YOUR USE OF AND ACCESS TO OUR SERVICES (DEFINED BELOW) ARE SUBJECT TO THE FOLLOWING TERMS. IF YOU DO NOT AGREE TO ALL OF THE FOLLOWING, YOU MAY NOT USE OR ACCESS OUR SERVICES IN ANY MANNER. If You accept or agree to these Terms and Conditions of Use on behalf of a Deliverlitics or other legal entity, You represent and warrant that You have the authority to bind that Deliverlitics or other legal entity to these Terms and Conditions of Use and, in such event, “You” and “Your” will refer and apply to that Deliverlitics or other legal entity in addition to You.
The purpose of this terms of use agreement (“Terms of Use”) is to set forth the terms and conditions under which Deliverlitics, LLC and/or its affiliated companies (collectively, “Deliverlitics”, “we”, “us” or “our”), make our Internet website (“Site”) and digital application (“App”), or related software-as-a-service platform (“Platform”), as well as any products and services made available thereon, and services (collectively, the Site, Platform, Deliverlitics Policy, and other products and services made available through the Site and Platform, the “Services”) and the content and materials available on the Services (the “Content”) available to users and the conditions under which such users may have access to and use such Services and Content.
Please read these Terms of Use carefully before using our Services or Content.
By accessing or using the Site and/or Services, clicking on a button, executing applicable agreements, or taking any other action to signify Your acceptance of these Terms of Use, or completing our account registration process, You: (1) agree to be bound by these Terms and any future amendments and additions to these Terms as published from time to time through the Site; and (2) represent You are of legal age in Your jurisdiction of residence to form a binding contract with Deliverlitics. These Terms include the provisions in this document, as well as those in the Deliverlitics Privacy Policy.
Deliverlitics may modify these Terms of Use at any time from time to time without prior notice and such modification shall be effective: (1) for Users who first use the Site affected by such modification after the posting, upon posting by Deliverlitics on the Website or (2) for existing Users, thirty (30) days after posting by Deliverlitics on the Website. If You do not agree to the modification, You must cease Your use immediately and Your only recourse is to cease using the Services.
The App maintains certain personally identifiable information about you. Except as otherwise required by law or court order or as described in the Deliverlitics’ Privacy Statement or in an authorization that you give the Deliverlitics (through the App or otherwise), the Deliverlitics will not use or disclose any such information for any purpose other than to provide the Services and for the Deliverlitics’s related business and administrative purposes. The foregoing notwithstanding, the Deliverlitics may compile (or permit its licensors to compile) anonymous statistical data relating to your use of the App so long as such statistical data does not identify you. You hereby assign to the Deliverlitics any and all of your right, title, and interest in and to such anonymized statistical data. See our current Privacy Policy for information and notices regarding our collection and use of personal information, found at Deliverlitics.com/privacy.
These Terms of Use incorporate the Data Processing Addendum (“DPA”), when either or both of (i) the Regulation 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data (the “GDPR”) or (ii) the California Consumer Privacy Act of 2018 (“CCPA”) apply to your use of the Services to process the categories of data defined in the DPA. The DPA is effective as of 1 January 2024 and replaces and supersedes any previously agreed data processing addendum between you and Deliverlitics relating to the processing of data regulated by the GDPR or CCPA.
Deliverlitics reserves the right to update and upgrade our product offerings in our sole discretion.
Under these Terms and Conditions, You specifically agree and authorize Deliverlitics to access any e-commerce or retail platform (i.e.. Shopify), for which you maintain shipping and delivery data, for the previous two years, or the length of time in which your storefront has been actively selling and distributing packages via the internet. Such data must include all product shipment and delivery data, including but not limited to, lost package claims and any applicable refunds or replacement items shipped.
You understand, agree and acknowledge that the same or similar data will be required throughout the Term of this Agreement. Further, You acknowledge and agree that any and all data provided is used in the continuous training and improvement of the predictive model(s) contained within our Service offerings. All integrated data will be used for future and further analytics models that support the accuracy of the product and are vital to its functioning. Your data will not be shared with any third party at any time. Deliverlitics will anonymize the data contributed to the models with the intention of making other third parties and consumers of the model unaware of who’s data is being used. Unless otherwise requested in writing, Deliverlitics retains the right to use any and all provided data beyond the terms of this agreement.
Your election to add data regarding shipping, delivery, tracking, or any other data of packages is mandatory. Deliverlitics does not guarantee the safety, protection, or condition of any package being tracked within the Services. You can obtain protection or insurance for packages or products from an alternative source or not at all.
Deliverlitics develops and makes available to You applications designed to enhance Your e-commerce platform or identify potential delivery fraud at the point of purchase, assisting to avoid customer experience friction and downstream costs. Our software application(s) are built as an add-on to a merchant's existing online storefront, offering value-add features. Deliverlitics software leverages merchant data, along with other primary and secondary data sources to provide risk analytics and recommendations that enable merchants to combat lost and stolen packages. Deliverlitics may in the future add capabilities that will create additional value for its customers in the future.
In order to access certain features of the Site and Services, You may be required to register an Account (as defined below) and become a Registered User. For the purposes of this Agreement, a “Registered User” is a User who has registered for any Account. When registering an account for the Services (“Account”), You agree to provide only true, accurate, current and complete information requested by the registration form (the “Registration Data”) and to promptly update the Registration Data thereafter as necessary to keep it current. You represent that You are not barred from using the Services under any applicable law and that You will be responsible for all activities that occur under Your Account. You may not authorize any third party (other than, if applicable, the employees, consultants or agents of the corporate member You represent) to access or use our Services on Your behalf. You are responsible for maintaining the confidentiality of the user ID and password and are fully responsible for all activities that occur under Your user ID or password. You agree to immediately notify us of any unauthorized use of Your user ID or password or any other breach of security. We cannot and will not be liable for any loss or damage arising from any unauthorized use of Your account. You acknowledge and agree that You have no ownership or other property interest in Your Account and that all rights in and to Your Account are owned by and inure to the benefit of Deliverlitics.
Except as otherwise indicated, our Services and Content, and all rights thereto, are the property of Deliverlitics and/or our affiliated companies and are protected under U.S. copyright, trade secret, trademark and patent law as well as international treaty provisions, with all rights reserved. Deliverlitics App, Deliverlitics website and other related graphics, logos, service marks and trade names used on or in connection with the Services are the trademarks of Deliverlitics, LLC. and may not be used without permission in connection with any third-party products or services. Other trademarks, service marks and trade names that may appear on or in the Services are the property of their respective owners. Subject to these Terms of Use, Deliverlitics grants You a limited license to install and use the Services solely for the purpose of and functionality around screening Your company’s shipping orders for potential lost, as well as stolen package risk, in your online and digital storefront. Any future release, update, or other addition to the Services and/or Content shall be subject to these Terms of Use. Deliverlitics, its suppliers, and its service providers reserve all rights not granted in the Terms of Use.
Except as authorized herein or with our prior written approval, You are prohibited from copying, modifying, displaying, distributing, transmitting, transferring, redelivering, publishing, selling, marketing, renting, leasing, licensing or sublicensing, creating derivative works, or otherwise using or making available to any third party/parties any of our Services or any of the Content for any purpose. Systematic retrieval of data from any of our Services or the Content thereon to create or compile, directly or indirectly, a collection, compilation, database or directory, unless with our express written permission, is prohibited. You agree that You will not, directly or indirectly, reverse engineer, decompile, reproduce or otherwise attempt to derive source code, trade secrets, or other intellectual property from any information, material, or technology included on any of our Services or in the Content. Any attempt to do so is a violation of our rights, and if You breach this restriction, You may be subject to prosecution and damages. Finally, You are strictly prohibited from accessing and/or using the Services or any Content to develop, or have a third party develop, a product or service that is similar or competitive to the Services, including but not limited to any product or service that offers or makes available shipping insurance to its customers.
It is strictly prohibited to use the App or any Services to deny your customers, vendors or third-party providers, delivery of or use of any product or service You provide. The Services may only be used to change the means of product fulfillment and delivery.
Without limiting the application of anything herein to commercial and business users, if You use the Services for commercial or business purposes, You are subject to the following restrictions:
At all times during the Term and thereafter for a period of twenty-four (24) months, You will not for any reason, whether directly or indirectly, (i) solicit, recruit, or encourage any Deliverlitics customer, employee, or consultant to reduce, alter, or terminate its relationship with Deliverlitics or (ii) divert any potential Deliverlitics customer away from Deliverlitics.
Deliverlitics shall be Your exclusive provider of any service and/or software that enables You to identify potential delivery fraud at the point of purchase, as well as risk analytics and recommendations that enable merchants to combat lost and stolen packages. You acknowledge that a breach or threatened breach of this paragraph may give rise to irreparable harm to Deliverlitics, for which monetary damages may not be an adequate remedy, and You hereby agree that in the event of a breach or a threatened breach by You or Your subsidiaries or affiliates of any such obligations, Deliverlitics shall, in addition to any and all other rights and remedies that may be available to it in respect of such breach, be entitled to seek equitable relief, including a temporary restraining order, an injunction, specific performance and other relief that may be available from a court of competent jurisdiction (without any requirement to post bond).At all times during the Term and thereafter, neither Party will, whether directly or indirectly, make any disparaging, negative, or false or misleading statements with respect to the other Party. Notwithstanding the foregoing, nothing in this paragraph shall prohibit a Party from providing truthful information pursuant to the order or requirement of a court, administrative agency, or other governmental body; provided, however, that prior to providing such information, a Party shall provide prompt notice of such court order or requirement to the other Party to enable such Party to seek a protective order or otherwise prevent or restrict such disclosure.
You acknowledge and agree that this Agreement is between you and Deliverlitics, not with any third party (including, but not limited to, Apple®, Google®, or any mobile carrier), and that Deliverlitics is solely responsible for the Deliverlitics App or platform. Your use of the Deliverlitics App may be subject to separate agreements you may enter into with your mobile device operating system provider (e.g., Apple, Google or Microsoft®), your mobile device manufacturer (e.g., Apple, Samsung®), your mobile service carrier (e.g., AT&T® or Verizon®), and other parties involved in providing your mobile device service. Third party operating system, your phone or other mobile device manufacturer, your wireless carrier or other network provider, any other product or service provider related to your mobile device service are collectively referred to as “Covered Third Parties.” You agree to comply with all applicable Covered Third Party terms of service or other agreements when using the Deliverlitics App. Deliverlitics is not a party to those agreements and has no responsibility for the products and services provided by Covered Third Parties.
You hereby authorize the Deliverlitics, its affiliates, and their respective employees, agents, and contractors to initiate electronic communications by email, telephone (including to cellular phone numbers), and text messages in order to confirm payments made through the App and for other purposes related to the App and the Services provided to you by the Deliverlitics, and you consent to such communications. Note that your carrier may charge for these incoming calls or messages.
Unless otherwise specified in individual Service Order agreements, the following terms shall govern usage of Deliverlitics Services.
The Agreement will renew on an annual cadence and will be automatically renewed on the first day of the month in which these terms are accepted (“Renewal Date”). Invoices will be sent on the first day of the month and are due net 30-days. Payment due date that falls on the weekend will be made the subsequent Monday, but will not affect the next 30 days payment timeline. Charges will calculated on a monthly flat rate based on given number of orders You run through platform during that month. Further description of fees shall be provided individually to You, as applicable.
Cancellation or termination of the Agreement, and acDeliverliticsing Services, must be in writing and received by Deliverlitics at least sixty (60) days prior to the annual Renewal Date. Payment for the any terms or Services under this agreement must be paid in full upon invoice receipt.
At its sole discretion, Deliverlitics may modify or discontinue the Services, or may modify, suspend, or terminate Your access to the Services, for any reason, with or without notice to You and without liability to You or any third party. Deliverlitics will not be responsible for refunding or otherwise paying any funds, amounts or credits that may be owed to You if we have suspended or terminated Your permission to use the Services. In addition to suspending or terminating Your access to the Services, Deliverlitics reserves the right to take appropriate legal action, including without limitation pursuing civil, criminal or injunctive redress. Even after Your right to use the Services is terminated, this Agreement will remain enforceable against You and unpaid amounts You owe to Deliverlitics for any purchases will remain due.
In response to a problem or functional issue, Deliverlitics shall use reasonable efforts to investigate, confirm, and correct a reported malfunction and/or to provide a reasonable workaround sufficient to alleviate any substantial adverse effect of any confirmed malfunction, provided that You assists in efforts by making available, as reasonably requested by Deliverlitics, information, documentation, access to personnel, and/or testing.
You will indemnify, defend and hold Us harmless, at Your expense, against any third-party claim, suit, action, or proceeding (each, an “Action”) brought against Us (and Our officers, directors, employees, agents, service providers, licensors, and affiliates) by a third party not affiliated with Us to the extent that such action is based upon Your noncompliance with or breach of these Terms and Conditions.
If You are a Merchant or other commercial enterprise (or are acting on behalf of such person), during the Term of this Agreement, You hereby consent to and grant a limited, revocable, non-exclusive, non-transferable, non-sublicensable, royalty-free, worldwide license to Deliverlitics to use Your trademarks, trade names, service marks, trade-dress, and other marks (collectively “Marks”) and other designations, copyrights (including photographs and other images), data (including product catalogs or user signals), or other materials (collectively “Materials”), including, at Our discretion, for the purpose of advertising, marketing and promoting Your brand and products online or in Our mobile application(s).
You shall retain all right, title and interest in and to Your Marks and Materials. If in the course of exercising its right to use the Marks and Materials as specified herein, Deliverlitics acquires any goodwill in the Marks and Materials, all such goodwill shall automatically vest in the owner of the Marks and Materials without any separate action, payment or other consideration of any kind, and, upon request, Deliverlitics shall, at the other party’s expense, take all such actions and execute all such documents as may be necessary to effect such vesting in the owner of the Marks and Materials.
In addition to any other restrictions or obligations imposed at law or provided under this Agreement, each party possessing Confidential Information of the other party will maintain all such Confidential Information under secure conditions, using the same security procedures used by such party for the protection of its own Confidential Information of a similar kind and in any event not less than reasonable security measures.
You acknowledge and agree that you do not acquire any ownership rights to the App or Services through this agreement or by using them. We own and retain all right, title, and interest in and our Services (except for any licensed content and software components included therein). You agree not to reverse engineer, decompile, distribute, license, sell, transfer, disassemble, copy, alter, modify, or create derivative works of our Services or otherwise use our Services in any way that violates the use restrictions contained in these Terms of Use. We do not grant You any license, express or implied, to any of our intellectual property or that of our licensors. You further acknowledge and agree that any information regarding the design, “look and feel”, specifications, components, functionality or operation and payment terms and pricing (if applicable) of our Services is considered our confidential and proprietary information (collectively “Confidential Information”).
You retain all right, title and interest in and to (a) all graphics, images, files, data and other information transmitted by You to Deliverlitics in connection with its use our Services and (b) reports and other materials generated by our Services following such transmission (collectively, “Member Data”), provided, however, that You hereby grant to us a permanent, worldwide, royalty-free, non-exclusive license to use (i) data generated as a result of Your use of our Services solely for purposes of (x) maintaining and improving our Services and (y) providing You with access to special product offers and promotions and (ii) non-identifiable, anonymous, aggregated data regarding Your use of our Services compiled by us.
Our graphics, logos, designs, page headers, button icons, scripts and service names are registered trademarks, trademarks or trade dress of Deliverlitics in the U.S. and/or other countries. Our trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without our prior written permission. We also reserve the right to determine and control all aspects (including all functionality) of the Service and our trade dress, as well as the right to re-design, modify and remove any or all aspects of them. You shall retain all right, title and interest in and to all of Your logos, promotional graphics and related marketing designs (collectively, the “Member Art”), provided, however, that You hereby grant to us a permanent, worldwide, royalty-free, non-exclusive license to use the Member Art, as well as Your corporate and/or trade name, for purposes of fulfilling its obligations hereunder and marketing our products and services to third parties.
You acknowledge that you may suggest improvements and/or communicate to the Deliverlitics ideas, inventions, discoveries, or concepts (“Ideas”) during the term of this agreement and that you and Deliverlitics may discover or create the Ideas jointly, and you agree that any such Idea shall be and remain solely the property of the Deliverlitics and/or its licensors and may be used and sold, licensed, or otherwise provided by the Deliverlitics and/or its licensors to third parties, or published or otherwise publicly disclosed, in the Deliverlitic’s and/or its licensors’ sole discretion without notice, attribution, payment of royalties, or liability to you. You hereby assign to the Deliverlitics all your rights, titles, and interests in and to any such Ideas.
Your use of the Services is further subject to the following additional restrictions:
You represent, warrant, and agree that You will not contribute any content or otherwise use our Services or interact with our Services in a manner that:
Infringes or violates the intellectual property rights or any other rights of anyone else (including us); Violates any law or regulation, including any applicable export control laws; Is harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable; Jeopardizes the security of Your Deliverlitics account or anyone else’s (such as allowing someone else to log in to our Services as You); Attempts, in any manner, to obtain the password, account, or other security information from any other user; Violates the security of any computer network, or cracks any passwords or security encryption codes; Runs Maillist, Listserv, any form of auto-responder or “spam” on our Services, or any processes that run or are activated while You are not logged into our Services, or that otherwise interfere with the proper working of our Services (including by placing an unreasonable load on our Services’ infrastructure); “Crawls,” “scrapes,” or “spiders” any page, data, or portion of or relating to our Services or Content (through use of manual or automated means); Copies or stores any significant portion of the Content; Decompiles, reverse engineers, or otherwise attempts to obtain the source code or underlying ideas or information of or relating to our Services. A violation of any of the foregoing is grounds for immediate termination of Your right to use or access our Services.
You agree to indemnify and hold Deliverlitics, its parents, subsidiaries, affiliates, officers, employees, contractors, agents, business partners, and licensors (collectively, the “Deliverlitics Parties”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of: (a) Your misuse of the Services; (b) Your violation of this Agreement; (c) Your violation of any rights of another party, including any Users; or (d) Your violation of any applicable laws, rules or regulations. Deliverlitics reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by You, in which event You will fully cooperate with Deliverlitics in asserting any available defenses. You agree that the provisions in this Section will survive any termination of this Agreement or Your access to Services.
YOUR USE OF ANY OF OUR SERVICES AND ANY OF THE CONTENT, INCLUDING BUT NOT LIMITED TO SERVICES, POLICY INFORMATION, GRAPHICS, TEXT AND HYPERLINKS OR REFERENCES TO OTHER WEBSITES, IS AT YOUR SOLE RISK. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE HEREBY DISCLAIM ALL WARRANTIES IN CONNECTION WITH OUR SERVICES AND THE CONTENT. OUR SERVICES AND ALL CONTENT IS PROVIDED “AS IS”, “AS AVAILABLE” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. FURTHER, WE DO NOT MAKE ANY OTHER REPRESENTATIONS OR WARRANTIES THAT OUR SERVICES OR CONTENT WILL MEET YOUR REQUIREMENTS, BE UNINTERRUPTED OR FREE FROM ERRORS, THAT ANY ERRORS WILL BE CORRECTED, OR THAT THE SERVICES OR CONTENT WILL BE FREE FROM MALICIOUS SOFTWARE, VIRUSES OR OTHER HARMFUL COMPONENTS. FURTHER, WE DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR RESULTS OF THE USE OF THE SERVICES OR ANY OF THE CONTENT, NOR THE ADEQUACY, ACCURACY OR COMPLETENESS OF THE SERVICES OR ANY CONTENT OR ANY OF THE INFORMATION, PRODUCTS OR SERVICES PROVIDED THROUGH THE SERVICES OR CONTENT. NO ORAL OR WRITTEN INFORMATION GIVEN BY ANY PARTY SHALL CREATE ANY SUCH WARRANTIES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY TO YOU. IN NEW JERSEY, THE ABOVE DISCLAIMER OF THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE DOES APPLY TO YOU BUT DOES NOT LIMIT OUR LIABILITY FOR A VIOLATION OF A STATUTORILY IMPOSED DUTY.
TO THE FULLEST EXTENT PERMITTED BY LAW, WE EXPRESSLY DISCLAIM, AND YOU AGREE NOT TO HOLD US RESPONSIBLE FOR, ANY LOSSES, DAMAGES, INJURIES, CLAIMS OR OTHER LIABILITY OF ANY KIND, WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR SPECIAL DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR ACCESSING OR USING OR INABILITY TO ACCESS OR USE ALL OR ANY PART OF ANY OF OUR SERVICES OR ANY OF THE CONTENT, OR YOUR RELIANCE ON SUCH SERVICES AND/OR CONTENT, OR ANY FAILURE OF PERFORMANCE, ERROR, INTERRUPTION, DEFECT, DELAY IN TRANSMISSION, COMPUTER VIRUSES OR OTHER HARMFUL COMPONENTS OR CONTENT, OR LINE OR SYSTEM FAILURE ASSOCIATED WITH SUCH SERVICES AND/OR CONTENT, REGARDLESS OF OUR NEGLIGENCE AND/OR KNOWLEDGE THEREOF.
UNDER NO CIRCUMSTANCES WILL DELIVERLITICS BE LIABLE TO YOU FOR MORE THAN THE GREATER OF (A) THE TOTAL AMOUNT PAID TO DELIVERLITICS BY YOU DURING THE ONE-MONTH PERIOD PRIOR TO THE ACT, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY AND (B) THE REMEDY OR PENALTY IMPOSED BY THE STATUTE UNDER WHICH SUCH CLAIM ARISES.
THE LAW IN CERTAIN STATES, INCLUDING NEW JERSEY, MAY NOT ALLOW THE DISCLAIMER OR EXCLUSION OF ANY OR ALL OF SUCH LIABILITY, AND AS SUCH, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN NEW JERSEY, THIS PROVISION DOES NOT LIMIT OR EXCLUDE OUR LIABILITY FOR OUR OWN INTENTIONAL TORTS, WILLFUL OR RECKLESS CONDUCT, GROSS NEGLIGENCE, OR VIOLATION OF A STATUTORILY IMPOSED DUTY.
Services can be accessed from countries around the world and may contain references to services and content that are not available in Your country. These references do not imply that Deliverlitics intends to announce or promote the availability of such services or content in Your country. Services are controlled and offered by Deliverlitics from its facilities in the United States of America. Deliverlitics makes no representations that Services are appropriate or available for use in other locations. Those who access or use Services from other countries do so at their own volition and are responsible for compliance with local law.
Please read the following arbitration agreement in this Section (“Arbitration Agreement”) carefully. It requires You to arbitrate disputes with Deliverlitics and limits the manner in which You can seek relief from us.
You agree that any dispute or claim relating in any way to Your access or use of the Services, to any products sold or distributed through the Services (including any Deliverlitics Policy), or to any aspect of Your relationship with Deliverlitics, will be resolved by binding arbitration, rather than in court, except that (1) You may assert claims in small claims court if Your claims qualify, so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis; and (2) You or Deliverlitics may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). This Arbitration Agreement shall apply, without limitation, to all claims that arose or were asserted before the Effective Date of this Agreement or any prior version of this Agreement.
IF YOU AGREE TO ARBITRATION WITH DELIVERLITICS, YOU ARE AGREEING IN ADVANCE THAT YOU WILL NOT PARTICIPATE IN OR SEEK TO RECOVER MONETARY OR OTHER RELIEF IN ANY LAWSUIT FILED AGAINST DELIVERLITICS ALLEGING CLASS, COLLECTIVE, AND/OR REPRESENTATIVE CLAIMS ON YOUR BEHALF. INSTEAD, BY AGREEING TO ARBITRATION, YOU MAY BRING YOUR CLAIMS AGAINST DELIVERLITICS IN AN INDIVIDUAL ARBITRATION PROCEEDING. IF SUCCESSFUL ON SUCH CLAIMS, YOU COULD BE AWARDED MONEY OR OTHER RELIEF BY AN ARBITRATOR. YOU ACKNOWLEDGE THAT YOU HAVE BEEN ADVISED THAT YOU MAY CONSULT WITH AN ATTORNEY IN DECIDING WHETHER TO ACCEPT THIS AGREEMENT, INCLUDING THIS ARBITRATION AGREEMENT.
The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. The arbitration will be conducted by JAMS, an established alternative dispute resolution provider. Disputes involving claims and counterclaims under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’s most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other claims shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum.
You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the county where You live or at another mutually agreed location. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
The arbitrator, and not any federal, state or local court or agency shall have exclusive authority to (a) determine the scope and enforceability of this Arbitration Agreement and (b) resolve any dispute related to the interpretation, applicability, enforceability or formation of this Arbitration Agreement including, but not limited to any claim that all or any part of this Arbitration Agreement is void or voidable. The arbitration will decide the rights and liabilities, if any, of You and Deliverlitics. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum’s rules, and the Terms of Use (including the Arbitration Agreement). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon You and us.
ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER.
You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of Your decision to opt out to the following address: Integral Counsel, 3826 Delashmutt Drive. Haymarket, Virginia 20169, within 30 days after first becoming subject to this Arbitration Agreement. Your notice must include Your name and address, the email address You used to set up Your Account, and an unequivocal statement that You want to opt out of this Arbitration Agreement. If You opt out of this Arbitration Agreement, all other parts of these Terms of Use will continue to apply to You. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that You may currently have, or may enter in the future, with us.
The communications between You and Deliverlitics use electronic means, whether You visit Services or send Deliverlitics e-mails, or whether Deliverlitics posts notices on Services or communicates with You via e-mail. For contractual purposes, You (1) consent to receive communications from Deliverlitics in an electronic form; and (2) agree that all terms and conditions, agreements, notices, disclosures, and other communications related to these Agreement that Deliverlitics provides to You electronically satisfy any legal requirement that such communications would satisfy if they were made in writing in a physical document. The foregoing does not affect Your statutory rights.
This Agreement, and Your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by You without Deliverlitics’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.
Deliverlitics shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
To the extent the parties are permitted under this Agreement to initiate litigation in a court, both You and Deliverlitics agree that all claims and disputes arising out of or relating to this Agreement or the Services will be litigated exclusively in the state courts located in Georgia or federal courts located in the District of Georgia.
This Agreement and any action related thereto will be governed and interpreted by and under the laws of the State of Delaware, consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the law of another jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.
Any and all physical or written notices shall be deemed given when received by Deliverlitics by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.
Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
If any portion of these Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.
This Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.
Deliverlitics is a registered business in Georgia, USA.
To contact Deliverlitics please email contact@deliverlitics.com
Version 1.0 - February 1, 2024, all rights reserved, confidential and proprietary
UPDATED: February 1, 2024
Deliverlitics Data Protection Addendum
THIS DATA PROCESSING ADDENDUM (this “DPA”) supplements and is a part of the Terms and Conditions, Master Services Agreement or other written or electronic agreement (in either case, the “Agreement”) for the purchase of services (identified in the Agreement as either “Services” or otherwise, and hereinafter defined as “Services”) entered into between Deliverlitics, LLC (“Deliverlitics”, “we”, “us” and “our”), and the entity that has offered our services pursuant to the Agreement (“Merchant-Customer”, “you” and “your”). This English language version controls regardless of any translation.
