Terms & Conditions

Last Revised: (September, 4th, 2018)

Welcome to adzsafe.com, website and online service of Adzsafe Inc. (“Adzsafe”, “AdzSafe”, “we”, “our” or “us”), including https://www.adzsafe.com/ (Together with its subdomains, content, marks and services, the “site”). User collectively refers to all AdzSafe’s clients, visitors, and any person uses or interacts with AdzSafe’s website, software and codes. This page explains the Terms and Conditions by which you may use our online services. These terms do not alter the Terms or conditions of any other agreement you may have with Adzsafe for products, site or otherwise. If you are using our services on behalf of any entity, you represent and warrant that you are authorized to accept these terms on such entity’s behalf, and that such entity agrees to be responsible to us if you violate these terms, including any liability or expense arising from claims. According to these terms, an arbitration of disputes provision is mandatory that requires the use of arbitration on an individual basis to resolve disputes rather than jury trials or class actions. By using our services, you signify that you have read, understood, and agree to be bound by this Terms of service. These terms apply to all users, visitors, and others who access the service.

We reserve the right to modify or update these terms at any time and at our sole discretion, and so you should review this page periodically. If we make changes to these terms, we will update the ‘Last Revised’ date at the top of this page. If we make material changes to this agreement, we will notify you either by directly sending you a notification or by posting a notice of such changes prior to implementing the change. Your continued use of the service after any such change confirms your acceptance of the revised Terms. If you do not agree to be bound by these Terms, you must stop using or accessing (or continue to access) this service.

Please read the following Terms of use carefully before using this site to ensure that you understand each provision so that you are aware of your legal rights and obligations. You hereby renounce any rights which require retention of non-electronic records or delivery or an original signature or delivery, to the extent not prohibited under applicable law. By accessing or using our service, including embedding our code on your site, you expressly acknowledge and agree that you are entering a legal agreement with us and have fully understood and agreed to comply with, and be legally bound by these Terms & Conditions.

Privacy

Each of User Client and Adzsafe must maintain a privacy policy that provides notice of data collection practices related to the services and usage of the Client data and Adzsafe data, including without limitation, web beacon, use of cookie, or other tracking methods, and discloses its privacy practices and operate in accordance with all policies and all applicable privacy and data security laws and regulations. Our privacy policy (https://www.adzsafe.com/Privacy_policies) describes how we handle the information you provide to us when you use our services.

Client and User understand that through your use of AdzSafe website and software you consent to the collection and use of this information when Adzsafe website or software is used or accessed on your website, browser, computer or phone. You shall abide by an appropriate privacy policy and will comply with all applicable laws, policies and regulations relating to the collection of information.

Unguaranteed compatibility between AdzSafe and another software or hardware:

User and Client fully understand and agree that AdzSafe software and solution are correlated and dependent on other hardware and software, such as computers, phones, operation systems, web browsers, Ad blocking software, and desktop and phone applications and extensions, - Where any software or hardware is subject to continuous and unexpected updating and modification at an unknown time, - Therefore, a new update or modification to another software or hardware could lead to incompatibly with to AdzSafe software, in a way that AdzSafe software, or the other hardware or software crashes or fails to operate some or all of its functions. - When Client or User notices any incompatibility between AdzSafe and his/her website, browser, computer or phone, s/he shall first restart the browser or the device , if the issue is not resolved, then to disable AdzSafe’s software and codes. Further, Client shall turns off his/ her running AdzSafe’s campaigns from his account on AdzSafe website, and notify the AdzSafe team. - A client fully understands and agrees that any already used and executed tokens or any other rendered AdzSafe service are non refundable.

Confidentiality

Each party agrees that it will not disclose or use the confidential information, including non-public information, including without limitation and the terms of this agreement of the disclosing party, without prior written consent of disclosing party, during the term and thereafter. The Adzsafe data is the confidential information of Adzsafe. Each party consents that it will take reasonable steps to protect its own confidential information, during the term and thereafter to prevent the disclosure of the other party’s confidential information other than to its affiliates, subsidiaries, employees or other agents who must have access to such confidential information for such party to exercise its rights or perform its obligations hereunder, who will each agree to comply with this confidentiality section. This section shall survive any expiration or termination of this agreement. Confidential information of disclosing party shall not be used by the other party for any purpose other than exercising other party’s rights and performing other party’s obligations as contemplated hereunder, and other party will not otherwise at any time disclose the confidential information of disclosing party to any third party without prior written consent of disclosing party.

Limitation of liability

To the fullest extent permitted by applicable law, in no event, whether as a result of breach of contract, strict liability, or otherwise, shall Adzsafe parties and its directors, officers, employees or agents be liable to any third party for interest charges or cost of capital, or special, or indirect, capital, incidental, exemplary, consequential or punitive damages of any nature, including but not limited to loss of use of any equipment or software, systems, facilities, loss of profits or revenues, loss of data or information, claims of customers, lack or loss of productivity, under any theory of liability, including but not limited to contact or tort, and whether or not the party or any third party were or should have been advised or aware of the possibility of such damage and notwithstanding the failure of essential purpose of any limited remedy stated herein. In no event shall the aggregate liability of Adzsafe exceed any compensation you pay, if any, to Adzsafe for access to or use of the site.

Indemnification

You agree to defend, indemnify and hold harmless Adzsafe and its wholly owned subsidiaries, at your expense, from any and all third party claims, actions, proceedings, and suits brought against Adzsafe or any of its officers, agents, affiliates, partners, employees, service providers, licensors, consultants or independent contractors (collectively, the “Adzsafe Parties”), and all related damages, liabilities, penalties, settlements, expenses, fines or costs, including reasonable attorney’s fees and other litigation expenses incurred by Adzsafe or any of its officers, agents, affiliates, partners, employees, service providers, licensors, consultants or independent contractors, arising out of or relating to, (i) your use of the service; (ii) your breach of any term or condition of this agreement; (iii) any claims made by or on behalf of any third party pertaining directly or indirectly to your use of the service; (iv) your violations of applicable laws, rules or regulations in connection with the service; (v) violations of your obligations of privacy to any third party; (vi) Any claims with respect to acts or omissions of any third party in connection with the service; (vii) any warranties and representations made by you concerning any aspect of the service to any third party. Adzsafe will provide you with prior written consent of any claim, suit or action from which you must indemnify Adzsafe.

Terms for the use of the website

The website’s materials and content shall only be used for information and non-commercial purposes and no other use of the content or information is authorized. Adzsafe does not give user the right to collect or use the contents and services contained on the website for the purposes prohibited by Adzsafe. User shall not indulge in any data extraction or data mining activity whatsoever. Adzsafe does not give user right to create any derivative work of the contents, services, or products of the website or of any third party content or service available via the website. A user shall not modify, reproduce, re-design, distribute, republish, import, alter, sell, offer for sale or otherwise use any part of the website content in any way, unless expressly permitted to do so by Adzsafe. User shall not make any unauthorized copy of any Adzsafe trademark. Adzsafe does not convey any interest in or to the information, services or content available via the website or any other Adzsafe material including property by permitting the user to access the website.

Use of our services

Client shall be solely responsible for Client’s direct or indirect use of the services, including access to and use of the account and safeguarding usernames and passwords, and the Adzsafe data. Client shall use the services only in compliance with the terms of this agreement and all applicable international, national, state, and local laws, rules and regulations. Use of the services and the Adzsafe data is subject to all applicable guidelines and policies, including without limitation, Adzsafe’s privacy policies available at (https://www.adzsafe.com/Privacy_policies), and Client acknowledges and agrees that Client will be found by the applicable privacy policy relevant to each user’s jurisdiction of residence. Using or accessing our services does not give you ownership of any intellectual property rights in our services or the content you access.

In order to use the services, a user will have to register as a Client by opening an account and providing certain information to Adzsafe. Client agrees to provide any additional information regarding Client’s sites and proposed Client sites that Adzsafe may reasonably request. Adzsafe grants Client a license to include the AdzSafe code on the approved Client sites. Client shall place the code, without modification, directly within the HTML code. Client will promptly remove the code from any of the Client sites upon Adzsafe’s prior written consent. Client may not place AdzSafe code on any website that has not been approved by Adzsafe in advance.

Miscellaneous

In all matters relating to this agreement, each party hereto is and shall remain an independent contractor. Neither party shall be authorized to delegate any of obligations or assign any of rights or under this agreement hereunder without providing prior written consent to the other party. Any attempted delegation or assignment in violation of this agreement will be void, null and of no effect. Neither party shall be considered to be an employee or legal representative of the other, nor shall either party have any right or authority to create any obligation on behalf of the other party. This agreement contains the entire agreement between the parties regarding the use of the services and/or the Adzsafe data. Adzsafe’s failure to exercise or enforce any right or provision of this agreement shall not operate as a waiver of such right or provision. Neither party shall be liable for any delay or failure in the performance of its obligations hereunder due to any situation beyond its reasonable control, including without limitation to, fires, shortages, strikes, flood, storm, earthquakes, explosions, internet outages, riots, insurrection, war, acts of God and governmental action. The relationship between you and Adzsafe is not one of a legal partnership relationship, but is one of independent contractors. This agreement will be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto.

Term and termination

If User or Client is no longer interested in AdzSafe and its codes and services, s/he must stop using this website, and remove Adzsafe codes and software from any computer, phone or online server that s/he he owns or represents. Upon termination of this agreement, 1. User and Client shall promptly return AdzSafe’ property including any confidential information, or certify or destroy the destruction of any versions of AdzSafe software. 2. All rights and licenses granted to Client hereunder shall cease immediately. 3. Client will not be entitled to any refund of already executed and used tokens or services. 4. Client must pay immediately any outstanding balance for service already rendered through the date of termination.

Any provisions of this agreement that, in order to fulfill the purposes of such provisions, need to survive the termination of this agreement shall be considered to survive for as long as necessary to fulfill such purposes, following the termination of this agreement. Adzsafe may limit user’s activity, indefinitely suspend, temporarily suspend, or refuse to provide the website services, at any time, unconditionally, and without the need to have or show a cause.

Restrictions

Client shall not directly or indirectly use the services or the Adzsafe data except as expressly authorized herein, and shall not use the Adzsafe data for any purpose other than internal analytics purposes, except as permitted by applicable law, copy, modify, distribute, reproduce, damage, decompile, disassemble, interfere with or create derivative works of the services or Adzsafe data. Client shall not directly or indirectly breach, interfere with or tamper with the proper working of the services or the Adzsafe data or use or develop or attempt any workaround for any security measure related to the services or the Adzsafe data. Client is not allowed to place any content on any of the Client sites that breaches a third party’s rights; infringes or misappropriates a third party’s intellectual property or other proprietary rights; or contains or promotes objectionable activity. Client shall not indulge in any prohibited activity or click on the ads served on Client sites. Client shall not directly or indirectly encourage the visitors of Client sites to click on the ads protected by Adzsafe.

Client shall not directly or indirectly use the services or the Adzsafe data except as expressly authorized herein, and shall not use the Adzsafe data for any purpose other than internal analytics purposes, except as permitted by applicable law, copy, modify, distribute, reproduce, damage, decompile, disassemble, interfere with or create derivative works of the services or Adzsafe data. Client shall not directly or indirectly breach, interfere with or tamper with the proper working of the services or the Adzsafe data or use or develop or attempt any workaround for any security measure related to the services or the Adzsafe data. Client is not allowed to place any content on any of the Client sites that breaches a third party’s rights; infringes or misappropriates a third party’s intellectual property or other proprietary rights; or contains or promotes objectionable activity. Client shall not indulge in any prohibited activity or click on the ads served on Client sites. Client shall not directly or indirectly encourage the visitors of Client sites to click on the ads protected by Adzsafe.

Authorizations

Adzsafe may reject protecting a specific ad from Client sites, modify or suspend the services and/or delete publisher’s account at any time for any reason or no reason. Client authorizes Adzsafe to restrict Ad blocker users from viewing or accessing Client’s website, unless they install AdzSafe software or extension to their computers or phones. Client shall use the services only in compliance with the terms of this agreement and all applicable international, national, state or local laws, rules and regulations. Unless Adzsafe expressly agree otherwise, Adzsafe will have the sole discretion to establish pricing and other terms and conditions with advertisers; to select, identify or manage relationships with advertisers and take all actions relating to the foregoing.

Copyright and limited license

All materials on Adzsafe software, extension, and the site, including without limitation, the Adzsafe logo, and all designs, graphics, text, pictures, information, data and other files and the selection and arrangement thereof (collectively, “site materials”) are the proprietary property of Adzsafe and are protected by international copyright laws. The Client hereby grants Adzsafe a sub-licensable, irrevocable, unrestricted, fully-paid, perpetual and royalty-free right to use

Adzsafe grants you a limited, nontransferable, nonexclusive, nonsublicensable license to access and use the site materials. However, that such license doesn’t include, 1. Any distribution, public display or public performance of any AdzSafe materials 2. Rent, sell, lease, assign or otherwise transfer rights of AdzSafe materials 3. Modify, adapt, copy, translate or making any derivative uses of the site materials, or any portion thereof 4. Any use of site materials other than for their intended purposes 5. Downloading of any portion of the site materials, except as expressly permitted on the site 6. Use of any data mining, extraction methods, robots or similar data gathering

Unless clearly stated herein, nothing in these terns shall be interpreted as granting any license to intellectual property rights, whether by implication, estoppel or otherwise. Adzsafe may revoke license at any time. Adzsafe may use Client’s name and logo in presentations and marketing communications. Adzsafe acknowledges that all goodwill generated through Adzsafe’s use of any Client’s marks will inure to Client’s benefit and Adzsafe hereby assign and will assign to Client any and all goodwill generated through our Adzsafe’s of any of Client’s marks, without any payment or other consideration of any kind to Adzsafe.

Intellectual property rights

The content on the Adzsafe site, including without limitation, descriptions, articles, documents, text, brochures, software, products, photos, graphics, videos, sounds, interactive features and services (collectively, the “Content”), and the service marks, trademarks and logos contained therein (collectively, “Marks”), are the property of Adzsafe and/or its licensors and may be protected by applicable copyright or other intellectual property laws and treaties. “Adzsafe”, the Adzsafe logo, and other marks are Marks of Adzsafe and its affiliates. Adzsafe reserves all rights not expressly granted in and to the site and the content. The content on the Adzsafe site is provided to you for your information and personal use only and may not be modified, copied, used, transmitted, sold, licensed, de-complied, displayed, or otherwise utilized for any other purposes whatsoever without our prior written consent.

Advertiser reserves the right, in its sole discretion, to immediately terminate the agreement or remove or reject any advertiser property from the Client properties or withhold payment where such Client properties do not comply with the terms stipulated herein, or that advertiser’s sole reasonable judgment, do not comply with any applicable law. Client properties shall not be targeted to minors, and shall at all times comply with any and all required notifications to end users. Client shall comply with the applicable data policy regulations without limiting from the foregoing.

Third parties

If you use the service on behalf of the third party or third party otherwise uses the service through your account, whether or not you are authorized by Adzsafe to do so, then you represent and warrant that you are authorized to act on behalf of, and bind to this agreement, the third party to all obligations that you have under this agreement. The website may contain links to other sites which are not under the control of, or maintained by, Adzsafe. Adzsafe undertakes no obligation to monitor such sites, and you agree that Adzsafe shall not be liable or responsible, in any manner whatsoever, for content or services provided by such sites or any technical or other problems associated with any such third party sites or links.

Adzsafe may use third parties to provide certain services or products accessible through the website. Adzsafe may provide third party content on the site and may provide links to web pages and content of third parties (collectively the “third party content”) as a service to those interested in this information. Client agrees that Adzsafe shall not be liable to the Client in any way for the use of such services. These third parties may have their own terms of use and other policies. Adzsafe does not control, endorse or adopt any third party content and makes no representation or warranties of any kind regarding the third party content, including without limitation regarding its accuracy or completeness.

Duties and obligations of the clients

Client shall not violate any law, statue, ordinance or regulation relating to the use of the website and the services provided by Adzsafe through the website. Client undertakes not to use the website for illegal purposes. Client agrees that he/she has read, understood and agrees to be bound by these terms of the website. Client agrees to provide accurate information while registering with the website. The Client represents and warrants that he/she is legally capable of entering into binding contracts by registering with the website. Client shall not interfere with or disrupt the website, or networks connected to, or any activity conducted on the website in any manner including, but not limited, use of viruses or other similar computer programming. Client shall not indulge in any activity or transaction, through the website, that could cause Adzsafe to violate any applicable law, statue, ordinance or regulation. Client agrees that Client alone shall be fully responsible for protecting the privacy of the username and the password. Client shall ensure that the password is not misused by anyone. Client shall not use spider, scraper, robot or other device or automated means to access the website, or to monitor the activity, or copy pages and other contents from the website. Client shall not take any action that Adzsafe, in its sole discretion, believes imposes an unreasonably large load on Adzsafe services, including without limitation, deep linking into the website. Client agrees to follow all the applicable laws.

Disclaimer

The services and the site materials on Adzsafe are provided “As-Is” basis and as available without warranties of any kind, either implied or express. To the extent permitted by applicable law, Adzsafe expressly disclaims all other warranties, express or implied, including, without limitation, implied warranties of satisfactory quality, merchantability, fitness for a particular purpose, title, accuracy, quiet enjoyment or non-infringement as to the site, including the content, information and materials contained therein. Adzsafe does not represent or warrant that the site or the site materials therein are reliable, current, complete, accurate or error-free. Adzsafe does not represent or warrant that the site or Adzsafe servers are free of viruses or other harmful components. Adzsafe shall not be liable if for any reason the website may occasionally be unavailable for routine upgrading, maintenance or other reasons at any time or for any period. Adzsafe will not be responsible for any consequences to you or third party that may result from slow connections, technical problems of internet, overload of our or other services or traffic congestion. Adzsafe does not represent, warrant, endorse or guarantee any content, product, or service that is advertised or featured on the site by a third party.

Others

These terms shall constitute the entire agreement between you and Adzsafe, Inc. regarding your use of our products. If any provision of these terms is found to be unenforceable, then the provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions of these terms will remain in full force and effect. No waiver of any term of these terms shall be deemed a further or constituting waiver of such term or any other term, and a party’s failure to assert any right or provision under these terms shall not constitute a waiver of such right or provision. Any alteration to or waiver of these terms must be made in writing and signed by us. You will not transfer any of your rights or obligations under these terms to anyone else without our prior written consent. We reserve all rights not expressly granted to you. Adzsafe reserves the right to discontinue or modify any aspect of the site, software and extension any time. The relationship between you and AdzSafe, and these terms shall be governed by and construed in accordance with the laws, without regard to its principles of conflict of laws. If you do not comply with these terms, we don’t take action right away, this doesn’t mean that we are giving up any rights that may have (such as taking action in future). These terms control the relationship between you and Adzsafe; they do not create any third party beneficial rights.