this Policy not described in Section 8(b)(i) or (ii), such violation is remedied to the reasonable satisfaction of Goodmail.
   3. Unsuccessfully Completing Probation; Termination. Except as described in Section 8(b)(i), at the end of the Probation Period, Client's account (with respect to a particular Token class) will be terminated if Client does not successfully complete Probation.
   4. Mailbox Provider Notification. Goodmail will provide its mailbox provider partners with immediate notification of Clients who are placed on probation or whose use of the CertifiedEmail Service has been terminated.
   5. Special Circumstances. If a Client
      1. exceeds the 4-week Reputation Score more than once within a 12-month period,
      2. fails three consecutive Probations for violation of the 12-week Maximum Score or
      3. posts a 1-week Reputation Score in excess of the 1-week Maximum Score, Client's account (with respect to a particular Token class) will be terminated. In addition, in order to protect the CertifiedEmail Service, Goodmail's mailbox provider partners and their members, Goodmail may suspend a Client's access to the CertifiedEmail Service or take such other action in its discretion in the event that Client's behavior or complaint level (measured over any period) indicates that a material violation of this Policy is likely to have occurred or be in the process of occurring, and neither Client nor any Operator shall have any recourse against Goodmail or any of its mailbox provider partners in the event such action is taken.
   6. Reinstatement/Reaccreditation. If a Client whose use of the CertifiedEmail Service was previously terminated can demonstrate to Goodmail that it has taken appropriate corrective action, Goodmail may reinstate the Client with appropriate use limitations until the Client reasonably satisfies Goodmail that its email practices comply with this Policy and that its future Reputation Score is not reasonably likely to exceed the Maximum Score. Decisions on reaccreditation and applicable use limitations will be determined by Goodmail on a case-by-case basis together with Client, but will ultimately be determined in Goodmail's sole discretion. By example, and not by way of limitation, use limitations may include:
      1. CertifiedEmail Message sending limits (quotas)
      2. Limited/no use of the CertifiedEmail icon and marks
      3. Pre-registration of "from" lines with Goodmail for monitoring
9. Security. The security of the Goodmail Imprinters is vital to the public's trust in the CertifiedEmail Service.
   1. MailCenter and Account Security. Clients and Operators shall ensure that all user names and passwords used to access the Goodmail MailCenter shall be carefully safeguarded and not distributed or shared with any unauthorized individual. The account identifiers within the Goodmail MailCenter should be treated as confidential information and should not be disclosed or provided to any third party outside of the Client's or Operator's security organization (with exception for contractors as noted below). Client shall immediately notify Goodmail if anyone obtains Client's MailCenter account information or accesses Client's MailCenter account without permission.
   2. Integrity of Tokens. Clients and Operators shall not modify, translate, disassemble, decompile, reverse engineer, or otherwise attempt to discover the source code of Goodmail Tokens or other Goodmail proprietary technology.
   3. Support. Operators shall provide and make available a dedicated security support contact or contacts who can be reached with security questions or concerns twenty-four (24) hours a day, seven (7) days a week. Operators may change the name or contact information for this dedicated security support contact by providing notice to Goodmail at the MailCenter.
   4. Virus Precaution. Operators shall ensure that all networks, databases, computers and software utilized to send CertifiedEmail Messages (and the CertifiedEmail Messages themselves) are checked with industry standard up-to-date antivirus software, and are determined to be virus-free prior to sending CertifiedEmail Messages. Operators shall update virus definitions at a sufficient cadence to ensure that they use the most up-to-date definitions available, and will conduct virus sweeps, at an industry standard frequency, of all networks, databases, computers, and software (including archival copies of the foregoing) utilized to send CertifiedEmail Messages. Operators shall promptly purge all viruses discovered during such sweeps. If an Operator discovers that a virus may have been transmitted via CertifiedEmail, Operator shall promptly notify Goodmail of such possibility in a writing that states the nature of the virus, the date on which transmission may have occurred, and the means Operator has used to purge the virus.
   5. Systems Security.
      1. System Adequacy. Operators shall have obtained and configured adequate hardware, software, power and human capital redundancies to send CertifedEmail Messages. The Operator's facility shall be properly configured to industry standards, including, but not limited to preventing open proxies, open relays and closing all known and published security deficiencies therein, and permitting access thereto only to authorized personnel, subject to password protection.
      2. Firewall. Each Operator certifies that it has implemented and will maintain continuously industry standard firewall protection for all of its networks, databases, and computer systems. Operators shall update firewall software promptly when updates become available. In addition, Operators shall log attempted accesses to their networks, databases, and computer systems, and the result of such attempts, and will review and assess such firewall and web server access logs at an industry standard frequency. Operators shall test perimeter router and firewall devices at an industry standard frequency for vulnerabilities using industry standard testing methods. The Imprinter will never be accessible on an Internet-visible computer. If Operator detects an intruder on an Operator networking or computer system, Operator shall disconnect the intruder immediately. Operators shall promptly report in writing to Goodmail any security deficiencies discovered by Operator as a result of such testing, or as a result of logging access attempts, along with Operator's action plan for curing such security deficiencies as soon as possible, but in no event more than ten (10) days after the date of its discovery.
      3. Password and User Name Encryption. Operators shall encrypt the password and username files for their networks, databases, and computer systems using industry standard encryption. Any Goodmail credentials, passwords, or other information needed to operate the Goodmail Imprinter will be stored on a server which is not visible to the Internet and with industry standard encryption.
      4. Imprinter Credentials. The Imprinter credentials provided to Operators shall be carefully safeguarded and not distributed or shared with any unauthorized individual.
      5. Passwords for Access to Imprinter/Data Center. Individual user passwords must be changed at least four times per year, and all four choices must be unique. Operators shall limit the accessibility and use of privileged passwords. Privileged passwords must be changed at least twice quarterly, and all eight passwords must be unique. Wherever possible, commands which require additional privileges should be securely logged (with time and date) to enable a complete audit trail of activities. When an individual terminates his or her employment with Operator, his or her passwords and access to privileged password facilities must be terminated immediately. Employees must be encouraged to log out at the end of each work day .
      6. Maintenance. All networking, software, and computer systems must be maintained in good working order pursuant to hardware maintenance support available from trusted, reputable maintenance organizations

   6. Security of Physical Premises. Operator shall limit access to its facilities to employees and employee-accompanied visitors using industry standard physical security methods. At a minimum, such methods must include visitor sign-ins, restricted access key cards or locks for employees, limited access to server rooms and archival backups, and burglar/intrusion alarm systems.  

   7. Background Checks. Operator shall conduct industry standard security background checks for all individuals with access to the Imprinter.   Operator shall provide an ongoing awareness and training program in information security and in the protection of information resources for all personnel of Operator whose duties bring them into contact with the Imprinter.

   8. Confidentiality Agreements; Use of Contractors and Subcontractors. Operator shall cause all contractors, subcontractors, agents, and other persons or entities performing any part of Operator's responsibilities on behalf of Operator to comply with all the terms and conditions of this Security Policy.
      

   9. Security Audits. Goodmail will have the right, at its own expense, to inspect and audit, or to have an independent third party inspect and audit Operator's security measures and its compliance with this Security Policy. Operators shall (at their own expense) correct any security flaws detected by such an audit as soon as practicable. Operators will then promptly certify to Goodmail in writing that the security flaw has been corrected, along with a description of the corrective action(s) taken.   All audits will be subject to the following conditions:

      1. Goodmail must provide fourteen (14) days' notice before such an audit and may conduct no more than one audit annually; and
      2. any such inspection and audit must be conducted during regular business hours in such a manner as not to interfere with normal business activities.
10. Changes to Policies and Additional Requirements. Goodmail reserves the right to change or modify this Policy at any time. Goodmail's Internet service or mailbox provider partners may also have their own requirements. Clients and Operators will be notified of changes within the Goodmail MailCenter. Clients and Operators shall confirm their assent to any such new Policy within two (2) weeks of the new Policy being made available to them. Client's or Operator's delay in providing such assent may result in the temporary suspension of CertifiedEmail Service privileges. Goodmail may from time to time provide a Client with a small list of seed names (i.e., no more than 5) for the purpose of monitoring Client's compliance with this Policy, and Client shall include such seed names in its CertifiedEmail Message mailings.
11. Definitions
    1. "Accreditation Process" means the process of determining whether a Client qualifies to use the CertifiedEmail Service.
    2. "CertifiedEmail Message" or "Message" means any email that is sent by the Client using the Goodmail Service and is digitally tagged with a valid Goodmail Token.
    3. "Imprinter" or "Goodmail Imprinter" means the component of the Goodmail Service that requests from Goodmail and applies Tokens to Messages of emails of Clients.
    4. "Recipient" means an individual who receives a CertifiedEmail Message through one of Goodmail's participating internet service provider partners.
    5. "Service" means Goodmail's CertifiedEmail Service that allows Clients to purchase Goodmail Tokens and to send permission-based email through Goodmail's various Internet service provider partners' email boxes.
    6. "Token" means Goodmail's digital tag, purchased by Client, that indicates that the email associated with such Token is authorized by Goodmail to submit for the Service.