Terms of Service

Effective date: 2026-09-25

These Terms of Service ("Terms") form a binding agreement between Irisend, a company registered at [to be completed: COMPANY_ADDRESS] (Chamber of Commerce / KVK number [to be completed: KVK_NUMBER]) ("Irisend", "we", "us"), and the person or entity that creates an Irisend account or otherwise uses the Irisend email API, dashboard, or related services (the "Service", "you", "Customer").

By creating an account, accessing, or using the Service, you agree to these Terms. If you are accepting on behalf of an organization, you represent that you have authority to bind that organization.

If you do not agree, do not use the Service.

1. The Service

Irisend provides an application programming interface (API), SMTP relay, and dashboard that allow Customer to send transactional and marketing email, manage sending domains, inspect delivery events (opens, clicks, bounces, complaints, deliveries), and manage recipient/audience data ("Content"). The Service is provided on a self-service, API-first basis. We may add, change, or discontinue features of the Service at any time, provided we give reasonable notice of changes that materially reduce functionality you are paying for.

2. Accounts

2.1. You must provide accurate registration information and keep it up to date.

2.2. You are responsible for safeguarding API keys, SMTP credentials, and account access, and for all activity that occurs under your account, whether or not authorized by you. You must notify us promptly at legal@irisend.dev of any suspected unauthorized use or compromise of credentials.

2.3. You must be at least 18 years old (or the age of legal majority in your jurisdiction) and have the legal capacity to enter into this agreement.

2.4. Team members you invite into your account inherit the permissions you grant them; you are responsible for their use of the Service.

3. Acceptable Use

3.1. Your use of the Service, and the content of every email you send through it, is governed by our Acceptable Use & Anti-Spam Policy (the "AUP"), which is incorporated into these Terms by reference. A material breach of the AUP is a material breach of these Terms.

3.2. Without limiting the AUP, you may not use the Service to send unsolicited bulk email in violation of applicable anti-spam law, to distribute malware or phishing content, to send content that infringes third-party rights, or in any way that damages our sending reputation or infrastructure or that of our infrastructure providers.

3.3. We monitor aggregate bounce rates, spam-complaint rates, and abuse signals across the platform in order to protect deliverability for all customers. We may throttle, pause, or suspend sending on your account, in whole or for specific domains, if these metrics exceed the thresholds published in the AUP, with notice where reasonably practicable and immediately where necessary to prevent harm to our sending infrastructure or third parties.

4. Your Content and Your Responsibility as Data Controller/Processor

4.1. As between the parties, Customer owns all Content it submits to the Service, including recipient lists, email templates, and message content.

4.2. Customer is solely responsible for: (a) having a lawful basis (such as consent, an existing customer relationship, or another recognized legal basis) to send email to each recipient under applicable law (including GDPR, ePrivacy rules, CAN-SPAM, CASL, the Australian Spam Act, and equivalent local laws); (b) the accuracy and legality of the Content it sends; and (c) honoring unsubscribe, opt-out, and data-subject requests received in connection with its use of the Service.

4.3. Where Customer's Content includes personal data of Customer's own end users or recipients, Irisend acts as a data processor (or "service provider" under CCPA/CPRA) and Customer acts as the data controller (or "business"). The terms of our Data Processing Agreement (the "DPA") apply to that processing and are incorporated by reference. For account, billing, and Irisend-dashboard-usage data, Irisend acts as an independent data controller as described in our Privacy Policy.

4.4. We may access and use Content solely to provide, secure, support, and improve the Service (including automated abuse and spam filtering, deliverability monitoring, and troubleshooting at your request), and as otherwise permitted under the DPA. We do not use Customer Content to train machine-learning models without separate written consent, and we do not sell Content.

5. Fees and Payment

5.1. Fees are as described on Irisend's pricing page or in an applicable order form, and are billed in advance (for subscription fees) or in arrears (for usage-based overage), via our payment processor.

5.2. Fees are exclusive of taxes. You are responsible for any sales, VAT, GST, or similar taxes associated with your purchase, other than taxes on our net income.

5.3. Except as required by law or expressly stated otherwise, fees are non-refundable. We may suspend the Service for accounts with overdue payment after notice.

5.4. We may change our fees on a going-forward basis with at least 30 days' notice for existing subscriptions.

6. Suspension and Termination

6.1. Either party may terminate this agreement for convenience at any time; for subscription plans, termination takes effect at the end of the then-current billing period unless otherwise stated.

6.2. We may suspend or restrict your access to the Service immediately, without prior notice, if: (a) you materially breach these Terms or the AUP; (b) your use poses a security risk to the Service or to third parties; (c) required by law or by a third-party infrastructure or sending provider (e.g., AWS SES); or (d) your account is more than 14 days past due on payment.

6.3. Upon termination, your right to use the Service ends. We will make Content available for export for 30 days following termination (except where terminated for AUP violations involving fraud or abuse, or where retention would violate law), after which we will delete or anonymize Content in line with our data retention practices described in the Privacy Policy and DPA.

7. Service Levels and Support

7.1. We target commercially reasonable uptime for the Service. If we publish a separate Service Level Agreement ("SLA") with defined uptime commitments and service credits, that SLA applies to Customers on the plan tiers to which it states it applies and is incorporated by reference for those Customers.

7.2. Support is provided via legal@irisend.dev and, for eligible plans, additional channels described on our website.

8. Intellectual Property

8.1. We retain all right, title, and interest in and to the Service, including our software, APIs, documentation, and branding. Except for the limited rights expressly granted here, no rights are transferred to you.

8.2. You grant us a limited license to use your name and logo to identify you as a customer on our website and marketing materials, unless you opt out by emailing legal@irisend.dev.

8.3. Feedback you voluntarily provide about the Service may be used by us without restriction or compensation to you.

9. Confidentiality

Each party may receive confidential information of the other. Each party agrees to use the other's confidential information only to perform its obligations under these Terms, and to protect it with at least the same degree of care it uses for its own confidential information of similar sensitivity (and no less than reasonable care). This section does not apply to information that is or becomes public through no fault of the receiving party, was already known to the receiving party, or is independently developed.

10. Warranties and Disclaimers

10.1. Each party represents it has the legal authority to enter into these Terms.

10.2. EXCEPT AS EXPRESSLY STATED IN THESE TERMS OR AN APPLICABLE SLA, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTY THAT EMAIL SENT THROUGH THE SERVICE WILL BE DELIVERED, ACCEPTED, OR NOT MARKED AS SPAM BY A RECEIVING MAILBOX PROVIDER, AS ULTIMATE DELIVERY DEPENDS ON FACTORS OUTSIDE OUR CONTROL. NOTHING IN THIS SECTION LIMITS RIGHTS THAT CANNOT BE EXCLUDED UNDER the Netherlands.

11. Limitation of Liability

11.1. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL, ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11.2. EACH PARTY'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE AMOUNTS PAID (OR PAYABLE) BY CUSTOMER TO Irisend FOR THE SERVICE IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

11.3. The limitations in this section do not apply to: (a) either party's indemnification obligations; (b) breach of confidentiality obligations; (c) a party's gross negligence or willful misconduct; or (d) liability that cannot be limited under the Netherlands.

12. Indemnification

12.1. Customer will defend, indemnify, and hold harmless Irisend against third-party claims, damages, and costs (including reasonable legal fees) arising from: (a) Customer's Content, including any claim that Content was sent without proper legal basis or consent; (b) Customer's violation of the AUP or applicable anti-spam, marketing, or data protection law; or (c) Customer's violation of these Terms.

12.2. Irisend will defend, indemnify, and hold harmless Customer against third-party claims that the Service, as provided by us and used in accordance with these Terms, infringes a third party's intellectual property rights, subject to Customer promptly notifying us and cooperating with our defense.

13. Changes to These Terms

We may update these Terms from time to time. For material changes, we will provide at least 30 days' notice via email or in-dashboard notice before the changes take effect. Continued use of the Service after the effective date of updated Terms constitutes acceptance.

14. Governing Law and Disputes

These Terms are governed by the laws of the Netherlands, without regard to conflict-of-laws principles. The parties submit to the exclusive jurisdiction of the competent courts of the Netherlands, except that either party may seek injunctive relief in any competent court to protect its intellectual property or confidential information.

15. General

15.1. Assignment. Neither party may assign these Terms without the other's consent, except to a successor in a merger, acquisition, or sale of substantially all assets.

15.2. Force majeure. Neither party is liable for delay or failure to perform caused by circumstances beyond its reasonable control.

15.3. Entire agreement. These Terms, together with the AUP, Privacy Policy, DPA (where applicable), and any order form, constitute the entire agreement between the parties regarding the Service and supersede prior agreements on the subject matter.

15.4. Severability. If any provision of these Terms is held unenforceable, the remaining provisions remain in full force.

15.5. No waiver. Failure to enforce a provision is not a waiver of the right to enforce it later.

15.6. Notices. Legal notices to us must be sent to legal@irisend.dev or [to be completed: COMPANY_ADDRESS]. We may send notices to you at the email address on your account.

16. Contact

Questions about these Terms: legal@irisend.dev.

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This document is a draft template and does not constitute legal advice. See research/legal.md for review recommendations before publishing.