Terms of service
These terms set out the basis on which Northbound Mail Systems Limited provides email infrastructure, deliverability and related services.
Last updated: 1 April 2026.
1. Scope
These terms apply where they are incorporated by reference into an executed master services agreement (MSA) or statement of work (SOW) between the client and Northbound. In the event of conflict, the MSA prevails, then the SOW, then these terms.
2. Services
Northbound provides managed email infrastructure, consulting, deliverability engineering and related professional services. The specific scope for any engagement is defined in the applicable SOW.
3. Client responsibilities
The client is responsible for the content of messages sent through Northbound's infrastructure, for the lawful basis on which recipients are contacted, for compliance with applicable marketing, consumer-protection and anti-spam laws (including CAN-SPAM, CASL, PECR, UK GDPR, EU GDPR and equivalent legislation), and for adherence to Northbound's Acceptable Use Policy.
4. Acceptable use
The Acceptable Use Policy (AUP) is incorporated by reference and forms part of these terms. Material breach of the AUP is grounds for immediate suspension or termination without notice.
5. Fees
Fees are agreed in the applicable SOW. Invoices are due on receipt unless otherwise stated. Overdue balances accrue interest at 4% above the Bank of England base rate.
6. Service levels
Where a service level agreement (SLA) is included in an SOW, its remedies are the exclusive remedies for the outages or issues to which it applies. No SLA applies to any placement outcome at a third-party mailbox provider.
7. Confidentiality
Each party shall keep confidential the non-public information of the other party. This obligation survives termination for five years.
8. Intellectual property
Nothing in these terms transfers ownership of any pre-existing intellectual property. Deliverables produced under an SOW vest as specified in that SOW.
9. Warranties and disclaimers
Northbound warrants that it will perform its services with reasonable skill and care. All other warranties, express or implied, are excluded to the maximum extent permitted by law. In particular, Northbound does not warrant any specific inbox placement, open rate, click rate or revenue outcome.
10. Liability
Neither party's aggregate liability under an engagement shall exceed the fees paid by the client under the applicable SOW in the twelve months preceding the event giving rise to the claim. Neither party is liable for loss of profits, revenue, goodwill, business or anticipated savings.
11. Termination
Either party may terminate an engagement on 30 days' written notice, or immediately for material breach not cured within 30 days of notice. Northbound may suspend services immediately on breach of the AUP.
12. Governing law
These terms are governed by the laws of England and Wales, and the parties submit to the exclusive jurisdiction of the English courts.