You are agreeing to submit your Product (Digital Product) for Advertising under flowing terms and conditions.
Here Client Means who want to enlist his/her product at SitePins.com for advertisement or enlisting and Publisher Means SitePins.com and its Owner.
Clint has to pay 30 USD for each submission.
The Client shall be responsible for full payment of the Advertisements as listed in Table A. All fees are due and payable prior to the run date of the advertisement.
Client Shall be responsible for bearing any kinds of Payment Processing Fees.
After Start Publishing advertisement All payments will be treated as non-refundable.
CLIENT DELIVERY & RESPONSIBILITIES:
DELIVERY: Client shall be responsible for delivering all advertising content (the “Content”) to the following email address: [email protected]
If a Client does not deliver the Content As publisher Requirement, Publisher shall not be liable or responsible for any delayed start of the Advertisement. In such a case, Publisher and Client may confer in writing, for which email will suffice, for the discussion of new run dates for the Advertisement. However, Publisher may decide, in Publisher’s sole and exclusive discretion, to limit the scheduled run time of the Advertisement due to late delivery of Content.
CONTENT REQUIREMENTS: The client shall be solely responsible for providing the Content in the formats required by Publisher. Advertisements produced under this Agreement will conform to the Publisher’s existing editorial voice and style. Publishers must individually approve all Content for Advertisements and are not bound to approve any individual piece of Content. The publisher is not liable for any Advertisement or portion of any Advertisement which may not conform to the required criteria.
ERRORS: Errors and omissions in Content are the sole and exclusive responsibility of the Client. The client shall immediately notify Publisher of any error or omission and Publisher will act with reasonable speed to correct such error or omission.
Publisher may reject, remove, or modify any Advertisement in Publisher’s sole and exclusive discretion and is under no obligation to approve any Content submitted.
NB: Some time Content (Text and Images) May Provide By Publisher (Themefisher) But it Must be fixed Through discussion with the Client through email or any other electronic messaging system.
MODIFICATION AND CANCELATION REQUESTS:
Clients may request a modification of the Content in writing to Publisher. The publisher is not obligated to modify any Content or Advertisement, but requests to do so will not be unreasonably denied.
The client may request cancelation of an existing Advertisement in writing to Publisher. Such a request must be received prior to the commencement of any work being completed by Publisher on the Advertisement to be considered. For any request for canceling made after Publisher has begun work on the Advertisement, Client will not be entitled to a refund of any monies paid for that Advertisement.
Client represents to Publisher and unconditionally guarantees that all Content delivered by Client to Publisher for the Advertisements is the sole and exclusive intellectual property of Client, there are no encumbrances on the Content, and that Client has the right to license the Content for Publisher’s use. Client hereby represents and warrants that the Content will not violate the intellectual property rights of any third party.
The client also represents and unconditionally guarantees that all Content is not defamatory, discriminatory, violent, or obscene, does not constitute false advertising, solicit unlawful behavior, or violate any applicable laws, rules, or regulations and that all Client has the unencumbered to right to sell the products or services as listed in the Advertisements.
Should any Content be (1) adjudicated to be infringing, defamatory, discriminatory, violent, obscene, false advertising, or any other violation of applicable law, rules, or regulations by a competent court of law or judicial authority, including a neutral mediator or arbitrator; or (2) questioned as infringing by a or letter or notice from a purported rightsholder, Client will specifically indemnify and hold Publisher, including all of Publisher’s employees, contractors, agents, and assigns, harmless from all legal claims and demands, including attorney’s fees, which may arise from or relate to any infringement claim by any third party. Such indemnification includes the cost responding to any such rightsholder and all costs involved in removing the Advertisements. The client agrees such indemnification shall specifically include the payment of Publisher’s actual attorney’s fees in defending any such action. The client agrees that the Publisher shall be able to select its own legal counsel and may participate in its own defense if Publisher wishes.
LICENSE: Client hereby grants to Publisher a limited, non-exclusive, non-transferable, non-assignable, royalty-free license to use any Content for the limited purposes of producing and running the Advertisements.
The license granted through this Agreement will automatically terminate at the termination of this Agreement.
Client shall indemnify and hold harmless Publisher and its officers, members, managers, employees, agents, contractors, sublicensees, affiliates, subsidiaries, successors, and assigns from and against any and all damages, liabilities, costs, expenses, claims, and/or judgments, including, without limitation, reasonable attorneys' fees and disbursements (collectively, the “Claims”) that Client may suffer from or incur and that arise or result primarily from (i) any gross negligence or willful misconduct of the Client arising from or connected with the Client’s carrying out of its duties under this Agreement, or (ii) the Client’s breach of any of its obligations, agreements, or duties under this Agreement.
Clients must follow the Publisher preferred media of communication.
LIMITATION OF LIABILITY:
The Parties acknowledge and agree that the following provisions are material conditions of this Agreement and reflect a fair allocation of risk between the parties:
The publisher makes no express or implied warranty or representation to Client that operation of the Website will be uninterrupted, have full functionality at all times, or be error-free. Publisher will not be liable for consequences resulting from any interruption of service, malfunction, or error.
Except as expressly provided for in this Agreement, Publisher makes no warranty, express or implied, and disclaims all implied warranties of merchantability, title, accuracy, integration, and fitness for a particular purpose with respect to the Website.
Except for the indemnification provision listed above, in no event shall either party be liable under this agreement to the other Party for any incidental, consequential, indirect, statutory, special, exemplary or punitive damages, including, but not limited to, lost profits, loss of use, loss of time, inconvenience, lost business opportunities, damage to goodwill or reputation, and costs of cover, regardless of whether such liability is based on breach of contract, tort, strict liability or otherwise, and even if advised of the possibility of such damages.
Each party’s aggregate liability for any claims relating to this agreement will be limited to an amount equal to the sum of the amounts paid by Client to Publisher hereunder.
Any claims made pursuant to this section must be made within one year of the incident to which they relate or forever be barred.
a) GOVERNING LAW: This Agreement shall be governed in all respects by the laws of Bangladesh and USA . Both Parties consent to jurisdiction under the lower and high courts within Bangladesh and State and federal courts of India. The Parties agree that this choice of law, venue, and jurisdiction provision is not permissive, but rather mandatory in nature. The venue for any disputes permitted under this Agreement in the following county: Bangladesh, USA
b) LANGUAGE: All communications made or notices given pursuant to this Agreement shall be in the English language.
c) ASSIGNMENT: This Agreement, or the rights granted hereunder, may not be assigned, sold, leased or otherwise transferred in whole or part by either Party.
d) AMENDMENTS: This Agreement may only be amended in writing signed by both Parties.
e) NO WAIVER: None of the terms of this Agreement shall be deemed to have been waived by any act or acquiescence of either Party. Only an additional written agreement can constitute a waiver of any of the terms of this Agreement between the Parties. No waiver of any term or provision of this Agreement shall constitute a waiver of any other term or provision or of the same provision on a future date. Failure of either Party to enforce any term of this Agreement shall not constitute a waiver of such term or any other term.
f) SEVERABILITY: If any provision or term of this Agreement is held to be unenforceable, then this Agreement will be deemed amended to the extent necessary to render the otherwise unenforceable provision, and the rest of the Agreement, valid and enforceable. If a court declines to amend this Agreement as provided herein, the invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of the remaining terms and provisions, which shall be enforced as if the offending term or provision had not been included in this Agreement.
g) ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between the Parties and supersedes any prior or contemporaneous understandings, whether written or oral.
h) HEADINGS: Headings to this Agreement are for convenience only and shall not be construed to limit or otherwise affect the terms of this Agreement.
i) COUNTERPARTS: This Agreement may be executed in counterparts, all of which shall constitute a single agreement. If the dates set forth at the end of this document are different, this Agreement is to be considered effective as of the date that both Parties have signed the agreement, which may be the later date.
j) FORCE MAJEURE: Publisher is not liable for any failure to perform due to causes beyond its reasonable control including, but not limited to, acts of God, acts of civil authorities, acts of military authorities, riots, embargoes, acts of nature and natural disasters, and other acts which may be due to unforeseen circumstances.
k) NOTICES ELECTRONIC COMMUNICATIONS PERMITTED: Any notice to be given under this Agreement shall be in writing and shall be sent by first-class mail, airmail, or e-mail, to the address of the relevant Party set out at the head of this Agreement, or to the relevant email address set out above or other email address as that Party may from time to time notify to the other Party in accordance with this clause.
Notices sent as above shall be deemed to have been received 3 working days after the day of posting (in the case of inland first class mail), or 7 working days after the date of posting (in the case of airmail), or next working day after sending (in the case of e-mail).
In proving the giving of a notice it shall be sufficient to prove that the notice was left, or that the envelope containing the notice was properly addressed and posted, or that the applicable means of telecommunication was addressed and dispatched and dispatch of the transmission was confirmed and/or acknowledged as the case may be