Terms of Service

1. Interpretation & Definitions

1.1 Defined Terms

In these Terms of Service (the "Terms"), the following capitalized terms shall have the meanings assigned to them in this Section 1.1. Where a term is used in the singular, it includes the plural, and vice versa. Where a term is used in one gender, it includes all other genders.

1.2 Rules of Interpretation

(a) Statutory References: Any reference in these Terms to a statute or statutory provision shall be construed as a reference to that statute or provision as amended, consolidated, extended, or re-enacted from time to time, and shall include any subordinate legislation made thereunder.

(b) "Including": The words "include", "includes", "including", and "in particular" shall be deemed to be followed by the phrase "without limitation" unless the context expressly provides otherwise, and shall not be construed as limiting the generality of any preceding words.

(c) Headings: Section headings are provided for convenience and navigation only. They do not form part of these Terms and shall not affect their interpretation.

(d) Singular and Plural: Words importing the singular shall include the plural and vice versa.

(e) Electronic Communications: For the purposes of these Terms and any applicable consumer protection legislation, communications transmitted electronically (including by email or in-application notification) shall satisfy any requirement for communication to be in writing.

(f) Policy Incorporation: References to Mailxify's Privacy Policy, Acceptable Use Policy, Anti-Spam Policy, and any other policies published at mailxify.com/legal are incorporated into and form part of this Agreement by reference. In the event of any conflict between these Terms and such incorporated policies on a specific subject matter, the more specific provision shall prevail.

(g) Time: Unless otherwise specified, references to days mean calendar days and references to time zones refer to Indian Standard Time (IST / UTC+5:30).

2. Agreement & Electronic Acceptance

2.1 Binding Nature

These Terms constitute a legally binding agreement between you (whether as an individual natural person or as an authorized representative of a legal entity, as applicable) and Mailxify. By performing any of the following acts, you expressly acknowledge that you have read, understood, and irrevocably agree to be bound by these Terms, the Privacy Policy, the Acceptable Use Policy, and the Anti-Spam Policy:

• Creating an Account on the Service;
• Clicking an "I agree", "Sign Up", "Create Account", or functionally equivalent button or checkbox during registration;
• Accessing, browsing, or using any feature of the Service after these Terms are presented to you;
• Executing an order form or subscription agreement that incorporates or references these Terms; or
• Continuing to use the Service after receiving notice of a material amendment to these Terms and the expiry of any applicable amendment objection period.

2.2 Capacity to Contract

You represent and warrant that: (a) if you are a natural person, you are of legal age to form a binding contract under the law of your jurisdiction (which is at least eighteen (18) years of age under the laws of India); (b) you have full legal capacity, authority, and right to enter into this Agreement; and (c) if you are entering into this Agreement on behalf of a company, organization, or other legal entity, you have the authority to bind that entity to this Agreement, and "you" and "your" shall refer to that entity.

2.3 Refusal

If you do not agree with any part of these Terms, you must immediately discontinue all use of the Service and close your Account. You are not authorized to use the Service if you do not accept these Terms.

2.4 Language

These Terms are drafted in the English language. In the event of any translation being produced for convenience, the English-language version shall prevail in all cases of ambiguity or conflict.

3. Eligibility & Authority

3.1 Age Requirement

The Service is intended exclusively for individuals who are at least eighteen (18) years of age. By accessing or using the Service, you represent that you meet this age requirement. If Mailxify becomes aware that a User is below the minimum age, the Account will be terminated immediately and all associated data will be deleted in accordance with our Data Retention Policy and the provisions of the Digital Personal Data Protection Act, 2023, which explicitly prohibits processing the personal data of children without parental consent.

3.2 Geographic Availability

The Service is made available on a global basis, subject to the laws and regulations of the User's jurisdiction. You are solely responsible for ensuring that your access to and use of the Service is permitted by the laws of the country or territory from which you access it. Mailxify does not represent that the Service is appropriate or available for use in all geographic locations.

3.3 Prohibited Persons

You may not access or use the Service if you are: (a) a person who has previously had their Account terminated by Mailxify for cause and has not received express written reinstatement authorization; (b) a person barred from receiving services under Applicable Law; or (c) acting on behalf of an entity that engages in activities that violate these Terms or Applicable Law.

3.4 Business Use

The Service is primarily designed and intended for legitimate B2B outreach, sales development, and professional communication purposes. Use of the Service for personal communications, consumer mass marketing unrelated to your own business, or any non-business purposes may be outside the scope of the Service's intended use case.

4. Account Registration & Security

4.1 Registration Requirements

To access the full functionality of the Service, you are required to register for an Account. During the registration process, you must provide accurate, current, and complete information, including your full legal name and a valid email address. You must promptly update any information that becomes inaccurate or incomplete.

4.2 Credential Security

You are entirely responsible for maintaining the confidentiality and security of your Account credentials, including your password. You acknowledge that your password is stored using a secure cryptographic hash and is not accessible in plaintext by Mailxify personnel. You agree to:

• Select a strong, unique password that you do not use for other services;
• Not share your credentials with any other person;
• Not use automated credential-stuffing, password-spraying, or brute-force methods against the Service;
• Log out from the Service when accessing it from a shared or public device; and
• Immediately notify Mailxify at support.mailxify@gmail.com if you become aware or reasonably suspect any unauthorized access to your Account.

4.3 Responsibility for Account Activity

Notwithstanding any unauthorized access, you remain responsible for all activity that occurs under your Account unless and until you have notified Mailxify of the unauthorized access and Mailxify has taken action to disable the compromised credentials. Mailxify is not liable for any loss or damage arising from your failure to comply with this Section.

4.4 Accuracy of Information

Providing false or misleading registration information is a material breach of these Terms and grounds for immediate Account termination. Mailxify reserves the right to verify the accuracy of registration information and to request supplementary identity documentation in connection with anti-fraud, anti-abuse, or compliance investigations.

4.5 Account Recovery

Mailxify provides a password reset mechanism via email to the registered address. If you lose access to both your Account password and the registered email address, Account recovery may not be possible. Mailxify is not obligated to restore access to an Account where the requesting party cannot be verified to be the legitimate Account holder.

4.6 No Account Transfer

Your Account is personal to you and may not be sold, assigned, transferred, or sublicensed to any third party without Mailxify's prior written consent. Any purported transfer without such consent is void and constitutes a material breach of these Terms.

5. Workspaces & Team Permissions

5.1 Workspace Creation

Upon successful registration, Mailxify automatically creates a default Workspace for each User. A Workspace functions as the primary organizational unit within which all Contacts, Campaigns, Mailboxes, and associated data are stored and managed. The User who creates a Workspace (the "Workspace Owner") holds full administrative control over that Workspace.

5.2 Workspace Owner Rights

The Workspace Owner retains the exclusive right to: (a) invite Members to the Workspace; (b) assign and modify Member permission levels; (c) remove Members from the Workspace; (d) connect or disconnect Mailboxes from the Workspace; (e) manage Workspace billing and Subscription settings; (f) rename the Workspace; and (g) permanently delete the Workspace and all data contained therein. The deletion of a Workspace is irreversible and will result in the permanent loss of all associated Contacts, Campaigns, and related data, subject to legal retention obligations set out in our Data Retention Policy.

5.3 Member Responsibilities

Members accessing a Workspace are bound by these Terms individually and their actions within the Workspace are subject to the permissions granted by the Workspace Owner. Regardless of any internal permission levels, each individual User is personally responsible for their own compliance with these Terms, the Anti-Spam Policy, and Applicable Law in relation to any Campaign or outreach activity they configure or execute.

5.4 Workspace Data Responsibility

The Workspace Owner (and, in the case of an organization, that organization) is the controller of the personal data of Recipients uploaded into the Workspace, as that term is understood under applicable data protection law. Mailxify processes such data on the instructions of the Workspace Owner, acting as a processor in that context. This arrangement is detailed in our Data Processing Addendum available at /dpa.

5.5 Workspace Isolation

Each Workspace is logically isolated within the Service. Contacts, Campaigns, and Mailbox data belonging to one Workspace are not accessible by Users of a different Workspace, except where expressly permitted by the Workspace Owner who holds ownership of both Workspaces.

6. Service Functionality & Features

6.1 Core Features

The Service currently provides the following core functionality:

• Contact Management: Users may upload, manually enter, or manage a list of Recipients (Contacts) within their Workspace, including associated custom data fields (name, company, role, etc.).
• Campaign Builder: Users may compose email Campaign templates using a structured editor supporting Personalization Variables. Campaign templates may include a primary Message and, in future releases, automated follow-up sequences.
• Personalization: The Service supports deterministic variable substitution using Contact-level field values. Where a Personalization Variable does not have a corresponding Contact field value, a fallback value defined by the User may be applied. Mailxify is not responsible for incorrect personalization resulting from incorrect or missing Contact data.
• Preview: Users may preview how a Campaign Message will appear when personalized for a specific Contact prior to transmission.
• Suppression Management: The Service maintains Workspace-level Suppression Lists to enforce unsubscribe and opt-out requests.

6.2 Gmail Integration

The Gmail/Google Workspace Integration enables the Service to send Messages using a User's own Gmail or Google Workspace account as the sending identity. The detailed terms and conditions applicable to this integration are set out in Section 7.

6.3 Follow-Up Sequences (Future Feature)

Automated follow-up email sequences (i.e., subsequent Messages sent to a Recipient who has not replied to a prior Message within a configurable time window) are a planned feature of the Service. As of the Effective Date, automated follow-up sending is not active. When activated, all sending compliance obligations in Section 8 will apply in full to follow-up Messages.

6.4 AI Features (Currently Inactive)

The Service does not currently incorporate or utilize any artificial intelligence or large language model functionality. Planned AI Features (including potential AI-assisted message drafting, subject line suggestions, and personalization enhancement) are not operational as of the Effective Date. When AI Features are introduced, Mailxify will update these Terms and the AI Policy at /ai-policy to reflect the applicable usage rules. No User Content is currently processed by any AI model.

6.5 Feature Modification

Mailxify reserves the right, in its sole discretion, to add, modify, suspend, or discontinue any feature or functionality of the Service at any time, with reasonable prior notice where such change materially and adversely affects paid Subscribers. Mailxify is not liable for any modification, suspension, or discontinuation of features, provided that where a paid feature is permanently discontinued within a paid billing period, a pro-rata credit or refund shall be assessed in accordance with Section 11.

7. Third-Party Integrations (Gmail / Google Workspace)

The following provisions apply to your use of the Gmail Integration:

7.1 Authorization and Scopes. The Service uses Google's OAuth 2.0 protocol to obtain authorization to act on your behalf. By completing the OAuth authorization flow, you grant Mailxify permission to use the requested scopes (e.g., https://www.googleapis.com/auth/gmail.send).

7.2 Authorization Scope: You explicitly grant Mailxify authorization via Google's OAuth 2.0 protocol. The specific Google API scopes requested are the minimum necessary to fulfill the Integration's functionality (e.g., sending messages on your behalf). The exact scopes are disclosed to you during the authorization flow and in the Privacy Policy.

7.2.2 Sending on Your Behalf: You expressly authorize Mailxify to transmit Messages through your Gmail or Google Workspace account on your behalf, using your email address as the "From" sender identity. You acknowledge that these Messages will appear to Recipients as originating from your email address.

7.2.3 No Access Beyond Scope: Mailxify will not access your Gmail inbox content (received messages), contacts, calendar, or any other Google service data beyond the specific scopes required for Campaign transmission and the minimum inbox-status monitoring necessary to prevent suppressed Recipients from being re-contacted.

7.2.4 Token Security: Authorization tokens obtained from Google will be encrypted at the application level using industry-standard symmetric encryption (AES-GCM or equivalent) before storage. Token refresh and revocation will be handled in accordance with Google's API security requirements.

7.2.5 Google API Policies: Your use of the Gmail Integration is subject to the Google API Services User Data Policy and the Google Workspace APIs — User Data and Developer Policy, in addition to these Terms. In the event of any conflict between these Terms and Google's applicable API policies on a subject covered by both, Google's policies shall prevail with respect to your Gmail data.

7.2.6 Revocation: You may revoke Mailxify's access to your Google account at any time through your Google Account security settings at myaccount.google.com, or within the Mailxify Settings interface. Upon revocation, all stored OAuth tokens will be deleted from Mailxify's systems within the applicable token lifecycle window.

7.2.7 Provider-Imposed Limits: Google Workspace and Gmail impose strict volume-based sending limits (currently, Google's own documentation references limits in the range of 400 to 2,000 messages per rolling 24-hour period, depending on account type). These limits are imposed by Google and are entirely outside Mailxify's control. Mailxify shall use reasonable commercial efforts to respect configured daily limits but provides no guarantee of compliance with Google's limits, which are subject to change by Google without notice.

7.3 Responsibility for Third-Party Terms

Each Third-Party Service (including Google) operates under its own terms of service, privacy policies, and usage policies. You are solely responsible for reviewing, understanding, and complying with the terms of any Third-Party Service you use in conjunction with the Service. Mailxify is not a party to your agreement with any Third-Party Service and disclaims all liability for your breach of a Third-Party Service's terms.

8. Sending Responsibility & Anti-Spam Compliance

8.1 User's Absolute Responsibility

You bear sole and absolute responsibility for: (a) ensuring that every Recipient to whom you send a Message has provided verifiable, affirmative consent or that a legally recognized basis otherwise permits the communication under the laws applicable to both you and the Recipient; (b) the content and nature of all Messages transmitted through the Service; (c) compliance with all laws applicable to electronic commercial communications in each jurisdiction in which your Recipients are located, including the Information Technology Act, 2000 and any applicable anti-spam regulations; and (d) honoring all Unsubscribe requests promptly and completely.

8.2 Prohibitions

You expressly agree that you shall not use the Service to:

• Send Messages to persons who have not provided consent or where no lawful basis for communication exists;
• Transmit unsolicited bulk commercial electronic messages (commonly known as "Spam"), regardless of volume;
• Use purchased, rented, leased, scraped, harvested, or otherwise unlawfully obtained Recipient lists;
• Forge, misrepresent, obscure, or falsify sender identity information in Message headers or "From" fields;
• Use deceptive, misleading, or false subject lines;
• Transmit Messages that violate applicable privacy, consumer protection, or anti-spam law in the Recipient's jurisdiction;
• Attempt to bypass, override, or circumvent Suppression List enforcement, including re-uploading suppressed addresses under different field mappings; or
• Transmit Messages at volumes or frequencies that constitute abuse of any Third-Party Service's sending infrastructure.

8.3 Unsubscribe Obligations

Every commercial Message transmitted through the Service must include a clear, conspicuous, and functional mechanism by which the Recipient may opt out of receiving further Messages. The unsubscribe mechanism provided by Mailxify must not be disabled or bypassed. Upon a Recipient's exercise of the unsubscribe right, Mailxify's systems will add the Recipient's address to the Workspace-level Suppression List. You must not transmit any further Messages to that address. If you receive an opt-out request externally (e.g., by direct reply), you must add the Recipient to your Suppression List within twenty-four (24) hours of receipt of the request.

8.4 Consent and Evidence

The burden of proof regarding the existence of consent or a lawful basis for communication rests entirely and exclusively with you. You must be capable of producing documentary evidence of consent (including the time, date, and mechanism by which consent was obtained) upon request by Mailxify or by a competent regulatory authority. Mailxify may request such evidence at any time as part of an abuse or compliance investigation. Failure to produce verifiable evidence within forty-eight (48) hours of a written request will result in sending suspension.

8.5 Provider Spam Policies

You acknowledge and agree that your Campaigns are subject not only to these Terms but also to the sender policies of the underlying email infrastructure and recipient inbox providers. In particular, Google's sender guidance for Gmail recommends maintaining very low user-reported spam complaint rates, generally below 0.10%, and recommends avoiding rates of 0.30% or higher, at which level additional enforcement measures may apply. Additional bulk sender requirements are published by Google at their support documentation. These are operational guidelines of the service provider, not statutory requirements, and they are subject to change by Google without notice. Mailxify does not represent that compliance with these guidelines guarantees successful delivery.

8.6 Mailxify Monitoring

Mailxify may employ automated heuristics, bounce-rate monitoring, and complaint-signal analysis to detect patterns indicative of Spam or abuse. You acknowledge that Mailxify may, without prior notice, suspend your Account's sending capability pending investigation. You will be notified of such suspension and provided an opportunity to respond, except where immediate suspension is required to prevent ongoing harm to Recipients or to the sending reputation of Mailxify's infrastructure.

9. Deliverability & No Guarantees

9.1 Nature of Email Delivery

Electronic mail delivery is inherently subject to decisions made by recipient mail servers, internet service providers, and spam-filtering systems operated by third parties entirely outside Mailxify's control. Whether a Message arrives in a Recipient's inbox, spam folder, promotional tab, or not at all is determined by the Recipient's mail provider, the Recipient's individual inbox configuration, and the sending reputation associated with the User's connected email account.

9.2 No Inbox Delivery Guarantee

Mailxify provides NO warranty, representation, or guarantee that any Message transmitted through the Service will: (a) be delivered to the Recipient's mail server; (b) arrive in the Recipient's primary inbox rather than a spam, promotions, or other filtered folder; (c) be opened by the Recipient; (d) elicit a response from the Recipient; or (e) result in any commercial outcome, conversion, revenue, or business result.

9.3 Provider-Determined Outcomes

You acknowledge that inbox providers such as Google may: (a) reject, defer, or silently discard Messages at their sole discretion; (b) filter Messages into non-primary folders based on algorithmic signals; (c) block sending IPs or domains associated with high complaint rates; (d) enforce sending volume limits that result in Messages not being transmitted; and (e) apply rate throttling or reputation-based penalties to your sending identity. None of these outcomes constitute a failure of the Service by Mailxify, and no refund or credit shall be due in respect thereof.

9.4 Bounce Handling

Failed Sends resulting from hard bounces (permanent delivery failures, such as non-existent email addresses) will typically result in the automatic suppression of the affected Recipient address. Soft bounces (temporary failures) may be retried by the Service within configurable parameters. Persistent high bounce rates (above 5%) are a strong indicator of poor list hygiene and may trigger account review or suspension.

10. Fees, Billing & Subscription Mechanics

10.1 Current Pre-Commercial Status

As of the Effective Date, Mailxify is operating in a pre-commercial phase. No Subscription plans are currently active, no recurring billing is in effect, and no payment methods are currently being charged. The commercial billing mechanics described in this Section 10 represent the intended framework that will govern paid access when commercial plans are activated.

10.2 Free Allowance (Trial)

Mailxify intends to make a Free Allowance of the first ten (10) Successful Sends available to new Users, providing an opportunity to evaluate the Service's core functionality without charge. The following conditions apply to the Free Allowance:

• The Free Allowance is counted exclusively by reference to Successful Sends. Failed Sends do not consume the Free Allowance;
• Mailxify reserves the right to modify, reduce, or remove the Free Allowance at any time upon reasonable notice;
• The Free Allowance is available only to the extent that the Gmail Integration (or another authorized sending integration) is active;
• Misuse of the Service during the Free Allowance period (including Spam, abuse, or violation of these Terms) will result in immediate termination of the Free Allowance and Account suspension without refund.

10.3 Subscription Plans

When commercial plans are activated, Mailxify intends to offer a paid Subscription plan (currently anticipated at approximately ₹99 per month, subject to formal announcement) that provides access to the full functionality of the Service beyond the Free Allowance. The following principles will apply to Subscriptions:

• Plan Description: The features, limits, and price of each Subscription plan will be published at the time of commercial launch and will form part of the Agreement upon activation;
• Billing Cycle: Subscriptions are intended to be billed on a monthly recurring basis unless an alternative period is specified;
• Activation: Commercial billing will not commence until Mailxify has formally announced commercial launch, configured a payment gateway, and provided Users with the opportunity to review and accept final commercial pricing;
• Advance Notice: Mailxify will provide Users with not less than fourteen (14) days' prior notice before activating recurring billing charges.

10.4 Payment

When billing is active, all fees are due in Indian Rupees (INR) unless an alternative currency is expressly agreed. Payments will be processed through an authorized payment gateway provider. You authorize Mailxify (through its payment processor) to charge your designated payment method for all applicable Subscription Fees on the applicable billing date. You represent that all payment information you provide is accurate and that you are authorized to use the designated payment method.

10.5 Failed Payment

In the event that a Subscription Fee payment fails (whether due to insufficient funds, expired card details, or other reason), Mailxify may: (a) notify you of the failure; (b) retry the charge on one or more subsequent occasions; and (c) suspend or downgrade your Account access pending successful payment. Mailxify will not be liable for any service interruption resulting from a payment failure attributable to you.

10.6 Pricing Changes

Mailxify reserves the right to modify Subscription pricing at any time. Where pricing is increased for an existing paid Subscription, Mailxify will provide not less than thirty (30) days' prior notice before the new pricing takes effect. Your continued use of the Service after the new pricing takes effect constitutes your acceptance of the revised pricing. If you do not accept a pricing change, you may cancel your Subscription in accordance with Section 11 before the new pricing takes effect.

10.7 Taxes

All fees quoted are exclusive of applicable taxes (including Goods and Services Tax, if applicable). You are responsible for paying all applicable taxes in relation to your use of the Service. Where Mailxify is required by law to collect and remit taxes, such taxes will be added to the applicable invoice.

11. Cancellation & Refund Rights

11.1 General No-Refund Policy

Subject to the exceptions set out in this Section 11 and any mandatory rights you have under Applicable Law (including the Consumer Protection Act, 2019), all Subscription Fees paid to Mailxify are non-refundable. You agree that once a billing period has commenced and a Subscription Fee has been charged, that fee is earned by Mailxify regardless of your subsequent usage of the Service during that period.

11.2 Non-Refundable Items

Without limiting the generality of Section 11.1, Mailxify expressly does not provide refunds for:

• Unused days or unused sending capacity within a paid billing cycle;
• Campaigns that were configured but not executed, or Messages that were not sent;
• Failed Sends, bounced Messages, or undelivered Messages caused by third-party mail provider actions;
• Campaigns blocked or restricted due to suspected abuse, pending investigation;
• Accounts suspended or terminated for material breach of these Terms, the Acceptable Use Policy, or the Anti-Spam Policy;
• Fees consumed during a Trial that was subsequently converted to a paid Subscription; or
• Dissatisfaction with deliverability outcomes, open rates, reply rates, or any other outcome metric not guaranteed by Mailxify.

11.3 Cancellation Mechanics

You may cancel your Subscription at any time via the Account Settings section of the Service. Cancellation requests submitted through the Account Settings interface are processed immediately and without requiring customer support intervention. Upon cancellation:

• Your Subscription will not be renewed at the next billing cycle;
• You will retain access to paid Service features until the end of the current, already-paid billing cycle; and
• No partial refund will be issued for the remaining days in the current billing cycle.

11.4 Statutory Exceptions

Nothing in this Section 11 operates to exclude, restrict, or modify any mandatory statutory right or remedy arising under the Consumer Protection Act, 2019, or any other Applicable Law that cannot lawfully be excluded or limited by agreement. Where such mandatory rights entitle you to a refund, Mailxify will comply with its statutory obligations.

11.5 Technical Billing Errors

If you believe you have been charged in error as a result of a technical failure attributable to Mailxify or its payment gateway (e.g., a confirmed duplicate charge caused by a system error), you must notify Mailxify at support.mailxify@gmail.com within thirty (30) days of the erroneous charge and provide reasonable supporting documentation. Upon verification of the error, Mailxify will issue a refund of the confirmed overpayment to the original payment method within 10–15 business days, subject to the processing timelines of the applicable payment gateway.

12. Acceptable Use & Restrictions

12.1 License Grant

Subject to your compliance with these Terms and payment of applicable fees, Mailxify grants you a limited, non-exclusive, non-sublicensable, non-transferable, revocable license to access and use the Service solely for your own internal business purposes in accordance with these Terms and any applicable documentation.

12.2 Prohibited Conduct

You shall not, and shall not permit any third party to, do any of the following in connection with your use of the Service:

• Violate any Applicable Law, regulation, or binding regulatory guideline;
• Use the Service to transmit Spam or unsolicited bulk communications (see our Anti-Spam Policy for detailed prohibitions);
• Upload, import, or use Recipient lists that were purchased, rented, scraped, or harvested without individual consent;
• Attempt to gain unauthorized access to the Service, any other User's Account, or any system or network connected to the Service;
• Use the Service in any way that could damage, disable, overburden, or impair the Service's infrastructure or interfere with other Users' access to the Service;
• Circumvent, disable, or otherwise interfere with security-related features of the Service;
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Service;
• Copy, modify, adapt, translate, or create derivative works based on the Service or any part thereof;
• Use any robot, spider, scraper, crawler, or automated tool to access, monitor, or extract data from the Service;
• Remove, alter, or obscure any copyright, trademark, or other proprietary rights notices from the Service;
• Use the Service to transmit malware, viruses, spyware, or any other malicious code;
• Resell, sublicense, or offer the Service as a standalone service bureau without Mailxify's prior written consent; or
• Use the Service for any purpose that is fraudulent, deceptive, or likely to cause harm to any person.

12.3 Compliance with Third-Party Policies

Your use of the Service must at all times comply with the applicable terms of service, developer policies, and usage guidelines of any Third-Party Service integrated with the Service. Mailxify may suspend or terminate your access to any Third-Party Integration if your usage violates the applicable Third-Party Service's policies, regardless of whether such violation also constitutes a breach of these Terms.

13. Intellectual Property Rights

13.1 Mailxify IP

As between you and Mailxify, all Intellectual Property Rights in and to the Service, including without limitation the software, code, user interface, design, trade marks, logos, documentation, and all related technology, are owned exclusively by Mailxify or its licensors. Nothing in these Terms transfers any ownership of Mailxify's Intellectual Property Rights to you. You receive only the limited license described in Section 12.1.

13.2 Your User Content

As between you and Mailxify, you retain all Intellectual Property Rights in and to your User Content. By submitting User Content to the Service, you grant Mailxify a non-exclusive, royalty-free, worldwide license to host, store, process, display, and transmit your User Content to the extent strictly necessary to provide the Service to you, for the duration of your Account's existence.

13.3 Feedback

If you submit feedback, suggestions, feature requests, or other input regarding the Service ("Feedback"), you hereby grant Mailxify a perpetual, irrevocable, royalty-free, worldwide license to use, incorporate, and commercialize such Feedback in any manner, without any obligation of attribution, compensation, or confidentiality to you.

13.4 No Unlawful Content

You represent and warrant that you own all rights in your User Content, or have obtained all necessary licenses, permissions, and consents to grant the rights described in Section 13.2 and to use the User Content through the Service, and that your User Content does not infringe the Intellectual Property Rights, privacy rights, or any other rights of any third party.

13.5 Brand

The Mailxify name, logo, wordmark, and associated brand assets are proprietary to Mailxify. You may not use any Mailxify trade mark, logo, or brand asset without Mailxify's prior express written consent, except for the purpose of accurately identifying your use of the Service in a factual and non-misleading manner.

14. Privacy & Data Protection

14.1 Mailxify as Data Fiduciary

In respect of personal data of Users (Account holders) processed by Mailxify in connection with providing the Service, Mailxify acts as the Data Fiduciary as that term is defined under the Digital Personal Data Protection Act, 2023. Mailxify's full Privacy Policy, available at /privacy, sets out in detail how personal data is collected, used, stored, and protected.

14.2 Recipient Data — Your Responsibility

In respect of the personal data of Recipients (Contacts) uploaded by you into the Service, you act as the Data Fiduciary (or equivalent controller) and Mailxify acts as the Data Processor. You are solely responsible for ensuring that: (a) you have a valid legal basis to process each Recipient's personal data; (b) Recipients have been informed of how their data will be used, including for outbound email communication; and (c) you comply with all applicable data protection obligations in respect of Recipient data. The terms governing Mailxify's processing of Recipient data on your behalf are set out in our Data Processing Addendum available at /dpa.

14.3 Data Subject Rights

Our Privacy Policy describes the rights available to you in respect of your own personal data, including rights of access, correction, erasure, and portability. To exercise these rights, please submit a request via /privacy-requests. Grievances relating to data processing may be submitted to our Grievance Officer via /grievance.

15. Suspension & Termination

15.1 Termination by You

You may terminate this Agreement and close your Account at any time via the Account Settings section of the Service. Upon Account closure:

• All active Campaigns will be halted;
• Access to the Service will be revoked;
• Your Account data will be scheduled for deletion in accordance with our Data Retention Policy; and
• No partial refund of any prepaid Subscription Fee will be issued unless required by Applicable Law.

15.2 Suspension by Mailxify

Mailxify may suspend your Account's access to the Service (including the ability to send Campaigns) at any time and without prior notice if Mailxify reasonably believes that:

• You are engaged in or facilitating Spam or abusive sending practices;
• Your Account has been compromised and presents a security risk to other Users or to the Service's infrastructure;
• You have failed to pay applicable Subscription Fees within the applicable grace period;
• Your Account's sending activity is generating complaint rates, bounce rates, or other signals that threaten the sending reputation of the Service's shared infrastructure;
• You have provided materially false registration information; or
• Continued access presents a significant legal or regulatory risk to Mailxify or to third parties.

Where practical and where suspension does not involve suspected fraud or ongoing harm to third parties, Mailxify will provide notice of suspension and an opportunity for you to remediate the underlying issue before permanent termination.

15.3 Termination for Cause by Mailxify

Mailxify may terminate this Agreement and permanently close your Account if: (a) you have materially breached these Terms and failed to remedy such breach within fourteen (14) days after receiving written notice from Mailxify identifying the breach; (b) you have committed a breach that is not capable of remedy (including sending Spam or engaging in fraud); (c) you have been repeatedly suspended for the same or similar conduct; or (d) termination is required by Applicable Law or a directive from a competent authority.

15.4 Consequences of Termination

Upon termination of this Agreement, howsoever arising: (a) all licenses granted to you under these Terms will immediately terminate; (b) you must immediately cease using the Service; (c) Mailxify may delete your Account data subject to applicable legal retention obligations; and (d) any provisions of these Terms that by their nature should survive termination (including Sections 8, 11, 13, 16, 17, 18, and 19) shall survive and continue in full force and effect.

15.5 No Refund Upon Termination for Cause

Where termination is effected by Mailxify pursuant to Section 15.3 (termination for cause), no refund of any Subscription Fee (for any unused period within the current billing cycle) shall be due or payable, to the fullest extent permitted by Applicable Law.

16. Disclaimers & Warranties

16.1 Statutory Rights Savings

Important: Nothing in this Section 16 or anywhere else in these Terms excludes, restricts, or modifies any right or remedy that you have under any mandatory provision of Applicable Law that cannot be lawfully excluded or modified by contract, including any guarantee, condition, or warranty implied by the Consumer Protection Act, 2019, or any other applicable consumer protection legislation.

16.2 Service Provided "As Is"

Subject to Section 16.1, the Service is provided on an "as is" and "as available" basis without any representation or warranty of any kind, express or implied. To the fullest extent permitted by Applicable Law, Mailxify expressly disclaims all warranties, representations, and conditions of any kind, including without limitation:

• Any implied warranty of merchantability, fitness for a particular purpose, satisfactory quality, or non-infringement;
• Any warranty that the Service will be uninterrupted, error-free, secure, or free from defects;
• Any warranty regarding the accuracy, completeness, reliability, or timeliness of any content or output generated by the Service;
• Any warranty that the Service will meet your specific requirements or expectations; and
• Any warranty regarding the deliverability, inbox placement, open rate, click rate, reply rate, or commercial outcome of any Campaign or Message.

16.3 Third-Party Service Disclaimer

The Service depends upon and interoperates with Third-Party Services (including Google's Gmail/Workspace APIs and cloud infrastructure providers). Mailxify does not warrant the continued availability, performance, accuracy, or reliability of any Third-Party Service. Mailxify shall not be responsible for any disruption to the Service caused by the unavailability, modification, or termination of any Third-Party Service.

16.4 Beta and Pre-Release Features

Certain features of the Service may be made available in a beta, preview, or experimental capacity. Such features are provided without any warranty and may be modified or discontinued at any time. Your use of beta features is entirely at your own risk.

17. Limitation of Liability

17.1 Statutory Rights Savings

Nothing in this Section 17 limits Mailxify's liability for: (a) death or personal injury caused by Mailxify's negligence; (b) fraud or fraudulent misrepresentation; (c) any liability that cannot lawfully be excluded or limited under Applicable Law; or (d) any liability to you arising from mandatory consumer protection legislation.

17.2 Exclusion of Consequential Loss

Subject to Section 17.1, to the fullest extent permitted by Applicable Law, Mailxify shall not be liable to you for any indirect, consequential, incidental, special, exemplary, or punitive damages arising out of or related to these Terms or your use of or inability to use the Service, including without limitation loss of revenue, loss of profits, loss of business, loss of data, loss of goodwill, or failure of a Campaign to generate any expected outcome, even if Mailxify has been advised of the possibility of such damages.

17.3 Cap on Liability

Subject to Sections 17.1 and 17.2, Mailxify's total aggregate liability to you for all claims arising under or in connection with these Terms or the Service in any twelve (12)-month period shall not exceed the greater of: (a) the total Subscription Fees actually paid by you to Mailxify in the twelve (12) months immediately preceding the event giving rise to the claim; or (b) one thousand Indian Rupees (₹1,000).

17.4 Essential Basis

You acknowledge that the limitations and exclusions of liability in this Section 17 reflect a reasonable allocation of risk, are an essential element of the basis of the bargain between you and Mailxify, and that Mailxify would not have entered into these Terms without such limitations.

18. Indemnification

18.1 Your Indemnification Obligations

To the fullest extent permitted by Applicable Law, you agree to defend, indemnify, and hold harmless Mailxify and its officers, directors, employees, contractors, and agents from and against any and all claims, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or relating to:

• Your breach of any provision of these Terms;
• Your use of the Service in violation of Applicable Law, including any anti-spam, privacy, or consumer protection law;
• Your User Content, including any infringement of third-party Intellectual Property Rights or privacy rights;
• The Recipient data you upload to the Service, including the sourcing, collection, and use of such data;
• Any Campaign you configure or transmit, including any claim by a Recipient that the communication was unsolicited, unlawful, or deceptive; or
• Your violation of any Third-Party Service's terms of service.

18.2 Procedure

Mailxify shall: (a) promptly notify you in writing of any claim for which it seeks indemnification; (b) grant you reasonable control over the defense and settlement of such claim, provided that Mailxify has the right to approve (not to be unreasonably withheld) any settlement that imposes any obligation upon Mailxify; and (c) provide you with reasonable cooperation at your expense. Mailxify reserves the right, at its own expense, to participate in the defense of any claim with counsel of its choice.

19. General Provisions & Governing Law

19.1 Governing Law

These Terms and any dispute or claim arising out of or in connection with them (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of India, without regard to its conflict of law principles.

19.2 Jurisdiction

Subject to any mandatory jurisdictional rights available to you as a consumer under Applicable Law, the parties irrevocably submit to the exclusive jurisdiction of the competent courts of India in respect of any dispute arising out of or in connection with these Terms. Where you are a consumer and Applicable Law confers on you the right to bring proceedings in the courts of your own domicile, these Terms do not derogate from that right.

19.3 Informal Dispute Resolution

Before initiating any formal legal proceedings, both parties agree to first attempt to resolve any dispute informally. You may contact Mailxify at support.mailxify@gmail.com with a description of your complaint. Mailxify will use reasonable efforts to address the complaint within thirty (30) days. Formal proceedings may be initiated if the dispute is not resolved within sixty (60) days of the initial informal notice, or at any time where injunctive or other interim relief is necessary to prevent irreparable harm.

19.4 Notices

Notices from Mailxify to you will be given by email to your registered Account email address, or by posting a notice within the Service. You are responsible for ensuring your registered email address is current and valid. Notices from you to Mailxify must be sent to support.mailxify@gmail.com or, where applicable, to the designated Grievance Officer contact details published at /grievance.

19.5 Amendments

Mailxify reserves the right to modify these Terms at any time. For material changes, Mailxify will provide not less than fourteen (14) days' prior notice by email to registered Users or by a prominent in-application notice. Non-material changes (such as typographical corrections, clarifications, and updates to reflect legal developments) may be made without advance notice. The date of the most recent amendment is set out at the top of these Terms. Your continued use of the Service after any amendment takes effect constitutes your acceptance of the amended Terms.

19.6 Assignment

You may not assign, transfer, novate, or sub-contract any of your rights or obligations under these Terms without Mailxify's prior written consent. Mailxify may assign, transfer, or novate its rights and obligations under these Terms, in whole or in part, including in the context of a merger, acquisition, or sale of all or substantially all of its assets, provided that Mailxify will notify you of such assignment and, where the assignment materially adversely affects your rights, you will have the right to terminate this Agreement within thirty (30) days of such notice.

19.7 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision shall be modified to the minimum extent necessary to make it enforceable, or severed if modification is not possible, and the remainder of the Terms shall continue in full force and effect. The invalidity or unenforceability of any provision in any jurisdiction shall not affect the validity or enforceability of that provision in any other jurisdiction.

19.8 Waiver

Failure by Mailxify to exercise or enforce any right or remedy under these Terms shall not constitute a waiver of that right or remedy. Any waiver by Mailxify of any breach of these Terms must be in writing and shall not be construed as a waiver of any subsequent breach.

19.9 Force Majeure

Neither party shall be in breach of these Terms or liable for any delay or failure to perform any obligation under these Terms if such delay or failure results from circumstances beyond that party's reasonable control, including without limitation acts of God, floods, fires, earthquakes, pandemics, epidemics, governmental actions, civil unrest, strikes, internet or telecommunications infrastructure failures, or the failure or unavailability of Third-Party Services. The affected party shall promptly notify the other party and shall use reasonable commercial efforts to resume performance as soon as practicable.

19.10 Entire Agreement

These Terms, together with the Privacy Policy, Acceptable Use Policy, Anti-Spam Policy, Data Processing Addendum, and any other policies incorporated by reference, constitute the entire agreement between you and Mailxify in relation to the subject matter hereof and supersede all prior and contemporaneous agreements, representations, warranties, and understandings, whether written or oral, relating to the Service.

19.11 Cumulative Remedies

The rights and remedies of the parties under these Terms are cumulative and not exclusive of any rights or remedies provided by law.

19.12 Survival

The following Sections shall survive termination or expiration of this Agreement: Sections 1 (Definitions), 8 (Sending Compliance), 11 (Refunds), 13 (Intellectual Property), 15.4 (Consequences of Termination), 16 (Warranties), 17 (Liability), 18 (Indemnification), and 19 (General Provisions).