Business SMTP Document

BUSINESS SMTP SERVICE AGREEMENT

This Business SMTP Service Agreement ("Agreement") is entered into as of by and between Client Name: with principal address: and Service Provider Name:

WHEREAS

WHEREAS, Provider operates and maintains an enterprise SMTP relay and related transmission infrastructure designed to deliver transactional and commercial email; and

WHEREAS, Client desires to obtain access to Provider's SMTP service for sending authorized communications in accordance with the terms and limitations set forth herein; and

WHEREAS, Provider agrees to provide SMTP transmission and related operational support under the terms of this Agreement and subject to Client's compliance with Provider's acceptable use and anti-spam requirements.

SCOPE OF SERVICES

SERVICE LEVELS AND USAGE LIMITS

Provider will make commercially reasonable efforts to provide SMTP relay availability and deliverability. Client acknowledges that deliverability is affected by third‑party networks and reputation systems and therefore Provider does not guarantee delivery to recipient inboxes.

AUTHORIZED USE AND CONFIGURATION

Client shall only use Provider's SMTP service to send messages for which Client has obtained all necessary consents and which comply with applicable law and Provider's anti-spam requirements. Client must provide accurate identification information and list of authorized sending sources.

TLS SSL STARTTLS SMTP AUTH

PAYMENT TERMS

All fees are payable in United States Dollars unless otherwise agreed in writing. Client shall be responsible for any taxes assessed in connection with the services, excluding taxes based on Provider's net income.

TERM AND TERMINATION

This Agreement commences on the Start Date and continues until the End Date unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for material breach by the other party if the breach remains uncured for the notice period specified above. Provider may suspend service immediately for any activity that, in Provider's reasonable judgment, constitutes abuse, fraud, or a material threat to the Provider network or third parties.

CONFIDENTIALITY

Each party shall keep confidential and shall not disclose to any third party any Confidential Information of the other party except as necessary to perform its obligations under this Agreement or as required by law. Confidential Information includes non‑public business, technical and security information, client lists, and credentials.

COMPLIANCE AND INDEMNIFICATION

Client represents and warrants that all messages sent through the SMTP service will comply with applicable law and that Client will not use the service for unlawful or abusive purposes. Client agrees to indemnify, defend and hold harmless Provider from any third‑party claim arising from Client's use of the service, including claims related to spam, privacy violations, intellectual property, or regulatory penalties.

LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES. THE AGGREGATE LIABILITY OF PROVIDER ARISING OUT OF OR RELATING TO THIS AGREEMENT SHALL NOT EXCEED THE FEES PAID BY CLIENT TO PROVIDER IN THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflict of law principles.

NOTICES

ENTIRE AGREEMENT

This Agreement, including any schedules or attachments executed by the parties, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals and communications, whether written or oral.

The parties have executed this Agreement through their duly authorized representatives as set forth below.

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