AdBuilder Advertising Program Terms

Submission of digital advertising using the AdBuilder platform constitutes acceptance of the following terms and conditions of ShareitMobile, LLC (licensor of the AdBuilder platform) by you, the Advertiser.

 

1.     Authorization and Approval.  The Advertiser authorizes ShareItMobile and the Publisher (the website/domain owner of the website/domain (“Website”) on which you are advertising through the AdBuilder platform) to place Advertiser’s advertising materials on the Website. All advertising copy is subject to approval by Publisher, who reserves the right to reject or cancel any advertisement or part thereof deemed unsuitable for any reason, and to Publisher’s terms and conditions.  Subject to this clause, Publisher will run the advertisement(s) for period paid for and will display the advertisement(s) as shown. Conditions, terms, and rates are subject to change.  All sales are final. Any rate changes will be included in the build, buy and submit process before charges are processed. Publisher is not bound by any conditions, printed or otherwise, in the Advertiser's instructions if they conflict with the rates or specifications published on this site or any of the terms & conditions contained herein.

2.     Payment.  Advertiser agrees to pay all charges for display of its advertising as set forth in the online advertising submission process.  No charges will be processed until the Publisher has viewed and approved any advertising submitted.

3.     Representations.   The Advertiser and its agency, if there is one, each represents that it has the right and authorization to publish any advertisement it has submitted, and that it is fully authorized and licensed to use all content including, but not limited to, the names and/or pictures of persons, living or dead, or of things, trademarks, service marks, copyrighted, proprietary or otherwise private material, testimonials, contained in any advertisement submitted by or on behalf of the Advertiser and/or its agency. The Advertiser and its agency, if there is one, each agrees jointly and severally to indemnify and save harmless the Publisher and ShareitMobile against all loss, liability, damage, and expense of whatever nature arising from the copying, printing, or publishing of such advertisement.

4.     Limitation of Liability.  Publisher assumes no liability for errors in materials either when it has approved online ads or when changes are considered necessary to meet Publisher’s production requirements. ShareitMobile reserves the right to hold Advertiser and/or agency jointly and separately liable for monies due and payable to Publisher for advertising ordered by Advertiser and/or agency and published online by Publisher. ShareitMobile is not liable for non-delivery of digital content in the event of circumstances beyond control of the Publisher affecting the availability of the website in any manner. TO THE FULLEST EXTENT PERMITTED BY LAW REGARDLESS OF THE THEORY OR TYPE OF CLAIM, SHAREITMOBILE AND PUBLISHER WILL NOT BE HELD LIABLE UNDER THESE TERMS OR ARISING OUT OF OR RELATED TO THESE TERMS FOR ANY DAMAGES OTHER THAN DIRECT DAMAGES, EVEN IF THE PARTY IS AWARE OR SHOULD KNOW THAT SUCH OTHER TYPES OF DAMAGES ARE POSSIBLE AND EVEN IF DIRECT DAMAGES DO NOT SATISFY A REMEDY.

5.     Disclaimers.  TO THE FULLEST EXTENT PERMITTED BY LAW, SHAREITMOBILE, ON BEHALF OF ITSELF AND PUBLISHER, DISCLAIMS ALL WARRANTIES, WHETHER IMPLIED, STATUTORY OR OTHERWISE, INCLUDING FOR NON-INFRINGEMENT, SATISFACTORY QUALITY, MERCHANTABILITY AND FITNESS FOR ANY PURPOSE, AS WELL AS ANY WARRANTIES ARISING OUT OF ANY COURSE OF DEALING OR USAGE OF TRADE. TO THE FULLEST EXTENT PERMITTED BY LAW, THE ADBUILDER PLATFORM IS PROVIDED “AS IS,” “AS AVAILABLE” AND “WITH ALL FAULTS,” AND ADVERTISER USES IT AT ITS OWN RISK. SHAREITMOBILE AND PUBLISHER DO NOT MAKE ANY GUARANTEE IN CONNECTION WITH THE ADBULDER PLATFORM OR ADBUILDER PLATFORM RESULTS. SHAREITMOBILE AND PUBLISHER MAKE NO PROMISE TO INFORM ADVERTISER OF DEFECTS OR ERRORS.

6.     Indemnification. Advertiser will defend and indemnify ShareItMobile and Publisher against all liabilities, damages, losses, costs, fees (including legal fees), and expenses relating to any third-party allegation or legal proceeding to the extent arising out of or related to Advertiser’s ad content, use or any breach of these terms by Advertiser.

7.     Miscellaneous. (a) ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE PROGRAMS WILL BE GOVERNED BY VIRGINIA LAW, EXCLUDING VIRGINIA’S CONFLICT OF LAWS RULES, EXCEPT TO THE EXTENT THAT VIRGINIA LAW IS CONTRARY TO OR PREEMPTED BY FEDERAL LAW. (b) ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE ADBUILDER PLATFORM WILL BE LITIGATED EXCLUSIVELY IN THE FEDERAL OR STATE COURTS OF NEWPORT NEWS, VIRGINIA; THE PARTIES CONSENT TO PERSONAL JURISDICTION IN THESE COURTS. (c) Advertiser will not seek an injunction based on patent infringement in connection with the AdBuilder Platform in any proceeding filed while these terms are in effect, and for one year after any termination of these terms. (d) These terms are the parties’ entire agreement relating to their subject matter and supersede any prior or contemporaneous agreements on those subjects. (e) Advertiser may not make any public statement regarding the relationship contemplated by these terms (except when required by law). (f) All notices of termination or breach must be in writing and addressed to the other party’s legal department (or if it is not known if the other party has a legal department then to the other party's primary contact or other address on file). All other notices to Advertiser will be in writing and sent to an email address associated with Advertiser’s account. All other notices to ShareItMobile or Publisher will be in writing and addressed to the address(es) set forth on ShareItMobile’s and Publisher’s websites. Notice will be treated as given on receipt, as confirmed by written or electronic means. These notice requirements do not apply to legal service of process, which is instead governed by applicable law. (g) Any amendment must be agreed to by both parties and must expressly state that it is amending these terms. Neither party will be treated as having waived any rights by not exercising (or by delaying the exercise of) any rights under these terms. If any provision of these terms is found unenforceable, that provision will be severed and the balance of the terms will remain in full force and effect. (h) Neither party may assign any of its rights or obligations under these terms without the written consent of the other party, except to an affiliate but only where (I) the assignee agrees in writing to be bound by these terms, (II) the assigning party remains liable for obligations under these terms if the assignee defaults on them, and (III) the assigning party has notified the other party of the assignment. Any other attempt to transfer or assign is void. (i) These terms do not create any agency, partnership or joint venture among the parties. (j) Except for payment obligations, no party or its affiliates are liable for failure or delay in performance to the extent caused by circumstances beyond its reasonable control.