PushSpring Terms of Service
Last Revised: September, 2015
"Analytics Services" refers to the PushSpring’s services offered to Customers through the Audience Console.
“Audience Console” refers to the PushSpring Audience Console, accessible via secure login to Customers to perform analysis, view and create audience segments, upload ID lists, and request exports of segments to partner platforms.
"Customer" refers to mobile application owners, developers, publishers, partners, marketers, or agencies making use of PushSpring’s Services.
"End Users" refers to users of mobile applications.
"PII" refers to personally identifiable information such as name, mailing address, email address, or phone number.
"PushSpring’s SDK" refers to the code available to mobile application developers to install within an application to enable the collection and analytics of User Data.
"Services" refers to either Analytics Services or Targeted Advertising Services, or both.
"Site" refers to the website www.pushspring.com.
"Targeted Advertising Services" refers to the use of collected and aggregated User Data to create audience targeting segments that may be used to deliver targeted and relevant advertisements.
"User Data" refers to anonymous, non-personally identifiable characteristics and behaviors of End Users.
"You" refers to the person who is entering into this Agreement with PushSpring.
PushSpring provides services for its Customers including Analytics Services and Targeted Advertising Services. Online access to Analytics Services is provided to Customers via the Audience Console. PushSpring provides Targeted Advertising Services to Customers via third party advertising and technology partners. In Customer’s use of the Targeted Advertising Services, PushSpring transfers aggregated, anonymous audience segment data to these third party partners to enable Customers to target digital advertisements to End Users.
To register to use the Audience Console, You will complete the registration process at https://console.pushspring.com/signup (or such other URL that PushSpring may provide from time to time) by providing PushSpring with current, complete and accurate information. Upon registration, You will be required to provide PushSpring with your email address as your username and create a password. You understand that you are solely responsible for maintaining the confidentiality of your password and that you shall be solely and fully responsible for all activities that occur under your username and password. PushSpring will not be responsible for any loss, claim or other liability that may arise from the unauthorized use of any password. You agree to immediately notify PushSpring of any unauthorized use of your password or username or any other breach of security. If a password is lost or stolen, it is the user's responsibility to change the password, and immediately notify PushSpring, so that your account remains both secure and functional.
In addition to the abovementioned eligibility criteria, the following rules apply to anyone who uses PushSpring Services. You will not:
- Violate the laws of the United States, its states, or any foreign political entity having jurisdiction over this Agreement, whether or not the foreign political entity is a country or a subdivision (such as a state or province) or municipality (such as a city, town, county, or region) of a foreign country.
- Use PushSpring’s Services in connection with any mobile application which is or promotes something that is violent, threatening, racist, hateful, illegal, or otherwise objectionable within the sole discretion of PushSpring or its delegates.
- Use PushSpring’s Services for any activities which could be considered fraudulent, negligent, or otherwise tortious, even if not barred by any criminal laws.
- Infringe on anyone’s intellectual property rights, defame anyone, impersonate anyone, or otherwise violate the rights of a third party.
- Create or distribute screenshots or reports generated within the Audience Console or as a result of Your organization’s use of the Audience Console to any person outside of Your organization.
- Hack, crack, phish, SQL inject, or otherwise compromise the security or integrity of PushSpring’s Site or Services.
- Do anything else which, at PushSpring’s sole discretion, could bring PushSpring into disrepute, or which would infringe on the rights of PushSpring or any other person.
PushSpring’s Analytics Services are offered as a software as a service (SaaS). Certain basic Analytics Services are offered free of charge with PushSpring approval. PushSpring reserves the right to increase the fees associated with Analytics Services at any time without notice.
The fees for other PushSpring Services will be as set forth in the specific commercial terms and conditions between the parties.
"PushSpring" is a trademark to uniquely identify PushSpring’s Site, Services, and business. You agree not to use this trademark anywhere without PushSpring’s prior written consent. Additionally, You agree not to use PushSpring’s trade dress, or copy the look and feel of the Site or its design, without PushSpring’s prior written consent. You agree that this paragraph goes beyond the governing law on intellectual property law, and includes prohibitions on any competition that violates the provisions of this section, including starting your own App-related business.
License to PushSpring
License to Customer
SDK License. If you are using Pushspring’s SDK, You are hereby granted a nonexclusive, limited, non-transferable, revocable and non-sublicensable license to install, use, copy and distribute PushSpring’s SDK solely as necessary to use the Services pursuant to this Agreement for applications that you own and control. Your use of the Services does not include the right in respect of PushSpring’s SDK to: (i) resale, lease, rental, assignment or other transfer of rights; (ii) distribute, public performance or public display; (iii) modification, revision, creation of derivative works from or otherwise making any derivative uses; (iv) decompilation, reverse engineering or otherwise attempting to derive the source code; or (v) any use other than for its intended purpose. PushSpring hereby reserves all rights not expressly granted herein. Any use of the PushSpring’s SDK other than as specifically authorized herein, without the prior written permission of PushSpring, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws, including, without limitation, copyright and trademark and other intellectual property laws.
Audience Console. If you are using the Audience Console, You are hereby granted a nonexclusive, limited, non-transferable, revocable and non-sublicensable license to access the Audience Console for the purpose of using the Services. Your use of the Services does not include the right in respect of the Audience Console to: (i) resale, lease, rental, assignment or other transfer of rights; (ii) distribute, public performance or public display; (iii) modification, revision, creation of derivative works from or otherwise making any derivative uses; (iv) decompilation, reverse engineering or otherwise attempting to derive the source code; or (v) any use other than for its intended purpose. PushSpring hereby reserves all rights not expressly granted herein. Any use of the Audience Console other than as specifically authorized herein, without the prior written permission of PushSpring, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws, including, without limitation, copyright and trademark and other intellectual property laws.
Limitations on License
You agree to purchase a license to use PushSpring’s SDK and/or Audience Console, for yourself only (or the company which You are binding to this Agreement) and not for the benefit of any third party.
You acknowledge and agree that PushSpring’s SDK and the Audience Console may become unavailable from time to time, for reasons including legal compliance, security issues, planned maintenance, or other reasons. PushSpring will not be required to inform You of such downtime, even if PushSpring are aware that it will occur (although PushSpring will make commercially reasonable efforts to notify You if possible), and You release us from any liability for such downtime.
You agree that PushSpring may revoke the license to use PushSpring’s SDK and/or the Audience Console at any time, without compensation. In the event of such a revocation, You will delete any copy of PushSpring’s SDK or other proprietary data that You may have in your possession or under your control and cease all use of the Audience Console.
You agree that you will not use any Service in connection with any application labeled or described as a "Kids" or "Children" application and will not use any Service: (i) in connection with any application, advertisement or service directed towards children under the age of 13; (ii) to collect any PII from children under the age of 13; or (iii) request or permit any ad partner to transmit any PII from children under the age of 13 to PushSpring.
Revocation of Consent
PushSpring may revoke its consent for your use of PushSpring’s intellectual property, or any other permission granted to You under this Agreement, at any time. You agree that if PushSpring exercises this right, You will take immediate action to remove any usage of PushSpring’s intellectual property that You may have engaged in, even if it would cause a loss to You.
Intellectual Property Infringement
PushSpring takes intellectual property infringement very seriously, and PushSpring have registered a copyright agent with the United States Copyright Office, which limits PushSpring’s liability under the Digital Millennium Copyright Act. If You believe that your copyright has been infringed, please send us a message which contains:
- Your name.
- The name of the party whose copyright has been infringed, if different from your name.
- The name and description of the work that is being infringed.
- The location within the Site of the alleged infringing copy.
- A statement that You have a good faith belief that use of the copyrighted work described above is not authorized by the copyright owner (or by a third party who is legally entitled to do so on behalf of the copyright owner) and is not otherwise permitted by law.
- A statement that You swear, under penalty of perjury, that the information contained in this notification is accurate and that You are the copyright owner or have an exclusive right in law to bring infringement proceedings with respect to its use.
You will sign this notification electronically and send it to PushSpring’s copyright agent at email@example.com.
Although U.S. law does not provide for a similar procedure for trademark infringement, PushSpring recommends that You send us similar information to that above in regards to any allegation of trademark infringement, and PushSpring will address it as soon as practicable.
Representations & Warranties
PUSHSPRING MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE MERCHANTABILITY OF PUSHSPRING’S SERVICES OR FITNESS FOR ANY PARTICULAR PURPOSE. YOU AGREE THAT YOU ARE RELEASING PUSHSPRING FROM ANY LIABILITY THAT PUSHSPRING MAY OTHERWISE HAVE TO YOU IN RELATION TO OR ARISING FROM THIS AGREEMENT OR PUSHSPRING’S SERVICES, FOR REASONS INCLUDING, BUT NOT LIMITED TO, FAILURE OF PUSHSPRING’S SERVICES, NEGLIGENCE, OR ANY OTHER TORT. TO THE EXTENT THAT APPLICABLE LAW RESTRICTS THIS RELEASE OF LIABILITY, YOU AGREE THAT PUSHSPRING ARE ONLY LIABLE TO YOU FOR THE LESSER OF THE MINIMUM AMOUNT OF DAMAGES THAT THE LAW RESTRICTS PUSHSPRING’S LIABILITY TO, IF SUCH A MINIMUM EXISTS, OR THE AMOUNT OF FEES PAID UNDER THIS AGREEMENT.
YOU AGREE THAT PUSHSPRING IS NOT RESPONSIBLE IN ANY WAY FOR DAMAGES CAUSED BY THIRD PARTIES WHO MAY USE PUSHSPRING’S SERVICES, INCLUDING BUT NOT LIMITED TO PEOPLE WHO COMMIT INTELLECTUAL PROPERTY INFRINGEMENT, DEFAMATION, TORTIOUS INTERFERENCE WITH ECONOMIC RELATIONS, OR ANY OTHER ACTIONABLE CONDUCT TOWARDS YOU.
PUSHSPRING IS NOT RESPONSIBLE FOR ANY LOSSES INCURRED BY THE USE OF PUSHSPRING’S SDK OR AUDIENCE CONSOLE OR THE FAILURE OF PUSHSPRINGS’S SDK OR AUDIENCE CONSOLE TO FUNCTION AS EXPECTED.
PUSHSPRING IS NOT RESPONSIBLE FOR ANY FAILURE ON THE PART OF A PAYMENT PROCESSOR, BANK, OR CREDIT CARD ISSUER TO DIRECT PAYMENTS TO THE CORRECT DESTINATION, OR ANY ACTIONS ON THEIR PART IN PLACING A HOLD ON YOUR FUNDS.
PUSHSPRING IS NOT LIABLE FOR ANY FAILURE OF THE GOODS OR SERVICES OF PUSHSPRING OR A THIRD PARTY, INCLUDING ANY FAILURES OR DISRUPTIONS, UNTIMELY DELIVERY, SCHEDULED OR UNSCHEDULED, INTENTIONAL OR UNINTENTIONAL, ON PUSHSPRING’S SITE WHICH PREVENT ACCESS TEMPORARILY OR PERMANENTLY.
THE PROVISION OF PUSHSPRING’S SERVICES TO YOU IS CONTINGENT ON YOUR AGREEMENT WITH THIS AND ALL OTHER SECTIONS OF THIS AGREEMENT. NOTHING IN THE PROVISIONS OF THIS "REPRESENTATIONS & WARRANTIES" SECTION WILL BE CONSTRUED TO LIMIT THE GENERALITY OF THE FIRST PARAGRAPH OF THIS SECTION.
For Jurisdictions that do not allow PushSpring to limit PushSpring’s liability: Notwithstanding any provision within this Agreement, if Your jurisdiction has provisions specific to waiver or liability that conflict with the above then PushSpring’s liability is limited to the smallest extent possible by law. Specifically, in those jurisdictions, PushSpring does not disclaim liability for: (a) death or personal injury caused by its gross negligence or that of any of its officers, employees or agents; or (b) fraudulent misrepresentation; or (c) any liability which it is not lawful to exclude either now or in the future.
IF YOU ARE A RESIDENT OF A JURISDICTION THAT REQUIRES A SPECIFIC STATEMENT REGARDING RELEASE THEN THE FOLLOWING APPLIES. FOR EXAMPLE, CALIFORNIA RESIDENTS WILL, AS A CONDITION OF THIS AGREEMENT, WAIVE THE APPLICABILITY OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES, "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER WILL HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR." YOU HEREBY WAIVE THIS SECTION OF THE CALIFORNIA CIVIL CODE. YOU HEREBY WAIVE ANY SIMILAR PROVISION IN LAW, REGULATION, OR CODE THAT HAS THE SAME INTENT OR EFFECT AS THE AFOREMENTIONED RELEASE.
You agree to indemnify and hold PushSpring harmless for any claims by You or any third party which may arise from or relate to this Agreement or Your use of or the provision of PushSpring’s Services to You. You also agree that You have a duty to defend PushSpring against such claims and PushSpring may require You to pay for an attorney(s) of PushSpring’s choice in such cases. You agree that this indemnity extends to requiring You to pay for PushSpring’s reasonable attorneys’ fees, court costs, and disbursements. In the event of a claim such as one described in this paragraph, PushSpring may elect to settle with the party/parties making the claim, and You will be liable for the damages as though PushSpring had proceeded with a trial.
"Confidential Information" includes any proprietary data and any other information disclosed by one party to the other in writing and marked "confidential" or disclosed orally and, within ten (10) business days, indicated in writing as "confidential". Notwithstanding the foregoing, Confidential Information will not include any information that is or becomes publicly known, which is already in the receiving party's possession prior to disclosure by a party or which is independently developed or collected by the receiving party without the use of Confidential Information. Neither party will use or disclose the other party's Confidential Information without the other's prior written consent except for the purpose of performing its obligations under this Agreement or if required by law, regulation or court order. Upon termination of this Agreement, the parties will promptly either return or destroy all Confidential Information and, upon request, provide written certification of such.
Governing Law and Jurisdiction
This Agreement will be governed by and construed in accordance with the laws of the State of Washington, without regard to the conflict of laws rules of any jurisdiction. The parties will first attempt in good faith to resolve any dispute arising out of or relating to this Agreement by negotiation. If the parties are unable to resolve the dispute by negotiation, either party will have the right to submit the dispute to binding arbitration ("Arbitration"). Such Arbitration will be conducted under the rules of the American Arbitration Association’s Commercial Arbitration Rules. The arbitrator will be selected by agreement of the parties. If the parties cannot agree on an arbitrator, an arbitrator will be designated by the American Arbitration Association. Any arbitrator so designated must be acceptable to all parties. The arbitrator will have the authority to award compensatory damages only. The award rendered by the arbitrator will be final, binding and non-appealable, and judgment upon such award may be entered by any court of competent jurisdiction. Other than those matters involving injunctive relief as a remedy, including during a pending Arbitration, or any action necessary to enforce the award of the arbitrators, the provisions of this paragraph will be a complete defense to any suit, action or other proceeding instituted in any court with respect to any dispute, controversy or claim arising out of or related to this Agreement, or the creation, validity, interpretation, breach or termination of this Agreement. Each party will be responsible for its own expenses, including legal fees, incurred in the course of the Arbitration. The fees of the arbitrator will be divided evenly between the parties. The Arbitration will be conducted in Seattle, Washington. The provisions of this paragraph will not prevent either party from seeking: (i) equitable relief regarding the other party’s breach of its confidentiality provisions of the Agreement; or (ii) specific performance of the other party’s material breach of its obligations under this Agreement. Both parties agree that, the existence of a dispute notwithstanding, they will continue without delay to carry out all their responsibilities under this Agreement that are not affected by the dispute.
You agree that the unsuccessful party in any dispute arising from or relating to this Agreement will be responsible for the reimbursement of the successful party’s reasonable attorneys’ fees, court costs, and disbursements.
You agree that PushSpring is not responsible to You for anything that we may otherwise be responsible for, if it is the result of events beyond PushSpring’s control, including, but not limited to, acts of God, war, insurrection, riots, terrorism, crime, labor shortages (including lawful and unlawful strikes), embargoes, postal disruption, communication disruption, unavailability of payment processors, failure or shortage of infrastructure, shortage of materials, or any other event beyond PushSpring’s control.
In the event that a provision of this Agreement is found to be unlawful, conflicting with another provision of the Agreement, or otherwise unenforceable, the Agreement will remain in force as though it had been entered into without that unenforceable provision being included in it.
If two or more provisions of this Agreement are deemed to conflict with each other’s operation, PushSpring will have the right in its sole discretion to elect which provision remains in force.
PushSpring reserves all rights afforded to us under this Agreement as well as under the provisions of any applicable law. PushSpring’s non-enforcement of any particular provision or provisions of this Agreement or the any applicable law should not be construed as a waiver of the right to enforce that same provision under the same or different circumstances at any time in the future.
Termination and Cancellation Rights
PushSpring may terminate your account or access as well as access to PushSpring’s Site and Services to You within PushSpring’s sole discretion without explanation, though PushSpring will take commercially reasonable efforts to provide a timely explanation in most cases. PushSpring’s liability for refunding You, if You have paid anything to PushSpring, will be limited to the amount You paid for goods or services which have not yet been and will not be delivered, except in cases where the termination or cancellation was due to your breach of this Agreement, in which case You agree that PushSpring is not required to provide any refund or other compensation whatsoever.
Under no circumstances, including termination or cancellation of PushSpring’s Services to You, will result in PushSpring’s liability for any losses related to actions of other End Users.
Assignment of Rights
You may not assign your rights and/or obligations under this Agreement to any other party without PushSpring’s prior written consent. PushSpring may assign its rights and/or obligations under this Agreement to any other party within PushSpring’s sole discretion.
California End Users and Residents
Pursuant to California Civil Code Section 1789.3, any questions about pricing, complaints, or inquiries about PushSpring will be addressed to PushSpring’s agent for notice and sent via certified mail to that agent. For PushSpring’s agents most recent contact information, please contact us at firstname.lastname@example.org.
California End Users are also entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.