Terms of Service

These Terms of Service (“Terms”) are an agreement between Frozen Crow Inc., a company with its principal office at 3744 E. Chapman Ave., Suite F12358, Orange, CA 92859, United States (“Frozen Crow”, “we”, “us” or “our”) and the customer that signs up for Carrier Crow Connect (“Customer” or “you”). They govern your use of the Service and apply to everyone who uses it under your account.

Please read them carefully. Sections 14 and 15 limit our responsibilities and our liability, and Section 18 sets out which law applies and where disputes are decided.

1. Accepting these Terms

1.1 You accept these Terms by creating an account, subscribing to a plan or using the Service. If you do not agree to them, do not use the Service.

1.2 If you accept these Terms on behalf of a company or other organisation, you confirm that you have authority to bind it, and “you” means that organisation. The Service is intended for businesses and other organisations, and for individuals acting in a professional capacity.

1.3 These Terms incorporate our Acceptable Use Policy. Our Privacy Policy explains how we handle the personal data for which we are the controller, and our Subprocessors page lists the providers that help us run the Service.

1.4 If you have signed a separate written agreement with us for the Service, it prevails over these Terms where the two conflict. Any data processing terms we have agreed with you prevail over these Terms on matters of personal data protection.

2. Definitions

In these Terms:

“Service” means Carrier Crow Connect, the web application at connect.carriercrow.com, together with its API, MCP server, embedded editor, AI features and related software and support, as we provide them from time to time.
“Site” means our website at carriercrow.com, including its free tools.
“User” means an individual you allow to use the Service under your account, including members of your teams and anyone acting through an API key or connected app you authorise.
“Customer Data” means all data that you or your Users upload to, collect through, create in or store in the Service, or that the Service collects on your behalf. It includes subscriber and contact records (such as email addresses, phone numbers, names, custom attributes, tags and subscription-group membership), consent records, campaign content and templates, and engagement events such as opens and clicks.
“Subscribers” means the individuals whose details are in Customer Data or to whom you send messages using the Service.
“Sending Provider” means the SMTP provider or other messaging provider you connect to the Service to deliver your messages.
“Third-Party Services” means products and services that we do not provide, including your Sending Provider, AI assistants you connect, webhook endpoints you configure and any other service you choose to use with the Service.
“Acceptable Use Policy” means our policy at carriercrow.com/legal/acceptable-use, as updated from time to time.

Words such as “including” and “for example” introduce examples and do not limit what comes before them.

3. The Service

3.1 What the Service does. The Service lets you manage subscriber lists, build email templates, create, schedule and send email campaigns and newsletters, and report on their performance. Depending on how you configure it, it can also send messages by SMS, push notification and webhook.

3.2 You send through your own provider. Carrier Crow is not an email service provider. You connect your own Sending Provider (for example SendGrid, Mailgun, Postmark, Amazon SES or any SMTP relay), and email you send through the Service is delivered by that provider. As part of the standard Service, we do not provide sending servers or IP addresses. Your sending reputation, your deliverability and the fees you pay your Sending Provider are matters between you and that provider. We pass your messages to your Sending Provider as you instruct; we are not responsible for whether, when or how it delivers them.

3.3 Optional channels. Some features, such as SMS, are enabled per project and may be available only on request. They may come with additional requirements, such as sender registration with mobile carriers, and additional costs (see Section 7.4).

3.4 Changes to the Service. We are continually developing the Service and may add, change or remove features. Where a change materially reduces the functionality of the Service you are paying for, we will give you reasonable notice where practicable. Features we label as beta, preview or similar are provided as they are, may change or be withdrawn at any time, and are excluded from any commitments we make about the Service.

3.5 Support. We provide support through the contact details in Section 21. Unless we agree otherwise in writing, we do not commit to particular response times or service levels.

4. Accounts, teams and projects

4.1 Your account. You must give us accurate and complete information when you sign up, and keep it up to date.

4.2 Teams and projects. Your account is organised into teams and projects. You decide who has access to them and with what role. Users act on your behalf: you are responsible for their use of the Service and for making sure they comply with these Terms.

4.3 Credentials, API keys and OAuth tokens. Each User must have their own login and keep it confidential. API keys and OAuth tokens give programmatic access to the Service with the same permissions as the User they belong to, so treat them like passwords: store them securely, do not share them outside your organisation, and revoke any you no longer need. You are responsible for all activity under your account, including activity through API keys, OAuth tokens and connected apps.

4.4 Unauthorised access. Tell us promptly, using the contact details in Section 21, if you suspect that your account, credentials, API keys or tokens have been compromised or used without authorisation.

4.5 Age. Users must be at least 16 years old.

5. Your responsibilities

5.1 Permission and lawful basis. You are responsible for Customer Data and for every message you send using the Service. You must have, and be able to demonstrate, every consent, notice and lawful basis needed to collect Customer Data, to upload it to the Service, and to send each message on each channel you use.

5.2 Compliance with law. You must comply with all laws and regulations that apply to your use of the Service and to your messages. Depending on where you and your Subscribers are, these may include the US CAN-SPAM Act; the EU and UK General Data Protection Regulation and the ePrivacy rules that apply alongside them, including the UK Privacy and Electronic Communications Regulations (PECR); Canada’s Anti-Spam Legislation (CASL); the US Telephone Consumer Protection Act (TCPA) and state laws on calls and text messages; and other data protection, consumer protection and marketing laws. For SMS, you must also follow mobile carrier and industry rules. The Service’s consent tools (unsubscribe links, one-click List-Unsubscribe headers, a preferences centre, double opt-in for public signup forms, and per-channel SMS consent with STOP and START handling) help you meet these requirements, but they do not make you compliant on their own.

5.3 Tracking and transparency. Campaign emails sent through the Service contain an open-tracking pixel and click-tracking redirects, and the Service records the time, IP address and user agent of each open and click. You must tell your Subscribers about this in your privacy notice and obtain any consent the law requires for it.

5.4 Your Sending Provider and other Third-Party Services. You are responsible for your account with your Sending Provider and with any other Third-Party Service you use, including complying with their terms, paying their fees and configuring your sending domains (for example, SPF, DKIM and DMARC records). You authorise us to use the credentials you give us for a Third-Party Service to connect to it on your behalf, as needed to provide the Service.

5.5 Content. You are responsible for the content of your messages, templates and other Customer Data, including content generated with AI features that you choose to use.

5.6 Cooperation. You must respond promptly and accurately to our reasonable requests for information about your use of the Service, including in connection with complaints, abuse reports and legal enquiries.

6. Acceptable use

6.1 You must comply with our Acceptable Use Policy, which forms part of these Terms.

6.2 You must not, and must not allow anyone else to:

sell, resell, rent, lease or sublicense the Service itself, except as we agree in writing;
copy, modify or create derivative works of the Service, or decompile, disassemble or reverse engineer it, except to the extent the law allows despite this restriction;
access the Service in order to build a competing product or service, or to copy its features or design;
circumvent or interfere with the Service’s security, access controls or usage limits;
use the Service in a way that breaks the law or infringes the rights of others; or
interfere with or disrupt the Service or the infrastructure it runs on.

7. Fees, billing, renewal and cancellation

7.1 Plans. The Service is available on paid plans billed monthly or annually. There is no free tier, and a payment card is required at signup. Your plan and its price are shown when you subscribe or change plan.

7.2 Payment. Payments are processed by Stripe. You authorise us, through Stripe, to charge your payment method the fees for your plan in advance at the start of each billing period, and any other charges you incur under these Terms. We do not store full card numbers. You must keep your payment details up to date.

7.3 Automatic renewal. Your subscription renews automatically at the end of each billing period for another period of the same length, at the price then in effect for your plan, until you cancel.

7.4 Sending, SMS and third-party costs. What you pay your Sending Provider and other Third-Party Services is separate from our fees, and you pay it to them directly. Where we provide the sending for your project, rather than you connecting your own account, usage is charged at the rates shown in Settings → Billing and billed in arrears through Stripe: SMS per message segment, and email and push per message. A segment holds up to 160 characters, or 70 if the message contains characters outside the standard GSM character set; longer messages are split into several segments.

7.5 Taxes. Unless stated otherwise, our fees exclude taxes. You are responsible for any sales, use, value-added, goods and services or similar taxes that apply to your purchase, other than taxes on our income.

7.6 Price changes. We may change our prices. We will give you at least 30 days’ notice before a change applies to you, and it will take effect from your next renewal. If you do not agree to the change, you can cancel before it takes effect.

7.7 Failed payments. If a payment fails, we may retry the charge through Stripe. While a payment is overdue, your account is suspended: you can sign in and update your payment details, and you can still read and export Customer Data through the API, but you cannot send messages or make changes until the payment succeeds. If the amount is still unpaid 30 days after the first failed attempt, we may terminate your account under Section 13.

7.8 Changing plans. You can switch plans in Settings → Billing. The change takes effect immediately and is prorated. If the new plan costs more, we charge the difference for the rest of the current billing period straight away. If it costs less, the unused amount is credited to your account and applied to future invoices.

7.9 Cancellation. You can cancel your subscription at any time from Settings → Billing in the Service. Cancelling stops future renewals. Your subscription stays active until the end of the billing period you have paid for, and ends then.

7.10 Refunds. Fees are non-refundable. We do not give refunds or credits for partial billing periods or unused time, on cancellation or otherwise, except for the downgrade credit described in Section 7.8. If we terminate your account without cause (Section 13.4), or you cancel because you object to a new subprocessor as our Subprocessors page describes, we will refund the fees you have prepaid for the rest of your billing period. Nothing in these Terms affects any refund rights you have under laws that cannot be excluded by contract.

8. Customer Data

8.1 Your data stays yours. As between you and us, you own Customer Data. We do not claim any ownership of it.

8.2 Licence to us. You grant us a worldwide, non-exclusive, royalty-free licence to host, store, copy, transmit, display, process and adapt Customer Data (for example, to render templates for each recipient and to add tracking and unsubscribe links and headers), only as needed to provide, maintain, secure and support the Service for you, to comply with the law, and as you otherwise instruct. This licence lasts for as long as we hold Customer Data under these Terms.

8.3 Your assurances. You confirm that you have all the rights, consents and permissions needed for us to process Customer Data as these Terms contemplate, and that neither Customer Data nor our processing of it in accordance with these Terms will break any law or infringe anyone’s rights.

8.4 Data protection. For personal data in Customer Data, you are the controller (or a processor acting for your own client) and we are your processor. We process that personal data only on your documented instructions, which are these Terms and your use and configuration of the Service, unless the law requires otherwise. These Terms, including this Section 8.4, are our data processing agreement with you; if you need a signed copy, or Standard Contractual Clauses for Customer Data transferred from the EEA, the UK or Switzerland, contact us at legal@carriercrow.com. Unless separate data processing terms apply, we will:

ensure that the people we authorise to process Customer Data are bound by confidentiality;
protect Customer Data with appropriate technical and organisational measures;
engage subprocessors only as described on our Subprocessors page, under written terms that protect personal data, and remain responsible for them;
help you, taking into account the nature of the processing, to respond to requests from individuals exercising their data protection rights;
notify you without undue delay after becoming aware of a personal data breach affecting Customer Data;
delete or return Customer Data when the Service ends, as described in Section 8.6; and
make available the information reasonably necessary to demonstrate that we meet these obligations.

8.5 Engagement data. Opens and clicks are measured using tracking pixels and redirects, and each event is scored for signs of automation so that automated activity can be left out of your rates. This scoring is a heuristic: some automated activity may be counted, and some human activity may be excluded. Engagement figures are estimates, not exact counts.

8.6 Export and deletion. While your subscription is active, you can export Customer Data, for example by exporting reports as CSV files or through the API. After your account ends, we will delete Customer Data within 30 days, except where the law requires us to keep it. Until then, you can still export it through the API. You are responsible for keeping your own copies of any Customer Data you need.

8.7 Service data. We may collect and use technical and operational data about the performance and use of the Service (not the content of Customer Data) to operate, secure and improve the Service. We may also compile aggregated statistics that do not identify you, your Users or your Subscribers.

9. AI features and third-party connections

9.1 AI Email Builder. The AI Email Builder sends your prompts and the template content you are working on to Google’s Gemini API to generate and refine templates. AI-generated output can be inaccurate, incomplete or unsuitable, and similar output may be generated for others. You must review output before you use it, and you are responsible for any content you choose to send. Avoid including personal data or confidential information in prompts unless you need to. As between you and us, templates you create with the AI Email Builder are Customer Data.

9.2 AI assistants connected through MCP. You can connect AI assistants of your choice to the Service through our MCP (Model Context Protocol) server, by OAuth sign-in or with an API key. A connected assistant acts with the permissions of the User who connected it. It can read data such as subscribers, segments, templates and campaigns, and make changes such as importing or updating subscribers, editing templates and creating draft campaigns. It cannot send, schedule or resume a campaign. When you connect an assistant:

data the assistant retrieves from the Service passes to that assistant’s provider and is handled under your agreement with that provider, not under these Terms, and that provider is not our subprocessor;
you are responsible for everything done through the connection, including mistaken or unexpected actions by the assistant; and
you can revoke the connection at any time from the Service.

9.3 Third-Party Services. Your use of Third-Party Services is governed by your agreements with their providers. We do not control Third-Party Services and are not responsible for them, for their availability, or for how they handle your data. If a Third-Party Service changes or stops working with the Service, we may stop supporting it.

10. Intellectual property

10.1 Our rights. We and our licensors own the Service, the Site and all related software, designs and content, including the Carrier Crow and Frozen Crow names and logos. Apart from the rights expressly granted in these Terms, no rights are transferred to you.

10.2 Your right to use the Service. Subject to these Terms and to payment of the applicable fees, we grant you a non-exclusive, non-transferable, non-sublicensable right for your Users to access and use the Service for your business purposes during your subscription.

10.3 Feedback. If you give us suggestions or feedback about the Service, we may use them without restriction or obligation to you.

10.4 Free tools. The Site’s free tools are provided free of charge, as they are, for general information. Their results are not professional advice.

11. Confidentiality

11.1 “Confidential Information” means non-public information that one party (the discloser) gives the other (the recipient) in connection with the Service, and that is marked as confidential or would reasonably be understood to be confidential. Customer Data is your Confidential Information. Non-public information about the Service, such as details of its security and unreleased features, is ours.

11.2 The recipient will use the discloser’s Confidential Information only to exercise its rights and perform its obligations under these Terms, will protect it with at least reasonable care, and will disclose it only to its employees, contractors, subprocessors and professional advisers who need to know it and are bound by confidentiality obligations at least as protective as these.

11.3 Confidential Information does not include information that is or becomes public through no fault of the recipient, that the recipient already knew or developed independently, or that it lawfully received from a third party without a duty of confidentiality.

11.4 The recipient may disclose Confidential Information where the law requires, provided that, where legally permitted, it gives the discloser prompt notice and reasonable help to seek protective treatment.

11.5 These obligations continue for as long as the information remains confidential.

12. Suspension

12.1 We may suspend all or part of the Service for you (for example, sending from a particular project, a feature, an API key or a connected app) if:

you or your Users breach the Acceptable Use Policy or Section 5 or 6, or your use is causing, or is likely to cause, harm to Subscribers, other customers, us or third parties;
we reasonably believe there is a security risk to the Service or to your account, including unauthorised access;
fees are overdue, as described in Section 7.7;
the law, a court or a competent authority requires it; or
your use threatens the integrity, security or availability of the Service.

12.2 We will give you notice before suspending where it is practicable and lawful to do so, and otherwise promptly afterwards. We will limit a suspension to what is reasonably necessary and lift it once the cause has been resolved.

13. Term and termination

13.1 Term. These Terms start when you accept them and continue until your subscription ends or is terminated.

13.2 Termination by you. You may end your subscription by cancelling it as described in Section 7.9.

13.3 Termination for breach. Either party may terminate these Terms by written notice if the other materially breaches them and fails to fix the breach within 30 days of receiving notice of it.

13.4 Termination by us. We may also terminate your account:

immediately by notice, for serious or repeated breaches of the Acceptable Use Policy, for fraud, or where the law requires;
for unpaid fees, as described in Section 7.7; or
without cause, by giving you at least 30 days’ notice, in which case we will refund the fees you have prepaid for the period after termination.

13.5 Effect of termination. When these Terms end, your right to use the Service ends, Customer Data is handled as described in Section 8.6, and any fees that were due before termination remain payable.

13.6 Survival. Provisions that by their nature should continue after termination do so, including Sections 7 (as to amounts due), 8, 10, 11, 14, 15, 16, 18 and 20.

14. Warranties and disclaimers

14.1 Each party confirms that it has the authority to enter into these Terms.

14.2 To the fullest extent permitted by law, the Service, the Site, its free tools, the AI features and any Third-Party Services are provided “as is” and “as available”, without warranties of any kind, whether express, implied or statutory, including implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, title and non-infringement.

14.3 In particular, we do not promise that:

the Service will be uninterrupted, error-free or available at any particular time;
messages will be delivered, reach the inbox or avoid spam filtering;
engagement figures, including automated-activity scoring, will be accurate or complete;
AI-generated output will be accurate, lawful or suitable for your purposes; or
using the Service will make your messaging comply with the law.

14.4 Nothing in these Terms excludes any warranty or right that cannot be excluded under applicable law.

15. Limitation of liability

15.1 Excluded losses. To the fullest extent permitted by law, neither party will be liable to the other for any indirect, incidental, special, consequential, exemplary or punitive damages, or for any loss of profits, revenue, business, goodwill or anticipated savings, or loss or corruption of data, arising out of or in connection with these Terms, however caused, even if it was advised of the possibility of such loss.

15.2 Cap. To the fullest extent permitted by law, each party’s total liability arising out of or in connection with these Terms is limited to the total fees paid or payable by you under these Terms in the 12 months before the event giving rise to the liability.

15.3 Exceptions. Sections 15.1 and 15.2 do not limit:

your obligation to pay fees;
your obligations under Section 16 (Indemnity); or
liability that cannot be limited or excluded by law, such as liability for fraud, or for death or personal injury caused by negligence.

15.4 These limits reflect the allocation of risk between the parties and apply even if a remedy fails of its essential purpose.

16. Indemnity

16.1 You will defend us, our affiliates, and our and their officers, employees and agents against any claim, demand, investigation or proceeding brought by a third party or a regulator, and indemnify them against the resulting losses, damages, fines, penalties, settlements, costs and reasonable legal fees, to the extent arising out of or relating to:

Customer Data, including how you collected it and whether you had the consents needed to use it;
the messages you send using the Service;
your or your Users’ breach of these Terms, the Acceptable Use Policy or the law, including anti-spam, telemarketing, text-messaging and data protection laws; or
your Third-Party Services, including your Sending Provider and any AI assistant you connect, and actions taken through them.

16.2 We will give you prompt notice of a claim (a delay does not remove your obligations except to the extent it prejudices you), let you control its defence and settlement, and give you reasonable cooperation at your expense. You may not settle a claim in a way that admits fault on our part or imposes obligations on us without our prior written consent. We may take part in the defence with our own counsel at our own expense.

17. Changes to these Terms

We may update these Terms from time to time. The date at the top of this page shows when they were last changed. If we make a material change, we will notify you by email or in the Service at least 30 days before it takes effect. Changes needed to comply with the law, or that relate only to new features, may take effect sooner. If you continue to use the Service after a change takes effect, you accept the updated Terms. If you do not agree to a change, you can cancel your subscription before it takes effect.

18. Governing law and disputes

18.1 These Terms, and any dispute or claim arising out of or in connection with them, are governed by the laws of the State of California, United States, without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

18.2 Before starting formal proceedings, each party will first try in good faith to resolve the dispute by contacting the other.

18.3 The state and federal courts located in Orange County, California, have exclusive jurisdiction over any dispute arising out of or in connection with these Terms, and each party submits to their jurisdiction. Either party may seek urgent injunctive or other equitable relief in any court of competent jurisdiction.

19. Notices

We may send notices to the email address associated with your account, or display them in the Service. Legal notices to us must be sent by email to legal@carriercrow.com or by post to Frozen Crow Inc., 3744 E. Chapman Ave., Suite F12358, Orange, CA 92859, United States. Notices sent by email are treated as received when sent, unless the sender receives a message that delivery failed.

20. General

Entire agreement. These Terms, together with the documents they refer to and any separate agreement or data processing terms we have signed with you, are the entire agreement between us about the Service, and replace any earlier agreements on that subject.
Assignment. You may not assign or transfer these Terms without our prior written consent. We may assign them to an affiliate, or to a successor in a merger, acquisition, reorganisation or sale of all or part of our business, by giving you notice.
Subcontracting. We may use subcontractors and subprocessors to provide the Service, and we remain responsible for their performance under these Terms.
Events beyond our control. Neither party is liable for delay or failure to perform caused by events beyond its reasonable control, such as natural disasters, failures of third-party networks or infrastructure, labour disputes or acts of government. This does not apply to payment obligations.
Independent parties. The parties are independent contractors. These Terms do not create a partnership, joint venture, agency or employment relationship.
No third-party rights. These Terms do not give rights to anyone other than you and us.
Severability. If any provision is found to be unenforceable, it will be enforced to the maximum extent permissible, and the rest of these Terms will remain in effect.
No waiver. A failure or delay in enforcing a right is not a waiver of it.
Export controls and sanctions. You confirm that you are not located in, or ordinarily resident in, a country subject to comprehensive sanctions, and that you are not on any government list of restricted parties. You will not use the Service in breach of export control or sanctions laws.
Electronic communications. You agree to receive communications from us electronically, and that they satisfy any requirement for communications to be in writing.
Language. These Terms are written in English. If they are translated, the English version prevails.

21. Contact

Support: support@carriercrow.com
Legal notices: see Section 19.
Privacy: see our Privacy Policy.
Abuse reports: see our Acceptable Use Policy.