Terms & Conditions for AdBiblio Advertisers
Last revised: January 14, 2016
Welcome to the AdBiblio online advertising sales and display services (the "Service") . Our Service allows you ("Advertiser") to place an advertisement ("Ad") via the Service that is displayed on one or more third party properties. The Service runs through software developed and hosted by Pressflex LLC, its subsidiaries and third party contractors ("Application Provider"). Ads are viewed by members of the public ("User"), who access Ad(s) via the World Wide Web. The parties acknowledge and agree that Application Provider is solely a third party provider of services under this Agreement and does not serve as the agent of Advertiser or any third party web sites.
YOU ACKNOWLEDGE AND AGREE THAT BY REGISTERING AN ACCOUNT WITH ADBIBLIO, YOU ARE CONSENTING TO AND AGREEING TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT AND ALL POLICIES AND GUIDELINES OF THE SERVICE THAT ARE INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO THESE TERMS, PLEASE IMMEDIATELY DISCONTINUE USE OF THE SERVICE AND DO NOT SUBMIT ANY ADBIBLIO ADS THROUGH THE SERVICE AND THIS AGREEMENT SHALL BE IMMEDIATELY TERMINATED.
CHANGES TO TERMS AND CONDITIONS. Application Provider reserves the right to change any of the terms and conditions contained in this Agreement or any policies or guidelines governing the Service, at any time and in its sole and absolute discretion. Any changes will be effective upon posting of the revisions on the site http://www.adbiblio.com/terms-and-conditions with respect to any use by you of the Service or submission of Ads following such effectiveness. You are responsible for reviewing these terms from time to time to ensure that you are in agreement with any applicable changes. Changes to referenced policies and guidelines may be posted without notice to you. YOUR CONTINUED USE OF THE SERVICE FOLLOWING APPLICATION PROVIDER'S POSTING OF ANY CHANGES WILL CONSTITUTE YOUR ACCEPTANCE OF SUCH CHANGES OR MODIFICATIONS. IF YOU DO NOT AGREE TO ANY CHANGES TO THIS AGREEMENT, YOU MUST IMMEDIATELY CEASE USE OF THE SERVICE AND THIS AGREEMENT WILL BE DEEMED TERMINATED.
1. CONDITIONS FOR ADVERTISING AND PAYMENT
1.1 Subject to approval by Application Provider, Ads are available to anyone who registers all the required information and has paid for the advertising submitted ("Advertiser Content") in a manner required on the Ad submission form.
1.2 Advertiser authorized Application Provider to display Advertiser’s Ads on any content or property (each a “Property”) provided by Application Provider or its affiliates on behalf of itself or, as applicable, a third party affiliate.
1.3 Ads are sold based on a price per thousand Ad impressions (“CPM rate”) with a total campaign budget cap. Application Provider may deliver impressions above the total campaign budget cap, provided that Advertiser will not be liable to pay for the value of impressions displayed above the total campaign budget cap (“Bonus Impressions”). Application Provider will deliver the total Ad impressions purchased by the end of the campaign, provided that if Application Provider fails to do so, then Advertiser’s sole remedy is to request either (ii) an extension of the term of the campaign so that remaining Ad impressions can be delivered (“Make Good”), or (ii) a refund of any undelivered Ad impressions. Creative assets must be provided by Advertiser at least 7 days in advance to ensure the campaign will start on the date shown on proposal. Except in the case of undelivered Ad impressions as outlined in this Section, Ads are non-cancelable and non-refundable. Advertiser agrees to pay all applicable charges under this Agreement, including any applicable taxes or charges imposed by any government entity.
1.4 Application Provider provides tracking tools, which may be either internal and third party tools. In the event of any dispute in the running of an Ad, the number of Ad impressions or recorded click throughs on any Ad, Advertiser hereby agrees that the tracking device provided by Application Provider shall be the official tracking mechanism for the applicable Ad. Application Provider assumes no financial liability for Advertiser’s third party tracking or for Advertiser’s third party advertising tags.
1.5 Application Provider and its designees reserve the right (but not obligation) to, and in their sole discretion may, at any time review, edit, reject, modify, cancel or remove any Ad. The sole liability of Application Provider to Advertiser for removal of any Ad shall be limited to a refund of any fees paid for undisplayed Ads. No liability of Application Provider or their designees shall result from any such decision.
1.6 Payment may take place via PayPal or such other payment system as may be designated by Application Provider from time to time ("Payment Solution Providers"), or, upon special arrangement, by check or wire transfer to the account designated by Application Provider. Payments are limited by terms of Payment Solution Providers. For Advertisers with credit terms, invoices are issued at the start of the campaign and are payable within 30 days of issue.
1.7 Advertiser may not use the Service in order to transmit, distribute, store or destroy material, including without limitation, web site content, (a) in violation of any applicable law or regulation, (b) in a manner that will infringe the copyright, trademark, trade secret or other intellectual property rights of others or violate the privacy, publicity or other personal rights of others, (c) that is defamatory, threatening, abusive, or hateful, obscene, pornographic or that depicts illegal activity, (d) that is false or misleading, or contains malicious content, malware, viruses or hidden scripts. Application Provider and its designees reserve the right to restrict, suspend, or terminate Advertiser's access to all or any part of the Service, including cancellation of any Ad, at any time, for any or no reason, with or without prior notice, and without liability.
1.8 By submitting advertising into the Service, the Advertiser grants Application Provider the right to reproduce, publish, display and distribute, without additional charge, the Ad on, and, if necessary, to modify the Ad to fit the parameters of, any of the Application Provider sites or in any Application Provider collateral materials, including but not limited to www.AdBiblio.com. In addition, Advertiser hereby agrees that Application Provider may display Advertiser's Ad, free of charge, on other sites maintained by Application Provider or its designees. If you wish to opt out from providing Application Provider such additional rights, please contact Application Provider by sending an email to ad‐tech (AT) AdBiblio DOT com, specifying the Book Title, Author Name or Campaign Name of the subject Ad.
1.9 By submitting an Ad to the Service, Advertiser represents and warrants that it is the owner of the Advertiser Content and all patent, copyright, mask work, trademark, service mark, and any and all other proprietary rights and interests therein and has all permissions that may be necessary to provide the Advertiser Content and grant the rights to Application Provider as set forth herein. Advertiser hereby grants Application Provider and its designees the right to communicate such works to the public, perform and display the content (in whole or in part) worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed, for the full term of this Agreement for the purpose of providing the Service and posting the Ad as described in this Agreement. Advertiser also permits any User the right to access, display, view, store and reproduce such content. Subject to the foregoing, Advertiser, or the applicable owner of such content, retains any and all rights that may exist in such Advertiser Content.
1.10 Advertiser acknowledges and agrees that Application Provider or its designees may preserve Advertiser Content and may also disclose Advertiser Content and other information relating to Advertiser and the Ad(s) if required to do so by law, requested by legal or other government authorities or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce these Terms and Conditions; (c) respond to claims that any Advertiser Content violates the rights of third-‐parties; (d) protect the rights, property, or personal safety of Application Provider, Users and the public; or (e) protect Application Provider from any other form of liability or damage.
1.11 Advertiser acknowledges and agrees that it is responsible for all usage or activity on its AdBiblio account, including the submission of Ads and Advertiser Content, and including any use by a third party authorized by Advertiser or otherwise using your account and password. Advertiser is solely responsible for maintaining the confidentiality of all user names and passwords associated with its account and Advertiser shall promptly notify Application Provider of any unauthorized use of its account.
1.13 Advertiser acknowledges and agrees that Application Provider uses data generated by Application Provider and data purchased from third parties to target Ads to Users, and Advertiser relinquishes all rights to this data.
2. REPRESENTATIONS AND WARRANTIES
2.1 Advertiser hereby represents and warrants that Advertiser is authorized to publish Advertiser Content and further represents, that the contents are not unlawful, do not infringe the rights of any person or entity and that the Advertiser has obtained all necessary permission or releases to display the Ad.
2.2 Advertiser further represents and warrants that any web site linked to Advertiser's Ad(s) complies with all laws and regulations in any state or country where the ad may be displayed, does not breach and has not breached any duty toward or rights of any person or entity, does not promote, support or encourage illegal activities or products or provide support or resources or conceal or disguise the nature, location, source or ownership of support or resources to any organization designated by the U.S. government as a foreign terrorist organization, and is not fraudulent, false, misleading, defamatory, libelous, slanderous or threatening.
2.3 Advertiser acknowledges and agrees that Application Provider, its affiliates, partners and third-party service providers make no guarantee regarding the levels of impressions or clicks for any Ad. Advertiser further acknowledges that Application Provider, its affiliates and third‐party service providers act as a passive conduit for the online distribution and publication of Advertiser‐submitted information and have no obligation to screen communications or information in advance and are not responsible for screening or monitoring material posted by Users, Advertiser or other advertisers. Application Provider, its affiliates and third‐party service providers do not warrant or make any representations regarding the use or the results of the use of the materials posted in terms of their correctness, accuracy, timeliness, reliability or otherwise and Advertiser assumes the entire cost of all necessary maintenance, repair or correction to the Ad. Advertiser acknowledges that the Service is intended to be self‐serve for Advertisers and Advertiser is solely responsible for all input of campaign parameters, data and other information relating to Advertiser’s material. Application Provider may provide Advertiser with assistance in campaign set up, however Application Provider specifically disclaims any liability for errors or omissions resulting from this assistance and Advertiser shall be solely responsible for ensuring the accuracy and correctness of campaign set-up. Advertiser assumes sole responsibility for all third party costs incurred by Advertiser for ad tracking, ad serving and hosting fees, rich media fees, and other third party services which may be used by Advertiser, including without limitation, any overage fees assessed by any such third party, all of which Advertiser assumes at its own risk.
2.4 Advertiser acknowledges and agrees that Users and other third parties may take actions on Advertiser's Ad. Advertiser acknowledges and agrees that Application Provider makes no representation regarding the source of any impressions or User interactions with Ads, and Application Provider is not responsible for distinguishing between Ad impressions or interactions from Users, and Ad impressions or interactions from spiders, bots or any other automated means. Application Provider may employ internal or third party tools to screen for suspicious impressions or interactions, and may at its sole discretion, provide reporting to Advertiser which has suspect impressions or interactions removed. Advertiser's report may from time to time list impressions or interactions on Ads that the Advertiser might consider to be fraudulent. If Advertiser suspects that Ad reporting includes suspect impressions or interactions, it is Advertiser's sole responsibility to notify Application Provider and request the Application Provider investigate the report; provided, however, that Advertiser acknowledges that no refunds will be made in this case.
3. NO WARRANTY
ADVERTISER ACKNOWLEDGES THAT ADVERTISER IS USING THE SERVICE AT ADVERTISER'S OWN RISK. THE SERVICE IS PROVIDED "AS IS", AND APPLICATION PROVIDER, ITS AFFILIATES, PARTNERS AND THIRD PARTY SERVICE PROVIDERS HEREBY EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF ACCURACY, RELIABILITY, TITLE, MERCHANTABILITY, NON-‐INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE OR ANY OTHER WARRANTY, CONDITION, GUARANTEE OR REPRESENTATION, WHETHER ORAL, IN WRITING OR IN ELECTRONIC FORM, INCLUDING BUT NOT LIMITED TO THE ACCURACY OR COMPLETENESS OF ANY INFORMATION CONTAINED THEREIN OR PROVIDED BY THE SERVICE. APPLICATION PROVIDER, ITS AFFILIATES, PARTNERS AND THIRD PARTY SERVICE PROVIDERS DO NOT REPRESENT OR WARRANT THAT ACCESS TO THE SERVICE WILL BE UNINTERRUPTED OR THAT THERE WILL BE NO FAILURES, ERRORS OR OMISSIONS OR LOSS OF TRANSMITTED INFORMATION, OR THAT NO VIRUSES WILL BE TRANSMITTED ON THE SERVICE.NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY ADVERTISER FROM SERVICE PROVIDER THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS AND CONDITIONS.
4. LIMITATIONS OF LIABILITY
APPLICATION PROVIDER, ITS OFFICERS, DIRECTORS, AGENTS, ADVISORS, AFFILIATES, PARTNERS AND THIRD PARTY SERVICE PROVIDERS SHALL NOT BE LIABLE TO ADVERTISER OR ANY THIRD PARTIES FOR ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ALLEGEDLY SUSTAINED ARISING OUT OF THIS AGREEMENT, THE PROVIDING OF SERVICES HEREUNDER, THE SALE OR PURCHASE OF ANY GOODS OR MERCHANDISE, ADVERTISER'S ACCESS TO OR INABILITY TO ACCESS THE SERVICE, INCLUDING FOR VIRUSES ALLEGED TO HAVE BEEN OBTAINED FROM THE SERVICE, ADVERTISER'S USE OF OR RELIANCE ON THE SERVICE OR ANY OF THE MERCHANDISE, INFORMATION OR MATERIALS AVAILABLE ON THE SERVICE, REGARDLESS OF THE TYPE OF CLAIM OR THE NATURE OF THE CAUSE OF ACTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ADVERTISER ACKNOWLEDGES THAT, DUE TO THE NATURE OF THE INTERNET, APPLICATION PROVIDER, ITS AFFILIATES, PARTNERS AND THIRD‐PARTY SERVICE PROVIDERS CAN ASSUME NO LIABILITY FOR UNAUTHORIZED COPYING OF AD CONTENT BY USERS. SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSION OR LIMITATION MAY NOT APPLY TO ADVERTISER. ADVERTISER MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE. Each party acknowledges that the other party has entered into this Agreement relying on the limitations of liability stated herein and that those limitations are an essential basis of the bargain between the parties.
APPLICATION PROVIDER SHALL NOT BE LIABLE TO ADVERTISER FOR ANY AGGREGATE AMOUNTS IN EXCESS OF THE DOLLAR VALUE OF MEDIA ACTUALLY DELIVERED FOR THE SPECIFIC ADVERTISING CAMPAIGN THAT IS THE BASIS FOR A CLAIM. THE PROVISIONS OF THIS SECTION FAIRLY ALLOCATE THE RISKS UNDER THIS AGREEMENT BETWEEN THE PARTIES, AND APPLICATION PROVIDER HAS RELIED ON THE LIMITATIONS SET FORTH HEREIN IN DETERMINING ITS PRICING AND WHETHER TO ENTER INTO THIS AGREEMENT AND SHALL APPLY NOTWITHSTANDING ANY PROVISION OF THIS AGREEMENT TO THE CONTRARY AND REGARDLESS OF THE FORM OF ACTION.
5. INDEMNIFICATION; RELEASE
ADVERTISER HEREBY AGREES TO FULLY INDEMNIFY AND HOLD APPLICATION PROVIDER, AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS (“REPRESENTATIVES”) FROM ANY AND ALL CLAIMS, DEMANDS AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED ("CLAIMS"), ARISING OUT OF OR IN ANY WAY CONNECTED WITH ADVERTISER'S BREACH OF THIS AGREEMENT, PROVISION OF THE SERVICE OR USE OF THIS SERVICE.
ADVERTISER FURTHER HEREBY AGREES TO RELEASE APPLICATION PROVIDER AND ITS REPRESENTATIVES FROM ANY AND ALL CLAIMS ARISING OUT OF OR IN ANY WAY CONNECTED WITH ADVERTISER'S BREACH OF THIS AGREEMENT, PROVISION OF ADVERTISER CONTENT OR USE OF THIS SERVICE. IF ADVERTISER IS A CALIFORNIA RESIDENT, ADVERTISER WAIVES CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES, IN PART: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR" .
6.1 This Agreement shall be governed in all respects by the laws of North Carolina and the parties agree to submit to the non-exclusive jurisdiction of the North Carolina courts.
6.2 Unless otherwise noted in this Agreement, all correspondence should be sent to the Application Provider via the e‐mail address specified on the Application Provider’s site.
6.3 Unless, otherwise directed by Advertiser in writing, Application Provider or its designees may, even after termination of this Agreement, retain and store all Advertiser information, including but not limited to Ads, User Ad Interaction Data, URLs, contact and billing information. In addition, Application Provider and its designees may share aggregate (i.e., not personally identifiable) information about Advertiser and viewers of its Ads with other advertisers, business partners, including syndication partners, sponsors, and other third parties.
6.4 While Application Provider, its affiliates, partners and third-party service providers do value Advertiser feedback on the Service, Advertisers are asked to be specific in their comments and not to submit creative ideas, inventions, suggestions, or materials. If, despite our request, Advertiser sends us creative suggestions, ideas, drawings, concepts, inventions, or other information (collectively the "Submission"), the Submission shall be the property of Application Provider, its affiliates, partners and third-‐party service providers. None of the Submission shall be subject to any obligation of confidence on Application Provider, its affiliates, partners and third-‐party service providers, and the same shall not be liable for any use or disclosure of any Submission. Application Provider, its affiliates, partners and third-‐party service providers shall own exclusively all now known or later discovered rights to the Submission and shall be entitled to unrestricted use of the Submission for any purpose whatsoever, commercial or otherwise, without compensation to Advertiser or any other person who submitted the Submission.
6.5 Use of Trademarks. Advertiser hereby grants Application Provider the right to use its name and logos ("Trademarks") on its web sites and advertising materials in connection with the Services.
6.6 In the event that all or substantially all of assets of Application Provider that relate to the Service are acquired, this Agreement and Advertiser data submitted via the Service may be among the transferred assets.
6.7 Advertiser agrees not to use any device, software or routine to interfere or attempt to interfere with the proper working of the Service or any activities conducted on Application Provider's servers. Advertiser agrees not to take any action that imposes an unreasonable or disproportionately large load on the Service's hardware, bandwidth or software. Advertiser agrees not to impede or interfere with others' use of the Service. Advertiser further agrees not to alter or tamper with any information or materials on or associated with the Service.
6.8 All prices and terms are subject to change. The current terms of this Agreement can always be publicly accessed via the Ad buying pages of the Service.