Terms and Conditions

Deliverpush is a Platform as a Service (“Service”) that provides fast, reliable and innovative Push solutions with global reach. When you create an account at Deliverpush by completing the registration form on our website, Customer agree to these General Terms and Conditions.

Definitions

In the present General Terms and Conditions, the following words and expressions have the meaning hereunder specified:

“Agreement” means the present general terms and conditions.

“Deliverush” means this service.

“Website” means the Internet website deliverpush.com, the content of which represent part and parcel of the present Agreement.

“Customer” means any company and/or public entity and/or professional person which uses the Service, for professional purposes only, in accordance with the present Agreement.

“Device” means any device (such as smartphones and/or tablets and/or personal computers/or browser) owned by the Customer and suitable to run the Software and to allow the Customer to correctly use the Service and have access to the Website.

“Service” means the push notification service, and all relevant features, rendered by Deliverpush. through the Software and/or the Website, as detailed on the Website

“Software” means any software developed by Deliverpush (including those developed by Deliverpush in order to be implemented in any electronic application of the Customer) in connection with the Service or in any case used by the Customer for having access to the Service through smartphones and/or tablets and/or personal computer and/or the Website.

“Account” means the private area of the Website exclusively connected with the Customer, accessible through a login procedure (by means of a user ID and a password) as detailed on the Website.

“Sign Up Procedure” means the electronic procedure of creating the Account, which entitles the Customer to have access to certain features of the Service and requires the communication of certain data to Deliverpush as well as acceptance of the privacy policy, as detailed on the Website.

“User Numbers” means the unique identifying data concerning each individual Customer’s recipients and created directly by the Customer. The Customer can modify them at any time through its own Account by following the Rules.

“Activation Procedure” means the additional procedure which the Customer must carry out in order to use the Service (except for the Free Tier Package) by providing Deliverpush with data related to payment method (to be chosen among those accepted by Deliverpush) and billing.

“Device” means the monthly unique active recipient, i.e. a single recipient of a push notification message which receives or sends at least 1 push notification message per month thanks to the Push Service

“Free Tier Package” means the package which allows the Customer to manage aggreed amount of services for free (i.e. without any fees for the Service to be paid to deliverpush). This package is not renewable (i.e. the Customer can activate it once only) and/or concurrent with any other Free Tier Package and/or any other offer provided by Deliverpush.

“Push Notification Service Price” means the compensation that the Customer has to pay to Deliverpush, on a monthly basis, for each Device to which the Customer sends at least one push notification message, irrespective of the number of push notification messages actually sent to said Device during the relevant month. The amount of said compensation will depend on the total amount of Devices contacted by the Customer during the relevant month, as better specified on the Website.

“Content” means any content delivered by Customer to the Device through the Service.

“Rules” means all instructions for correctly using the Service, the Software and all of their functionalities, contained in the Website.

“Distinctive Signs” means any registered or unregistered trademarks owned by Deliverpush concerning the word “Deliverpush”, the domain names deliverpush.com and the company name Deliverpush.

“Year” means 365 days following the purchase of an Annual Prepaid Subscription.

Scope of Application of the aggreement and functioning of the service

The present Agreement shall apply to the use of the Service made by the Customer.

The Customer acknowledges, accepts and undertakes that the use of the Service necessarily requires the Customer itself to: (i) complete the Sign Up Procedure; (ii) download and correctly install any relevant Software on its own Device and/or integrate any relevant Software in its own electronic application by following the Rules; (iii) create and provide Deliverpush, with all the relevant User Numbers by following the Rules; (iv) if necessary, complete the Activation Procedure; (v) follow the Rules in order to correctly use the Service; (vi) be up to date with all the relevant payments; (vii) provide Deliverpush with an active and valid web address, exclusively owned and managed by the Customer. The Service will be rendered by Deliverpush only if the Customer fully, regularly and duly complies with the procedures indicated in this paragraph, without the return of any kind of error messages from the Software and/or the Website.

The Customer acknowledges and accepts that Deliverpush has the right to modify and suspend the Service at any time.

The Customer acknowledges and accepts to bear all relevant costs arising from the implementation of the Software in any of its electronic applications and/or Device, if any. Deliverpush will not be asked to carry out any activity for said implementation and/or for installing the Software on the Device other than providing the Customer with the Software, if not otherwise agreed between the parties.

Consideration and payment

The prompt payment of the Push Notification Price and/or of Prepaid Bundle and/or of any further costs is an essential requirement for using the Service. The Service will be immediately suspended in the case of missing and/or late payment and/or should the Customer provide Deliverpush with invalid or expired or incorrect data of the preferred payment method.

The Customer may regularly verify, through its Account, the exact number of its Devices during the current and previous months.

The Customer acknowledges and accepts that by purchasing the service via the Prepaid Bundle and exceeding the number of Devices estimated at the time of the purchasing of said Prepaid Bundle, it will also have to pay the Push Notification Price for each extra Device. Said extra amount will be automatically charged by Deliverpush to the Customer at the end of every relevant month. Conversely, the Customer acknowledges and accepts that, by sending push notification messages to a lower number of Devices than initially estimated, it shall not have any right to reimbursement.

Deliverpush will have the right to change the sum of the Push Notification Price of Prepaid Bundle subject to prior notice through the Website and/or the Account and/or by e-mail. Said change will be effective from the month following the date of Deliverpush’s notice (e.g. if the notice is dated February 2, the change will be effective for the Customer from March 1). Any Prepaid Bundle purchased before this date, will be dealt under the conditions previously in force.

The Customer will bear any further costs for obtaining from any third parties (e.g. internet service providers, smartphone service providers, mobile operators etc.) access to (and use of) the Service including the relevant costs for the use of the technical instruments necessary to use the Service. The Customer acknowledges that Deliverpush shall not be liable for any such costs.

Further undertakings, warranties and liability of the customer

The Customer undertakes to protect under maximum level of confidentiality and not to transfer or communicate to any third party username, password and any other data connected with its Account and/or User Number. The Customer acknowledges that it is solely responsible for maintaining the confidentiality and security of the Account, and for all activities that occur on or with its Account. The Customer undertakes to immediately notify Deliverpush of any security breach of its Account. Deliverpush shall not be liable for any losses arising out of the unauthorized use and/or misuse of the Customer’s Account. Therefore the Customer will be liable for any damages that will occur to Deliverpush or any other third party and arising from any use of its Account by any third party and/or any misuse made by the Customer itself.

The Customer warrants that all the relevant data which it provides to Deliverpush during the Sign Up Procedure and the Activation Procedure are true, correct, owned by and referred to the Customer itself. The Customer undertakes to maintain said data updated at all times. Deliverpush shall not be liable for the incorrectness of said data. The Customer also undertakes to hold harmless Deliverpush on this specific point.

The Customer acknowledges and accepts that Deliverpush may not have access to its Content, nor shall it hold a copy of said content, and that Deliverpush is not authorized to supply a copy of it. The Customer is the sole party responsible for the Content, including any Content generated by any recipient, and therefore it undertakes to hold harmless v on this specific point. The Customer also acknowledges and accepts that Deliverpush does not initiate the transmission of any Content, does not select the recipient of any information contained in the Content and does not select or modify any information contained in the Content, either manually or automatically.

The Customer undertakes not to use the Service or let its recipients use the Service, to breach any law and/or to transmit any kind of material that may breach any law or cause any damages to any third party. In particular, the Customer undertakes not to use the Service to send push notification messages for delivering unrequested advertising, spamming, phishing, bombing or equivalent actions and/or to send push notification messages to end-users/recipients who have no relationship with the Customer and therefore it undertakes to hold harmless Deliverpush on this specific point.

Customer shall not use the Services or permit the Services to be used to transmit any illegitimate content. Illegitimate content includes, but is not limited to content that:

  • is unsolicited, including without limitation, “junk mail,” “bulk e-mail”, spam or other unsolicited advertising material;
  • qualifies as SPAM under applicable laws and regulations;
  • potentially causes the introduction harmful computer programs or code in Deliverpush’s platform or end-users devices;
  • violates any legal, regulatory, governmental, telecom operator’s or push service requirements or codes of practice;
  • is unlawful, pornographic, abusive, racist, obscene, offensive, threatening, defamatory, discriminatory, misleading or inaccurate; or
  • infringes the intellectual property of any person or entity; or
  • is illegal in any other way;

which shall be determined at the sole discretion of Deliverpush.

The Customer undertakes not to use the Service or let its recipients use the Service to through applications or methods other than the Software.

Customer may not use the Services to violate the security or integrity of any network, computer or communications system, software application, or network or computing device (each, a “System”). Prohibited activities include:

  • Unauthorized Access. Accessing or using any System without permission, including attempting to probe, scan, or test the vulnerability of a System or to breach any security or authentication measures used by a System.
  • Interception. Monitoring of data or traffic on a System without permission.
  • Falsification of Origin. Forging TCP-IP packet headers, e-mail headers, or any part of a message describing its origin or route. The legitimate use of aliases and anonymous remailers is not prohibited by this provision.

The Customer agrees that, in the eventuality of any claims made against Deliverpush by the Customer itself and/or its recipients and/or any third party, with reference to the Content or the use of the Service made by the Customer itself, Deliverpush will have the right to immediately stop the Service until such claims are definitively resolved. The Customer explicitly undertakes not to claim damages for the unavailable use of the Service during said period of time.

The Customer agrees to defend, indemnify and hold harmless v from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from any Customer: (i) use of and access to the Service; (ii) violation of any term of this Agreement; (iii) violation of any third party right, including without limitation, any intellectual property or privacy right. This defence and indemnification obligation will survive this Agreement and Customer’s use of the Service.

The Customer declares and warrants that it is a professional operator and it is fully able and competent to use the Software and the Service and to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in the present Agreement, and to comply with the Agreement.

Deliverpush limitation of liabilities

The Customer acknowledges and undertakes that the Service depend upon the operation of electronic devices and of services managed by third parties such as for example electricity providers, internet providers, mobile phone operators and service providers etc. Furthermore the Customer acknowledges and undertakes that it may occasionally experience inefficiency when forwarding the push notification messages due to the malfunctioning of services not directly managed by Deliverpush (such as, for example, interruptions or suspensions of electric power supply, interruptions, suspensions or malfunctioning of telephone services, or of Internet services, unavailability or blockage of the service or of PBX of mobile network operators or of the use of a gateway). As far as possible, Deliverpush will try to limit the effect of such inefficiency on the Service and, if possible, to warn the Customer if those problems arise, without being liable for said inefficiency.

Messages may go undelivered or be delayed for the following reasons:

  • the subscriber’s device is not online
  • Device subscription expired
  • message cannot be delivered due to adverse natural conditions or other force majeure circumstances
  • violation of compliance obligations

The Customer acknowledges and undertakes that the Service cannot be used if the Customer needs to be certain about the delivery of the push notification messages to the recipients or rather in cases in which a delay in the delivery of said push notification messages may cause any type of damage.

The Customer acknowledges that Deliverpush may occasionally perform electronic maintenance operations on its own servers and equipment. Furthermore, the Customer acknowledges that if Deliverpush should be forced to interrupt the Service to carry out such operations, it will endeavour to contain the period of interruption and/or malfunctioning of the Service. The Customer is also aware and accepts the fact that Software and applications provided by Deliverpush are subject to the ordinary defective state of any software. Therefore, Deliverpush shall not be liable for any direct or indirect damage or loss of data arising from such cause.

Deliverpush will not be liable for any damages arising from the fact that the Customer does not have a proper Device suitable to run the Software and/or to exploit the Service.

Deliverpush does not review the messages that are being sent by Customers to devices. The message originator (aka the message sender) is the sole responsible of its contents.

Deliverpush will not be liable for any damages caused by:

  • faults, errors or delay in delivery, transmission or reception of electronic communications;
  • unauthorized or fraudulent use of our platform; or
  • electronic communications sent by Customer that do not meet legal requirements or requirements set by telecom operators.

Nothing in these Terms limits our liability for damage caused with willful intent, fraud, or gross negligence, or for damage relating to death or personal injury caused by our negligence.

The Customer also acknowledges that the Service and the Software are provided “as is” and “as available”. Deliverpush hereby does not warrant, represent or guarantee, whether expressly or by implication, that the Service and the Software are free of errors or interruptions, always available, fit for any purpose or secure: therefore any further warranties and/or liability of Deliverpush are expressly excluded,.

Intellectual property

All intellectual property rights in our platform, Services, materials, documentation or any other functionalities we offer to you, also upon your request, remain exclusively with Deliverpush. These Terms do not grant Customer any rights, intellectual property rights, or licenses in respect to our platform, our Services or other documentation or materials provided by Customer.

The Customer undertakes not to copy, transfer, reverse engineer, alter, modify and elaborate, even partially, the Software and not to use it for any purpose other than those set forth in this Agreement.

Confidentiality

The Customer undertakes to keep secret all information, without exception, received from Deliverpush under this Agreement. The Customer undertakes also not to use it or use that drawn up or derived from it, directly or indirectly, through third parties and not to transfer, even partially, to said third parties this information, or drawing up or derivation, and shall refrain from any acts or omissions that would reduce the value of such confidential matters to Deliverpush or that would deprive or tend to deprive Deliverpush of its trade secret or other intellectual property protection with respect to such confidential matters.

The Customer agrees to protect the abovementioned information with care and good faith in the same way as it protects its own confidential information, and will use the strictest internal protection and security standards identical to those used for its own confidential information.

The Customer agrees to communicate this information only to those employees who require access to it for the purpose of executing this Agreement. In addition, the Customer agrees that the employees receiving such information must respect its confidential nature and use it only for the purposes required by this Agreement.

The obligation of secrecy will apply even after the Agreement has been terminated and until the information provided by this Agreement is generally known or easily comprehensible to experts and to operators in the field, for reasons due neither directly nor indirectly to the Customer and/or to its employees.

Following expiration or termination of this Agreement, the Customer upon written request from Deliverpush, shall return all confidential information disclosed by Deliverpush pursuant to this Agreement

Termination and suspension

Both parties have the right to withdraw from the Agreement at any time. Should either of the parties exercise its own right of withdrawal, it will inform the other via e-mail. The withdrawal shall come into effect 10 days after the effective date of said communication. In case of Customer’s withdrawal from the Agreement, there will be no reimbursement rights for the Prepaid Bundle and/or of any Push Notification Price and/or of any further costs arising already paid by the Customer itself for the Service.

Following termination or withdrawal of this Agreement, Deliverpush shall immediately terminate the Account and the Customer shall immediately and definitively cease any use of the Software, of the Service and of the Distinctive Signs.

Deliverpush may terminate or suspend the agreement by notifying Customer if:

  • Customer breach any of Customer obligations under these Terms;
  • Deliverpush considers that Customer use of the Services might be contrary to applicable laws and regulations, public order or morality, or could in any way be considered to be offensive or violent;
  • Deliverpush’s interest could in any way be harmed by Customer use of the Services;
  • Customer file for bankruptcy, suspension of payments or similar protection from creditors;
  • Customer have been declared bankrupt or are granted suspension of payments; or
  • Customer have not used our Services for a continuous period of twelve (12) months or more.

which shall be determined at the sole discretion of Deliverpush.

If the agreement is terminated for any reason, Deliverpush will not have any obligation to refund pre-paid balance or credits. Amounts already invoiced to Customer, will become immediately due and payable.

If Customer violate any of Customer obligations under these Terms, we may terminate or suspend Customer account and our obligations immediately, without us having to pay any compensation. In addition, in such event we have the right to charge Customer with an immediately payable penalty of EUR 5.000 per violation.

Assignment of the agreement

Customer may not in any circumstances assign its Account, this Agreement or any right or obligation of this Agreement (including any right arising from the Prepaid Option or any other right arising from the features of the Service) to any third parties.

Deliverpush may assign this Agreement (or any right or obligation under this Agreement) to any third parties by communicating in writing said assignment to the Customer. To this purpose, the Customer henceforth grants its consent to said assignment.

Miscellaneous

Deliverpush reserves the right at any time to modify this Agreement, to impose new or additional terms or conditions on Customer’s use of the Service. Such modifications and additional terms and conditions will be effective immediately after their communication from Deliverpush to the Client and incorporated into this Agreement. The Customer’s continued use of the Service would be deemed acceptance thereof.

The total or partial invalidity of any provision of the present Agreement shall not affect the validity of the other provisions.

If, in the course of the execution of this Agreement, one party does not require the other to comply with any provision of this Agreement or does not take advantage of said provision, such fact shall not be considered as an expressed or tacit waiver of the related right to require the correct implementation of the other party’s commitments.

Force Majeure

So called “Force Majeure Events” may happen. A Force Majeure Event means, with respect to a party, any event or circumstance, regardless of whether it was foreseeable, was not caused by that party and that prevents a party from complying with any of the obligations under this these Terms other than an obligation to pay money. Force Majeure Events include failure of a utility service, transport or telecommunications network or the internet, default of suppliers or subcontractors, war, riot, civil commotion, fire, flood, or storm.

If a Force Majeure Event occurs, the party that is prevented by that Force Majeure Event from performing its obligations under these Terms (the “Non-performing Party”), will be excused from performing those obligations, on the condition that such Non-performing Party used reasonable efforts to perform those obligations.

Force Majeure

So called ‘Force Majeure Events’ may happen. A Force Majeure Event means, with respect to a party, any event or circumstance, regardless of whether it was foreseeable, was not caused by that party and that prevents a party from complying with any of the obligations under this these Terms other than an obligation to pay money. Force Majeure Events include failure of a utility service, transport or telecommunications network or the internet, default of suppliers or subcontractors, war, riot, civil commotion, fire, flood, or storm.

If a Force Majeure Event occurs, the party that is prevented by that Force Majeure Event from performing its obligations under these Terms (the “Non-performing Party”), will be excused from performing those obligations, on the condition that such Non-performing Party used reasonable efforts to perform those obligations.