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Draft — pending legal review. This document has not yet been reviewed by counsel and is not in effect. Highlighted text in brackets, such as [Company legal name], is a placeholder still to be completed.

Legal

Terms of Service

The agreement between LeadForge and the businesses that use it, including what you are responsible for when you send cold email.

Effective date
[Effective date]
Last updated
[Last updated date]

These Terms of Service (“Terms”) are an agreement between [Company legal name], a company registered in [Country of incorporation] under number [Company registration number], with its registered office at [Registered address] (“LeadForge”, “we”, “us”), and the business or organisation that signs up for or uses the Service (“Customer”, “you”).

By creating an account, accepting these Terms or using the Service, you agree to them on behalf of your organisation and confirm that you are authorised to do so.

1. Definitions

  • Service: the LeadForge platform, including lead search, AI-written email sequences, sending through Connected Mailboxes, the unified inbox, and related websites and support.
  • Customer Data: all data that you or your Users submit to, or collect through, the Service, including Lead Data, email content, replies and Approved Claims.
  • Lead Data: personal data about prospects and other people you contact or plan to contact with the Service, whether you import it or find it with your Customer-Provided Keys.
  • Recipient: a person you email using the Service.
  • Approved Claims: statements about your organisation, products and services that you approve for use in AI-written emails.
  • Connected Mailbox: a Gmail, Microsoft 365 or SMTP mailbox that you connect to the Service to send and receive email.
  • Customer-Provided Key: an API key or credential for a third-party service, such as an AI provider or a data provider, that you give us to use on your behalf.
  • LeadForge AI: the optional paid add-on through which we provide AI generation without a Customer-Provided Key.
  • Users: the people you authorise to use the Service under your account.

2. Eligibility and accounts

  • The Service is for business use only. You must not use it as a consumer.
  • You are responsible for your Users, for keeping credentials secure, and for all activity under your account. Tell us promptly at [Security contact email] if you suspect unauthorised access.
  • The information you give us when you sign up must be accurate and kept up to date.

3. The Service

3.1 What LeadForge does. The Service lets you find leads through your own data-provider keys; generate personalised multi-step email sequences grounded in Lead Data and your Approved Claims; send them from your Connected Mailboxes with per-mailbox pacing and sending windows in each Recipient’s time zone; stop sequences automatically on reply, unsubscribe and bounce; and review classified replies in a unified inbox.

3.2 Changes. We may improve and change the Service. We will not materially reduce its core functionality during a paid subscription term without [notice and a pro-rata refund]. [Counsel: confirm.]

3.3 Beta features. Features marked beta or preview are provided as they are and may change or be withdrawn.

4. Your responsibilities as a sender

This section is central to how LeadForge works. You, not LeadForge, decide whom to contact, what to say and when to send. You are the sender of every email sent through your Connected Mailboxes.

4.1 Complying with email and privacy laws

You must comply with every law that applies to your outreach, including, where applicable:

  • The CAN-SPAM Act (United States): accurate header and “From” information; subject lines that are not deceptive; identifying the message as an advertisement or solicitation where required; a valid physical postal address; a working opt-out mechanism; honouring opt-out requests within 10 business days; and never selling or transferring the addresses of people who have opted out.
  • The GDPR and UK GDPR: a lawful basis for processing Lead Data (usually legitimate interests, supported by a documented assessment); giving Recipients the information required by Article 14 no later than your first communication; stopping direct marketing as soon as someone objects; and responding to data-subject requests.
  • ePrivacy rules, such as the UK Privacy and Electronic Communications Regulations (PECR) and national laws implementing the EU ePrivacy Directive, which may require prior consent before marketing emails are sent to individual subscribers such as sole traders and some partnerships.
  • Canada’s Anti-Spam Legislation (CASL) and other national anti-spam laws, which may require consent before commercial electronic messages are sent.
  • Any other laws on direct marketing, data protection, consumer protection and unfair commercial practices that apply to you or your Recipients.

4.2 How LeadForge helps

The Service stops a sequence automatically when a Recipient replies or unsubscribes, or when an address bounces, and it records unsubscribes so they are honoured in future sending. These tools support your compliance but do not replace it. You remain responsible for honouring opt-outs you receive in other ways, for example a reply asking you to stop or a request made by phone, and for adding them to your suppression list in the Service.

4.3 Content and claims

  • You are responsible for all email content sent from your Connected Mailboxes, including AI-written content that you choose to send.
  • Your Approved Claims must be true, not misleading and capable of substantiation. The Service grounds AI-written emails in Lead Data and your Approved Claims, but AI can make mistakes, and you must review content to the extent needed to meet your legal obligations.
  • You must follow our Acceptable Use Policy, which forms part of these Terms.

4.4 Lead Data

  • You are responsible for having the right to collect and use Lead Data, including under the terms of any data provider you use.
  • You must not upload special categories of personal data (such as data about health, religion or political opinions), data about children, or payment card data, and you must not use the Service to target people on those grounds.

5. Connected Mailboxes

  • You authorise us to access each Connected Mailbox, within the permissions you grant, to send the emails you schedule, read replies and bounce notifications, and detect unsubscribe requests.
  • Your use of each mailbox is also governed by your agreement with its provider, such as Google or Microsoft. You are responsible for complying with those terms, including their sending limits.
  • We may limit or pause sending from a mailbox to protect deliverability, prevent abuse or comply with the law. We will tell you when we do so where reasonably practicable.
  • You can disconnect a mailbox at any time. We then stop accessing it. [Counsel: state what happens to messages already synchronised.]

6. AI features

6.1 How AI is used. AI-written emails are generated with either your Customer-Provided Key for Anthropic, OpenAI or Google Gemini, or with LeadForge AI. Reply classification may also use AI.

6.2 Your own AI key. When you use a Customer-Provided Key:

  • the AI provider processes prompts and outputs under your agreement with it, and its terms, including its data-retention and model-training settings, apply to you;
  • you are responsible for the provider’s fees and for keeping your provider account in good standing;
  • we send the provider only what is needed to generate or classify content for you, on your instructions; and
  • if the key stops working (for example because it is revoked, rate-limited or out of credit), we may pause the affected work and notify you.

6.3 LeadForge AI. If you subscribe to LeadForge AI, we provide AI generation through the subprocessors listed on our Subprocessors page. Fees for LeadForge AI are set out in your plan or order. [Counsel: describe the AI provider’s commitments on data retention and model training.]

6.4 AI output. AI output can be inaccurate, incomplete or inappropriate. The Service is designed to ground output in Lead Data and your Approved Claims, but we do not guarantee that any output is accurate or suitable for your purpose. As between you and us, you own the output generated for you, subject to these Terms and to the rights of third parties. [Counsel: confirm output ownership and any restrictions in AI provider terms.]

6.5 Model improvement. [Placeholder: state whether and how LeadForge may use Customer Data or AI output to train or improve its own models, and any opt-in or opt-out. Pending owner decision and counsel review.]

7. Customer-Provided Keys

  • You must have the right to give us each Customer-Provided Key and to let us use it on your behalf.
  • We store Customer-Provided Keys encrypted and use them only to provide the Service to you. [Engineering: confirm the technical measures.]
  • Charges incurred with third parties through your keys are your responsibility.
  • You can revoke or replace a key at any time, in the Service or with the provider.

8. Data protection

  • For Customer Data, you are the controller and LeadForge is your processor (or your subprocessor, where you act as a processor for someone else). Our Data Processing Addendum forms part of these Terms and governs that processing.
  • For account, billing, security and website data, and for its own lead database, LeadForge is a controller, as described in our Privacy Policy.

9. Fees and payment

  • Fees for the Service and any add-ons, including LeadForge AI, are set out on our pricing page or in your order. [Pricing has not been published yet.]
  • Unless stated otherwise, fees are [billing frequency and timing], exclusive of taxes, and non-refundable except where these Terms or the law say otherwise.
  • If a payment is overdue, we may suspend the Service after giving you [Notice period] notice.
  • Fees charged by third parties for your Customer-Provided Keys, data providers or mailbox providers are not included in our fees.

10. Suspension

We may suspend all or part of the Service, including sending from particular mailboxes, if:

  • you or your Users breach Section 4 or the Acceptable Use Policy;
  • complaint, bounce or spam-report levels from your sending indicate abuse or put Recipients, LeadForge, its providers or other customers at risk;
  • we are required to do so by law or by a provider; or
  • your account poses a security risk.

Where we lawfully can, we will tell you the reason and restore the Service once the issue is resolved.

11. Intellectual property

  • We own the Service and all related intellectual property. You receive a limited, non-exclusive, non-transferable right to use the Service during your subscription.
  • You own Customer Data. You grant us the rights needed to host, process and transmit it to provide the Service, as described in the DPA.
  • If you give us feedback, we may use it without any obligation to you.
  • You must not copy, resell, reverse engineer or build a competing product from the Service, or access it by automated means other than through the APIs we provide.

12. Confidentiality

Each party will protect the other’s confidential information with at least reasonable care, use it only to perform under these Terms, and disclose it only to people who need to know it and are bound by similar obligations, or where the law requires.

13. Warranties and disclaimers

  • Each party warrants that it has the authority to enter into these Terms.
  • We will provide the Service with reasonable skill and care.
  • Except as expressly stated in these Terms, the Service is provided “as is”. We do not guarantee deliverability, inbox placement, reply rates or any business result, or that AI output will be accurate or free of errors.

14. Limitation of liability

  • Nothing in these Terms limits liability that cannot be limited by law, such as liability for fraud. [Counsel: complete for the governing law.]
  • Subject to that, neither party is liable for indirect or consequential loss, or for loss of profits, revenue, goodwill or data.
  • Each party’s total liability under these Terms is limited to [Liability cap].
  • [Counsel: consider carve-outs for indemnities, breaches of data-protection obligations and unpaid fees.]

15. Indemnity

You will defend and indemnify LeadForge against third-party claims, and regulatory fines to the extent the law permits, arising from your email content, your Lead Data, your breach of Section 4 or the Acceptable Use Policy, or your breach of any law that applies to your outreach. [Counsel: consider a mutual intellectual-property indemnity from LeadForge.]

16. Term and termination

  • These Terms apply from when you first accept them until your subscription ends.
  • Either party may terminate for a material breach that is not remedied within [Cure period] of notice.
  • On termination, sending stops, access ends, and we delete or return Customer Data as described in the DPA. You can export your data [Export window].
  • Sections that by their nature should survive termination, including Sections 11 to 15 and 18, survive.

17. Changes to these Terms

We may update these Terms. For material changes we will give you at least [Notice period] notice by email or in the Service. If you do not agree with a change, you may stop using the Service before it takes effect.

18. General

  • Governing law and jurisdiction: these Terms are governed by [Governing law], and the courts of [Jurisdiction] have exclusive jurisdiction.
  • Assignment: neither party may assign these Terms without the other’s consent, except to a successor in a merger or a sale of substantially all of its assets.
  • Force majeure: neither party is liable for delays caused by events beyond its reasonable control.
  • Entire agreement: these Terms, the DPA, the Acceptable Use Policy and any order form are the entire agreement between the parties about the Service.
  • Notices: to us at [Legal contact email] and [Registered address]; to you at the email address on your account.

19. Contact

[Company legal name], [Registered address]. Email: [Legal contact email].