Last Update Date: 30 January 2024
PUSH WA Whatsapp Marketing Solution, also known as PUSH WA (push-wa.paragporwal.com) or PUSH WA CLOUD (pushwa-cloud.paragporwal.com), offers a Software as a Service (SaaS) platform that empowers our clients to securely store, manage, analyze, and transfer messages across various messaging channels. A "Customer" refers to an entity with whom PUSH WA has a service agreement.
This PUSH WA Terms of Service (the “Agreement”) is an agreement between the Customer and PUSH WA, together the “Parties” and each, a “Party”, and is entered on the date the Customer signs up for a PUSH WA account through the PUSH WA website (the “Effective Date”).
If you register for a PUSH WA account, you acknowledge your understanding of these terms and enter the Agreement on behalf of the Customer. Please make sure you have the necessary authority to enter into the Agreement on behalf of the Customer before proceeding.
If a Customer violates any of the terms outlined below, we reserve the right to cancel accounts or bar access to accounts without notice. If you do not agree to these terms, please do not use our Services. PUSH WA may, but have no obligation to, remove Content and Accounts containing Content that we determine in our sole discretion are unlawful, offensive, threatening, libellous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Use.
PUSH WA may refuse service to anyone for any reason at any time.
BY USING ANY ELEMENT OF THE PUSH WA SOLUTION (INCLUDING THE WEBSITE), CUSTOMER ACKNOWLEDGES THAT CUSTOMER HAS READ, ACCEPTS AND AGREES TO BE BOUND BY AND COMPLY WITH THE TERMS AND CONDITIONS, SET OUT IN THIS AGREEMENT, AS AMENDED FROM TIME TO TIME. IF CUSTOMER DOES NOT ACCEPT AND AGREE TO BE BOUND BY THIS AGREEMENT, CUSTOMER WILL IMMEDIATELY CEASE ANY FURTHER USE OF THE PUSH WA SOLUTION, INCLUDING USE OF ANY PART THEREOF. CUSTOMER REPRESENTS AND WARRANTS TO PUSH WA THAT CUSTOMER HAS THE CAPACITY TO ENTER INTO THIS LEGALLY BINDING AGREEMENT. IF CUSTOMER IS USING THE PUSH WA SOLUTION ON BEHALF OF ANOTHER PERSON, CUSTOMER HEREBY REPRESENTS AND WARRANTS TO PUSH WA THAT CUSTOMER HAS THE AUTHORITY TO BIND SUCH PERSON TO THIS AGREEMENT.
Platform
Provisioning of the PUSH WA Platform. Subject to Customer’s compliance with the terms and conditions of this Agreement, PUSH WA will make the PUSH WA Platform available to Customer on the terms and conditions set out in this Agreement, provided that: (i) Customer has read and accepted and is in compliance with its obligations under the applicable terms of use related to all applicable Third Party Messaging Platforms, Pre-Integrated Third-Party Business Applications, and Custom-Integrated Business Applications; and (ii) has taken all steps as necessary to enable interoperability between the PUSH WA Platform and all applicable Third Party Messaging Platforms, Pre-Integrated Third-Party Business Applications, and Custom Integrated Business Applications, including acquiring the necessary approvals and API keys, whether directly or via Customer’s Clients, to access these messaging channels as a business.
Changes to Services and Fees
PUSH WA retains the right to modify, suspend, or terminate the Service at its discretion, with or without prior notice. PUSH WA may adjust our monthly/annual fees after giving 30 days’ notice. Subscribers will be informed of any fee changes on the website.
PUSH WA also reserves the right to update the Terms of Service periodically without notice. Any new features that enhance the current Service will be subject to the Terms of Service. By continuing to use the Service after any modifications, you are agreeing to the changes.
Trademark License
Throughout the Term, Customer grants PUSH WA a global, non-exclusive, non-transferable, and royalty-free license to use Customer’s trademarks and logos for marketing and promoting the PUSH WA Solution. This includes listing the Customer and Customer Application on the PUSH WA Website, following Customer’s trademark guidelines. Customer can request PUSH WA to stop using their trademarks and logos if it adversely affects their image and goodwill.
Copyrights & Ownership
PUSH WA expressly reserves all rights, title, and interest in, and Customer will not acquire any right, title or interest in (i) the PUSH WA Solution (or any part thereof) and any other materials or content provided by PUSH WA under this Agreement, including any and all Modifications to any of the foregoing; and (ii) all intellectual property rights in any of the foregoing (clauses (i) and (ii) are collective, the “PUSH WA Property”), in each case. All right, titles and interests in the PUSH WA Property will remain with PUSH WA (or PUSH WA’s third-party suppliers, as applicable). Customer may not copy, modify, adapt, reproduce, distribute, reverse engineer, decompile, or disassemble any aspect of the Service which PUSH WA or its suppliers own. The customer agrees not to resell, duplicate, reproduce or exploit any part of the Service without the express written permission of PUSH WA. For greater certainty, the PUSH WA Property is licensed and not “sold” to the Customer.
Customer Responsibilities
Upon Customer’s request, PUSH WA will issue one or more administrator accounts (the “Administrator Accounts”) to Customer that provides Customer with the capability to create accounts for use by individuals who are an employee or contractor of Customer and that Customer wishes to have access to and use of the PUSH WA Platform (each, an “Administrative User”). Customer will ensure that Administrative Users only use the PUSH WA Platform through their Customer Account. Customer will not share their Administrator Accounts with any other person and will not allow Administrative Users to share their Customer Account with any other person. The customer will promptly notify PUSH WA of any actual or suspected unauthorized use of the PUSH WA Platform. PUSH WA reserves the right to suspend, deactivate, or replace any Customer Account or Administrator Accounts if it determines that the Customer Account or Administrator Account, as applicable, may have been used for an unauthorized purpose.
Customers are responsible for maintaining the privacy and security of their accounts. PUSH WA will not be held liable for any damage or loss that may result from your failure to protect your login information, including your password.
Email and Web Support
Customer will generally have access to technical support from 10:00 am to 7:00 pm (GMT+5:30) on weekdays (Mon-Fri other than public holidays) through email support, or through the web site using our chat widget, or by mailing us on push-wa@paragporwal.com.
Fees and Payment
The customer will pay the applicable fees described on the push-wa.paragporwal.com Website (the “Pricing”) during the Term in accordance with the payment terms set out herein.
Payment Terms:
– All Fees shall be in INR (Indian Rupees);
– The Fees start immediately after you make the payment.
– PUSH WA shall charge and invoice the Customer applicable Fees in accordance with our pricing schedule, in advance, on the Effective Date. Subscription Fees are charged on a pre-pay basis. and usage Fees are charged on a post-pay basis at the end of each month and will cover the use of the variable messages fees for the previous month. All monthly & usage payments are nonrefundable.
– The customer is responsible for all charges incurred (for example – international remittance, bank transfer, and handling fees), and PUSH WA shall receive the total amount stated in the invoice.
– There will be no refunds or credits for partial months of service, upgrade/downgrade refunds, or refunds for months unused with an open account. In order to treat everyone equally, no exceptions will be made.
– Any invoice overdue for more than 30 days will result in account suspension. The customer’s account will only be activated after all overdue invoices are fully settled.
– Taxes. The Fees set out in this Agreement do not include applicable taxes, duties, withholdings, tariffs, levies, customs, capital or income taxes or other governmental charges or expenses, including but not limited to value-added tax, sales tax, consumption tax and similar taxes or duties as well as any current or future municipal, state, federal or provincial taxes, and Customer will pay, indemnify and hold harmless PUSH WA from same, other than taxes based on the net income or profits of PUSH WA.
Term and Termination
PUSH WA makes no warranties regarding (i) your ability to use the Service, (ii) your satisfaction with the Service, (iii) that the Service will be available at all times, uninterrupted, and error-free (iv), the accuracy of mathematical calculations performed by the Service, and (v) that bugs or errors in the Service will be corrected. PUSH WA and its affiliates are neither responsible nor liable for any direct, indirect, incidental, consequential, special, exemplary, punitive or other damages arising out of or relating in any way to your use of the Service. Your sole remedy for dissatisfaction with the Service is to stop using the Service.
Term
This Agreement will commence on the Effective Date and continue to be in effect until your subscription has been terminated in accordance with the terms Customer agreed to on the PUSH WA website at the time of signup (the “Term”). For greater certainty, if the Customer has subscribed to an ongoing subscription, then the such subscription will automatically renew at its expiry for the same period of time, at the then-current subscription rate described on the PUSH WA Website.
Termination For Convenience
Either Party may elect to terminate this Agreement and your subscription to PUSH WA services as of the end of your then-current Term by providing notice, on or prior to the date thirty (30) days preceding the end of such Term. For clarity, unless this Agreement and your subscription are so terminated, your subscription will renew for a Term equivalent in length to the then-expiring Term.
The customer is responsible for properly cancelling your Account. An email request to cancel your Account shall result in cancellation. Any cancellation of your Account will result in the deactivation or deletion of your Account or your access to your Account, and the forfeiture and relinquishment of all Content in your Account. This information cannot be recovered from PUSH WA once your account is cancelled. After terminating a customer account, there will be a 90-day grace period where the customer can reactivate the account. After 90 days, the account deletion process will begin, and the customer will have to purchase a new account and cannot retrieve any of their existing PUSH WA account information. Please be aware of that. You can cancel at any time, but you will remain liable for all charges accrued up to that time, including full monthly charges for the month in which you discontinued service. You will not be charged again.
PUSH WA will use all reasonable efforts to contact you directly via email to warn you prior to the suspension or termination of your account. Any suspected fraudulent, abusive, or illegal activity that may be grounds for termination of your use of Service may be referred to appropriate law enforcement authorities. PUSH WA shall not be liable to You or any third party for any modification, suspension or discontinuation of the Service.
Termination For Non-payment
PUSH WA reserves the right to suspend Services if the Customer fails to timely pay any undisputed amounts due to PUSH WA under this Agreement, but only after PUSH WA notifies Customer of such failure and such failure continues for seven (07) calendar days after such notification. Suspension of Services shall not release Customer of its payment obligations under this Agreement. Customer agrees that PUSH WA shall not be liable to Customer or to any third party for any liabilities, claims or expenses arising from or relating to suspension of the Services resulting from Customer’s non-payment unless PUSH WA suspends the Services without giving Customer 07 calendar days written notice to rectify its failure to pay.
Termination will result in the deactivation or deletion of your Account or your access to your Account, and the forfeiture and relinquishment of all Content in your Account. This information cannot be recovered from PUSH WA once your account is terminated. Please be aware of that.
Refunds and Termination Charges
No refunds or credits for Fees will be provided if you elect to terminate this Agreement prior to the end of your Term. If you terminate this Agreement prior to the end of your Term, or PUSH WA effects such termination, in addition to other amounts you may owe PUSH WA, you must immediately pay any then unpaid Fees associated with the remainder of your Term. This amount will not be payable by you in the event you terminate as a result of a material breach of this Agreement by PUSH WA, provided that you provide advance notice of a such breach to PUSH WA and afford PUSH WA not less than seven (07) days to reasonably cure such breach.
Termination for Cause
A Party may terminate this Agreement for cause (a) upon seven (07) days written notice to the other Party of a material breach if such breach remains uncured at the expiration of such period; or (b) if the other Party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. If this Agreement is terminated by you in accordance with this section, PUSH WA will, to the extent permitted by applicable law, refund you any prepaid fees covering the remainder of the Term after the effective date of termination. If this Agreement is terminated by PUSH WA in accordance with this section, you will pay any unpaid fees covering the remainder of the Term. In no event will termination relieve you of your obligation to pay any fees payable to PUSH WA for the period prior to the effective date of termination.
