| NukeCops Advertising Terms and Conditions
Introduction:
This Agreement between you and NukeCops consists of these Terms and
Conditions. "You" or "Advertiser" means theentity identified in this enrollment form, and/or any agency acting
on it's behalf, which shall also be bound by the terms of this
Agreement. Please read very carefully these Terms and Conditions.
Uses: You agree that your ads
may be placed on (i) NukeCops web site owned andoperated by NukeCops or (ii) Any ads may be modified without
your consent to comply with any policy of NukeCops. NukeCops reserves
the right to, and in its sole discretion may, at any time review,
reject, modify, or remove any ad. No liability of NukeCops and/or its
owner(s) shall result from any such decision.
Parties' Responsibilities: You
are responsible of your own site and/or service advertised in
NukeCops web site. You are solely responsible for the advertising
image creation, advertising text and for the content of your ads,
including URL links. NukeCops is not responsible for anything
regarding your Web site(s) including, but not limited to, maintenance
of your Web site(s), order entry, customer service, payment
processing, shipping, cancellations or returns.
Impressions Count: Any hit to
NukeCops web site is counted as an impression. Due to our
advertising price we don't discriminate from users or automated
robots. Even if you access NukeCops web site and see your own
banner ad it will be counted as a valid impression. Only in the case
of NukeCops web site administrator, the impressions will not be
counted.
Termination, Cancellation:
NukeCops may at any time, in its sole discretion, terminate the
Campaign, terminate this Agreement, or cancel any ad(s) or your use of
any Target. NukeCops will notify you via email of any such
termination or cancellation, which shall be effective immediately. No
refund will be made for any reason. Remaining impressions will be
stored in a database and you'll be able to request another campaign
to complete your inventory. You may cancel any ad and/or terminate
this Agreement with or without cause at any time. Termination of your
account shall be effective when NukeCops receives your notice via
email. No refund will be made for any reason. Remaining impressions
will be stored in a database for future uses by you and/or your
company.
Content:
NukeCops web site doesn't accepts advertising that contains: (i)
pornography, (ii) explicit adult content, (iii) moral questionable
content, (iv) illegal content of any kind, (v) illegal drugs
promotion, (vi) racism, (vii) politics content,
(viii) fraudulent suspicious content. If your advertising
and/or target web site has any of this content and you purchased an
advertising package, you'll not receive refund of any kind but your
banners ads impressions will be stored for future use.
Confidentiality:
Each party agrees not to disclose Confidential Information of the
other party without prior written consent except as provided herein.
"Confidential Information" includes (i) ads, prior to
publication, (ii) submissions or modifications relating to any
advertising campaign, (iii) clickthrough rates or other statistics
(except in an aggregated form that includes no identifiable
information about you), and (iv) any other information designated in
writing as "Confidential." It does not include information
that has become publicly known through no breach by a party, or has
been (i) independently developed without access to the other party\'s
Confidential Information; (ii) rightfully received from a third
party; or (iii) required to be disclosed by law or by a governmental
authority.
No Guarantee: NukeCops makes no guarantee regarding the levels of
clicks for any ad on its site. NukeCops may offer the same Target to
more than one advertiser. You may not receive exclusivity unless
special private contract between PHP-Nuke and you.
No Warranty:
NukeCops 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.
Limitations of Liability:
In no event shall NukeCops be liable
for any act or omission, or any event directly or indirectly
resulting from any act or omission of Advertiser, Partner, or any
third parties (if any). EXCEPT FOR THE PARTIES' INDEMNIFICATION AND
CONFIDENTIALITY OBLIGATIONS HEREUNDER, (i) IN NO EVENT SHALL EITHER
PARTY BE LIABLE UNDER THIS AGREEMENT FOR ANY CONSEQUENTIAL, SPECIAL,
INDIRECT, EXEMPLARY, PUNITIVE, OR OTHER 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) NukeCops AGGREGATE
LIABILITY TO ADVERTISER UNDER THIS AGREEMENT FOR ANY CLAIM IS LIMITED
TO THE AMOUNT PAID TO NukeCops BY ADVERTISER FOR THE AD GIVING RISE TO
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.
Payment:
You agree to pay in advance the cost of the advertising. NukeCops
will not setup any banner ads campaign(s) unless the payment process
is complete. NukeCops may change its pricing at any time without
prior notice. If you have an advertising campaign running and/or
impressions stored for future use for any mentioned cause and
NukeCops changes its pricing, you'll not need to pay any difference.
Your purchased banners fee will remain the same. Charges shall be
calculated solely based on records maintained by NukeCops. No other
measurements or statistics of any kind shall be accepted by NukeCops
or have any effect under this Agreement.
Representations and Warranties:
You represent and warrant that (a) all of the
information provided by you to NukeCops to enroll in the Advertising
Campaign is correct and current; (b) you hold all rights to permit
NukeCops and any Partner(s) to use, reproduce, display, transmit and
distribute your ad(s); and (c) NukeCops and any Partner(s) Use,
your Target(s), and any site(s) linked to, and products or services
to which users are directed, will not, in any state or country where
the ad is displayed (i) violate any criminal laws or third party
rights giving rise to civil liability, including but not limited to
trademark rights or rights relating to the performance of music; or
(ii) encourage conduct that would violate any criminal or civil law.
You further represent and warrant that any Web site linked to your
ad(s) (i) complies with all laws and regulations in any state or
country where the ad is displayed; (ii) does not breach and has not
breached any duty toward or rights of any person or entity including,
without limitation, rights of publicity or privacy, or rights or
duties under consumer protection, product liability, tort, or
contract theories; and (iii) is not false, misleading, defamatory,
libelous, slanderous or threatening.
Your Obligation to Indemnify:
You agree to indemnify, defend and hold
NukeCops, its agents, affiliates, subsidiaries, directors, officers,
employees, and applicable third parties (e.g., all relevant
Partner(s), licensors, licensees, consultants and contractors)
("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 Advertising Program, your Web
site, and/or your breach of any term of this Agreement. Customer
understands and agrees that each Partner, as defined herein, has the
right to assert and enforce its rights under this Section directly on
its own behalf as a third party beneficiary.
Information Rights:
NukeCops may retain and use for its own purposes all
information you provide, including but not limited to Targets, URLs,
the content of ads, and contact and billing information. NukeCops may
share this information about you with business partners and/or
sponsors. NukeCops will not sell your information. Your name, web site\'s
URL and related graphics shall be used by NukeCops in its own web site
at any time as a sample to the public, even if your Advertising Campaign
has been finished.
Miscellaneous:
Any decision made by NukeCops under this Agreement shall be final.
NukeCops shall have no liability for any such decision. You will be
responsible for all reasonable expenses (including attorneys fees)
incurred by NukeCops in collecting unpaid amounts under this
Agreement. This Agreement shall be governed by the laws of Missouri, USA.
Any dispute or claim arising out of or in connection with this
Agreement shall be adjudicated in Kansas City, Missouri.
This constitutes the entire agreement between the parties with
respect to the subject matter hereof. Advertiser may not resell,
assign, or transfer any of its rights hereunder. Any such attempt may
result in termination of this Agreement, without liability to
NukeCops and without any refund. The relationship(s) between NukeCops
and the "Partners" is not one of a legal partnership
relationship, but is one of independent contractors. This Agreement
shall be construed as if both parties jointly wrote it.
Missouri, USA, February 2003
|
![\"Official](\"http://images.paypal.com/images/verification_seal.gif\")
