on provision of sms mailout services (public offer)
The service of bulk SMS delivery www.smsclub.mobi, hereinafter referred to as the PROVIDER, under the terms and conditions set forth below offers services to any legal or natural person, hereinafter referred to as the CLIENT. The list of provided services as well as charges are declared at the web site www.smsclub.mobi, hereinafter referred to as the Website.
1. SUBJECT MATTER OF THE AGREEMENT
1.1. The PROVIDER offers the CLIENT the following scope of services under this Agreement: the delivery of SMS messages (hereinafter referred to as the Services) via PROVIDER Service System.
2. RIGHTS AND OBLIGATIONS OF THE PARTIES
2.1 The PROVIDER:
2.1.1. Shall provide the CLIENT Services set forth by the Agreement.
2.1.2. Shall guarantee uninterrupted performance of Service System except for force majeure.
2.1.3. Shall provide the CLIENT access to statistics via Personal account by assigning login and password for the CLIENT's secured area.
2.1.4. Shall display at the Personal account of the Client the information on credited payments, Online account balance, the status of each delivered SMS message, and other information set forth herein.
2.2 The CLIENT:
2.2.1. Shall use Services according to international legislation as well as according to the legislation of Ukraine and other countries to which targeted recipients of the SMS mailout belong.
2.2.2. The CLIENT shall reimburse the PROVIDER for any loss caused by enforced payments due to violation of clauses of the Agreement by the Client.
2.2.3.Shall necessarily receive from the targeted SMS delivery Subscriber his/her consent for such mailout.
2.2.4. Shall not name the Sender of SMS messages after any legal entity to which the CLIENT does not belong.
2.2.5. Shall not use the PROVIDER Service System:
- to create SPAM delivery;
- for unintended delivery of SMS messages that might lead to malfunction of the PROVIDER Service System;
- to deliver SMS messages of derogative or slander nature or messages that might trigger national, racial or religious hostility, and messages with pornographic or other reprehensible content;
- to send SMS messages that might delude the Recepient, i.e. messages sent on behalf of another person or messages containing false information.
2.2.6. The CLIENT shall not use the PROVIDER Service System for the delivery of bulk and advertisement SMS without prior signing a contract. Such contract can be executed with legal entity or individual entrepreneur that resides in Ukraine.
2.2.7. Shall pay in time for the Services executed by the PROVIDER in amount and under conditions set forth herein. The PROVIDER has right to:
2.3.1. Block Personal account of the Client if the delivered SMS messages are inconsistent with requirements set in the para. 2.2.5 of the Agreement.
2.3.2. To deny the CLIENT of Sender ID if the PROVIDER finds such Sender ID can be harmful for the reputation of other persons or organizations.
2.3.3. The PROVIDER has right to unilaterally change the cost of Services in case the mobile Provider changes fares that shall lead to change of charges set forth herein for the Services executed by the PROVIDER.
2.3.4. The PROVIDER has right to terminate the provision of Services in case the CLIENT does not fulfill its payment obligations. 2.4. The CLIENT has right to:
2.4.1. Demand from the PROVIDER the delivery of Services set forth by the Agreement.
2.4.2. To receive in the Personal Account information on Online account balance. credited payments, specification for the actual delivered Services, information on each sent and/or received SMS message 3. PAYMENT
3.1. The CLIENT shall pay for the Services provided under the Agreement according to Prices enlisted at the Website..
3.2. The payment for the Services under the Agreement is executed by money transfer to the PROVIDER ACCOUNT.
3.3. In case of termination of the Agreement the unused balance shall be refunded to the CLIENT by the PROVIDER during 10 (ten) working days.
4.1. All terms and conditions of the Agreement as well as any information and data received by the parties as a result of execution of the Agreement are strictly confidential and shall not be disclosed to the third party unless the parties are obliged by the law to report such information to the competent authority.
4.2. The parties shall treat all information as strictly confidential and shall take all possible actions to protect it at least to the same degree of care that it uses to protect its own confidential information.
5. LIABILITY OF PARTIES
5.1. The Parties are liable according to this Agreement and legislation.
5.2. If any Party does not fulfill any terms of the Agreement it shall reimburse another party for any direct documented loss.
5.3. The CLIENT shall be fully responsible for the storage of password and non-availability of password to the Personal account for the third parties.
5.4. The CLIENT shall be responsible for the content of SMS messages and Sender ID.
5.5. In case the CLIENT violates any of the para. 2.2.1, 2.2.3, 2.2.4, 2.2.5 of the Agreement, the PROVIDER has right to demand from the CLIENT forfeit penalty in the amount of 5000 (five thousand) Ukrainian hryvnias for each case of violation.
6. DISPUTE RESOLUTION
6.1. Any claims based on provided Services from the CLIENT shall be handled by the PROVIDER if submitted in written form to PROVIDER e-mail address firstname.lastname@example.org not later than 10 (ten) working days from the moment the disputable situation occurred. The time of dispute consideration shall not exceed 10 (ten) working days.
7. TERMINATION OF THE AGREEMENT
7.1. The PROVIDER has the right to withdraw unilaterally from the Agreement in case the CLIENT brakes any of the contract paragraphs 2.2.1, 2.2.3, 2.2.4, 2.2.5 set by the Agreement.
7.2. The CLIENT has the right to terminate the PROVIDER Services and to withdraw unilaterally from the Agreement.
7.3. The termination of the Agreement does not liberates the parties from discharging a debt that might occur throughout before the termination date.