Terms & Conditions
This Agreement constitutes the entire and only agreement between us and you, and superseded all prior or contemporaneous agreements, representations, warranties and understandings with respect to the Site, the content, products or services provided by or through the site, and the subject matter of this Agreement. This Agreement may be amended at any time by us from time to time without specific notice to you.
The term of these Terms commences on the Start Date set forth when your application to sign on with PublicRecordAds.com was submitted. This continues in force and effect until terminated pursuant to section two.
PublicRecordAds.com shall have the right to terminate any agreement in whole or in part, with or without cause, at any time.
During the term of this Agreement, and for a period of five years following any termination, neither party will use or disclose any confidential information of the other party except as provided herein. “Confidential Information” includes the following: (1)advertisements, prior to publication, (2)Agreements made between you and PublicRecordAds.com, (3)any PublicRecordAds.com statistics and information designated by either party in writing, or identified orally at time of disclosure as “confidential” or “proprietary”. This restriction does not apply to any information that has become public known through no breach by a party, or has been: (1)independently developed without access to the other party’s confidential information; (2) rightfully received from a third party; (3) approved in writing for release by the disclosing party; (4) required to be disclosed by law or by a governmental authority.
The content, organizations, graphics, design, compilation, magnetic translation, digital conversion and other matters related to the site are protected under applicable copyrights, trademarks and other proprietary rights. You do not acquire ownerships rights to any content, document or other materials viewed through the Site.
5. Limitations of Liability
In no event shall PublicRecordAds.com be liable for any act or omission, or any event directly or indirectly resulting from any act or omission, of Customer, or any third parties (if any). Except for the parties indemnification and confidentiality obligations hereunder, (1) 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 (2) each party’s aggregate liability under this agreement for any claim is limited to the amount paid or payable to PublicRecordAds.com from customer.
6. Customer’s Responsibilities
Customer is responsible for the selection of networks, the content and display of advertisements, and URL links including any trademark issues associated therewith. Customer shall ensure that (a) Customer holds all rights needed to permit the use, reproduction, display, transmission, and distribution of the advertisements and all contents therein (“Use”) by PublicRecodAds.com, Customer’s networks, any data regarding users, and any material to which users can link, or any products or service made available to users through the advertisement will not (1) violate any criminal laws or third party rights; (2) encourage conduct that would constitute a criminal offense or violate any law; or (3) give rise to civil liability.
7. Advertisement Placement and Modification
Customer (you) agrees that advertisements will be displayed whenever the selected network is selected, either alone or in combination with other terms. If PublicRecordAds.com received a complain from a third party alleging that the advertisements corresponding to you infringe the thirds party’s trademark or other proprietary rights, PublicRecordAds.com shall have the right to disable the advertisements at issue.
Each party agrees to indemnify the other party and its respective agents, affiliates, subsidiaries, directors, officers, employees and applicable third parties (e.g., syndication partners, licensors, licensees, consultants, and contractors) from and against any third party claim, liability, loss and expense (including damage awards, settlement amounts, and reasonable legal fees and expenses incurred by the indemnifying party in such defense) ("Liabilities"), arising out of the breach by the indemnifying party of its obligations under this Agreement and failure to comply with applicable law in the performance of its obligations hereunder during the Term. The indemnification obligations regarding the Indemnified Person(s) and Liabilities shall exist only if the indemnified party (the "Indemnitee") (1) promptly notifies the indemnifying party (the "Indemnitor") of any claim, (2) provides the Indemnitor with reasonable information and cooperation in defending the claim, and (3) gives the Indemnitor full control and sole authority over the defense and settlement of such claim. The Indemnitee may join in defense with counsel of its choice at its own expense. The Indemnitor shall not reimburse the Indemnitee for any expenses incurred without prior written approval.
9. Limited License; Permitted Uses
This Agreement: (1) shall be governed by the laws of California, except for its conflicts of laws principles. This constitutes the entire agreement between the parties with respect to the subject matter hereof. Each party hereto is duly authorized to enter into this Agreement and perform its obligations hereunder. The parties will negotiate any dispute hereunder in good faith within thirty (30) days of receiving written notice; this obligation shall not eliminate any remedies available to the parties. Any notices shall be sent to the addresses set forth in the application by facsimile or overnight courier and shall be deemed given upon receipt. The waiver of any breach or default of this Agreement will not constitute a waiver of any subsequent breach or default. If any provision herein is unenforceable under any applicable law, then such provision will be modified to reflect the intention of the parties, and the remaining provisions of this Agreement will remain in full force and effect. Customer may not resell, assign, or transfer any of its rights hereunder. Any such attempt shall automatically terminate the Agreement, without liability to PublicRecordAds.com.