These Terms and Conditions ("Terms") govern your access to and use of the website https://icemail.ai (the "Site") and the icemail platform, mailbox provisioning services, APIs, and related tools (collectively, the "Services") provided by Xquare Labs LLC ("Xquare Labs," "icemail," "we," "us," or "our").
By accessing or using the Services, creating an account, or clicking to accept these Terms, you agree to be bound by them. If you are entering into these Terms on behalf of an organization, you represent that you have authority to bind that organization, and "you" refers to that organization. If you do not agree, you may not use the Services.
1. Definitions
- "Account" means the registered account through which you access the Services.
- "Mailbox" means an email inbox provisioned through the Services on Google Workspace, Microsoft 365, Azure, SMTP, or another supported provider.
- "Subscription" means a recurring plan under which you pay for ongoing access to Mailboxes and other Services.
- "Customer Content" means data, domains, DNS records, sender identities, and other materials you submit or configure through the Services.
- "Third-Party Provider" means any provider whose infrastructure is used to deliver the Services, including Google, Microsoft, Cloudflare, and payment processors.
2. Eligibility
You must be at least 18 years old and capable of forming a binding contract to use the Services. By using the Services, you represent and warrant that you meet these requirements and that your use complies with all applicable laws.
3. Account Registration and Security
You agree to provide accurate, current, and complete information during registration and to keep it updated. You are responsible for safeguarding your credentials and for all activity under your Account. You must notify us promptly at hello@icemail.ai of any unauthorized use or security breach. We are not liable for any loss arising from your failure to protect your credentials.
4. Description of the Services
icemail provides cold email infrastructure, including the automated provisioning of Mailboxes on Google Workspace, Microsoft 365, Azure, and SMTP providers, together with automated DNS authentication (SPF, DKIM, DMARC), deliverability tooling, and related platform features. The specific features available to you depend on your selected plan. We may add, modify, or discontinue features at any time.
The Services provide infrastructure only. You are solely responsible for the content, targeting, and lawfulness of the email campaigns you operate using that infrastructure.
5. Acceptable Use Policy
You agree not to use the Services to:
- Send unsolicited bulk email, spam, or any email that violates the CAN-SPAM Act, the GDPR, the ePrivacy Directive, CASL, or any other applicable anti-spam, marketing, or data-protection law;
- Send email to recipients from whom you do not have a lawful basis to contact, or who have opted out, unsubscribed, or withdrawn consent;
- Send messages with false, deceptive, or misleading headers, sender names, subject lines, or routing information;
- Distribute malware, phishing content, fraudulent schemes, or links to malicious websites;
- Harvest, scrape, or purchase email addresses in violation of applicable law or third-party terms;
- Send content that is illegal, defamatory, harassing, hateful, infringing, obscene, or that exploits minors;
- Circumvent sending limits, rate limits, or deliverability safeguards;
- Resell, sublicense, or provide the Services to third parties except as expressly permitted in writing;
- Reverse engineer, decompile, or attempt to derive the source code of the Services;
- Interfere with, disrupt, or attempt to gain unauthorized access to the Services, our infrastructure, or any Third-Party Provider;
- Violate the acceptable use policies or terms of any Third-Party Provider, including Google and Microsoft.
We reserve the right to investigate suspected violations and to suspend or terminate Accounts, throttle sending, or remove content that we reasonably believe violates this Policy, with or without notice. You acknowledge that abuse of email infrastructure can harm the deliverability and reputation of shared and provider resources, and that we may act immediately to protect those resources.
6. Subscriptions, Billing, and Renewal
6.1 Subscription Fees
The Services are offered on a subscription basis. By subscribing, you agree to pay the recurring fee associated with each active Mailbox or plan, as displayed at the time of purchase. Pricing (for example, per-Mailbox pricing) is set out on the Site or in your order.
6.2 Automatic Renewal
Subscriptions renew automatically. Your payment method will be charged on a recurring basis (for example, monthly) until you cancel. By subscribing, you authorize us to charge your payment method on each renewal date without further action by you.
6.3 Pre-Renewal Charge
Your payment method may be charged in advance of your renewal date to ensure uninterrupted service. If a charge fails, you must update your payment information before the renewal date to avoid suspension. We may retry failed charges and may suspend or deprovision Mailboxes for non-payment.
6.4 Taxes
Fees are exclusive of taxes. You are responsible for all applicable sales, use, VAT, GST, and similar taxes, except for taxes based on our net income.
6.5 Price Changes
We may change pricing. We will provide reasonable notice of material price increases, and changes will take effect on your next renewal after the notice period.
7. Cancellation and Termination
7.1 Cancellation by You
You may cancel your Subscription by contacting hello@icemail.ai. To allow us to process your request and conclude the billing cycle, we request at least seven (7) days' notice prior to your renewal date. Cancellation takes effect at the end of the current billing period; fees already charged are non-refundable except as stated in our Fulfillment & Refund Policy.
7.2 Suspension and Termination by Us
We may suspend or terminate your Account, in whole or in part, immediately and without liability if:
- You breach these Terms or the Acceptable Use Policy;
- Your use threatens the security, integrity, or deliverability of our infrastructure or that of a Third-Party Provider;
- You fail to pay fees when due;
- We are required to do so by law or by a Third-Party Provider.
7.3 Effect of Termination
Upon termination, your right to use the Services ceases, and we may deprovision Mailboxes and delete Customer Content after a reasonable period. Sections that by their nature should survive (including payment obligations, disclaimers, limitations of liability, indemnification, and governing law) will survive termination.
8. Customer Responsibilities and Compliance
You are solely responsible for:
- Obtaining all necessary consents and maintaining a lawful basis for the email you send;
- Honoring opt-out and unsubscribe requests promptly;
- Including accurate sender information and a valid physical address where required by law;
- The accuracy and lawfulness of all Customer Content;
- Complying with the terms and acceptable use policies of all Third-Party Providers;
- Maintaining your own records and backups as appropriate.
You acknowledge that deliverability, inbox placement, and sender reputation depend on many factors outside our control, including your sending practices, list quality, and recipient behavior. We do not guarantee any particular deliverability or inbox placement rate.
9. Third-Party Services
The Services rely on and integrate with Third-Party Providers including Google, Microsoft, Cloudflare, and payment processors. Your use of those services is subject to their respective terms and policies. We are not responsible for the acts, omissions, availability, or policies of any Third-Party Provider, and any suspension, change, or termination by a Third-Party Provider may affect the Services.
10. Intellectual Property
The Services, including all software, designs, text, graphics, and trademarks, are owned by Xquare Labs or its licensors and are protected by intellectual-property laws. We grant you a limited, non-exclusive, non-transferable, revocable license to use the Services for your internal business purposes in accordance with these Terms. You retain ownership of your Customer Content and grant us a license to host, process, and transmit it solely to provide the Services.
11. Confidentiality
Each party may have access to the other's confidential information. Each party agrees to protect the other's confidential information with reasonable care and to use it only to perform under these Terms. This obligation does not apply to information that is public, independently developed, or rightfully received from a third party.
12. Warranties and Disclaimers
THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT ANY PARTICULAR DELIVERABILITY, INBOX PLACEMENT, OR PROVISIONING TIMELINE WILL BE ACHIEVED.
13. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, XQUARE LABS AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND SUPPLIERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS, ARISING OUT OF OR RELATED TO THE SERVICES, WHETHER BASED IN CONTRACT, TORT, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES WILL NOT EXCEED THE AMOUNTS YOU PAID TO US FOR THE SERVICES IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
Some jurisdictions do not allow certain limitations, so some of the above may not apply to you.
14. Indemnification
You agree to defend, indemnify, and hold harmless Xquare Labs and its officers, directors, employees, and agents from and against any claims, damages, liabilities, losses, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of the Services; (b) your Customer Content and email campaigns; (c) your violation of these Terms or the Acceptable Use Policy; or (d) your violation of any law or third-party right, including any anti-spam, marketing, or data-protection law.
15. Service Availability
We strive to maintain reliable Services but do not guarantee any specific level of availability. We may perform scheduled or emergency maintenance and may modify or discontinue features. We are not liable for downtime, delays, or failures caused by Third-Party Providers, force majeure events, or factors beyond our reasonable control.
16. Governing Law and Dispute Resolution
These Terms are governed by the laws of the State of California, without regard to conflict-of-laws principles. The parties agree to first attempt to resolve any dispute informally by contacting hello@icemail.ai. Any dispute not resolved informally will be subject to the exclusive jurisdiction of the state and federal courts located in San Francisco, California, and you consent to personal jurisdiction there. Where binding arbitration is agreed or required, disputes will be resolved by binding arbitration in San Francisco, California, on an individual basis, and you waive any right to participate in a class action.
17. Changes to These Terms
We may modify these Terms from time to time. When we make material changes, we will update the "Last Updated" date and, where appropriate, notify you. Your continued use of the Services after the effective date constitutes acceptance of the revised Terms.
18. Miscellaneous
- Entire Agreement. These Terms, together with the Privacy Policy and Fulfillment & Refund Policy, constitute the entire agreement between you and us regarding the Services.
- Severability. If any provision is found unenforceable, the remaining provisions remain in effect.
- Waiver. Our failure to enforce any provision is not a waiver of our right to do so later.
- Assignment. You may not assign these Terms without our consent. We may assign them in connection with a merger, acquisition, or sale of assets.
- Force Majeure. We are not liable for failures caused by events beyond our reasonable control.
19. Contact Us
For questions about these Terms, please contact:
Xquare Labs LLC 166 Geary St, San Francisco, California 94108, United States Email: hello@icemail.ai