Terms of Use

pubtech cmp (consent management platform) is a transparency and consent management application that allows any operator of websites, apps or other digital applications to collect and manage the indication of the consent of their end users visiting their websites, apps or other digital applications, as well as to measure the materiality and relevance of such consent you, acting as a member of the iab europe transparency and consent framework, wish to use pubtech cmp as to comply with the requirements provided by the iab europe transparency & consent framework https //iabeurope eu/transparency consent framework/ and with applicable privacy laws and rules these terms of use (the “ terms of use ”) describe the conditions on which pubtech, a srl registered under italian law with a capital of €10,000, whose head office is at via morimondo 26, 20143 milano, italy, represented by mr marco iacobellis, may provide you with the services resulting from its cmp by using pubtech cmp, you agree to be bound by these terms of use any reference to a “ party ” or “ parties ” in these terms of use means you and/or pubtech 1\ definitions 1 1 “ applicable privacy laws ” means (i) the eu general data protection regulation 2016/679 (“ gdpr ”), (ii) the e privacy directive 2002/58/ec (“ e privacy directive ”) and any further applicable legislation replacing the e privacy directive; (iii) any data protection law, statute or regulation of a european union (“ eu ”) member state, which may apply to one of the parties pursuant to its data processing activities or its establishment within the eu and (iv) any applicable law, statute or regulation of the united kingdom deemed adequate to the gdpr or the e privacy directive, as long as it is not declared inadequate pursuant to a european commission decision 1 2 “ applicable privacy rules ” or “ rules ” means (i) any guidelines or opinion adopted either by the former article 29 data protection working party (“ wp29 ”) or by the european data protection board (“ edpb ”) as to interpret the application of gdpr and the e privacy directive (ii) the decisions of the supervisory authority of an eu member state, or of the uk information commissioner (“ ico ”) which are binding on one of the parties due to its data processing activities or its establishment within the eu, (iii) the decisions rulings adopted by the eucj or the echr regarding personal data and privacy protection and freedom of speech or freedom of information (iv) as well as decisions rulings adopted by a authorized judicial or administrative authority of an eu member state which is directly binding on one of the parties pursuant to its data processing activities or its establishment within the eu 1 3 “ communication ”, “ metadata ” and “ traffic data ” shall have the meaning set forth in e privacy directive 1 4 “ company communication services ” or “ ccs ” means any website, mobile application, advertising content, banner, electronic mail, text message, and any electronic communication content or medium which may include a tag calling for the implementation of a cookie in the browsing software of a terminal equipment of a user interacting with such ccs 1 5 “ consent management platform ”, “ cmp ” or “pubtech cmp ” means the software, data flows, databases and api developed and implemented by pubtech according to the technical specification available at https //docs pubtech ai/pubtech cmp and enabling pubtech to provide you with the consent management platform services compatible with the tcf 1 6 “ consent signal ” means any technical value or indication as to whether a user has provided valid consent or withheld or revoked such consent for “vendors” and “purposes” as defined by the tcf originated from you or from any third party integrated via any tag on your ccs in order to obtain or evaluate the consent of such user in accordance with the requirements of the applicable privacy laws or rules 1 7 “ consent ”, “ data subject ”, “ personal data ”, “ process\[ing],\[ed] ”, shall have the meaning set forth in article 4 of the gdpr 1 8 “ supervisory authority ” shall have the meaning set forth in article 4 (21) of the gdpr as well as the uk information commissioner whichever is competent 1 9 “ tcf ” means the iab europe transparency and consent framework including any policies and technical standards adapted and published by iab europe for the implementation of the transparency and consent framework policies 1 10 “ terminal equipment ” shall have the meaning set forth in article 1 (1) of the directive 2008/63/ec of 20 june 2008 on competition in the markets in telecommunications terminal equipment 1 11 “ user ” means any data subject or any browser software of a terminal equipment whose personal data or traffic data or meta data, or communication is processed by you when said user interacts with your ccs 1 12 “ user setting tag ” means the particular javascript code or image tracking pixel or software development kit provided to you by pubtech and embeddable on ccs for implementation of pubtech cmp, together with any updates, fixes and upgrades provided to you 1 13 “ you ” or “ company ” means, for the purpose of these terms of use, any individual or corporate entity entering into these terms of use either as an advertiser or an advertising agency displaying ccs, a publisher of ccs and/or any other corporate entity which is duly member of the tcf and which is using pubtech cmp in the event where you are entering into these terms of use on behalf of a company or other legal entity, you represent that you have the authority to bind such entity, in which case the terms “ you ” or “ your ” will refer to such entity 2\ contractual documentation 2 1 these terms of use, their technical specifications as available at https //docs pubtech ai/pubtech cmp and settings provided by pubtech to you for the implementation of pubtech cmp constitute the entire terms and conditions between the parties with respect to pubtech cmp and supersede all previous and contemporaneous terms and conditions, agreements, proposals, and communications, written or oral between pubtech and you with respect thereto 3\ pubtech cmp features 3 1 pubtech cmp has been developed and implemented by pubtech as to establish a proof of the obtaining of a valid consent of the user by the company, in order to protect the company, to comply with the tcf and to ensure individual and/or collective compliance both with the objectives, rules, requirements of the tcf and with the applicable privacy laws and rules 3 2 pubtech cmp fully complies and is compatible with tcf requirements 3 3 pubtech may produce and create aggregate rates of valid consent and statistics sorted out per demand side platform (“dsp”), advertising agency, publisher and advertising location 4\ licence to use pubtech cmp 4 1 so long as you comply with these terms of use, you have the right to use pubtech cmp 4 2 all rights, title and interest in and to pubtech cmp, including all intellectual property and other proprietary rights therein are hereby reserved to pubtech pubtech hereby grants to you a non exclusive, non transferable, limited license for you to use and reproduce pubtech cmp for the sole inclusion of pubtech cmp in your own ccs 4 3 using pubtech cmp does not give you any ownership or other proprietary right or interest in pubtech cmp or the content or information made available through pubtech cmp 5\ pubtech obligations and representations 5 1 pubtech agrees, represents and warrants you that pubtech cmp is compatible with the tcf 5 2 pubtech cmp is provided “as is”, without warranty or condition of any kind, either express or implied without limiting the foregoing, pubtech explicitly disclaims any warranties of merchantability, fitness for a particular purpose, or non infringement pubtech assumes no liability on behalf of you, of any of your third party, or any other entities for acting or not acting on consent signal, or if you or any of your third party or any other entities bypass or otherwise interfere with the technical restrictions included in pubtech cmp as provided by pubtech pubtech makes no warranty that pubtech cmp, including the user setting tag, will (i) be available on an uninterrupted, secure, or error free basis, (ii) not cause any latency or processing delays or (iii) meets any legal requirements around consent or data protection pubtech assumes no liability for your reliance on pubtech cmp the foregoing exclusions and disclaimers are an essential part of the terms of use and formed a basis for enabling pubtech to offer pubtech cmp to you 5 3 in no event will pubtech be liable to you or any third party for any consequential loss, exemplary damage, incidental loss, special damage or loss, lost profit, or punitive damages arising from your use of the solution, even if pubtech has been advised of the possibility of such damages these limitations formed a basis for enabling pubtech to offer pubtech cmp to you except with regard to liability stemming from death or personal injury resulting from pubtech's negligence, or pubtech’s fraud, notwithstanding anything to the contrary contained herein, pubtech’s liability for any cause whatsoever and regardless of the form of the action, will at all times, be limited to the amount of the adhesion fee for one year 6\ your obligations and representations 6 1 you agree, represent and warrant that (i) you have all rights, approvals, and consents necessary to implement the user setting tag on your ccs, and that (ii) you will not interfere or attempt to interfere with the technical and operational features of pubtech cmp, that (iii) you will not misuse pubtech cmp by knowingly introducing viruses, trojans, worms, logic bombs or other material that is malicious or technologically harmful, and that you (iv) will not delete, or in any manner alter, the copyright, trademark, or other proprietary rights notices appearing on pubtech cmp 6 2 you are responsible for configuring your information technology, computer programs and platform to access and use pubtech cmp pubtech makes no representation that pubtech cmp is compatible with or will function or operate with, your devices or equipment similarly, you are aware that you must have an internet connection to use pubtech cmp, which you must procure at your own expense pubtech is not liable for any damages to your hardware that may be caused, directly or indirectly, by the internet connection 6 3 you are responsible for ensuring that all persons who access pubtech cmp on your behalf are aware of these terms of use and that they comply with them 7\ indemnity 7 1 you agree to defend, indemnify, and hold pubtech harmless from any judgments, damages, loss, liability, or costs (including reasonable attorneys’ fees) resulting from a third party claim resulting from your breach of any provision of these terms of use or your use of pubtech cmp 7 2 pubtech will have no obligation or liability hereunder where the claim results from any combination with, addition to, or modification of the user setting tag 7 3 where pursuant to article 82 (4) of the gdpr, pubtech is found to be liable for the entire damage arising from a breach or breaches of the gdpr relating to activities under these terms of use, in order to ensure effective compensation of a one or more individuals, then you shall indemnify pubtech for all claims, demands, loss, damage or expense (including reasonable attorneys’ fees) relating to any breaches of gdpr for which you are wholly or partly responsible 7 4 all compensation paid to a data subject pursuant to article 82 (4) of the gdpr by pubtech which is wholly or partly attributable to the gdpr breaches by you shall be repaid pursuant to this indemnity and article 82 (5) immediately on receipt of a written request from pubtech pursuant to this article 7 8\ confidentiality 8 1 unless otherwise provided in these terms of use, each party undertakes to keep the information shared between the parties strictly confidential and undertakes not to disclose to third parties or use technical or commercial information for purposes other than the exercise of its rights and the performance of these terms of use, regardless of the form in which the parties may have received it 8 2 each party shall ensure that its officers, employees, agents and subcontractors comply with the provisions of this article 8 3 the obligations of the parties under this article shall not apply to the information which have fallen into the public domain or are falling into the public domain without any action or omission on the part of the parties; which were, prior to their receipt from the disclosing party, in the possession of the receiving party without restriction as to their disclosure; which is received from a person who (as evidenced by written documents provided by the disclosing party) has validly obtained it and is under no obligation to withhold such information; or which the parties are required to disclose following a request from a court or competent authority 8 4 the provisions of this article shall remain in force after the expiry or termination of the terms of use for a period of three (3) years 9\ financial terms 9 1 should you be a website publisher using pubtech services for personal data monetization, your adhesion to pubtech cmp is free of charge (“ free of charge conditions ”) 10\ term and termination 10 1 these terms of use shall come into force at the date of the first use of pubtech cmp by the company and shall remain into force while you use pubtech cmp 10 2 these terms of use are executed for a minimum of 1 (one) month or 12 (twelve) months 10 3 you may terminate these terms of use by removing the user setting tag from your ccs you may also terminate these terms of use by notifying pubtech of your termination at any time in writing at the address mentioned in preamble above such termination will take effect 30 days after the receipt by pubtech of your written notification 10 4 pubtech may terminate these terms of use and your access and use of pubtech cmp at any time, for any reason or no reason and without any liability to you pubtech will not be liable to you or any third party for termination of these terms of use such termination without any reason or for any reason will apply 30 days after pubtech notifies you of its termination 10 5 in addition to the above, pubtech may automatically and immediately, without any prior notification, terminate these terms of use and your access and use of pubtech cmp in the event where (i) as the case may be, iab europe has removed your adhesion to the tcf and where (ii) a supervisory authority states that you breach applicable privacy law and rules 10 6 notwithstanding the above, articles 5 2, 5 3 and 8 and 12 and 13 will survive the termination 11\ modification of the terms of use 11 1 pubtech shall do its best efforts to improve pubtech cmp on a regular basis and enrich its content for your benefit 11 2 accordingly, pubtech reserves the right to modify and update these terms of use at any time without notice any changes will be immediately effective upon the posting of the revised versions of the terms of use on pubtech website you are therefore advised to regularly check the latest version of terms of use 11 3 your use of pubtech cmp 30 days after the update of these terms of use will constitute acceptance thereof 12\ miscellaneous 12 1 in the event where any provision of these terms of use is held to be illegal, invalid or unenforceable in any jurisdiction, such illegality, invalidity or unenforceability shall not affect that provision in other jurisdictions or the other provisions of these terms of use shall remain in full force and effect 12 2 an indulgence or a failure to exercise or delay in exercising a right or remedy provided by these terms of use or by law does not constitute a waiver of the right or remedy or a waiver of other rights or remedies no single or partial exercise of a right or remedy provided by these terms of use or by law prevents further exercise of the right or remedy or the exercise of another right or remedy no waiver of any right under these terms of use shall be effective unless in writing, signed by the party that is giving the waiver unless expressly stated otherwise, a waiver shall be effective only in the circumstances for which it is given 12 3 nothing contained or implied in these terms of use creates a joint venture or partnership between the parties or makes either party the agent or legal representative of the other party for any purpose 13\ applicable law and competent juridictions 13 1 these terms of use shall be governed, construed and applied in accordance with italian law 13 2 in the event of a dispute arising out of the interpretation, execution or performance of these terms of use, the parties shall have to use their best efforts to settle such dispute amicably 13 3 any dispute that may not have been solved amicably shall be brought before the competent courts of milan (italy)