Terms of Service

Warmerly is operated as a UK-based sole trader, not a limited company. These Terms of Service ("Terms") govern your access to and use of Warmerly, including our website, web app, mobile app, API, transactional email API and MCP server (together, the "service"). By creating an account, ticking a box or clicking a button that refers to these Terms, or using the service, you agree to them. If you accept them on behalf of a company or other organisation, you confirm you have authority to bind it, and "you" means that organisation.

These Terms incorporate our Acceptable Use Policy, Warmup Network Participation Terms, Lead Database Use Terms, Refund & Cancellation Policy and Data Processing Agreement. Section 1.4 explains which document wins if they conflict.

1. Definitions and interpretation

1.1 In these Terms:

• "Account" means your login to the service, and "account owner" means the user who owns a workspace.
• "Workspace" means a separate area of the service with its own mailboxes, campaigns, contacts and settings. One account can own or belong to several. A "client workspace" is a workspace whose plan is provided through an Agency workspace (section 3.5).
• "Team member" means any person you invite to, or allow to use, a workspace.
• "Plan" means the Free plan or a paid plan, with the features, allowances and limits shown on our pricing page or in the app when you choose it. "Subscription" means a paid plan or recurring add-on, and "billing period" means the monthly or annual period it is billed for.
• "Add-on" means anything charged separately from the plan, including OneMail hosted mailboxes, LinkedIn account slots, WhatsApp number slots and credit packs.
• "Credits" means units of account used inside the service for AI features and certain other features (section 11), and a "quota block" means extra units of a monthly allowance bought with credits.
• "Connected account" means any mailbox, LinkedIn account, WhatsApp number or other third-party account you connect to the service.
• "Hosted mailbox" means a mailbox we host for you, including OneMail mailboxes, ready-warmed mailboxes and the free mailbox (section 7).
• "Your data" means data you or your team members put into the service, or that the service collects from your connected accounts, including contacts, messages and campaign content.
• "Output" means content generated for you by the service, including AI-drafted text, classifications, lead search results and verification results.
• "Documentation" means our help and developer documentation at docs.warmerly.com and in the app.
• "Fees" means all amounts payable for the service, including plans, add-ons and credit packs.
• "Consumer" means an individual acting wholly or mainly outside their trade, business, craft or profession.

1.2 Headings are for convenience and do not affect meaning. "Including" and similar words mean "including without limitation". The singular includes the plural and vice versa. "Writing" and "written" include email. A reference to a law includes that law as amended, extended or replaced, and any legislation made under it. A reference to a section is to a section of these Terms.

1.3 These Terms are written in English, and only the English version is binding.

1.4 If the documents that make up our agreement conflict, they take priority in this order: (a) the Data Processing Agreement, but only on the processing of personal data; (b) these Terms; (c) the Acceptable Use Policy, Warmup Network Participation Terms and Lead Database Use Terms; (d) the Refund & Cancellation Policy; and (e) the pricing page, the Documentation and anything else we publish about the service. The price, allowances and features of the plan or add-on shown to you when you buy it apply to that purchase.

2. The service

2.1 Warmerly is a sending and deliverability platform. Depending on your plan, it provides:

• Email warmup — exchanging conversational mail between your connected mailboxes and peer mailboxes in our network to build sender reputation.
• Outreach campaigns — sending sequenced business-to-business outreach from your connected mailboxes and accounts, to recipients you supply or select, on a schedule you configure.
• A unified inbox — syncing and displaying messages from your connected accounts, with AI-assisted classification and reply drafting.
• Lead and email discovery — searching our business-contact database, finding likely business email addresses, and verifying them.
• Hosted sending — mailboxes we host for you and our transactional email API.
• Deliverability tooling — inbox placement testing, authentication, DNS and blocklist monitoring.
• Developer access — our API, and an MCP server that lets AI assistants you authorise work in your workspace.

2.2 We provide the tooling. You decide who to contact and what to say. Warmerly does not source, approve or vet your recipient lists, and does not send unsolicited mail on its own account.

2.3 We may add, change or remove features, limits, integrations and supported providers at any time, including to respond to changes by third-party providers or in the law. If we remove a feature that is a material part of a paid plan you are on, we will tell you in advance where we reasonably can, and if the change materially reduces what you pay for you may cancel before your next renewal.

2.4 Beta and preview features. Features we label beta, preview, early access, experimental, "coming soon" or similar are offered for evaluation. They may be incomplete, change without notice, have lower limits, or be withdrawn at any time, and we may make access to them conditional. They are provided without any commitment of availability or support, and section 19 applies to them in full.

2.5 Free plan. The Free plan needs no card and is not time-limited, but it carries lower limits than paid plans, campaign email sent on it may carry a short Warmerly attribution, and we may change or withdraw it at any time. A Free workspace that stays over the Free plan's limits may be restricted until it is back within them.

3. Your account and workspaces

3.1 To use the service:

• you must be at least 18, be acting for purposes relating to a trade, business or profession, and have legal authority to use every mailbox and account you connect;
• you must give accurate sign-up and billing information and keep it current;
• each login is for one individual. Credentials must not be shared; add team members as separate users instead.

3.2 You are responsible for keeping credentials, API keys and tokens secure, for everything done under your account and workspaces (including by team members, by anyone using your credentials, and by any app or AI assistant you authorise), and for your team members' compliance with these Terms. Tell us promptly at hello@warmerly.com if you suspect unauthorised access.

3.3 The account owner controls the workspace, its billing, its members and its data. We may act on the instructions of the account owner, or of a team member with a role that permits the action, without further checks. We are not required to resolve disputes between you and your team members or clients about control of a workspace.

3.4 Additional workspaces. Each workspace needs its own plan. The Free plan is available for your first workspace only; each further workspace needs a paid plan unless it is a client workspace under section 3.5.

3.5 Agency client workspaces. On the Agency plan you may create client workspaces for the clients you serve. They share the Agency workspace's plan, allowances and credit wallet: capacity limits and monthly allowances are counted across the Agency workspace and all its client workspaces together, and billing is managed from the Agency workspace. You remain our customer and are responsible for everything in every client workspace, including your clients' compliance with these Terms and your own compliance with data protection law as your client's processor where that applies. Your clients have no contract with us and no rights against us under these Terms. Some features, such as ordering OneMail mailboxes, are only available in the Agency workspace itself. If the Agency plan ends, its client workspaces stop being covered by it and each needs its own plan.

3.6 If we suspend or terminate an account, you must not open another one, or use someone else's, to carry on the same activity. We may refuse to open an account, or to provide a free trial, free plan or free mailbox, at our discretion.

4. Your outreach — your responsibility

4.1 Because you choose your recipients and your message, you are the data controller for your campaign and contact data, and the sender and initiator of every message that leaves your mailboxes, connected accounts and hosted mailboxes, including messages drafted, scheduled or sent by AI features, by the API, or by an AI assistant you have connected. You warrant that, for every message you send using Warmerly:

• you have a lawful basis to contact that recipient under UK GDPR, EU GDPR, PECR, the ePrivacy Directive, CAN-SPAM, CASL, and any other law that applies to them or to you;
• you obtained the recipient's details lawfully, gave them any notice the law requires, and honour every objection, opt-out and deletion request;
• the content is lawful, accurate and not deceptive, and the subject line reflects the message;
• the message identifies you as the sender and includes any postal address the law of the recipient's country requires. You can set your sender identity and address in your workspace settings.

4.2 Warmerly adds a working unsubscribe link to campaign email and keeps a suppression list per workspace. Those are safeguards, not a substitute for your own compliance, and we give no advice on whether any campaign is lawful.

5. Connected accounts, warmup and deliverability

5.1 By connecting a mailbox or account, you authorise us to access it and to act in it as the features you turn on require: sending and receiving mail, reading, opening, replying to, labelling and archiving messages, and moving warmup messages out of spam. Warmup and campaign sending use your mailboxes on the schedules and limits you set or that we apply. Joining the warmup network is also governed by our Warmup Network Participation Terms.

5.2 We apply sending limits, ramps and pauses of our own, for example to new mailboxes, to mailboxes with poor health, and to workspaces that are over their limits or behind on payment. We may pause warmup or sending from any mailbox where we reasonably consider it necessary to protect that mailbox, the warmup network or other customers.

5.3 Your connected accounts are governed by their own providers' terms, which you must follow. Those providers may limit, suspend or close an account, or block a domain or IP, for reasons we do not control. Except for the 30-day inbox guarantee in section 18A, we do not guarantee inbox placement, sender reputation, reply rates or any other deliverability outcome, and we are not liable for a provider suspending or restricting your account, for a domain or IP being blocklisted, or for any loss of deliverability or reputation, whether or not it happens while you use Warmerly.

6. LinkedIn, WhatsApp and other platform channels

6.1 Channels other than email (currently LinkedIn and WhatsApp, and others as we add them) are provided through third-party services and depend on those platforms, which do not endorse Warmerly and may change or withdraw the access we rely on at any time. Automating activity on these platforms may be restricted by their own terms. You use these channels at your own risk. You are responsible for deciding whether your use complies with each platform's terms, and for any warning, restriction, suspension or ban of your account, number or profile.

6.2 We apply our own pacing to these channels, but that is to reduce risk, not remove it, and it is no promise that a platform will accept your activity. If a platform, or the service we use to reach it, stops working or changes, we may suspend, change or withdraw the channel. Where that permanently removes a channel you pay for separately, we will stop charging for it from the next billing period.

6.3 LinkedIn account slots and WhatsApp number slots are add-ons bought separately (section 12). Slots are charged from the day they are bought, with no trial. When a slot ends, the account or number using it may be disconnected.

7. Hosted mailboxes

7.1 Ownership. Mailboxes, IP addresses and mail servers that we provision and host for you (including OneMail mailboxes, ready-warmed mailboxes, the free mailbox and our transactional sending infrastructure) remain ours or our providers'. You may use them while you are entitled to them under these Terms. A domain you already own stays yours, and we act on its DNS only as far as you allow. If you want to keep a domain that was registered through Warmerly as part of an order, contact us and we will work with you on a transfer where the registrar allows it.

7.2 Shared reputation. Hosted mailboxes share our infrastructure and reputation with other customers. We may throttle, pause or suspend sending from them at any time to protect deliverability for everyone, and we may move them between our mail servers. The Acceptable Use Policy sets out content that may not be sent from them without our approval.

7.3 OneMail. OneMail mailboxes are charged per mailbox per billing period, at the rate for your plan shown when you order. They do not use your plan's mailbox allowance. When you stop paying for a OneMail mailbox, or the subscription it is billed on ends, we may suspend it, and after a retention period delete it and the mail in it, as set out in our Privacy Policy. If you have moved a domain's DNS to us, moving it back when the service ends is your responsibility.

7.4 Ready-warmed mailboxes. Some OneMail mailboxes are offered already warmed on domains we operate. "Warmed" means the mailbox has completed a period of warmup on our network before it is sold to you. It is not a promise of any particular placement or reputation after you start sending, and once sold the mailbox is treated like any other OneMail mailbox.

7.5 The free mailbox. We may give each new user one free mailbox on a shared domain we operate, so there is something to warm from day one. It is a gift, not part of any plan: it is free, is limited to one per person, does not use your plan's mailbox allowance, keeps warmup switched on, and may have campaign sending disabled or capped by us. We may cancel it if you stop using Warmerly for an extended period (we will email you first), and we may withdraw it, or the free mailbox programme, at any time, including immediately if it is misused.

8. Transactional email

8.1 Our transactional email API lets you send your own application's messages (for example sign-in links, receipts and notifications) from a domain you verify. It is sent from infrastructure kept separate from warmup and cold outreach, and it may be offered as early access with availability and limits we set.

8.2 You must use it only for messages a recipient has asked for or expects as part of a relationship with you. You must not use it for cold outreach, bulk marketing or purchased lists. You are responsible for publishing and keeping the DNS records we ask for; if they are removed, delivery may fail.

8.3 We do not send to addresses on your workspace's suppression list, and an address that hard-bounces is added to it automatically. We may refuse, delay or stop messages, or suspend your sending, where we reasonably suspect a breach of this section or a risk to the infrastructure. Delivery events we report are what the receiving servers told us, not confirmation that a message was read.

9. API, API keys, MCP server and connected apps

9.1 We may make an API, a transactional email API and an MCP server available, on the plans and with the limits we set. Your use must follow the Documentation, including rate limits, and we may change, version or retire any endpoint or tool. We will try to give notice of breaking changes to documented endpoints, but we do not guarantee backwards compatibility.

9.2 API keys are confidential credentials. You are responsible for all activity under your keys, and for revoking any key you believe has been exposed. We may revoke or rotate a key that we believe is compromised or being misused.

9.3 If you connect an AI assistant or other app to your workspace (for example through our MCP server and the authorisation screen at sign-in), you authorise it to read and act in that workspace to the extent the connection allows, which can include sending email, replying to contacts and launching campaigns. Anything it does is treated as done by you. That app is a third-party service (section 16): we do not control what it does with the data it reads, or whether its instructions are correct. You can revoke a connection at any time.

9.4 You must not use the API, the MCP server or any connected app to get around a limit, lock or restriction that applies in the app, or to extract our business-contact database in bulk.

10. AI features

10.1 Some features generate or analyse content using third-party AI models: campaign personalisation, inbox classification, reply drafting, lead discovery, campaign advice and the support assistant. AI output can be inaccurate, incomplete, out of date or unsuitable, and similar prompts may produce the same or similar output for other users. We make no promise that output is correct, original or fit for any purpose. You are responsible for reviewing output before you rely on it or send it. If you let a feature send without reviewing each message, you are treated as having approved what it sends.

10.2 The support assistant is automated. It cannot change your plan, give refunds, extend deadlines or bind us to anything, and nothing it says varies these Terms. If you need a decision from us, email hello@warmerly.com.

10.3 We may change the models and providers behind these features, and may limit or switch off an AI feature at any time, including to control cost or when a provider is unavailable.

11. Plans, limits, credits and quota blocks

11.1 Kinds of limit. Each plan sets capacity limits (for example connected mailboxes, active campaigns and active prospects), per-item limits (for example leads per campaign) and monthly allowances (for example email verifications, lookups, lead exports, placement tests and included credits). Monthly allowances reset at the start of each calendar month and unused amounts do not carry over. We also apply fair-use, rate and abuse limits that are not listed on the pricing page.

11.2 Going over. When a monthly allowance runs out, the feature stops until the allowance resets, you buy a quota block, or you upgrade. If a workspace goes over a capacity limit, we will tell you, and if it is still over after the grace period we give, we may restrict it (including pausing campaign sending and warmup) until you upgrade or reduce usage. A workspace that moves to a lower plan, or back to Free, may be restricted straight away if it is over the new plan's limits.

11.3 Credits. Some plans include a monthly credit allowance, which resets each month with no rollover. You can also buy credit packs. Credits are used first from the monthly allowance and then from purchased credits. Purchased credits do not expire while your workspace exists. Credits have no cash value, cannot be transferred outside the workspace (or, for an Agency plan, outside its client workspaces), cannot be exchanged for money, and are not refunded, including on cancellation. We may change how many credits a feature uses, but not retrospectively for credits already spent.

11.4 Quota blocks. You can spend purchased credits on a block of extra units of certain monthly allowances, at the rate shown before you buy. Blocks are only ever bought when you confirm the purchase, never automatically. Quota blocks do not expire and do not reset at the start of the month; they are used only after that month's allowance is exhausted. Like credits, they have no cash value and are not refunded.

11.5 Purchased credits and quota blocks end, without compensation, if the workspace holding them is permanently deleted, or if we terminate your account for breach.

12. Fees, billing and payment

12.1 The full detail, including trials, plan changes and cancellation, is in our Refund & Cancellation Policy. In summary:

• The Free plan needs no card, has no time limit, and cannot be charged. A card is only required to move to a paid plan or buy an add-on.
• Paid plans may begin with a 7-day free trial, available once per workspace; the first charge lands on day 8. A promotional offer may extend the trial to 30 days (once per account, if the paid plan is started within 14 days of signing up), and an approved Warmerly for Startups application to 90 days; in every case the first charge lands the day after the trial ends, and the trial length that applies is shown before a card is confirmed. During a trial some allowances are lower than the plan's full allowances. You may choose to skip the trial and be charged straight away.
• Subscriptions renew automatically at the end of each billing period, at the price then in effect, until cancelled. By subscribing you authorise us and our payment processor to charge your payment method for each renewal and for add-ons you buy.
• Upgrades and downgrades between paid plans take effect immediately and are prorated, as described in the Refund & Cancellation Policy.
• Cancellation takes effect at the end of the current billing period, and you keep access until then. Cancelling during a free trial or a free promotional period ends access straight away. Cancel from Settings → Billing.
• Fees already paid are non-refundable, including for partly used periods, unused allowances, add-ons, credit packs and quota blocks, except where the law requires otherwise, under the guarantees in section 18A, or where we say otherwise in the Refund & Cancellation Policy.
• We may change our prices. A price change applies to an existing subscription from your next renewal after at least 30 days' notice by email. If you do not accept it, cancel before that renewal.
• All prices are in US dollars. Warmerly is not currently registered for UK VAT, so no UK VAT is added to our prices. If that changes we will tell you before it takes effect. Prices exclude any other sales, use or value added tax your own country may charge; where such tax is due from you rather than collected by us, paying it is your responsibility. EU businesses can add a VAT number under Manage billing in Settings → Billing. Fees are payable without set-off or deduction, and you bear any bank or currency conversion charges.

12.2 Promotions. Discount and promotional codes apply only on the terms stated with them, cannot be exchanged for cash, cannot be combined unless we say so, and may be withdrawn if obtained or used in breach of those terms. When a promotional period ends, the subscription renews at the standard price.

12.3 Failed payments. If a payment fails, we will email you, and our payment processor may retry it. While a payment is outstanding we may restrict the workspace, including pausing campaign sending, warmup and other automated activity, until it is paid. If it stays unpaid, we may cancel the subscription and move the workspace to the Free plan, and any hosted mailboxes billed on it may be suspended. We may charge interest on overdue sums under the Late Payment of Commercial Debts (Interest) Act 1998.

12.4 Billing disputes. If you think a charge is wrong, tell us within 60 days of it at hello@warmerly.com so we can resolve it; after that, the charge is treated as accepted. Opening a chargeback or payment dispute for a charge you owe is a breach of these Terms, and we may suspend the account while it is open and recover any fees and costs it causes us.

12.5 Consumers. Warmerly is sold for business use. If you are nonetheless contracting as a consumer, you have a statutory right to cancel within 14 days of subscribing under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013, and the Consumer Rights Act 2015 gives you rights that nothing in these Terms affects. To exercise the right to cancel, email hello@warmerly.com. If you ask us to start the service within that 14-day period and then cancel, we may deduct an amount for what you have received up to the point you told us.

13. Licence and restrictions

13.1 While your subscription is active (or you are on the Free plan) and you comply with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to use the service for your internal business purposes, and, on the Agency plan, to serve your clients through client workspaces.

13.2 You must not, and must not let anyone else:

• copy, modify, decompile, disassemble or reverse engineer the service, except to the extent the law expressly allows despite this restriction;
• resell, sublicense, rent or provide the service to third parties, except that agencies may operate client workspaces as our plans allow;
• use the service, or any data or output from it, to build or improve a competing product or dataset;
• scrape, crawl or access the service by automated means other than our documented API and MCP server, or exceed or work around rate limits, usage limits or plan limits, including by opening multiple accounts or workspaces;
• probe, scan or test the vulnerability of the service, or bypass any security or access control;
• remove or obscure any notice, attribution or branding we require;
• use the service in breach of our Acceptable Use Policy, our Lead Database Use Terms or any law.

14. Your data

14.1 You own your data. You grant us a worldwide, non-exclusive, royalty-free licence to host, copy, process, transmit and display your data as needed to provide, secure and support the service, and to comply with law. We process personal data in your data as your processor under our Data Processing Agreement. You warrant that you have all rights and permissions needed for us to do so.

14.2 We may create aggregated or de-identified information from use of the service (for example deliverability, bounce, placement and performance statistics) that does not identify you or any individual, and use it to operate, improve and protect the service, including for other customers. That information is ours.

14.3 Output is yours to use, subject to these Terms and the Lead Database Use Terms. Records from our business-contact database are licensed to you, not sold, on those terms.

14.4 You are responsible for keeping your own copies of anything you need. When your account or a workspace ends, the data in it is deleted on the schedule in our Privacy Policy, and we have no obligation to keep or recover it after that. We may keep suppression and unsubscribe records so that opt-outs continue to be honoured.

15. Our intellectual property and feedback

15.1 The service, its software, design, content, Documentation and our business-contact database are owned by us or our licensors, and are protected by intellectual property rights including database right. Nothing in these Terms transfers them to you, and all rights not expressly granted are reserved. "Warmerly" and our logos may not be used without our permission.

15.2 If you send us suggestions or feedback, we may use them freely, without restriction and without any obligation to you.

16. Third-party services and the mobile app

16.1 The service works with services we do not control, including email providers, LinkedIn, WhatsApp, payment processing, AI model providers and apps you connect. Your use of them is governed by their own terms, and we are not responsible for their availability, conduct, security or content, or for any change they make that affects the service. Our sub-processors are listed in the Data Processing Agreement.

16.2 Our Android app is downloaded directly from Warmerly rather than from an app store. We grant you a licence to install and use it on devices you control, for use with your account, on the same terms as the rest of the service. You are responsible for keeping it up to date, and older versions may stop working. It is provided subject to section 19.

17. Confidentiality

Each party will keep the other's non-public business, technical and pricing information confidential, use it only for the purposes of these Terms, and disclose it only to people who need to know it and are bound by similar duties, or where the law, a court or a regulator requires. This does not apply to information that is or becomes public through no fault of the recipient, or that the recipient already had, received lawfully from someone else, or developed independently. This duty continues for three years after these Terms end, and indefinitely for credentials and technical information about the service.

18. Availability and support

We work to keep the service available but do not promise it will be uninterrupted, error-free or available at any particular time, and, apart from the transactional email availability commitment in section 18A, we do not offer an uptime commitment or service credits. We may carry out maintenance, which we announce in advance where practical. Current status is published at status.warmerly.com. Support is provided by email and in-app chat on a reasonable-efforts basis, with no guaranteed response time.

18A. Guarantees

18A.1 This section sets out everything we guarantee. We make no other promise about availability, delivery or inbox placement, and sections 5.3, 18 and 19 apply to everything outside it. To make a claim, email support@warmerly.com within the time stated below.

18A.2 Transactional email availability. We aim for the transactional email API to be available 99.9% of each calendar month, measured by our monitoring as the share of minutes in which it accepted and processed valid requests. If it falls short, you get a service credit on that month's transactional email fee:

• below 99.9%: 10% of that month's transactional email fee;
• below 99.0%: 25% of that month's transactional email fee;
• below 95.0%: 50% of that month's transactional email fee;

Only the largest credit that applies is given; the bands do not add up. Request the credit within 30 days of the end of the affected month. Credits are applied to a future invoice, have no cash value, and are your sole and exclusive remedy for the API being unavailable. Time does not count as unavailable when it is caused by: maintenance announced on status.warmerly.com at least 48 hours in advance; recipients' mail servers; your own DNS, code, network or credentials; an outage affecting a whole region of Amazon Web Services; your breach of these Terms or suspension under them; or anything else outside our reasonable control. The Free transactional email plan has no fee, so no credit applies to it.

18A.3 You only pay for email that leaves us. A transactional email that fails on our side and is never handed to the recipient's mail server does not count towards your monthly allowance or towards overage. Email that is handed over and then bounces, is deferred or is filtered by the recipient's server does count, because it has left us.

18A.4 Transactional email authentication, not inbox placement. We do not promise that transactional email reaches the inbox; no one can honestly promise that, because the recipient's provider decides. What we do guarantee is that every sending domain must pass SPF, DKIM and DMARC before it can send, and that its records are re-checked automatically after that.

18A.5 30-day inbox guarantee (email warmup). On a paid plan, if a mailbox that has been warming continuously for 30 days shows no improvement in inbox placement between its first placement test and a placement test run on or after day 30, we refund that month's plan fee (for an annual plan, one twelfth of the annual fee). All of these conditions apply:

• the mailbox stayed connected, with warmup switched on, for the whole period;
• both placement tests were run in Warmerly;
• it does not apply if the mailbox or its domain is blocklisted for reasons unrelated to warmup, or if the account breaks our Acceptable Use Policy;
• one refund per workspace;
• request it within 14 days of the later placement test.

19. Warranties and disclaimer

19.1 You warrant that your use of the service, your data and your messages will comply with these Terms and all applicable law, and will not infringe anyone's rights.

19.2 To the extent the law allows, the service, beta features, the free mailbox, the mobile app and all output are provided "as is" and "as available", without warranties, conditions or representations of any kind, whether express, implied or statutory, including satisfactory quality, fitness for a particular purpose, accuracy and non-infringement. Except as set out in section 18A, we do not guarantee any deliverability, reply, meeting or revenue outcome. Data in our business-contact database and results from email finding and verification are compiled from public and third-party sources and may be inaccurate, incomplete or out of date. We are not responsible for third-party services, integrations or content.

20. Limitation of liability

20.1 Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot lawfully be limited or excluded. Subject to that:

• we are not liable for any loss of profits, revenue, business, contracts, goodwill, anticipated savings or data, for any loss of sender reputation or account access, or for any indirect, special or consequential loss, however it arises;
• our total aggregate liability arising out of or relating to these Terms and the service, whether in contract, tort (including negligence), breach of statutory duty or otherwise, will not exceed the greater of the fees you paid us in the 12 months before the event giving rise to the claim and US$100;
• these limits do not apply to your payment obligations or to your indemnity in section 21.

20.2 Any claim against us must be notified to us in writing within 12 months of the date you became aware, or ought reasonably to have become aware, of the event giving rise to it, and is otherwise waived.

20.3 You agree these limits are reasonable, given the price of the service, the availability of insurance, and that you control the recipients, content and volume of what you send.

21. Indemnity

You will defend, indemnify and hold Warmerly harmless from and against any claims, losses, damages, fines, penalties, regulatory action, costs and expenses (including reasonable legal fees) arising out of or relating to your use of the service, your connected accounts, your message content, your recipient and lead lists, your use of data or output from the service, anything done through your API keys or connected apps, your clients' use of client workspaces, your compliance or non-compliance with anti-spam, marketing and data protection law or with any platform's terms, or your breach of these Terms.

22. Suspension and termination

• You may stop using the service and cancel at any time, as described in section 12.
• We may suspend, throttle or restrict any account, workspace, mailbox, API key, connection or feature immediately and without prior notice if we reasonably believe it is needed to protect the service, our infrastructure, the warmup network, other customers, recipients or our sending reputation, to comply with law or a platform's requirements, or to investigate a possible breach or complaint.
• We may terminate your account immediately if you breach the Acceptable Use Policy, the Lead Database Use Terms or section 24, use the service unlawfully or fraudulently, or fail to pay. For any other material breach, we may terminate if it is not fixed within 14 days of our notice.
• We may also end your account, or stop offering the service, for any reason on 30 days' notice.

23. Effect of termination

23.1 On termination your right to use the service ends, all amounts owed become due immediately, connected accounts are disconnected, and hosted mailboxes may be suspended and later deleted. Your data is deleted as described in section 14.4.

23.2 If we terminate for breach, no refund is due. If we end your account under the last point of section 22 other than for breach, we will refund any prepaid fees for the period after it ends.

23.3 Sections 1, 4, 11.5, 12, 14 to 17, 19 to 21, 23, 24 and 26 survive termination, as does any other provision that by its nature is meant to.

24. Export control and sanctions

You warrant that you, your team members and your clients are not the subject of sanctions imposed by the United Kingdom, the United Nations, the European Union or the United States, are not owned or controlled by anyone who is, and are not located in, or ordinarily resident in, a country or territory subject to comprehensive sanctions. You must not use the service in breach of any export control or sanctions law, including to contact or send data to a sanctioned person. We may suspend or terminate the service immediately, without liability, if we reasonably believe it is needed to comply with those laws.

25. Changes to these Terms

We may update these Terms. We will notify material changes by email, or in the app, at least 30 days before they take effect. If you do not agree, you may cancel before the change takes effect. Continuing to use the service after that means you accept the updated Terms. Changes needed for legal, security or regulatory reasons, or that concern new features, may take effect sooner. The date at the top of this page shows when these Terms were last changed.

26. General

• Electronic communications. You agree to receive contracts, notices, invoices and other communications from us electronically, and that they satisfy any requirement for writing. Service and billing emails are part of the service and cannot be switched off while your account is open; you can unsubscribe from marketing emails at any time.
• Notices. We may give notices by email to the account owner's address or in the app, and they are treated as received when sent. You may give notices to hello@warmerly.com.
• Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control, including failures of hosting, network, email or platform providers, changes by third-party platforms, cyber-attacks, and acts of government. This does not excuse payment.
• Assignment. You may not assign or transfer these Terms without our written consent. We may assign them, including as part of a sale or transfer of the business or to a company we incorporate to operate it.
• Subcontracting. We may use subcontractors and sub-processors to provide the service, and remain responsible for them.
• Publicity. We may name you as a customer and show your logo on our website and materials. Email us to opt out and we will stop.
• Entire agreement. These Terms and the documents they incorporate are the entire agreement between us about the service, and replace anything discussed before. Neither party relies on any statement not set out in them. Terms in your purchase orders or other documents do not apply.
• Severability and waiver. If any part of these Terms is found unenforceable, it is modified to the minimum extent needed and the rest continues. A delay in enforcing a right is not a waiver of it.
• No partnership. Nothing in these Terms creates a partnership, joint venture, agency or employment relationship.
• Third parties. No one other than you and us, including your clients and team members, has any right to enforce these Terms under the Contracts (Rights of Third Parties) Act 1999.
• Governing law. These Terms, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with them, are governed by the laws of England and Wales, and the courts of England and Wales have exclusive jurisdiction. If you are a consumer, you may also bring proceedings in the courts of the part of the UK where you live.

27. About us and contact

• The service is provided by Warmerly, a sole trader based in the United Kingdom. As a sole trader we are not entered on a public trade register, and we are not subject to an authorisation scheme or a professional body.
• Contact: hello@warmerly.com. Report abuse through our abuse reporting page.
• We are not registered for UK VAT.
• You form a contract with us by completing sign-up and accepting these Terms. You can review and correct your details before you submit them, and change them later in your settings. These Terms are published on this page rather than filed individually for each customer, so please save or print a copy for your records.