ClickBlogAds Terms of Service

PLEASE READ VERY CAREFULLY THESE TERMS AND CONDITIONS AND THE FAQ BEFORE REGISTERING FOR THE ClickBlogAds ONLINE PROGRAM. PARTICIPATION IN THE ClickBlogAds ONLINE PROGRAM INDICATES THAT YOU ACCEPT THESE TERMS AND CONDITIONS. IF YOU DO NOT ACCEPT THESE TERMS AND CONDITIONS, PLEASE DO NOT REGISTER FOR THE ClickBlogAds ONLINE PROGRAM.

Introduction. This agreement ("Agreement") between You and (" ") consists of these ClickBlogAds Online Program (the "Program") Standard Terms and Conditions ("Terms and Conditions"). A description of the Program, as generally offered by , is available at the Program Frequently Asked Questions ("FAQ") URL, located at http://www.ClickBlogAds.com/clickblogads_auth_faq.php, or such other URL as may provide from time to time. "You" or "Publisher" means any entity identified in an enrollment form submitted by the same or affiliated persons, and/or any agency or network acting on its (or their) behalf, which shall also be bound by the terms of this Agreement.

1. Program Participation. Participation in the Program is subject to prior approval and Your continued compliance with the Program Policies ("Program Policies"), located at http://www.ClickBlogAds.com/clickblogads_auth_policies.php , or such other URL as may provide from time to time. reserves the right to refuse participation to any applicant or participant at any time in its sole discretion. By enrolling in the Program, You represent that You are at least 18 years of age and agree that may serve third party and/or provided advertisements (collectively, "Ads") in connection with the Web site(s) that You designate (each a "Site") and the feed(s) that You designate (each a “Feed”) using 's advertising serving. Multiple accounts held by the same individual or entity are subject to immediate termination unless expressly authorized in writing by (including by electronic mail).

2. Implementation and Operation of Ads. You agree to comply with the specifications provided by to enable proper delivery, display, tracking, and reporting of Ads and Brand Features (as defined in Section 12 below) in connection with Your Site(s) and Feed(s), including without limitation by not modifying the XML or other programming provided to You by in any way, unless expressly authorized in writing by (including by electronic mail). You will send any and all queries (without editing, modifying, or filtering such queries individually or in the aggregate) to and will use commercially reasonable efforts to provide You with corresponding Ads, as available. These Ads will be displayed on Web pages hosted by , the format, look and feel of which may be modified by from time to time. All content-based Ads shall be grouped by and displayed to end users of the Site(s) and Feed(s) as ad units (such groups of Ads collectively referred to as "Ad Units") in standard formats as offered generally by from time to time, as may be described in the FAQ. You may select a format approved by for the display of Ad Units in connection with the Site(s) and Feed(s), but You acknowledge and agree that Ads: (a) shall only be displayed in connection with the Site(s) and Feed(s), each of which is subject to review and approval by in its discretion at any time; and (b) shall be subject to the placement guidelines set forth herein. In addition, You agree that while You may display more than one (1) Ad Unit on each Site Web page or Feed item, no Ad Unit shall contain any advertisement in common with any other Ad Unit. may also include in certain services features which are unsupported under 's then current technical documentation. Such features are provided "as is" and Your use of them shall be undertaken solely at Your own risk.

3. Communications Solely With . You agree to direct to , and not to any advertiser, any communication regarding any Ad(s) displayed in connection with Your Site(s).

4. Parties' Responsibilities. You are solely responsible for the Site(s) and Feed(s), including all content and materials, maintenance and operation thereof, the proper implementation of 's specifications, and adherence to the terms of this Agreement, including compliance with the Program Policies. reserves the right to investigate, at its own discretion, any activity that may violate this Agreement, including but not limited to any use of a software application to access Ads, or any engagement in any activity prohibited by this Agreement. is not responsible for anything related to Your Site(s) or Your Feed(s), including without limitation the receipt of queries from end users of Your Site(s) and Your Feed(s) or the transmission of data between Your Site(s) or Your Feed(s) and . In addition, shall not be obligated to provide notice to You in the event that Ads are not being displayed properly to end users of the Site(s) and Feed(s).

5. Prohibited Uses. You shall not, and shall not authorize or encourage any third party to: (i) directly or indirectly generate impressions of or clicks on any Ad(s) through any automated, deceptive, disingenuous or fraudulent means, including but not limited to through repeated manual clicks, the use of robots or other automated query tools and/or computer generated search requests, and/or the fraudulent use of other services and/or software; (ii) edit, modify, filter or change the order of the information contained in any Ad or Ad Unit, or remove, obscure or minimize any Ad or Ad Unit in any way; (iii) frame any Web page or Feed item accessed by an end user after clicking on any part of a Ad ("Advertiser Page") or any -hosted Web page that contains Ads; (iv) redirect an end user away from any Advertiser Page, provide a version of the Advertiser Page that is different from the page an end user would access by going directly to the Advertiser Page, intersperse any content between the Ad and the Advertiser Page, or otherwise provide anything other than a direct link from an Ad to an Advertiser Page; (v) display any Ad(s) on any error page, registration or "thank you" page (e.g., a page that thanks a user after he/she has registered with the applicable Web site), or in any email, or on any Web page or any Web site that contains any pornographic, hate-related or violent content; (vi) directly or indirectly access, launch and/or activate Ads through or from, or otherwise incorporate the Ads in, any software application, Web site or other means other than Your Site(s) and Your Feed(s), and then only to the extent expressly permitted by this Agreement; (vii) "crawl", "spider", index or in any non-transitory manner store or cache information obtained from any Ad(s) or any part, copy or derivative thereof, or (viii) act in any way that violates any Program Policies posted on the Web Site, as may be revised from time to time. You acknowledge that any attempted participation or violation of any of the foregoing is a material breach of this Agreement and that we may pursue any and all applicable legal and equitable remedies against You, including an immediate suspension of Your account or termination of this Agreement, and the pursuit of all available civil or criminal remedies relating to fraud and other legal claims.

6. Termination; Cancellation. You may cancel the participation of any Site in the Program and/or terminate this Agreement with or without cause at any time by removing the XML or similar programming from Your Site(s) and Your Feed(s). may investigate any activity that may violate this Agreement. may at any time, in its sole discretion, terminate all or part of the Program, terminate this Agreement, or suspend or terminate the participation of any Site in all or part of the Program for any reason. In addition, reserves the right to terminate without notice any account that has not generated a sufficient number of valid clicks on Ads (as measured by ) for a period of two (2) months or more. Upon termination of participation of any Site in the Program or termination of this Agreement for any reason, Sections 3, 6 through 10, and 14 through 17 shall survive termination.

7. Confidentiality. You agree not to disclose Confidential Information without 's prior written consent. " Confidential Information" includes without limitation: (a) all software, technology, programming, specifications, materials, guidelines and documentation relating to the Program; (b) click-through rates or other statistics relating to Site performance in the Program provided to You by ; and (c) any other information designated in writing by as "Confidential" or an equivalent designation. It does not include information that has become publicly known through no breach by You or , or information that has been (i) independently developed without access to Confidential Information, as evidenced in writing; (ii) rightfully received by You from a third party; or (iii) required to be disclosed by law or by a governmental authority.

8. No Guarantee. makes no guarantee regarding the level of impressions of or clicks on any Ad, the timing of delivery of such impressions and/or clicks, or the amount of any payment to be made to You under this Agreement.

9. No Warranty. MAKES NO WARRANTY, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WITH RESPECT TO ADVERTISING AND OTHER SERVICES, AND EXPRESSLY DISCLAIMS THE WARRANTIES OR CONDITIONS OF NONINFRINGEMENT, MERCHANTABILITY AND FITNESS FOR ANY PARTICULAR PURPOSE. TO THE EXTENT ADS ARE BASED ON NON- CONTENT, SHALL NOT HAVE ANY LIABILITY IN CONNECTION WITH THE DISPLAY OF SUCH ADS.

10. Limitations of Liability; Force Majeure. EXCEPT FOR ANY INDEMNIFICATION AND CONFIDENTIALITY OBLIGATIONS HEREUNDER OR YOUR BREACH OF ANY INTELLECTUAL PROPERTY RIGHTS AND/OR PROPRIETARY INTERESTS RELATING TO THE PROGRAM, (i) IN NO EVENT SHALL EITHER PARTY BE LIABLE UNDER THIS AGREEMENT FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, EXEMPLARY, OR PUNITIVE DAMAGES WHETHER IN CONTRACT, TORT OR ANY OTHER LEGAL THEORY, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND (ii) 'S AGGREGATE LIABILITY TO PUBLISHER UNDER THIS AGREEMENT FOR ANY CLAIM IS LIMITED TO THE NET AMOUNT PAID BY TO PUBLISHER DURING THE THREE MONTH PERIOD IMMEDIATELY PRECEDING THE DATE OF THE CLAIM. 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. Without limiting the foregoing and except for payment obligations, neither party shall have any liability for any failure or delay resulting from any condition beyond the reasonable control of such party, including but not limited to governmental action or acts of terrorism, earthquake or other acts of God, labor conditions, and power failures.

11. Payment. You shall receive a payment related to the number of valid clicks on Ads displayed in connection with Your Site(s) and Your Feed(s) as determined by for its participants in the Program. Unless otherwise agreed to by the parties in writing (including by electronic mail), payments to You shall be sent by within approximately thirty (30) days after the end of each calendar month that Ads are running on Your Site and Your Feed if Your earned balance is $5.00 or more. If Your earned balance is less than $5.00, unless otherwise agreed to by the parties in writing (including by electronic mail), shall make payments to You within approximately thirty (30) days after the end of the calendar year that Ads are running on Your Site, but in no event shall make payments for any earned balance less than $1.00. Notwithstanding the foregoing, shall not be liable for any payment based on (a) any fraudulent impressions generated by any person, bot, automated program or similar device or fraudulent clicks similarly generated on any Ads, as reasonably determined by ; (b) Ads benefiting charitable organizations and other placeholder or transparent Ads that may deliver in the event that a Site or Feed is improperly configured to comply with technical requirements; (c) advertisements for its own products and/or services; or (d) impressions or clicks co-mingled with a significant number of fraudulent impressions or fraudulent clicks described in (a) above, or as a result of any other breach of this Agreement by You for any applicable pay period. reserves the right to withhold payment or charge back Your account due to any of the foregoing or any breach of this Agreement by You, pending 's reasonable investigation of any of the foregoing or any breach of this Agreement by You, or in the event that an advertiser whose Ads are displayed on Your Site(s) defaults on payment for such Ads to . In addition, if You are past due on any payment to in connection with any program (including without limitation the ClickBlogAds program), reserves the right to withhold payment until all outstanding payments have been made or to offset amounts owed to you in connection with the Program by amounts owed by you to . To ensure proper payment, You are solely responsible for providing and maintaining accurate contact and payment information associated with Your account. Any bank fees related to returned or cancelled checks due to a contact or payment information error or omission may be deducted from the newly issued payment. You agree to pay all applicable taxes or charges imposed by any government entity in connection with Your participation in the Program. may change its pricing and/or payment structure at any time. If You dispute any payment made under the Program, You must notify in writing within thirty (30) days of any such payment; failure to so notify shall result in the waiver by You of any claim relating to any such disputed payment. Payment shall be calculated solely based on records maintained by . No other measurements or statistics of any kind shall be accepted by or have any effect under this Agreement. The payments made under this Agreement are for use by You only and may not be transferred or in any manner passed on to any third party (i.e., distributed to Sites managed by You that require separate payments) unless expressly authorized in writing by (including by electronic mail).

12. Publicity. You agree that may use Your name and logo in presentations, marketing materials, customer lists, financial reports and Web site listings of customers. If You wish to use 's trade names, trademarks, service marks, logos, domain names, and other distinctive brand features ("Brand Features"), You may do so, so long as such use is in compliance with this Agreement and in compliance with 's then current Brand Feature use guidelines, and any content contained or referenced therein, which guidelines may be found at the following URL: http://www.ClickBlogAds.com/clickblogads_auth_guidelines.php (or such other URL may provide from time to time).

13. Representations and Warranties. You represent and warrant that (a) all of the information provided by You to to enroll in the Program is correct and current; (b) You are the owner of each Site and Feed or that You are legally authorized to act on behalf of the owner of such Site(s) and Feed(s) for the purposes of this Agreement and the Program; and (c) You have all necessary right, power and authority to enter into this Agreement and to perform the acts required of You hereunder. You further represent and warrant that each Site and Feed and any material displayed therein: (i) comply with all applicable laws, statutes, ordinances and regulations; (ii) do not breach and have not breached any duty toward or rights of any person or entity including, without limitation, rights of intellectual property, publicity or privacy, or rights or duties under consumer protection, product liability, tort, or contract theories; and (iii) are not pornographic, hate-related or otherwise violent in content.

14. Your Obligation to Indemnify. You agree to indemnify, defend and hold , its agents, affiliates, subsidiaries, directors, officers, employees, and applicable third parties (e.g. relevant advertisers, syndication partners, licensors, licensees, consultants and contractors) (collectively "Indemnified Person(s)") harmless from and against any and all third party claims, liability, loss, and expense (including damage awards, settlement amounts, and reasonable legal fees), brought against any Indemnified Person(s), arising out of, related to or which may arise from Your use of the Program, the Site(s), and/or Your breach of any term of this Agreement.

15. Rights. You acknowledge that owns all right, title and interest, including without limitation all Intellectual Property Rights (as defined below), in and to the Program (including 's ad serving technology, and Brand Features, and excluding items licensed by from third parties), and that You will not acquire any right, title, or interest in or to the Program except as expressly set forth in this Agreement. You will not modify, adapt, translate, prepare derivative works from, decompile, reverse engineer, disassemble or otherwise attempt to derive source code from any services, software, or documentation. You will not remove, obscure, or alter 's copyright notice, trademarks, or other proprietary rights notices affixed to or contained within any services, software, or documentation. "Intellectual Property Rights" means any and all rights existing from time to time under patent law, copyright law, semiconductor chip protection law, moral rights law, trade secret law, trademark law, unfair competition law, publicity rights law, privacy rights law, and any and all other proprietary rights, as well as, any and all applications, renewals, extensions, restorations and re-instatements thereof, now or hereafter in force and effect worldwide.

16. Information Rights. may retain and use for its own purposes all information You provide, including but not limited to Site and Feed demographics and contact and billing information. You agree that may transfer and disclose to third parties personally identifiable information about You for the purpose of approving and enabling Your participation in the Program, including to third parties that reside in jurisdictions with less restrictive data laws than Your own. may also provide information in response to valid legal process, such as subpoenas, search warrants and court orders, or to establish or exercise its legal rights or defend against legal claims. disclaims all responsibility, and will not be liable to You, however, for any disclosure of that information by any such third party. may share aggregate (i.e., not personally identifiable) information about You with advertisers, business partners, sponsors, and other third parties. In addition, You grant the right to access, index and cache the Site(s) and Feed(s), or any portion thereof, including by automated means including Web spiders or crawlers.

We use third-party advertising companies to serve ads when your audience visits your Web site. These companies may use information (not including your name, address, email address or telephone number) about your audience's visits to your website and other Web sites in order to provide advertisements about goods and services of interest to your audience. If you would like more information about this practice and to know your choices about not having this information used by these companies, click here: (http://www.advertising.com/Privacy.html).