This agreement and terms thereof, will be made effective on the day of listing, by and between the applicable Indianapolis Wedding Vendor (otherwise known as “Advertiser”)at the address listed above, and Pinpoynt Media (otherwise known as “Website Owner”) at 8002 Castleway Drive, Indianapolis, IN, for advertising (otherwise known as "Advertisement") and will be upheld throughout the twelve month term of this agreement. Additional Parties and components addressed in this contract include Lead Share Participants (otherwise known as "Website Participants"), program for lead sharing (otherwise known as "Lead Share Program") and individual Website Participants (otherwise known as "Leads").
Whereas, the Web Site Owner owns and operates a certain website identified as IndyBride2B.com (the Website).
Whereas, Advertiser desires to have profile page and/or listings (otherwise known as "Advertisement") placed on the Website to promote its goods or services.
Now, therefore, Advertiser and Website Owner agree as follows:
A. Scope of Services
Website Owner will display advertisements, listings, and profile pages and other pages linked thereto in return for monthly subscription fee designated by Website's registration system.
B. Types of Services
A "full-profile" Advertisement is a link from the applicable category listing page directly to the Advertiser's profile page within the Website. This space may be utilized in the following capability, so should the Advertiser choose:
1.) Advertiser's Logo, Indianapolis/Indiana region/territory, Address, Contact Information, and link to Advertiser's own website.
2.) The criteria as it is selected from the Advertisement (profile) set up/registration pages of the Website.
3.) Advertisement space for a 300-350 word company/product description.
4.) Advertisement space for a Google Map embed.
5.) Advertisement space for video via YouTube, or a Google virtual tour embed.
6.) A link to the Advertiser's email of choice as determined and designated in the Advertisement (profile) set up/registration page of the Website.
7.) Gallery space for up to 20 images of the product or venue. All watermarks must be removed from gallery photography prior to uploading to the Website.
C. Manner of Display and Acceptable Content Description of Advertisement Services
Until this agreement is terminated according to its terms, the Advertisements will be displayed on the pages of the Website as indentified above. Advertisements that appear on the Website in areas designated by the Website Owner.
Advertisers will provide all artwork all well as applicable link information. Website Owners will not be held responsible for broken links or inaccurate information provided by Advertiser.
All Advertisements must conform to those standards promulgated from time to time by the Website Owner. Any failure of an Advertisement or of the site linked thereto to conform to those standards will be constitute of a breach of this Agreement.
Website Owner reserves all rights to determine whether artwork or other content submitted for the Advertisements is acceptable for use on the Website. Website Owner may, in its sole discretion, refuse the use of any Advertisements. Profile Advertisements may contain logo, graphics, images, links to Advertiser’s website, and limited word company description, and applicable downloads. Advertising copy may not contain misleading, sexually explicit, libelous, unlawful or infringements upon third party rights. All Advertisements that do not meet standards of Website Owner will be hidden from public view and Advertiser will be contacted immediately to correct any information designated by Website Owner as soon as possible.
D. Scope of Website Owner's Promotion for Advertiser
Advertiser grants Website owner permission to assist in promotion of Advertisers product and/or services through use of Website Owners social media channels including, but not limited to, Facebook, Youtube, Twitter, and Pinterest. Website owner agrees to uphold all rights for promoting the Advertiser by acknowledging and accrediting Advertiser for all image and print materials provided by the Advertiser, TO the Advertiser. Website Owner will not use image and/or print materials provided by the Advertiser for self-promoting purposes.
The Advertiser warrants that its advertisement does not infringe upon the copyright or intellectual property rights of any third person, business, or corporation. The Advertiser further warrants that its Advertisement does not contain libelous or slanderous materials, does not invade anyone’s privacy, nor contain any obscenity. The Advertiser warrants that it has unrestricted right to all trademarks, service marks, logos, graphics, portraits, photographs, pictures, or artwork contained in the Advertiser’s Advertisement. This section shall remain in effect after the termination of this Agreement.
F. Limited Warranty
In the event of an error or omission on behalf of the Website Owner’s Website, the Website Owner will correct the error or omission with 24 hours of written notification by Advertiser or any outside party. Any error or omission on behalf of the Website Owner that lasts any longer than 48 hours will be credited to the payment of the Advertisements agreed monthly fee in the form of check equivalent to the applicable daily rate based upon a 30 day month term breakdown. The Advertiser shall not be entitled to any other compensation for such error due to the Website Owner. The above limited remedies shall apply to all claims, causes of action, damages, fines and penalties or liabilities that the Advertiser may have against the Website Owner, including, but not limited to, claims based on breach of contract, torts, or product liability.
EXCEPT FOR ANY WARRANTY EXPRESSLY MADE BY THE WEBSITE OWNER PURSUANT TO THIS AGREEMENT, WEBS ITE OWNER HEREBY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY, THE IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, THE IMPLIED WARRANTY OF QUALITY OF ANY INFORMATION CONTENT, AND ANY AND ALL WARRANTIES AS TO ANY EFFORT MADE TO ACHIEVE A PARTICULAR PURPOSE. WHILE WEBSITE OWNER TAKES ANY AND EVERY PRECAUTIONARY PREVENTATIVE, WEBSITE OWNER MAKES NO WARRANTY THAT WEBSITE WILL ALWAYS REMAIN FREE OF VIRUSES OR POTENTIALLY DAMAGING CODE.
Notwithstanding in this Agreement to the contrary, in no event will the Website Owner or its employees or agents be liable for any damages or expenses caused by system failure caused by any online service or computer system failure, or by any transmission, access, or communication problems. Notwithstanding anything in this Agreement to the contrary, Website Owner is not responsible for the quality of the Advertiser’s Advertisement(s) to the extent it may be affected by any operating systems, networks, independent display mechanisms or access to online services. In no event will Website Owners be liable for any consequential, exemplary, incidental, punitive or special damages arising out of this Agreement, Including but not limited to, loss of profit, loss of data or the cost of any alternative forms of advertising, whether based on breach of contract, tort, product liability or otherwise, even if the Website Owner is informed in advance of the possibility of such damages. Website Owner’s total liability under the Agreement is limited to the payments received by the Website Owner from the Advertiser under this Agreement only.
G. Cross-Selling Restriction.
The Advertiser agrees to utilize Advertisement space for selling of a single product under the category the Advertiser chooses. Cross-selling multiple products within a single category of the Website is prohibited and Website Owner reserves the right to pull Advertisements that attempt to cross-sell from the Website. If Advertiser has multiple products or services to promote, the Advertiser must do so by securing additional space in the applicable Website promotional space.
H. Advertiser Control of Content
Advertiser will be responsible for establishing username and password to access control panel of Advertisement through designated Website portal. All information and image updates to the Advertiser’s Advertisement will be controlled and managed through this portal. Advertiser is responsible for updating their profile with current Advertisement material as changes to it arise. Website Owner will not be held responsible for material that is not current or is incorrect due to the error, omission, or outdated information on Advertiser’s Advertisement.
If assistance is needed with Advertiser’s control panel within the Website, Website Owner agrees to respond to any written request for assistance within 24 hours of contact. Requests for assistance can be submitted to firstname.lastname@example.org or you may call 317.670.5113.
Website Owner agrees to protect the privacy rights of Advertiser’s control panel access information and take every precaution to ensure its safety. Should the safety of Advertiser’s information be breached, Website Owner will immediately inform all parties affected.
The Advertiser agrees to defend, hold harmless, and indemnify website Owner, its employees and agents for any and all claims, causes of actions, damages, demands fines, liabilities, and penalties arising out of the Advertiser breach of any warranty made by the Advertiser pursuant to the Agreement. The Advertiser further agrees to defend, hold harmless and indemnify Website Owner for any and all claims, causes of action, damages, demands, fines, liabilities, and penalties arising out of the Advertisers’ negligent or reckless actions or omissions arising out of this Agreement.
J. No Approval of Endorsement by Website Owner
The Advertiser acknowledges that Website Owner does not approve, endorse, or sponsor any product or service contained in the Advertiser’s Advertisement. The Advertiser will make any representation that the Website Owner approves, endorses or sponsors any of the Advertiser’s products or services.
K. Term and termination
Advertisement on the Website is a 12-month subscription. Advertiser will receive a 30 day renewal notification at the end of their term. If Advertiser does not respond with a written letter of termination, signifying the end of the agreement, term will enter automatic renewal for additional term at the rate determined at the end of term renewal. In the instance the contract renews, all terms of this agreement are extended until the Advertiser's new term is complete.
Any breach of this contract for reason outside of this agreement must be submitted by the Advertiser to the Website Owner in writing. The Website Owner reserves the right to approve or deny breach of contract.
L. Price, Payment, and Refund Policy
Advertiser will compensate Website Owner every 30 days from inception of contract for the subscription for Advertisements on the terms and payment deadlines set for in the Website registration module entered to this point of service.
There will be an additional $15 service fee charged when payment arrearage is accessed for the subsequent month due to NSF or credit card decline fees charged by Website Owner's point of transaction/bank account. If payment is not received within 30 days of withdrawal transaction date, the Advertiser's profile will be hidden from public view until full payment is received.
No refunds will be distributed by Website Owner unless contract is breached by terms designated in this agreement on the Website Owner's behalf.
By selecting the Box indicated “I agree to Terms and Agreements”, you are acknowledging understanding and acceptance of these terms and the terms of this Agreement will become effective immediately.
If you are signing up for the Profile + Additional Leads Program - please proceed to the following section:
A.) Guaranty and Disbursement
Disbursement of a monthly Leads list of Website Participants is at the sole discretion of the Website Owner and is emailed out around the 5th through the 7th of the prior month. Website Owner does not guarantee the number of leads captured for the Lead Share Program.
While owner has performed security measures to ensure legitimacy, accuracy, and relevancy of Lead Participant's contact information, owner does not guarantee the efficacy of participation in Lead Sharing Program to any Advertiser. Owner will not be held liable for misrepresentation or inaccuracy of information provided by Website participants. The owner does not warrant that the Website Participants will be error-free or uninterrupted. The Website and Website Owner will not be held liable for the consequences, if any, of any such interruptions or errors.
The Website and all service associated with the Website are distributed "As-Is" basis and are subject only to the warranty disclaimers and limitations found in this agreement, if any, without any other warranties of any kind, either expressed or implied. No warranty or representation of any kind, either expressed or implied, including but not limited to warranties of title or non-infringement or merchantability for use for a particular purpose, is made in relation to efficacy of Lead Share Program. Owner shall not be held liable for any direct, indirect, incidental, special or consequential damages arising out of the use of the Lead Share Program. Advertiser agrees that Website and Owner is the neutral host of Lead Participants and has no control over or responsibility for or liability in relation to the business opportunities or efficacy of the Lead Share Program.
Although Owner provides some encryption and security layering to protect personal information on Website which is transmitted by the Website Participants and Advertisers, the Advertiser understands that the communications from the Advertiser to the Website Participants may be intercepted and used, and that the risk associated therewith is solely belonging to the Advertiser. Advertiser agrees to idemnify, defend, and hold harmless the Website Owner and the Website from and against any misuse to include liability, claims, losses, or damages, injuries, or expenses (including attorney fees) directly or indirectly arising from or relating to the Advertiser's use of Website Participants in the Lead Share Program and any dispute relating thereto in accordance with abiding State and Federal Laws.
D.) Confidentiality and Proprietary Information
The Advertiser acknowledges that in the course of using the Website and the Lead Share Program and any information relating to the Website Participants is considered "Proprietary Information". Such Proprietary Information is the exclusive property of and shall belong
The Advertiser agrees that Website Participants' contact information is for use by Advertiser ONLY. Leads that arise from the Lead Share Program and the direct contact portal of your Profile will not be shared, sold, or traded to any participant (be it individual, company, affiliate, or outside entity) who is not an Advertiser on the Website and who is not paying for the Lead Share Program with the Website Owner.
Advertiser is not to share Leads for any use of competitive intelligence or bartering agent with any and all companies who engage in the wedding industry to include Website Owner's competitors.
Advertiser is not to cross-sell products and/or services outside of the area of expertise provided in the Advertiser's paid Advertisement.
Leads will not be shared with the Advertiser unless the Advertiser is current on their Advertisement costs until the arrearage is made current according to the terms of this agreement. When arrearage is met; previous Leads captured in the term will be made current by Website Owner.
F.) Legal Regulations for Lead Share Program Usage
1.) By way of example, and not as a limitation, the Advertiser agrees NOT to use the Lead Share Program and Website Participants' contact information for purposes of:
a.) Sending emails from personal account without the usage of an email blast service with a legal opt-out notice per the SPAM Act. Personal emails sent directly from Advertiser's email account is strictly prohibited and will be terms for cancellation of Advertiser's usage of Lead Share Program. If Website Participant returns communication; Advertiser is free to communicate as necessary;
b.) Advertiser is prohibited from sending more than ONE email communication to the Website Participants PER WEEK as part of this Lead Share Program.
c.) Promoting chain letters, junk mail, pyramid schemes, money games, spamming, or any duplicative or unsolicited messages commercial or otherwise;
d.) harvesting or otherwise collecting information about others, including email addresses without their consent;
e.) creating a false identity or forged email, or otherwise attempt to mislead others as to the identity of the sender or the origin of the message;
f.) transmit unlawful, harassing, libelous, abusive, threatening, harmful, vulgar, obscene or otherwise objectionable material of any kind or nature;
g.) transmit any material that may infringe the intellectual property rights or other rights of third parties, including trademark, copyright, or right of publicity;
h.) libel, defame, or slander any person, company, or infringe upon a person's privacy rights.
i.) transmit any material that contains viruses, trojan horses, worms, time bombs, cancelbots, or any other harmful or deleterious programs;
j.) violate any U.S. law regarding the transmission of technical data or software exported from the U.S.;
k.) engage in any other activity that Website Owner believes could subject it to criminal liability or civil penalty or judgment.
Term and Termination
When you select "I Agree" to these terms in this Agreement, the Advertiser acknowledges all awareness of the terms of this Agreement and will be legally bound to the terms of this Agreement in its entirety. Should the Advertiser complete the course of the Agreement terms in length, all terms of this agreement carry forward into all months post-Advertisement renewal date. Website Owner may, in its sole discretion, terminate or suspend access to all or part of this Agreement in accordance to the terms of this agreement, or any suspected harm to any and or all Website Participants and Advertisers. Upon termination, the Advertiser agrees that all Website Participants in the Lead Share Program are to be utilized under the same terms of this original agreement.