MailBrace - Terms and Conditions

Last updated: [06/02/2025]

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Welcome to MailBrace. Please read these Terms and Conditions ("Terms") carefully before using our services.

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About Us

MailBrace is a trade name and brand operated by Inquire Digital, a business duly registered in India. Inquire Digital is the legal entity that contracts with all clients, issues invoices, receives payments, and provides services under the MailBrace brand. References in these Terms to "MailBrace", "we", "us", or "our" mean Inquire Digital, operating under the MailBrace brand. References to "Client", "you", or "your" mean the person or company using our services.

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All commercial and legal obligations under these Terms are owed to and by Inquire Digital. Any contract, invoice, refund, or legal notice is between the Client and Inquire Digital, regardless of which trade name (MailBrace) appears on marketing materials.

1. Acceptance of Terms

THESE TERMS TAKE EFFECT WHEN THE CLIENT SIGNS A PROPOSAL, PAYS AN INVOICE, CLICKS AN "I ACCEPT" OR EQUIVALENT BUTTON, OR OTHERWISE ACCESSES OR USES THE SERVICE (THE "EFFECTIVE DATE"). BY TAKING ANY OF THESE ACTIONS, THE CLIENT: (A) ACKNOWLEDGES THAT IT HAS READ AND UNDERSTANDS THESE TERMS; (B) REPRESENTS AND WARRANTS THAT IT HAS THE RIGHT, POWER, AND AUTHORITY TO ENTER INTO THIS AGREEMENT AND, IF ENTERING INTO THIS AGREEMENT ON BEHALF OF AN ORGANISATION, THAT IT HAS THE LEGAL AUTHORITY TO BIND THAT ORGANISATION; AND (C) ACCEPTS THESE TERMS AND AGREES TO BE LEGALLY BOUND BY THEM.

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IF THE CLIENT DOES NOT AGREE TO THESE TERMS, THE CLIENT MAY NOT ACCESS OR USE THE SERVICE.

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These Terms apply alongside any signed proposal, statement of work, or order form. If there is a conflict, the signed document takes priority for that specific engagement.

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2. Definitions

• Deliverability Service: Our consulting and infrastructure management work, including domain setup, DNS configuration, inbox warmup, sending tool setup, monitoring, audits, reporting, and ongoing optimisation.

• Inbox Service: Provisioning of email inboxes (Google Workspace, Microsoft Outlook, or SMTP-based) on infrastructure managed or resold by MailBrace.

• Service: Either the Deliverability Service, the Inbox Service, or both, as agreed in your proposal or order.

• Service Order: The applicable proposal, statement of work, order form, or invoice that defines the deliverables, timelines, fees, and scope for a specific engagement.

• Third-Party Tools: External platforms used to deliver or measure the Service, including but not limited to Smartlead, Instantly, ScaledMail, Google Workspace, Microsoft 365, Cloudflare, domain registrars, and third-party deliverability or warm-up scoring tools such as Mailreach, GlockApps, Folderly, Warmy, and any equivalent.

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3. Scope of Services

The specific scope of services provided to each Client is defined in the applicable proposal, statement of work, order form, or invoice (each, a "Service Order"). The Service Order governs the deliverables, timelines, fees, and scope for that engagement. In the event of any conflict between these Terms and a Service Order on scope-related matters, the Service Order prevails.

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MailBrace's services may include, depending on what is agreed in the Service Order, any combination of email deliverability consulting and management, infrastructure setup and oversight, domain and DNS configuration, inbox provisioning across Google Workspace, Microsoft 365, Outlook, or SMTP-based providers, inbox warmup, sending tool setup and management, ongoing monitoring, reporting, and such other related services as the parties may agree in writing.

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3.1 Exclusions

Anything not expressly included in the Service Order - including without limitation content creation, lead sourcing or enrichment, reply and sales management, legal and regulatory compliance review, and any fees, licenses, or costs payable to Third-Party Tools, sending platforms, domain registrars, or workspace providers - remains the sole responsibility of the Client.

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4. Service Performance and Industry Conditions

The Service is delivered within the broader email and deliverability ecosystem, which is shaped by parties, platforms, and conditions outside the reasonable control of any single service provider. The Client engages MailBrace on the basis that the Service is performed using reasonable care, skill, and current industry-standard practice.

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4.1 Acknowledgement of variability

The Client acknowledges that email deliverability is a dynamic process influenced by independent third parties and continuously evolving conditions, including:

• The policies, filtering decisions, and algorithmic behaviour of recipient mailbox providers

• The quality, source, consent posture, content, and offer of the Client's outbound campaigns

• Industry-wide reputation events and changes to authentication standards (SPF, DKIM, DMARC, BIMI, ARC)

• The behaviour, availability, and operational decisions of Third-Party Tools

• The history and prior use of any domain or infrastructure before MailBrace's engagement

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Because these factors operate independently of MailBrace and may change without notice, the Service is provided as a professional best-efforts service. Outcomes will vary across clients, campaigns, and time periods, and such variability is an inherent feature of the channel rather than a deficiency in the Service.

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4.2 No specific outcomes warranted

The Client acknowledges and agrees that MailBrace does not warrant, and the Client should not rely upon, any specific:

• Inbox placement, folder routing, or visibility within recipient mailboxes

• Open, click, reply, conversion, response, or pipeline metrics

• Meetings booked, leads generated, or revenue produced

• Score, grade, or rating produced by any third-party deliverability or warm-up tool (including, without limitation, Mailreach, GlockApps, Folderly, Warmy, or in-platform warmup scores within sending platforms such as Smartlead or Instantly)

• Continuous, uninterrupted, or non-suspended operation of any inbox, domain, IP, or sending account

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A variation, fluctuation, or change in any of the above does not, of itself, constitute non-performance of the Service or a breach of these Terms.

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4.3 Third-party scoring tools

Third-party deliverability and warm-up scoring tools use proprietary, undisclosed methodologies that are not owned, operated, validated, or controlled by MailBrace, and that may change at the discretion of the relevant tool provider. The Client acknowledges that scores produced by such tools are indicative rather than determinative of real-world deliverability, and that movements in such scores - including reductions over time - do not constitute a defect in the Service. Concerns relating to third-party scores are to be raised through the process set out in Section 11.

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4.4 Standard of performance

MailBrace will perform the Service with the reasonable care, skill, and diligence to be expected of a competent provider operating in the email deliverability industry. To the maximum extent permitted by law, this standard applies in place of, and to the exclusion of, all implied warranties - including, without limitation, implied warranties of merchantability, fitness for a particular purpose, non-infringement, and course of performance - and any representation that the Service will be uninterrupted, error-free, or productive of any particular result.

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5. Client Obligations and Warranties

By using the Service, Client warrants and agrees that:

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5.1 Authority and capacity

• The Client (or the individual accepting these Terms) is at least 18 years old and has full legal authority to enter into this agreement on behalf of themselves or the entity they represent.

• All information provided to MailBrace is true, accurate, and complete.

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5.2 List, consent, and anti-spam compliance

• The Client owns or has lawful rights to use any lead list, contact data, or recipient information uploaded to or sent through the Service.

• The Client's email campaigns comply with all applicable anti-spam laws, including but not limited to CAN-SPAM (US), CASL (Canada), GDPR and ePrivacy (EU/UK), DPDP Act (India), and any equivalent law in the recipient's jurisdiction.

• Without limiting the foregoing, the Client shall: (i) ensure all campaigns include truthful header information and non-deceptive subject lines; (ii) include a valid physical mailing address in all commercial emails; (iii) identify messages as advertisements or solicitations where required by law; (iv) include a functional opt-out or unsubscribe mechanism in every message; (v) honour opt-out requests within ten (10) business days; and (vi) not send messages to recipients who have opted out or otherwise requested not to receive communications.

• The Client will not upload purchased, scraped, or harvested lists that lack a lawful basis for outreach, and will not harvest email addresses or contact information in violation of the CAN-SPAM Act or any applicable law.

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5.3 Content

• The Client is responsible for the content of all emails sent through the Service.

• Email content will not be deceptive, fraudulent, defamatory, infringing, or unlawful.

• The Client will not use the Service for prohibited categories, including: adult content, illegal goods or services, financial scams, cryptocurrency or forex schemes lacking proper licensing, medical or health claims without proper authority, phishing, malware, or any deceptive or harmful campaign.

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5.4 Access and cooperation

• The Client will provide timely access to domains, registrars, sending tools, and any other resources required to deliver the Service.

• The Client will respond to reasonable requests for information within a reasonable timeframe.

• Delays caused by the Client may affect timelines and do not constitute a failure of the Service.

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5.5 Indemnification by Client

The Client agrees to defend, indemnify, and hold harmless Inquire Digital (operating as MailBrace), including its owners, employees, contractors, and affiliates, from any claim, demand, loss, liability, damage, fine, penalty, or expense (including reasonable legal fees) arising from:

• The Client's lead list or contact data

• The Client's email content, copy, or campaigns

• The Client's violation of any law, including anti-spam, data protection, or consumer protection law

• The Client's breach of these Terms

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6. Account Security

• The Client is responsible for keeping login credentials, API keys, registrar access, and inbox passwords confidential.

• The Client is responsible for all activity that occurs under its accounts, whether authorised or not.

• The Client must notify MailBrace at info@mailbrace.com without undue delay if it becomes aware of any unauthorised access, security breach, or suspected compromise of credentials provided by or shared with MailBrace.

• MailBrace is not liable for any loss arising from the Client's failure to maintain credential security.

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7. Communications from MailBrace

By engaging the Service, the Client agrees to receive the following communications from MailBrace at the email address(es) on file:

• Transactional communications: invoices, payment receipts, password resets, account changes, scheduled maintenance notices, incident notifications.

• Service Bulletins: non-marketing communications including updates to these Terms, Privacy Policy, business changes, or other contractual matters.

• Operational Bulletins: non-marketing communications including infrastructure changes, security notifications, deliverability alerts, blacklist warnings, or platform incidents that affect the Client.

• Marketing communications: only with the Client's consent, and only where required by applicable law. The Client can opt out of marketing communications at any time.

Transactional, Service, and Operational Bulletins are part of the Service and cannot be opted out of while the engagement is active.

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8. Acceptable Use and Platform Integrity

MailBrace operates shared and dedicated infrastructure on behalf of multiple clients. To protect the platform, all clients, and our own reputation, the following rules apply:

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8.1 Monitoring

We monitor sending performance, bounce rates, spam complaints, blacklist status, and abuse signals on an ongoing basis.

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8.2 Triggers for corrective action

We may take corrective action if we observe, in our reasonable judgment:

• Bounce rates above industry safe thresholds

• Spam complaint rates above industry safe thresholds

• Blacklist listings caused by Client activity

• Abuse complaints from recipients or providers

• Activity that threatens the deliverability of other clients on shared infrastructure

• Violation of any term in Section 5 (Client Obligations)

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8.3 Corrective actions we may take

Without prior notice and at our sole discretion, we may:

• Pause campaigns or sending

• Suspend or terminate inboxes, domains, or sender accounts

• Remove Client resources from shared infrastructure

• Require list cleaning, copy changes, or campaign review before resuming

• Cancel and refund pro-rata any pre-paid amounts for the suspended portion

• Terminate the engagement entirely in serious or repeated cases

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8.4 Non-attribution of blame

We acknowledge that abuse incidents can be unintentional or caused by third parties. However, protecting the network, IP reputation, and other clients takes precedence. Corrective action may be taken regardless of fault or intent.

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9. Third-Party Tools and Dependencies

Where MailBrace provisions inboxes, domains, or infrastructure sourced from third-party providers (including but not limited to Google, Microsoft, ScaledMail, and equivalent providers), MailBrace acts in part as a reseller of such third-party services and is not liable for the actions, omissions, suspensions, or terminations of such providers.

The Service relies on Third-Party Tools including registrars, mailbox providers, sending platforms, resellers, and deliverability scoring tools. MailBrace is not responsible for:

• Outages, downtime, or service interruptions caused by Third-Party Tools

• Policy changes, price changes, or feature changes made by Third-Party Tools

• Account suspensions, terminations, or blocks initiated by Third-Party Tools

• Data loss, security incidents, or privacy breaches caused by Third-Party Tools

• Changes in mailbox provider behaviour, algorithms, or filtering

• Scores, grades, ratings, or measurements produced by third-party deliverability or warm-up scoring tools

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Where a Third-Party Tool ceases to function or changes terms in a way that affects the Service, we will make reasonable efforts to find an alternative, but we cannot guarantee continuity.

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10. Payment Terms

10.1 Fees

Fees are as specified in the applicable Service Order. All payment obligations are as set forth in the Service Order or the corresponding invoice.

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10.2 Payment

All fees are payable in advance of the service period unless otherwise stated in the Service Order. Payment is due within the timeframe stated on the invoice (default: on receipt). If the Client fails to make any payment when due, without limiting Inquire Digital's other rights and remedies: (i) Inquire Digital may charge interest on the past due amount at the rate of 1.5% per month, calculated daily and compounded monthly, or, if lower, the highest rate permitted under applicable law; (ii) the Client shall reimburse Inquire Digital for all costs incurred in collecting any late payments or interest, including reasonable attorneys' fees, court costs, and collection agency fees; and (iii) if such failure continues for three (3) days or more, Inquire Digital may suspend the Service until all amounts are paid in full, without prejudice to amounts owed.

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10.3 Billing descriptor

Charges processed by Inquire Digital may appear on the Client's credit card or bank statement under the name "MAILBRACE", "INQUIRE DIGITAL", or a combination thereof (for example, "MAILBRACE* JAN RETAINER"). The Client acknowledges that both "MailBrace" and "Inquire Digital" refer to the same entity and the same Service, and agrees not to initiate a chargeback, payment dispute, or fraud claim on the basis that a charge descriptor does not match the Client's expected business name. If the Client does not recognise a charge, the Client agrees to contact info@mailbrace.com for clarification before contacting their bank or card issuer.

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10.4 Pass-through costs

Third-party costs (registrars, Workspace seats, sending tools, lead tools, warm-up scoring tools) are not included in our fees and are billed directly to the Client by the provider, unless explicitly stated otherwise in the proposal.

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10.5 Taxes

All fees are exclusive of taxes. The Client is responsible for any applicable taxes, including GST, VAT, or withholding tax, in their jurisdiction.

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10.6 Refunds

DUE TO THE NATURE OF THE SERVICES, ALL PAYMENT OBLIGATIONS ARE NON-CANCELABLE AND ALL FEES PAID ARE NON-REFUNDABLE. If Inquire Digital is unable to provide the Service due to a material fault solely attributable to Inquire Digital, and such fault is not remedied within a reasonable period following written notice from the Client, Inquire Digital will refund the unused pro-rata portion of the affected service period. All refund requests must be submitted in writing to info@mailbrace.com with the applicable invoice number. Approved refunds are processed to the original payment method, less any applicable processing fees.

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10.7 Price changes

We may change fees for future service periods with at least 30 days' written notice. Existing pre-paid periods are not affected.

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11. Disputes and Remedies

(a) Dispute Resolution

If the Client has any complaint, concern, or dispute relating to the Service, any invoice, or any payment, the Client shall first notify Inquire Digital in writing at info@mailbrace.com, providing reasonable detail of the issue. Inquire Digital shall respond within a reasonable timeframe and shall have no fewer than thirty (30) days from receipt of such notice to investigate and, where appropriate, remedy the issue. The Client agrees to cooperate in good faith with Inquire Digital during this process.

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(b) Acknowledgement of Service Characteristics

THE CLIENT ACKNOWLEDGES THAT THE SERVICE IS A PROFESSIONAL BEST-EFFORTS SERVICE OPERATING WITHIN A DYNAMIC, THIRD-PARTY-INFLUENCED ECOSYSTEM (AS DESCRIBED IN SECTION 4). VARIATIONS IN EMAIL DELIVERABILITY, INBOX PLACEMENT, CAMPAIGN PERFORMANCE, THIRD-PARTY TOOL SCORES, OR THE OPERATIONAL STATUS OF DOMAINS, IPS, OR INBOXES DO NOT, OF THEMSELVES, CONSTITUTE NON-PERFORMANCE, DEFECT, OR BREACH OF THE SERVICE BY INQUIRE DIGITAL.

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(c) Payment Disputes

The Client agrees to exhaust the dispute resolution process set forth in Section 11(a) prior to initiating any chargeback, payment reversal, payment dispute, or fraud claim with any payment processor (including Stripe), credit card issuer, bank, or other financial institution. Initiating a chargeback or payment dispute without first completing the process in Section 11(a) constitutes a material breach of these Terms.

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(d) Remedies

In the event of a breach under Section 11(c), Inquire Digital reserves the right, without limiting any other right or remedy available to it, to: (i) immediately suspend or terminate the Service, including all inboxes, domains, sending accounts, and infrastructure managed on the Client's behalf; (ii) recover the full disputed amount together with all chargeback fees, processing fees, administrative costs, collection costs, and reasonable legal fees incurred; (iii) withhold transfer of any domains or infrastructure pending resolution of outstanding amounts; and (iv) pursue collection through all lawful means, including debt recovery agencies and legal proceedings.

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(e) Evidence and Records

The Client acknowledges that Inquire Digital may retain and submit records of these Terms, the applicable Service Order, invoices, proof of service delivery (including but not limited to Slack communications, email correspondence, weekly reports, DNS configuration records, inbox provisioning logs, and screenshots), and evidence of the Client's acceptance of these Terms, as evidence in any chargeback dispute, legal proceeding, or arbitration. The Client agrees not to contest the admissibility of such records.

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12. Term, Renewal, and Termination

12.1 Term

The engagement begins on the start date in the proposal or first invoice and continues month to month unless otherwise agreed.

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12.2 Auto-renewal

Monthly Services auto-renew at the end of each service period unless cancelled per Section 12.3.

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12.3 Cancellation by Client

The Client may cancel by giving written notice to info@mailbrace.com at least 15 days before the end of the current service period. Cancellation takes effect at the end of the current paid period. No refund is issued for the current period.

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12.4 Termination by MailBrace

We may terminate the engagement immediately if:

• The Client breaches these Terms

• The Client fails to pay an invoice when due

• The Client engages in activity covered by Section 8 (corrective action)

• The Client initiates a chargeback or payment dispute in violation of Section 11

• Required by law, regulator, or Third-Party Tool

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12.5 Effect of termination

Upon termination:

• Access to MailBrace-managed resources may be revoked

• Outstanding fees become immediately due

• Domains owned by the Client remain with the Client (see Section 13)

• Inboxes provisioned through MailBrace-managed infrastructure may be deactivated unless ownership transfer is arranged

• Confidentiality and other surviving obligations continue per Section 20

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13. Domain and Infrastructure Ownership

13.1 Domains

Unless explicitly agreed otherwise in writing:

• Domains registered using Client funds and Client account remain the property of the Client.

• Domains registered by MailBrace on behalf of the Client and billed through MailBrace remain the property of the Client at the end of the engagement, provided all fees are paid in full and no chargebacks or disputes are outstanding.

• Transfer of registrar account or domain ownership at end of engagement may require a written transfer request and reasonable cooperation.

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13.2 Inboxes

• Google Workspace and Microsoft 365 inboxes set up on Client-owned domains and Client-owned workspace accounts remain with the Client.

• Inboxes provided as part of a MailBrace Inbox Service on shared infrastructure (for example, resold Outlook inboxes) do not transfer at end of engagement, unless a transfer is explicitly agreed in writing and the Client takes over the underlying license.

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13.3 Client-owned credentials

The Client is responsible for storing and securing any credentials we provide.

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14. Confidentiality

From time to time during the term of this Agreement, each party may disclose or make available to the other party information about its business affairs, clients, lead lists, email copy, performance data, pricing, technical setup, products, intellectual property, or other sensitive or proprietary information, whether orally or in written, electronic, or other form ("Confidential Information"). The receiving party shall not disclose the disclosing party's Confidential Information to any person or entity, except to the receiving party's employees, agents, or subcontractors who have a need to know and who are required to protect the Confidential Information in a manner no less stringent than required under these Terms.

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Confidential Information does not include information that, at the time of disclosure: (a) is in the public domain through no fault of the receiving party; (b) was already known to the receiving party without restriction; (c) was rightfully obtained from a third party without breach of any obligation of confidentiality; or (d) was independently developed by the receiving party without use of the disclosing party's Confidential Information. Either party may disclose Confidential Information to the limited extent required to comply with a court order or applicable law, provided that the disclosing party is given reasonable prior written notice where legally permitted.

This obligation continues for two (2) years after the engagement ends; provided, however, that with respect to any Confidential Information that constitutes a trade secret under applicable law, the obligation of non-disclosure shall survive for as long as such information remains subject to trade secret protection.

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15. Data Protection

15.1 Roles

For data protection purposes, the Client is the Data Controller of any personal data processed through the Service. Inquire Digital (operating as MailBrace) acts as a Data Processor, processing personal data only on the Client's documented instructions and as needed to deliver the Service.

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15.2 Client responsibility

The Client is responsible for ensuring it has a lawful basis to send to its recipients under applicable law (GDPR, ePrivacy, CASL, CAN-SPAM, PIPEDA, DPDP Act in India, and others).

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15.3 Processor obligations

MailBrace will:

• Apply reasonable technical and organisational measures to protect personal data

• Use sub-processors (Third-Party Tools) as needed to deliver the Service

• Notify the Client without undue delay of any confirmed personal data breach affecting the Client's data

• Delete or return personal data on termination, where technically feasible

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15.4 Data Processing Agreement

If the Client requires a separate Data Processing Agreement (DPA), one can be requested at info@mailbrace.com.

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16. Intellectual Property

(a) Ownership

All content, methodology, tools, templates, scripts, automations, and documentation created or owned by MailBrace remain the exclusive property of Inquire Digital. Client-supplied content (lead lists, copy, branding) remains the property of the Client. Nothing in these Terms grants the Client a licence to MailBrace's underlying methods or tools beyond the use of the Service for the duration of the engagement.

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(b) Feedback

If the Client or any of its employees, contractors, or agents sends or transmits any communications or materials to Inquire Digital suggesting or recommending changes to the Service, including without limitation new features, functionality, processes, or improvements, or any comments, questions, suggestions, or the like ("Feedback"), Inquire Digital is free to use such Feedback irrespective of any other obligation or limitation between the parties. All Feedback is and will be treated as non-confidential. The Client hereby assigns to Inquire Digital all right, title, and interest in any ideas, know-how, concepts, techniques, or other intellectual property rights contained in the Feedback, for any purpose whatsoever, without any attribution or compensation to the Client.

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(c) Aggregated Statistics

Inquire Digital may monitor the Client's use of the Service and collect and compile data and information related to such use in an aggregated and anonymised manner, including to compile statistical and performance information related to the provision and operation of the Service ("Aggregated Statistics"). All right, title, and interest in Aggregated Statistics belong to and are retained solely by Inquire Digital. Aggregated Statistics will not identify the Client or the Client's Confidential Information.

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17. Limitation of Liability

IN NO EVENT WILL INQUIRE DIGITAL (OPERATING AS MAILBRACE), NOR ITS OWNERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, OR AFFILIATES, BE LIABLE UNDER OR IN CONNECTION WITH THESE TERMS UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, FOR ANY: (A) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES; (B) INCREASED COSTS, DIMINUTION IN VALUE, OR LOST BUSINESS, PRODUCTION, REVENUES, PROFITS, OR PIPELINE; (C) LOSS OF GOODWILL OR REPUTATION; (D) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY, OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (E) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER INQUIRE DIGITAL WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE.

IN NO EVENT WILL INQUIRE DIGITAL'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EXCEED THE TOTAL AMOUNTS PAID TO INQUIRE DIGITAL UNDER THESE TERMS IN THE THREE (3) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

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17.1 Jurisdictional exclusions

Some jurisdictions do not allow the exclusion of certain warranties or the limitation of liability for consequential or incidental damages. In such jurisdictions, the limitations in this Section 17 apply to the maximum extent permitted by law, and nothing in these Terms is intended to exclude or limit any liability that cannot be excluded or limited under applicable law.

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18. Indemnification

The Client agrees to indemnify, defend, and hold harmless Inquire Digital, MailBrace, and their respective owners, employees, contractors, and affiliates from any claim, loss, liability, damage, fine, penalty, or cost (including reasonable legal fees) arising from:

• The Client's breach of these Terms

• The Client's lead lists, content, campaigns, or business practices

• Any third-party claim arising from emails sent through the Service

• Any unauthorised chargeback or payment dispute initiated by the Client

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19. Force Majeure

Neither party is liable for any failure or delay caused by events outside its reasonable control, including but not limited to acts of God, natural disaster, war, terrorism, civil unrest, pandemic, government action, internet or power outage, cyber attack, or the failure of Third-Party Tools.

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20. Survival

The following sections survive termination or expiry of these Terms for as long as is necessary to give them effect:

• Section 4 (Service Performance and Industry Conditions)

• Section 5.5 (Indemnification by Client)

• Section 10.6 (Refunds - for amounts already paid)

• Section 11 (Disputes and Remedies)

• Section 14 (Confidentiality)

• Section 15 (Data Protection)

• Section 16 (Intellectual Property)

• Section 17 (Limitation of Liability)

• Section 18 (Indemnification)

• Section 22 (Governing Law and Dispute Resolution)

• Any other section that, by its nature, should survive termination

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21. Changes to These Terms

We may update these Terms from time to time. Material changes will be communicated to active Clients by email and posted at the MailBrace website with at least 30 days' notice before they take effect. Continued use of the Service after the effective date constitutes acceptance.

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22. Governing Law and Dispute Resolution

These Terms are governed by the laws of India, without regard to conflict of law principles. Any dispute arising out of or relating to these Terms or the Service will be resolved exclusively in the courts of [Ludhiana], India.

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The parties agree to first attempt to resolve any dispute through good-faith negotiation as set out in Section 11(a) before initiating formal proceedings.

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22.1 Class action waiver

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE CLIENT AND INQUIRE DIGITAL EACH AGREE THAT ANY DISPUTE RESOLUTION PROCEEDING WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. THE CLIENT WAIVES ANY RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT, CLASS-WIDE ARBITRATION, OR ANY OTHER PROCEEDING WHERE SOMEONE ACTS IN A REPRESENTATIVE CAPACITY. IF THIS WAIVER IS FOUND TO BE UNENFORCEABLE, THE REMAINING PROVISIONS OF THIS SECTION SHALL REMAIN IN FULL FORCE AND EFFECT.

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23. General

• Entire agreement: These Terms, together with any signed proposal or order form, form the entire agreement between the parties and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral.

• Severability: If any part of these Terms is held unenforceable, the rest remains in force.

• No waiver: Failure to enforce any right does not waive that right.

• Assignment: The Client may not assign these Terms without our written consent. Inquire Digital may assign these Terms to an affiliate or successor entity.

• Notices: Notices to MailBrace should be sent to info@mailbrace.com. Notices to the Client will be sent to the email on file.

• Electronic communications consent: The Client hereby consents to receiving electronic communications from Inquire Digital, including notices, agreements, disclosures, invoices, reports, and other information. The Client agrees that any electronic communication satisfies any legal requirement that such communication be in writing.

• Independent contractor: The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, or employment relationship.

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24. Contact

Questions about these Terms can be sent to:

Inquire Digital (operating as MailBrace) Email: info@mailbrace.com

These Terms were last updated on [06/02/2025]. By using the Service, paying an invoice, or otherwise engaging Inquire Digital under the MailBrace brand, you confirm that you have read, understood, and agreed to these Terms - including the dispute resolution and non-refundable payment provisions in Sections 10 and 11.