Mass Email and Anti-Spam Policy

This Mass Email and Anti-Spam Policy (this "Policy") governs Member's use of the Platform's contact-management, mass email, and related electronic messaging features. It is incorporated by reference into the Terms of Service (the "Member TOS") at Section 20. By accepting the Member TOS, Member also accepts this Policy. To the extent of any conflict between this Policy and the Member TOS, this Policy controls with respect to electronic messaging activities.

Plain English Summary

Informational. The binding terms are below. If anything here conflicts with the binding sections, the binding sections control.

The Platform gives you a CRM and a mass email tool. The contacts you add are yours; you decide whom to email. In exchange, you agree to a few rules about lawful mailing list practices: get permission before adding people to your mailing list, honor unsubscribes promptly, and do not import lists you bought or scraped. We have built tools to make this the path of least resistance. If a member's practices result in a regulatory complaint or enforcement action against us, you agree to cover our costs. If your practices violate this Policy materially or repeatedly, we may suspend your access to mass email functionality, suspend your access to the Platform, or terminate your Membership for cause.

1. Member as Sender and Controller

(a) Member is the "sender" within CAN-SPAM (15 U.S.C. Sections 7701 to 7713), the "person who sends" within Canada's Anti-Spam Legislation (S.C. 2010, c. 23, "CASL"), the "data controller" within GDPR (Regulation (EU) 2016/679) and UK GDPR, and the corresponding role under any other applicable jurisdiction's law.

(b) Company is acting as Member's electronic communications service provider and, with respect to personal data of Member's contacts, as Member's data processor within GDPR Article 28.

(c) Member is solely responsible for the lawful basis on which Member's contacts are added to Member's mailing list, the content of any commercial electronic message Member sends, and Member's compliance with all applicable laws governing electronic marketing in the jurisdictions where Member's recipients are located.

2. Member Representations and Warranties: Lawful Basis

Member represents and warrants, on a continuing basis throughout the Membership Term, that:

(a) Lawful Basis. With respect to every contact whose subscription status is set in the Platform to indicate consent to receive commercial electronic messages, Member has a lawful basis to send commercial electronic messages under each applicable jurisdiction's law, including without limitation:

1. U.S. recipients: compliance with CAN-SPAM;
2. Canadian recipients: express opt-in consent or valid CASL implied-consent category (existing business or non-business relationship within prior 24 months, conspicuous publication, or business card disclosure with relevance to recipient's role);
3. EU and UK recipients: express opt-in consent under GDPR Article 6(1)(a) or, where strictly applicable, the "soft opt-in" exception under ePrivacy Directive Article 13 / UK PECR Regulation 22;
4. Australian recipients: express or inferred consent under the Spam Act 2003;
5. any other jurisdiction: equivalent lawful basis under that jurisdiction's law.

(b) Records. Member maintains records sufficient to demonstrate lawful basis for each contact, and will produce them to Company on reasonable request.

(c) Permitted Sources. Member did not acquire any contact through (i) purchase from a third party of a list of email addresses for marketing purposes; (ii) automated harvesting or scraping; or (iii) any other means that would invalidate the lawful basis required by subsection (a).

(d) Accurate Attestations. Every attestation Member submits in any Platform consent or source-of-contact flow is true and complete to the best of Member's knowledge.

(e) Currency of Consent. Member is responsible for complying with consent currency requirements under applicable law, including, where relevant, refreshing consent or conducting re-permission campaigns for older contacts. The Platform may provide tools to assist with this; absence of tooling does not relieve Member's obligation.

3. Member Obligations: Operational

(a) Honor Unsubscribes. Honor every unsubscribe within the time period required by applicable law (10 business days under CAN-SPAM; 5 business days under the Australian Spam Act; immediately or as soon as technically feasible under GDPR and UK GDPR). Member acknowledges the Platform implements unsubscribes immediately upon click and Member may not override Platform unsubscribe enforcement.

(b) Accurate Sender Information. Every commercial electronic message will accurately identify Member's organization, include a valid physical postal address, include a functional unsubscribe mechanism, and not contain false or misleading header information or subject lines.

(c) Privacy Notice. Member will maintain a privacy notice on Member's website meeting GDPR Article 13 and CCPA/CPRA disclosure requirements where applicable, and configure the Platform's "Privacy Notice URL" field accordingly.

(d) No Circumvention of Platform Controls. Member will not attempt to circumvent the Platform's controls, including defaulting any consent UI to checked through manual UI manipulation; modifying platform-locked consent text; importing purchased or third-party lists by mis-categorizing the source; or re-subscribing contacts who have unsubscribed.

4. Indemnification: Member List Practices

Member agrees to defend, indemnify, and hold harmless Company, its officers, directors, employees, and agents from and against all claims, demands, actions, proceedings, judgments, settlements, fines, penalties, costs, and expenses (including reasonable attorneys' fees) arising out of:

(a) Any breach of Member's representations and warranties in Section 2;

(b) Any breach of Member's operational obligations in Section 3;

(c) Any regulatory inquiry, investigation, or enforcement action by the U.S. Federal Trade Commission, the Canadian Radio-television and Telecommunications Commission, the UK Information Commissioner's Office, any EU national supervisory authority, the Australian Communications and Media Authority, any U.S. state attorney general, or any other regulator, attributable in whole or in part to Member's mailing list practices, message content, or lawful basis for adding contacts;

(d) Any claim by a recipient of a commercial electronic message sent by Member through the Platform alleging unlawful contact, harassment, deceptive practice, or violation of applicable commercial electronic message or data protection law.

The carve-out in Member TOS Section 9 (for claims caused by Company's gross negligence, willful misconduct, or material breach) also applies to this Section.

This indemnification survives termination per Member TOS Section 19.1.

5. Company Rights: Suspension and Termination for Cause

(a) Company may suspend Member's access to mass email functionality or, in cases of severe or ongoing risk to deliverability infrastructure, the entire Platform, where Member's account exceeds the then-current sending limits published in the Sending Limits reference page at https://www.fashionweekblueprint.com/sending-limits, or where Member's account exhibits behavior Company in good faith determines indicates non-compliance with this Policy. Except in cases of severe or ongoing risk to deliverability infrastructure, Company will provide Member with notice of the issue and a reasonable opportunity to remediate before suspension.

(b) Company may apply automatic suppression of any email address that has unsubscribed from any Fashion Week Blueprint-hosted member's mailing list, across Member's account, even if Member did not directly receive the unsubscribe. The Platform's Privacy Policy discloses this cross-account suppression practice to recipients.

(c) Company may block any CSV import Company in good faith determines to be from a purchased list, scraped list, or otherwise non-compliant source.

(d) Company may cooperate with any legitimate regulatory inquiry by producing Member's account data, consent metadata, audit logs, and other records under appropriate process.

(e) Company may terminate Member's Membership for cause, without refund, for any breach of this Policy Company in good faith determines material or repeated.

Company will, where reasonably practicable, provide notice of suspension and opportunity to remediate before terminating for cause.

6. Sending Limits Reference Page

Specific numeric thresholds applied by the Platform (including, but not limited to, complaint-rate thresholds, hard-bounce-rate thresholds, send-volume ramp limits, and rolling-window calculation periods) are published and maintained at https://www.fashionweekblueprint.com/sending-limits and may be updated by Company from time to time to reflect industry standards, infrastructure capacity, and regulatory guidance. Company will provide reasonable notice of material changes to the Sending Limits. Member's compliance with then-current Sending Limits is a condition of continued mass email access.

7. Survival

Member's representations and warranties under Section 2(a) (Lawful Basis), Member's obligation to honor unsubscribes under Section 3(a), and Member's indemnification obligation under Section 4 survive termination of Member's Membership in accordance with Member TOS Section 19.1.

8. Acceptance

This Policy is incorporated by reference into the Member TOS. By accepting the Member TOS, Member also accepts this Policy. No separate acceptance is required for this Policy at signup. Material updates to this Policy will be notified to Members per Member TOS Section 15.

9. Member Acknowledgment

By accepting the Member TOS and continuing to access the Platform, Member acknowledges that: (i) Member has read and understood this Policy; (ii) the obligations are reasonable in scope and necessary to protect Company's electronic communications infrastructure, deliverability of Company's services, and Company's compliance posture; (iii) the Platform's controls (consent metadata capture, source attestation, unsubscribe enforcement, suppression list) make compliance the path of least resistance, and Member will use those controls as intended; (iv) the consideration provided by Company through Membership access is sufficient to support these obligations.