MAILGUN, INC.

TERMS AND CONDITIONS OF USE

Welcome to the Mailgun, Inc. Terms and Conditions of Use Agreement (this “Agreement”), which describes terms and conditions applicable to your use of the services made available by Mailgun, Inc., a Delaware corporation (“Company”, “we” or “us”), at the website www.mailgun.net (the “Site”).

This Agreement sets forth the general terms and conditions which apply to the use by you of the Site, including the features and services offered by us from time to time at or through the Site (collectively with the Site, the “Services”). Upon your acceptance, this Agreement is a legally binding instrument between you and us. Before submitting any account registration or similar form and/or using any of the Services, please read all of this Agreement carefully. BY CLICKING THE “ACCEPT” BUTTON FOR THIS AGREEMENT OR ACCEPTING ANY MODIFICATION TO THIS AGREEMENT IN ACCORDANCE HEREWITH, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE LEGAL AUTHORITY TO BIND THE LEGAL ENTITY TO THIS AGREEMENT, IN WHICH CASE “YOU” SHALL MEAN SUCH ENTITY. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU MUST NOT ACCEPT THESE TERMS AND YOU MAY NOT USE THE SERVICES.

1. Your Account(s).

You are responsible for maintaining the confidentiality of your registered account(s) with us and any password(s) we may issue to you in connection with your access and use of the Services. If you are a registered user of the Site, you agree to promptly update your account registration information in order to keep it current, complete and accurate. You are responsible for all uses of your account, whether or not actually or expressly authorized by you. You shall be solely responsible for obtaining and maintaining all telephone, computer hardware and other equipment needed for access to and use of the Services and all charges of any description arising from or relating thereto.

2. Beta Testing.

(a) Use of Services. In exchange for being granted access to the Services at this time, you shall use them for your internal use in order to test, evaluate and report to Company on the performance of the Services. You agree to evaluate the design of the Services and report to Company any defects, errors and inadequacies therein, and recommend any improvements. You shall make available to Company at no cost upon its request your test and evaluation data pertaining to the Services, including, without limitation, test results, corrections, deficiency information, and suggested alterations, additions and improvements, and shall assist in Company’s review and analysis of such data. You shall not make any alteration, addition or improvement to the Services. In addition, you agree not to use or rely on the Services in connection with your development of any programs, writings or works or in connection with the production of products or the performance of services for third parties.

(b) Confidential Information. As used herein, “Confidential Information” means any information, technical data, source code or know-how, including, but not limited to, that which relates to research, product plans, products, services, customers, markets, software, developments, inventions, processes, designs, drawings, engineering, hardware or software configuration information, marketing, organization, business or finances of or relating to Company, or any information obtained by Company in confidence or in trust from a third party. Confidential Information shall also include, without limitation, the Services, the existence and characteristics of the Services, any information of any kind pertaining to the performance, function, use, or quality of the Services, or the existence of defects, bugs, or deficiencies of any kind in the Services, the existence of this Agreement, and the terms and conditions of this Agreement. Confidential Information does not, however, include information, technical data, source code or know-how which: (i) is in your possession at the time of its disclosure by Company as shown by your files and records; or (ii) prior to or after the time of disclosure by Company becomes part of the public knowledge or literature, not as a result of any inaction or action of you; or (iii) at your request is pre-approved by Company, in writing, for public release. You agree that, except as expressly set forth in this Agreement, you will not use in any way for your own account or the account of any third party, nor disclose to any third party, any Confidential Information. You may only disclose Confidential Information to your employees who are directly involved in the performance of this Agreement and have been made aware of the information’s proprietary nature and are under a contractual restriction on non-disclosure and proper use of Confidential Information. You shall at all times maintain such Confidential Information in confidence in the same manner and to the same extent as you protect your own confidential and/or proprietary information of like kind or nature, but using no less than reasonable measures to protect the Confidential Information.

(c) Grant of License. We may make available to you, for your installation, copying and/or use in connection with the Services, from time to time, a variety of software, data and other content and printed and electronic documentation (all such materials except those specifically made available by us under separate license terms, the “Mailgun Properties”). Subject to the terms and conditions of this Agreement, Company grants you a temporary, limited, non-transferable, non-exclusive license, without the right to sublicense, to install each copy of the Mailgun Properties received from Company hereunder solely in connection with and as necessary for you to use the Services for your internal use for testing or evaluation purposes only. You acknowledge that you receive no right under this Agreement to license commercial products or to receive a license to any future commercial product which may be similar to, based upon, or identical to the Mailgun Properties. This is a license agreement and not an agreement for sale. All rights not specifically granted hereunder shall be reserved to Company.

(d) Property Rights. All right, title and interest in and to the Mailgun Properties and all copies thereof, and all intellectual property rights therein, shall at all times remain the property of Company and Company’s licensors and are protected by a combination of patent, trademark, trade secret and/or copyright laws and international treaty provisions, as applicable. You shall not and shall not permit others to: (i) reproduce or copy any portion of the Mailgun Properties except as expressly provided in this Agreement or by applicable law; (ii) remove any copyright or proprietary notice contained or included in the Mailgun Properties; (iii) decompile, disassemble or reverse engineer any portion of the Mailgun Properties; (iv) host or use the Mailgun Properties in a service bureau context or time share capacity; or (v) transfer the Mailgun Properties or any part thereof to any third party. You shall not incorporate any portion of the Mailgun Properties in any product designed, developed, marketed, sold or licensed by you. You shall not alter, modify or create any derivative work based upon the Mailgun Properties. All improvements, updates, derivative works, modifications or enhancements, whether made, created or developed by Company or you relating to or concerning the Services (including without limitation the Mailgun Properties) and, whether or not conceived or made under this Agreement or in the course of, or as a result of, your performance hereunder (“Revisions”), are and shall remain the property of Company, and you acknowledge and expressly agree that any contribution in the form of (i) Revisions, or (ii) services, suggestions, ideas, reports, identification of defects or deficiencies, expenditures, or other contributions by you to any Revisions, shall not give or grant you any right, title or interest in the Services or in any such Revision. You agree to allow Company to incorporate into any commercial product any suggested Revision of any kind, without compensation and without retention by you of any proprietary claim. You hereby assign any and all right, title, and interests (including, but not limited to, any copyright, patent, trade secret, trademark, show-how, know-how, moral rights, and any and all other intellectual property rights) that you may have in and to any and all Revisions to Company. Upon request by Company, you will execute any document, registration or filing required to give effect to the foregoing assignment, and you agree that if Company is unable to secure your signature to give such effect, you hereby irrevocably designate and appoint Company as your agent and attorney in fact to execute any such documents, registrations and filings.

(e) Return of Mailgun Properties and Confidential Information. Upon expiration or termination of this Agreement for any reason, you must immediately destroy or return, at Company’s sole option, the Mailgun Properties and all copies thereof and any and all Confidential Information and all whole or partial copies thereof, and reports, notes and summaries relating thereto. You shall retain no copies, in any form whatsoever, of the Mailgun Properties or any Confidential Information.

3. Your Information.

(a) The term “Your Information” means collectively the following: (i) any information or materials you provide to us in connection with our registration process, your use of any Services, or in email correspondence with us, and (ii) any information or materials you provide to other users of the Site in connection with your use of any Services. Please note that the information and materials included in Your Information may include without limitation textual information, graphic images, photographs, and audio-visual materials.

(b) You represent, warrant and agree that Your Information does not and shall not (i) violate any applicable law (including without limitation those relating to import and export control, consumer protection, and false advertising), (ii) infringe the intellectual property rights of any third party, including without limitation any copyright, patent, trademark, trade secret or other proprietary rights, (iii) infringe the right to privacy or publicity of any third party, (iv) defame any third party or contain libelous material, (v) contain any virus or other computer programming that may damage, intrusively monitor, compromise the security of, or otherwise interfere with the operation of the Site or the Services, or data provided by other participants on such Site, or (vi) damage the reputation, business or goodwill of Company. In addition to any other lawful remedies, if we believe that any of Your Information posted on the Site does not conform to the foregoing requirements or otherwise may expose you or Company or any of its subsidiaries and affiliates to potential liability or the threat of litigation, then Company may, in its sole discretion, delete such information. You agree that you shall be solely liable for any claims or damages resulting from any infringement of copyrights, proprietary rights, or other legal rights or any other harm resulting from the submission of Your Information.

(c) We will not use Your Information for any purpose or disclose it to any other person, unless you have given your consent to us doing so, either during registration or at some other time. We may, however, disclose Your Information if we are either compelled to do so by law, or in response to a valid, legally compliant request by a law enforcement or governmental authority.

4. Copyright, Trademarks and Limitations on Use.

You acknowledge that the Services contain information, text, software, photographs, audio and video clips, graphics, links and other material (collectively, the “Content”) that are protected by copyright, trademark or other intellectual property rights of Company or its licensors. As between you and us, you agree that all Content used or made available at the Site or through the Services is copyrighted as a collective work of the Company pursuant to applicable copyright law, that Company owns a copyright in the selection, coordination, arrangement and enhancement of such Content, as well as in the Content original to Company. You agree to comply with any additional copyright notices, information, or restrictions contained in any Content available on or accessed through the Services.

5. Site Access; Interference with Services; Monitoring; Compliance with Laws.

(a) We do not guarantee continuous, uninterrupted, error-free or secure access to the Services, and operation of the Site may be interfered with by numerous factors outside of our control.

(b) You agree that Company has the right, but not the obligation, to monitor any form of user activity associated with the Site and the Services. We may investigate any reported violation of our Site-related agreements and policies, and any user or other third party complaints relating thereto. We may take any action that we deem appropriate in connection with any such investigation (including without limitation issuing warnings, suspending or terminating Services, denying Site access and/or removing any materials posted on the Site). We may also investigate, in our sole discretion, the use of any credit card by a user in connection with the Services, and take such action as we deem necessary or appropriate, including without limitation contacting the owner or user of such card or canceling purchase orders placed by such owner or user.

(c) The Services may be used only for lawful purposes and in a lawful manner. You agree to comply with all applicable laws, statutes and regulations regarding use of the Services and any transactions that may be facilitated, directly or indirectly, by means of the Services. Without limiting the generality of the foregoing, you agree not to engage in spamming or other impermissible advertising, marketing or other activities, including, without limitation, any activities that violate anti-spamming laws and regulations, including, without limitation, the CAN SPAM Act of 2003.

(d) You agree that you will not use any robot, spider, other automatic device, or manual process to monitor or copy our web pages or the content contained herein without our prior expressed written permission. You agree that you will not use any device, software or routine to interfere or attempt to interfere with the proper working of, or compromise the security of the Site or the Services. You agree that you will not take any action that imposes an unreasonable or disproportionately large load on the server infrastructure of the Site.

(e) You may not register to use any Services under a false name, or use an invalid or unauthorized credit card in connection with any Services. You may not make offers to purchase any goods or services under a false name while using the Services. You may not impersonate any other user of the Services, or make use of another user’s password(s). Such fraudulent conduct is a violation of federal and state laws. Fraudulent conduct may be reported by us to law enforcement authorities, and we will cooperate with such authorities to ensure that violators are prosecuted to the fullest extent of the law.

6. External Sites.

The Services may contain links to websites on the Internet which are owned and operated by third parties (“External Sites”). This Agreement does not apply to your use of any External Site to which this Site only links, and we are not responsible for the availability of, or the content located on or through, any External Site to which the Site links.

7. Disclaimer of Warranties and Risk of Use; Limitation of Liability.

(a) YOU understAND that the Services (including without limitation the Mailgun Properties) have NOT BEEN TESTED AND MAY CONTAIN DEFECTS AND THAT COMPANY MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES WHATSOEVER REGARDING THE USE, PERFORMANCE, OPERATION OR SUPPORT OF THE SERVICES. By way of example ONLY, COMPANY DISCLAIMS ALL CONDITIONS OF QUALITY AND ALL WARRANTIES, INCLUDING WARRANTIES OF TITLE, NONINFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. It is further understood by you that, except as otherwise agreed in writing by Company, no commitment exists on the part of Company either to install the Mailgun Properties or to render the Services in a condition suitable for installation in any computing facility owned or leased by you. You ACKNOWLEDGE THAT THE SERVICES ARE A TEST PRODUCT ONLY, DELIVERED ON AN “AS IS” BASIS AND YOUR USE OF THE Services SHALL BE AT YOUR SOLE RISK. You SHALL HAVE THE SOLE RESPONSIBILITY FOR ADEQUATE PROTECTION AND BACK-UP OF ANY DATA USED IN CONNECTION WITH THE TESTING OF THE Services. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

(b) YOU AGREE THAT IN NO EVENT SHALL COMPANY BE LIABLE UNDER ANY THEORY OF LIABILITY (INCLUDING, BUT NOT LIMITED TO, BREACH OF CONTRACT, BREACH OF WARRANTY, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER THEORY OF LIABILITY) FOR (i) DIRECT DAMAGES OR INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES SUCH AS, BUT NOT LIMITED TO, EQUIPMENT DOWN-TIME, LOSS OF DATA, LOST PROFITS, LOSS OF INFORMATION, EXEMPLARY OR PUNITIVE DAMAGES, OR ANY OTHER SIMILAR DAMAGES, WHETHER OR NOT FORESEEABLE AND WHETHER OR NOT COMPANY OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR (ii) ANY OTHER CLAIM, DEMAND OR DAMAGES WHATSOEVER RESULTING FROM OR ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE DELIVERY, USE OR PERFORMANCE OF THE SERVICES. THIS LIMITATION OF LIABILITY ALSO APPLIES TO ANY DEVELOPER, SUPPLIER OR LICENSOR OF THE SERVICES OR ANY PORTION THEREOF. EACH SUCH DEVELOPER, SUPPLIER OR LICENSOR IS AN INTENDED BENEFICIARY OF THIS SECTION.

8. Indemnity.

You agree to indemnify, defend and hold harmless Company, its affiliates, and each of their respective officers, directors, owners, agents, information providers and licensors (collectively, the “Company Parties”) from and against any and all claims, liability, losses, costs and expenses (including attorney fees, accountant fees, expert fees and related costs of investigation) incurred by any Company Party in connection with (a) your breach of any representation or warranty or other provision of this Agreement or any additional agreement entered into by you and us, and (b) any use, misuse or alleged use of the Services under your password by any person, whether or not authorized by you. Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with Company’s defense of such claim.

9. Amendments.

We reserve the right, exercisable in our sole discretion, to change, modify, add to, subtract from, or otherwise amend the terms and conditions of this Agreement at any time. Such changes, modifications, or other amendments shall be effective upon notice to you thereof, which may be given by means including, but not limited to, posting on the Site, or by electronic or conventional mail, or by any other means by which you obtain notice thereof. Except as may be otherwise expressly stated in any notice given to you by us, all such amendments of this Agreement shall automatically become effective upon the date which is 30 days following the date upon which each such amendment of this Agreement is first posted on the Site. This Agreement may not otherwise be amended. Your continued use of the Services constitutes your binding acceptance of this Agreement, including any changes or modifications made by us as permitted above. If at any time the terms and conditions of this Agreement are no longer acceptable to you, you must immediately cease all use of the Services. The right to access and use the Services is personal to you and is not transferable to any other person or entity.

10. Notices.

Except as explicitly provided otherwise, any notices shall be given by postal mail to Mailgun, Inc., 110 W. 69th Street, Suite 8B, New York, NY 10023, Attn: President (in the case of us) or to the email address you provide to Company during the registration process (in your case). Notice shall be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Alternatively, we may give you notice by certified mail, postage prepaid and return receipt requested, to the address provided to Company during the registration process. In such case, notice shall be deemed given 3 days after the date of mailing.

11. Equitable Relief.

You hereby acknowledge that unauthorized disclosure or use of the Services would cause irreparable harm and significant injury to Company that may be difficult to ascertain. Accordingly, you agree that Company will have the right to seek immediate injunctive relief to enforce your obligations under this Agreement in addition to any other rights and remedies Company may have.

12. Term.

The term of this Agreement will commence, and you may begin using the Services, once you agree to the terms and conditions of this Agreement by clicking the “Accept” button for this Agreement and complete the registration process for your account. The Agreement will remain in effect until terminated by you or us in accordance with this Section. You may terminate this Agreement for any reason or no reason at all, at your convenience, by providing us written notice of termination in accordance with Section 10 and closing your account for any Service for which we provide an account closing mechanism. We may suspend your right and license to use any or all of the Services and any associated Mailgun Properties or terminate this Agreement in its entirety (and, accordingly, cease providing all Services to you), for any reason or for no reason, at our discretion at any time, immediately upon notice to you in accordance with the notice provisions set forth in Section 10. In the event that this Agreement is terminated for any reason, the rights and obligations of the parties under Sections 2, 3, 4, 5, 7, 8, 11, 12 and 13 shall survive the termination of this Agreement without limitation.

13. General.

This Agreement shall be governed in all respects by the laws of the State of New York as such laws are applied to agreements entered into and to be performed entirely within New York between New York residents and without giving effect to any principles of conflicts of laws. If any provision of this Agreement is held to be invalid or unenforceable by a court of competent jurisdiction, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent permissible by applicable law. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. Our failure to act with respect to a breach of this Agreement by you or others does not waive our right to act with respect to such breach or any subsequent or similar breaches. Any waiver of rights by us must be made in a signed written instrument. The Site and the Services are arranged, sponsored, or managed by Company in the State of New York. You agree that any action at law or in equity arising out of or relating to these terms and conditions shall be filed only in state or federal court located in New York, New York, and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action or proceeding arising out of these terms and conditions.