Terms of service

Effective

In plain words

These terms are the agreement between NetMinder and the MSP that uses it. You pay monthly for active users, you can cancel any month, and you stay in charge of your clients.

Because this is a phishing simulation product, the key rule is simple: only send practice emails to people at organizations that have authorized it in writing.

Who these terms are between

These terms are an agreement between 1001039001 Ontario Inc., operating as NetMinder Security ("NetMinder", "we", "us") and the business that creates a NetMinder account ("you"), usually a managed service provider (MSP). By creating an account or using the service, you agree to them on behalf of your business, and you confirm you have the authority to do so.

Your clients are the organizations you enroll. Their employees are the people who receive practice emails and lessons.

What you can do with NetMinder

While your account is in good standing, you may use NetMinder to run security awareness programs for your own business and for your clients, and resell it to your clients under your own brand at prices you set. You're responsible for your relationship with your clients, including your own agreements, support and billing with them.

Don't describe NetMinder or its features in ways that aren't accurate, and don't make promises to clients on our behalf, such as guaranteeing that the service will satisfy an insurer, auditor or regulator.

Authorization before any practice email

Phishing simulation is only acceptable with permission. Before enrolling a client, you must:

  • Have the client's written authorization to run phishing simulations and training for its staff, and give us a copy if we ask.
  • Only enroll people at email domains the client owns or controls.
  • Make sure the client has told its staff, in a policy or notice, that security training and practice emails are part of their work, as privacy and employment laws require where they apply.
  • Remove anyone the client asks you to remove.

What you must not do

We may suspend an account immediately if we reasonably believe it's being used in any of these ways, and we'll tell you why.

  • Send practice emails to anyone without the authorization described above, or to people outside your clients' organizations.
  • Use NetMinder, its emails or its pages to run real attacks, collect passwords or payment details, distribute malware, or deceive anyone for gain.
  • Change practice content to impersonate a real government body, bank or other organization without that organization's permission.
  • Use the service unlawfully, including in breach of privacy, anti-spam or employment laws.
  • Probe, scan or test the security of the service without our written permission, or try to access other MSPs' data.
  • Copy, resell outside your client relationships, reverse engineer, or use NetMinder to build a competing product.

Your account

Keep sign-in details secure and limit access to people who need it. You're responsible for what happens under your account. Tell us promptly at shane@netmindersecurity.com if you think your account has been misused.

Fees and billing

You pay the rate we agree with you for each active user, each month. An active user is anyone enrolled in a client's program during that month. Your own staff are free. There are no minimum seats and no setup fees.

Invoices are due within 30 days and exclude applicable taxes such as HST, which we'll add. If an invoice is more than 15 days overdue, we'll tell you, and if it stays unpaid we may suspend the service until it's paid. We'll give at least 30 days' notice before changing your rate.

Cancelling and ending the agreement

You can cancel at any time. The service ends at the end of that billing month, and you won't be billed again. We can end the agreement with 30 days' notice, or sooner if you seriously breach these terms and don't fix it within 15 days of us telling you.

After the agreement ends, you can ask us for an export of your clients' training records within 30 days. We then delete your data within 90 days, as described in our privacy policy.

Your data and how we handle it

You and your clients own the personal information you put into NetMinder and the training records it produces. We use it only to provide the service to you, to keep it secure and as our privacy policy describes. We keep it confidential, protect it with reasonable safeguards, use only providers who protect it to a similar standard, tell you without undue delay if a breach affects it, and help you answer requests from your clients' employees.

You're responsible for having the right to give us that information, including the client's consent to connect its Microsoft 365.

Email delivery

Practice emails reach inboxes only if your clients' email systems allow them. We'll explain the setup, such as Microsoft 365's Advanced Delivery settings, but each client's configuration is your responsibility. We aren't responsible for emails that are filtered, delayed or reported as spam, or for anyone's reaction to a practice email.

Our content and your feedback

NetMinder, its software, lessons, practice email templates and reports belong to us. You may use them only through the service while your account is active, and lessons and templates may not be copied out of it. Your logos and brand stay yours, and you let us show them to your clients inside the service.

If you send us ideas or feedback, we may use them without any obligation to you. We may also use aggregated, de-identified data about how the service is used, which never identifies you, your clients or any person.

Confidentiality

Each of us will keep the other's non-public business information confidential, use it only for this agreement and protect it at least as carefully as our own. This doesn't cover information that's already public, already known, independently developed, or that the law requires us to disclose.

Free and early features

Free use, such as for your own staff, and any features we label as early access or beta, are provided as is. We may change or withdraw them at any time.

What we promise, and what we don't

We'll provide the service with reasonable skill and care. Beyond that, and as far as the law allows, NetMinder is provided as is. Training reduces risk but can't eliminate it: we don't promise that the service will prevent any attack, or that a report will satisfy a particular insurer, auditor or regulator.

Limits on liability

As far as the law allows, neither of us is liable for indirect or consequential losses, such as lost profits, lost data or business interruption. Each party's total liability under this agreement is limited to the fees you paid us in the 12 months before the claim arose.

These limits don't apply to your payment obligations, a breach of the authorization or acceptable use rules above, or either party's indemnity obligations.

Indemnities

You'll defend and compensate us against claims by your clients, their employees or anyone else that arise from how you use or resell the service, including enrolling people without proper authorization or breaching the rules above.

We'll defend and compensate you against claims that the service, as we provide it, infringes someone else's intellectual property, as long as you tell us promptly and let us control the defence.

Changes to these terms

We may update these terms. If a change matters, we'll email you at least 30 days before it takes effect. If you don't agree, you can cancel before then and the old terms apply until your service ends.

General

  • These terms are governed by the laws of Ontario and the federal laws of Canada that apply there, and the courts of Ontario have exclusive jurisdiction.
  • Neither of us is responsible for delays caused by events beyond our reasonable control.
  • You can't transfer this agreement without our consent, except to a business that takes over yours. We may transfer it to a business that takes over ours.
  • We may send notices by email to the account owner's address. You can send notices to shane@netmindersecurity.com.
  • If any part of these terms can't be enforced, the rest still applies. These terms, together with our privacy policy and any rate we agree in writing, are the whole agreement between us.
  • Sections that by their nature should survive the end of the agreement, such as payment, data deletion, confidentiality, liability and indemnities, do.

Contact

Questions about these terms: shane@netmindersecurity.com.