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1.
General. A deposit must be submitted to Clicks4Success in
advance of initial advertising date. By submitting
advertising for inclusion on Clicks4Success,
advertiser/agency agrees to be bound by the terms of this
contract. No conditions other than those set forth herein
shall be binding on Clicks4Success. This contract
supersedes any previous agreements between Clicks4Success
and advertiser/agency relating to the subject matter set
forth herein. Clicks4Success's only obligation to serve
advertisements hereunder shall be to serve advertisements
of the advertiser described herein, and in no event shall Clicks4Success
be obligated to serve advertisements for any other
advertiser.
2.
Changes and Cancellations. Cancellations and
changes can be made via the advertiser login. Clicks4Success's
advertising specifications are accessible through the
advertiser login. Clicks4Success reserves the right to
change any of its advertising specifications at any time.
3.
Delivery, Frequency and Makegood. All figures
relating to the number of advertisements served as
determined by Clicks4Success shall govern, regardless of
whether advertiser/agency is using the services of a third
party ad server. If Clicks4Success fails to provide the
guaranteed number of impressions, Clicks4Success will make
good on this contract.
4.
Key Words and Phrases. Clicks4Success offers no
exclusivity on keywords or phrases. Each advertiser will
be given ranking positions based upon the bid they enter
on keywords/phrases.
5.
Rejections. Clicks4Success reserves the right,
without liability, to reject, omit or exclude any
advertisement or to reject or terminate any links,
buttons, boxes or banners for any reason at any time, with
or without notice to the advertiser/agency, and whether or
not such advertisement, link, button, box or banner was
previously acknowledged, accepted, or published.
6.
Licenses and Indemnification. Advertiser/agency
grants Clicks4Success the right to use, reproduce,
publicly display and distribute advertiser's advertisements
and collateral information and warrants that
advertiser/agency has the right to grant such license.
Advertiser/Agency represents that the advertiser is the
owner or is licensed to use the entire contents and
subject matter contained in its advertisements and
collateral information, including, without limitation, (a)
the names and/or pictures of persons; (b) any copyrighted
material, trademarks, service marks, logos, and/or
depictions of trademarked or service marked goods or
services; and (c) any testimonials or endorsements
contained in any advertisement submitted to Clicks4Success.
In addition, advertiser/agency represents that the
advertiser's advertisements and collateral information do
not violate any applicable local, state or federal law or
regulation. In consideration of Clicks4Success's
acceptance of such advertisements and information for
publication, the advertiser and agency will jointly and
severally indemnify and hold harmless Clicks4Success and
its officers, directors, shareholders, employees,
accountants, attorneys, agents, parent, affiliates,
subsidiaries, successors and assigns from and against any
and all third party claims, damages, liabilities, costs
and expenses, including reasonable legal fees and
expenses, arising out of or related to: (i)
advertiser/agency's breach of any covenants,
representations and warranties made therein, (ii) Clicks4Success's
performance under this contract, and (iii) the copying,
printing, distributing, transmitting or publishing of
advertiser's/agency's advertisements or collateral
information by Clicks4Success.
7.
Limitation of Liability. UNDER NO CIRCUMSTANCES
WILL Clicks4Success BE LIABLE FOR ANY SPECIAL, INDIRECT,
INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, FOR LOST INCOME OR PROFITS, IN ANY WAY ARISING
OUT OF OR RELATED TO THIS CONTRACT, EVEN IF Clicks4Success
HAS BEEN ADVISED AS TO THE POSSIBILITY OF SUCH DAMAGES.
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