Blackjay Terms of Service

1. Business use

The Site and the Services are for businesses. By using the Site or signing an Insertion Order, you confirm that you are at least 18, acting on behalf of a business, and authorized to bind it. “You” means that business and the people acting for it.

2. How ordering works

One campaign, one Insertion Order. An “Insertion Order” (or “Order”) is the order form you sign, or the campaign you submit through our online ordering workflow and accept electronically, describing a campaign: format, quantity, pricing, list source, mail class, and target dates. Electronic acceptance counts as a signature. Each accepted Order incorporates these Terms; if an Order expressly changes something in these Terms, the Order wins for that campaign only.

No minimums, no commitments. There is no minimum quantity, spend, or term. Each Order stands alone; when a campaign is done, neither of us owes the other anything more, except what the “Survival” paragraph in Section 21 keeps alive. A recurring campaign (for example, monthly mailings) can be set up on a single Order and runs on its stated cadence until you stop it under Section 8.

Acceptance and changes. An Order is binding when we accept it in writing or by electronic confirmation. We may decline any Order. Changes to an accepted Order need written agreement; email is fine. Changes after proof approval require a new proof and may change the price and schedule, and you are responsible for costs already incurred.

Printer partners. We produce and mail through third-party printer partners and other subcontractors, and we may change them without notice. We remain responsible to you for the Services, subject to the warranties, remedies, and limits in these Terms. Working together is non-exclusive for both of us.

3. Proofs: nothing mails until you sign off

No piece goes to production until you approve the final proof: the pre-production rendering of the piece, including representative samples of any personalized fields and the data-merge specification. Once approved, it is the “Approved Proof.” Approvals given by email or through our approval workflow are binding, and we may rely on approvals from people who reasonably appear authorized to act for you.

The Approved Proof is final as to everything in it, and everything missing from it: copy, offers and prices, images and layout, format, personalization, addressing, and every legal notice or disclosure.

Your content is your responsibility. AS BETWEEN YOU AND US, YOU ARE SOLELY RESPONSIBLE FOR THE ACCURACY, COMPLETENESS, LEGALITY, AND SUITABILITY OF EVERY APPROVED PROOF, NO MATTER WHO PREPARED THE CONTENT, INCLUDING CONTENT WE DRAFTED OR CONTENT PREPARED WITH AI ASSISTANCE. Our creative help and any review we do are a courtesy to improve quality. They are not legal, regulatory, or compliance review, and they never shift responsibility for the Approved Proof to us.

4. What we promise about production

We will produce pieces that match the Approved Proof and your final data file in all material respects, subject to normal print-trade variances: minor color variation, trimming and folding tolerances, substitution of paper stock of equal or better grade when needed, and a quantity variance of up to 5%. You are billed on actual pieces mailed after list cleanup (deduplication and removal of invalid or suppressed records), which is often slightly below the raw list count.

Personalized content prints exactly as it appears in your final data file. We run standard address hygiene (deduplication, CASS certification, and USPS NCOA change-of-address processing), but we do not check your data for substantive accuracy. Errors that originate in your data are your responsibility.

5. Mailing, schedules, and USPS

Schedules are estimates. Mail dates and in-home windows are good-faith targets. They depend on timely proof approval, final data, payment, printer partner capacity, and USPS acceptance and processing. They are not commitments.

Once USPS has it, delivery is USPS’s job. ONCE PIECES ARE TENDERED TO AND ACCEPTED BY USPS, DELIVERY IS EXCLUSIVELY THE FUNCTION OF USPS. WE ARE NOT LIABLE FOR USPS DELAY, LOSS, MISDELIVERY, DAMAGE IN THE MAIL, OR FAILURE TO DELIVER. Tracking and scan data are provided as USPS reports them and are directional. Some undeliverable pieces are a normal feature of bulk mail, not a defect.

Permits and quality checks. Mailings go out under our or our printer partners’ postal permits unless agreed otherwise. Discounted postal rates that depend on your status (for example, nonprofit rates) apply only where you document and stand behind your eligibility, and you bear any penalties or rate differences if you turn out to be ineligible. We may include a small number of seed addresses to monitor delivery and may keep samples of mailed pieces.

6. Pricing and postage

Each Order states an all-in price per piece with two parts: our service & print charge, and a postage charge set from current USPS rates for the ordered mail class and format. The split is stated on the Order.

The price on an accepted Order is fixed for that campaign, with one exception: if USPS changes postal rates before your mailing is tendered, the postage part adjusts by the same per-piece amount, with notice to you and an entry in our public pricing changelog. The service & print part never moves. If we offer you a rate lock for future campaigns, it binds only as written on an Order.

7. Payment terms

We collect payment before production. When we accept an Order, we invoice the full amount (service & print and postage, based on the estimated quantity), and payment is due before we release the mailing to production. We have no obligation to start production or mail anything before payment clears. For a recurring campaign, each mailing is invoiced and paid the same way before its release.

True-up. Because you are billed on actual pieces mailed after list cleanup, we reconcile after each mailing: if fewer pieces are mailed than you paid for, we credit or refund the difference. Prices exclude taxes; you pay applicable sales, use, and similar taxes (not taxes on our income).

8. Orders are final

Payment commits the campaign: once you pay, it is out the door. You are paying for committed production capacity and scheduling, not only for pieces already printed. There is no right to cancel a paid mailing, and we have no obligation to refund or credit one.

If you ask us to stop a mailing before it has been released to production, we may (as a courtesy, at our sole discretion) credit what you paid, less costs already incurred (including purchased list data), toward a future campaign. We are never required to do this, and doing it once does not oblige us to do it again. Once a mailing is released to production or tendered to USPS, there is no stopping it, and postage is gone once tendered.

A recurring campaign is different only for mailings you have not yet paid for: you can stop future mailings at any time by written notice before they are invoiced. That ends the cadence, and you owe nothing for mailings never invoiced.

Where another section of these Terms expressly provides a refund or credit, that section applies: the quantity true-up (Section 7), our refusal of a campaign (Section 13), the defect remedy (Section 15), our IP fix (Section 16), or events beyond our control (Section 21). Nothing else is refundable.

9. Your content and your lists

License. You give us a non-exclusive license to use, reproduce, adapt (for production), and process the content you provide or approve (“Client Materials”) and the mailing lists and recipient information you provide (“Client Data”), solely to provide the Services.

Your promises. You represent and warrant that: (a) you have the rights to give us Client Materials and Client Data and to authorize their use; (b) your Client Materials and every Approved Proof are truthful, substantiated, and lawful, including under the FTC Act, state advertising and consumer-protection laws, intellectual-property laws, and rights of privacy and publicity; (c) Client Data you provide was collected lawfully, you have every right, consent, and permission needed to use it for direct mail, and your use complies with privacy and marketing laws and any rules specific to your industry (for example: healthcare, financial services, consumer credit, insurance, legal services, debt collection); (d) you maintain all legally required suppression lists, honor opt-out and do-not-mail requests, and will promptly pass us any suppression instructions that affect future mailings; and (e) neither you nor your owners are sanctioned or restricted parties, and what you are promoting is lawful where you are mailing.

10. Lists we source for you

If you ask us to source third-party list data, it is billed as stated on your Order (per record or as a per-piece add-on), licensed for the ordered campaign(s) only (no export, resale, or reuse beyond the vendor’s license), and provided as-is: we do not warrant its accuracy, completeness, or deliverability. Your suppression obligations apply to it; the collected-lawfully promise in Section 9 applies only to data you provide. This section also covers mailing addresses we find by matching email addresses you provide through third-party data providers, and you confirm you have given every notice and obtained every consent that matching requires.

11. How we protect campaign data

We treat Client Data as yours. We will: use it solely to provide the Services and for no other purpose; never sell or share it, and never use it to build or enrich lists for anyone else, including ourselves; disclose it only to printer partners and service providers who are bound by obligations at least as protective; protect it with commercially reasonable safeguards; tell you without undue delay of any confirmed unauthorized access to it; and delete or return it on your written request, or within 60 days after your campaign ends, except copies law requires us to keep or that sit in routine backups (deleted in due course) and de-identified aggregates.

You authorize us to run Client Data through USPS-licensed CASS and NCOA processing, as USPS Move Update rules require. Addresses may be corrected or updated as a result, and you will sign any USPS-required processing acknowledgment form. Address hygiene improves deliverability but is not a guarantee of it. We may create and use de-identified, aggregated statistics from campaigns (for example, benchmark response and cost data) that identify neither you nor any individual. Where a privacy law requires service-provider or processor terms, we will sign our standard data processing addendum. Our Privacy Policy describes our data practices publicly and matches this section.

12. Regulated campaigns

You must flag on the Order any campaign involving: offers of credit, insurance, or financial products; healthcare; legal services; debt collection; sweepstakes, contests, or prize promotions; alcohol, cannabis, CBD, tobacco, or other age-restricted or state-regulated products; or content directed to minors. For flagged campaigns we may require supporting documentation before production (for example, proof of sweepstakes registration and bonding where states require it) and may decline the campaign. Failing to flag a regulated campaign is a material breach of these Terms.

13. Content we won’t mail; our right to refuse

You will not submit, and we will not knowingly produce: simulated checks, invoices, or billing documents; pieces imitating government agencies or official notices; deceptive envelope teasers or false-urgency devices; prescreened offers of credit or insurance using consumer-report or credit-bureau data; content that violates USPS mailability standards or the Deceptive Mail Prevention and Enforcement Act; content promoting unlawful products or activity; or content we reasonably believe is deceptive, fraudulent, or designed to exploit vulnerable recipients.

We have no obligation to review your content, data, or proofs for legal compliance, and nothing we say (or don’t say) about them is approval or a compliance determination. We may refuse, pause, or cancel production or mailing of any campaign we reasonably believe violates these Terms, the law, or postal regulations, or creates legal or reputational risk. If we do, we will refund what you prepaid for work not performed. That refund is your entire remedy for our refusal.

14. No performance guarantees

We do not guarantee response rates, conversion, revenue, ROI, deliverability, in-home timing, or any business result. Analytics, matchback, and attribution reports are estimates built from imperfect data, for directional use. Mail Audits, projections, and savings estimates are illustrative. Nothing said outside these Terms and your Order, including sales and marketing statements, is a warranty or commitment; a performance or savings commitment binds us only if written into an Order together with how it is measured and what the remedy is.

15. If something goes wrong: claims and the remedy

We warrant that the Services will be performed in a professional and workmanlike manner and that pieces will match the Approved Proof and your final data file as described in Section 4.

Claims. Tell us about a claimed production defect within 30 days after the mail date, with reasonable evidence: samples or photos that include the address block, and the counts affected. Claims not raised within that window are waived.

The remedy. For a verified failure to match, we will, at our choice: reprint and re-mail the affected pieces at our cost, or credit or refund the service & print charge you paid for the affected pieces, with postage credited or refunded only if the pieces were never tendered to USPS. THIS IS YOUR SOLE AND EXCLUSIVE REMEDY FOR DEFECTS IN PRODUCTION OR MAILING. No remedy is available for: the content of an Approved Proof (including errors in it, whoever drafted it); errors originating in your data; variances within Section 4’s tolerances; USPS handling or delivery; or campaign performance.

No other warranties. EXCEPT AS EXPRESSLY STATED IN THESE TERMS, THE SITE AND THE SERVICES ARE PROVIDED “AS IS,” AND WE DISCLAIM ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING OR TRADE USAGE.

16. Who covers what: indemnities

You cover us. You will defend, indemnify, and hold harmless Blackjay, our printer partners, and our and their owners, officers, employees, and agents against any third-party or governmental claim, action, investigation, fine, penalty, loss, or expense (including reasonable attorneys’ fees) arising out of: (a) your Client Materials or any Approved Proof, including claims of false or deceptive advertising, IP infringement, defamation, or violation of privacy or publicity rights; (b) Client Data: its collection, provenance, or use, and any failure of consent or suppression; (c) your products, services, offers, promotions (including sweepstakes administration and fulfillment), or business practices; (d) regulated-campaign compliance, including a failure to flag one; and (e) your breach of these Terms.

We cover you against third-party claims that our own proprietary tools or templates (as provided by us, excluding your materials, your data, and anything you approved) infringe a U.S. copyright or trademark. We may fix the problem by getting rights, modifying, or replacing the material, or by ending the affected work and refunding the associated prepaid fees. This paragraph is our entire liability for IP infringement.

Process. The covered party gives prompt notice (late notice matters only to the extent it causes prejudice), the covering party controls the defense (but cannot settle in a way that admits fault for, or imposes non-monetary obligations on, the covered party without consent), and both cooperate reasonably.

17. Liability limits

NEITHER OF US IS LIABLE TO THE OTHER FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, OR FOR LOST PROFITS, REVENUE, GOODWILL, OR DATA, EVEN IF ADVISED OF THE POSSIBILITY.

OUR TOTAL LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES WILL NOT EXCEED THE SERVICE & PRINT CHARGES (EXCLUDING POSTAGE) YOU PAID US FOR THE CAMPAIGN GIVING RISE TO THE CLAIM, OR, FOR CLAIMS RELATING ONLY TO THE SITE, US $100.

These limits do not apply to your payment obligations or your indemnification obligations. Our pricing reflects this allocation of risk, and these limits apply even if a limited remedy fails of its essential purpose, to the maximum extent the law allows.

18. Creative ownership; publicity

Your materials stay yours. Once a campaign is paid in full, we assign to you the final Approved Proof creative we prepared for you, excluding our pre-existing and independently developed tools, templates, formats, software, prompts, processes, analytics, and know-how, which stay ours (where any of that is embedded in your creative, you have a perpetual, non-exclusive license to keep using it as part of that creative). Before payment in full, creative is licensed for review only. We may identify you by name and logo as a client; you can opt out or require pre-approval by written notice. Case studies with your performance figures need your prior written consent.

19. Confidentiality

Each of us will protect the other’s non-public information with at least reasonable care, use it only to work together, and share it only with people who need it and are bound to protect it. This does not cover information that is or becomes public without breach, was already known, was independently developed, or was rightfully received from someone else; disclosures required by law are permitted with prompt notice where lawful. Client Data is your confidential information; negotiated pricing on Orders is ours (our published menu pricing is public). These duties last 3 years after our last campaign together and, for personal data and trade secrets, as long as the law protects them.

20. The Site

Using the Site. We grant you a limited, revocable license to use the Site to evaluate and use the Services. The Site and its content are owned by us or our licensors; “Blackjay” and our logos are our trademarks. You will not use the Site unlawfully; scrape or systematically extract its content or use it to build a competing pricing or benchmarking product; probe or disrupt its security; misrepresent who you are; or upload malicious code. If we offer accounts, keep your credentials confidential; you are responsible for activity under your account. Links to third-party sites are not endorsements. If you send us feedback, we may use it without restriction or obligation. If you believe Site content infringes your rights, email legal@blackjay.ai.

Site content is not advice. Content about postal rates, marketing practices, compliance topics, and benchmarks is general information, not legal, tax, or compliance advice.

Published pricing is informational. The menu prices on the Site are our current standard rates: an invitation to inquire, not a binding offer. Your binding price is the one on your accepted Order. When USPS changes rates, we adjust the postage part of published prices and record it in our public changelog; published prices may otherwise change prospectively at any time.

Mail Audits. If you submit materials for a Mail Audit or any inquiry (invoices, quotes, vendor pricing, mail samples, creative, campaign stats), you confirm you have the right to share them, and you license us to use them to evaluate your inquiry, prepare your audit, and talk with you, and to use insights from them in de-identified, aggregated form (benchmarks that identify no one). Audits and estimates are good-faith directional analysis, not guarantees or professional advice. A submission creates no confidential relationship; if you need confidentiality, get an NDA signed first. Do not send consumer mailing lists or customer files at the audit stage; audits don’t need them, and we may delete unsolicited personal data without review.

Electronic communications. By giving us contact information, you consent to communications about your inquiry, campaigns, and account by email, and by phone or text if you provide a number (message and data rates may apply; reply STOP to opt out of texts). Marketing consent is never a condition of doing business with us. Electronic records, signatures, and click-to-accept actions satisfy any writing requirement and are binding.

Privacy. Our Privacy Policy explains how we handle personal information and is part of these Terms.

21. The fine print

Events beyond our control. Neither of us is liable for delay or failure to perform (other than payment) caused by events beyond reasonable control: USPS or postal-system disruptions, paper or materials shortages, printer partner failures caused by such events, labor actions, utility or internet failures, weather, epidemics, acts of government. Schedules extend for the duration. If such an event delays a mailing more than 30 days, either of us may cancel it, and we will refund amounts paid for work not performed.

Relationship. We are independent contractors (no partnership, joint venture, or agency), except that you authorize us to act as your limited agent solely for tendering mail and postage to USPS.

Notices. Formal notices to us go to legal@blackjay.ai. We send notices to the contacts on your Order or account. Email works, effective on confirmation of transmission.

Assignment. Neither of us may assign these Terms or an Order without the other’s consent, except we may assign to an affiliate or in a merger, acquisition, or sale of assets. They bind successors and permitted assigns.

Entire agreement. These Terms, your accepted Orders, and the Privacy Policy are the entire agreement, and neither of us relies on any statement outside them. If they conflict: (1) an Order, where it expressly overrides these Terms, wins for that campaign; (2) then these Terms; (3) then other referenced policies. Amendments to an Order must be agreed in writing; waivers must be in writing; if any provision is unenforceable, it is enforced to the maximum extent permitted and the rest stands.

Survival. Sections and obligations that by their nature continue survive the end of any campaign and any termination: content responsibility (Section 3), your promises (Sections 9–10), data protection (Section 11), payment (Section 7), no-guarantees (Section 14), claims and remedy (Section 15), indemnities (Section 16), liability limits (Section 17), ownership (Section 18), confidentiality (Section 19), disputes and governing law (Sections 22–23), and this Section.

22. Disputes

Talk first. Before any formal proceeding, send a written description of the dispute to legal@blackjay.ai (we will do the same to you), and give the other side 30 days to resolve it.

Then arbitration. Any dispute arising out of or relating to these Terms, the Site, or the Services that isn’t resolved informally will be resolved by binding arbitration before a single arbitrator under the AAA Commercial Arbitration Rules, seated in Washington, D.C. (hearings may be by video). Judgment on the award may be entered in any court.

Individual claims only. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. If this class waiver is found unenforceable for a particular claim, that claim (and only that claim) proceeds in court.

Carve-outs. Either of us may bring an individual claim in small-claims court, or seek injunctive relief in court for infringement or misuse of intellectual property, confidential information, or Client Data; and we may bring collection actions for unpaid amounts in any court of competent jurisdiction.

Time limit. Except for collection of amounts owed, no claim may be brought more than one year after it accrues.

Fees; jury. In any proceeding to collect undisputed unpaid amounts, the prevailing party recovers reasonable attorneys’ fees and costs. Both of us waive trial by jury in any court proceeding.

23. Governing law

These Terms are governed by the laws of the District of Columbia, without regard to conflict-of-laws rules. For anything not subject to arbitration, the state and federal courts in Washington, D.C. have exclusive jurisdiction, and both of us consent to them.

24. Changes to these Terms

We may update these Terms by posting a revised version with a new “Last updated” date, with reasonable notice of material changes. Changes apply prospectively: the version in effect on the date we accept your Order governs that campaign; later changes never reach back to an accepted Order. Continued use of the Site after a change takes effect means you accept it.

25. Contact

Blackjay, LLC · Washington, D.C. · legal@blackjay.ai