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| QUANTster Banner Advertising Agreement / Terms and Conditions Welcome to the QUANTster online advertising sale and display service (the "Service"). You ("Advertiser") will post a Banner Ad ("Ad") that is displayed on QUANTster.com, a World Wide Website. You are buying the Ad from the organization or person who manages the website ("Publisher"). Ads are viewed by members of the public ("User"), who access QUANTster.com via the World Wide Web. The Service is a venue for a Publisher and an Advertiser to organize, complete and fulfill advertising transactions. This QUANTster Advertising Agreement (the "Agreement") is solely between the Publisher and you, the Advertiser. 1. Conditions for Advertising / Payments: 1.1 Subject to approval by Publisher, Advertising is available to anyone who registers all the required information and has paid for the advertising submitted ("Advertiser Content") in a manner required herein. 1.2 Ads purchased are non-refundable and non-transferable. Once publisher has approved and published an Ad from an Advertiser it is the sole responsibility of the Advertiser to provide any additional Advertiser Content that may be required. Payment for Ads are due in advance unless special arrangements are made with the Publisher in writing. 1.3 Advertiser agrees to pay all applicable charges under this Agreement, including any applicable taxes or charges imposed by any government entity. Charges shall be calculated solely based on records maintained by Publisher and its designees. No other measurements or statistics of any kind shall have any effect under this Agreement. 1.4 Publisher and its designees reserve the right to, and in their sole discretion may, at any time review, edit, reject, or modify any ad. No liability of Publisher or its designees shall result from any such decision. 1.5 Payment may take place via a PayPal e-mail invoice, with credit card, using WorldPay's secure payment system ("Payment Solution Providers"), or, upon Publishers written approval, by wire transfer or check. PayPal payments may be limited by terms of Payment Solution Providers. 1.6 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, or (c) that is defamatory, obscene, threatening, abusive or hateful. Publisher and its designees reserve the right to restrict, suspend, or terminate Advertiser's access to all or any part of the Ad system at any time, for any or no reason, with or without prior notice, and without liability. 1.6 Advertiser acknowledges and agrees that Publisher or its designees may preserve Advertiser Content and may also disclose Advertiser Content if required to do so by law 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; or (d) protect the rights, property, or personal safety of Publisher, Users, and the public. 1.7 All prices and terms are subject to change. The current terms of this Agreement can always be publicly accessed via the Advertising page of QUANTster.com. 2. Representations and Warranties: 2.1 All advertisements are published upon the representation by the Advertiser that the Advertiser is authorized to publish the entire contents and subject matter thereof, that the contents are not unlawful and do not infringe the rights of any person or entity and that the Advertiser have obtained all necessary permission or releases. 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 is displayed, does not breach and has not breached any duty toward or rights of any person or entity and is not false, misleading, defamatory, libelous, slanderous or threatening. 2.3 Publisher, its affiliates, partners and third-party service providers make no guarantee regarding the levels of impressions or clicks for any Ads placed on QUANTster.com. 2.4 Publisher, its affiliates and third-party service providers act as a passive conduit for the online distribution and publication of Advertiser-submitted information and has no obligation to screen communications or information in advance and is not responsible for screening or monitoring any material posted by users. 2.5 Publisher, 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. 2.6 ADVERTISER ACKNOWLEDGES THAT ADVERTISER IS USING THE SERVICE AT ADVERTISER'S OWN RISK. THE SERVICE IS PROVIDED "AS IS", AND PUBLISHER, 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. PUBLISHER, 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. 3. Limitations of Liability, Indemnification 3.1 PUBLISHER, ITS 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. 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 YOU. YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE. ADVERTISER HEREBY AGREES TO RELEASE PUBLISHER, ITS AFFILIATES, PARTNERS AND THIRD-PARTY SERVICE PROVIDERS, AND EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS FROM 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 USE OF THIS SITE. 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". 3.2 Advertiser acknowledges that, due to the nature of the Internet, Publisher, its affiliates, partners and third-party service providers can assume no liability for unauthorized copying of Ad content by Users. 3.3 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. 3.4 The entire aggregate liability for Publisher, its affiliates and third-party service providers to Advertiser for all claims arising from the use of the Service is limited to an amount equal to the sums actually received by Publisher under this Agreement. 4. COPYRIGHT NOTICE: Publishers works of authorship contained in the site including but not limited to all design, text, and images, are owned, except as otherwise expressly stated, by publisher. Except as otherwise expressly stated herein, they may not be copied, transmitted, displayed, performed, distributed (for compensation or otherwise), licensed, altered, framed, stored for subsequent use, or otherwise used in whole or in part in any manner without prior written consent, except to the extent permitted by the Copyright Act of 1976 (17 U.S.C. § 107), as amended, and then, only with notices of proprietary rights. 5. TRADEMARK NOTICE: "QUANTster" is a US trademark and is protected by law. Unauthorized use in forbidden. Other featured words or symbols, used to identify the source of services, are the trademarks of their respective owners. 6. Miscellaneous 6.1 This Agreement shall be governed in all respects by the laws of New York and the parties agree to submit to the non-exclusive jurisdiction of the New York courts. 6.2 All correspondence should be sent to the Publisher via the address specified on Publisher's site. 6.3 Publisher or its designees may retain and use for its own purposes all information Advertiser provides, including but not limited to Ads, URLs, contact and billing information. Publisher or its designees may share aggregate (i.e., not personally identifiable) information about Advertiser with other advertisers, business partners, including syndication Partners, sponsors, and other third parties. Publisher or its designees may use Advertiser Content in RSS feed, its promotions, press releases and other marketing materials. 6.4 While Publisher, its affiliates, partners and third-party service providers do value Advertiser feedback on the Services, 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 Publisher, its affiliates, partners and third-party service providers. None of the Submission shall be subject to any obligation of confidence on Publisher, its affiliates, partners and third-party service providers, and the same shall not be liable for any use or disclosure of any Submission. Publisher, 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 In the event that the bulk of the assets of Publisher, its affiliates, partners and third-party service providers is acquired, user data submitted via the Service may be among the transferred assets. 6.6 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 Yahoo 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. 6.7 The terms of this disclaimer are governed by the laws of the State of New York. |
