Parent Relief Advertising Program Terms and Conditions
Date of Last Revision: May 14, 2010
Acceptance of Terms
Parent Relief Advertising Program Terms and Conditions ("Terms of Use" or "Agreement") are entered into by the client upon the client's participation in Parent Relief's advertising program(s) ("Program"). Client hereby agree and acknowledge:
Purchase of Advertisement
Devhaus Corporation, or one of its designated affiliates ("Devhaus") sells to the client, who purchases same, advertisement services for a specified recurring fee (e.g. Monthly or Yearly). Devhaus will post and start advertisement services on the Parent Relief website at the activation date (the "Activation Date").
No Representations by Devhaus; No Warranty of Success for the Client
The client acknowledges that, in order to promote the Parent Relief website, Devhaus may, from time to time, convey data, including statistics, which illustrates results obtained by certain Devhaus clients, or average results obtained by certain groups of Devhaus clients. Devhaus declares that such data is, to the best of its knowledge, true and accurate. The client also acknowledges that such data is conveyed solely for informational purposes, that Devhaus does not conduct any analysis regarding the client's business and that, consequently, the results obtained by the client could vary considerably. To this effect, the client acknowledges that Devhaus does not make any representations or warranties whatsoever regarding the results that the client may obtain from the advertising services.
Registration Data and Account Security
In consideration for your use of the Web Site, you agree to (a) provide true, accurate, current and complete information about yourself as prompted by any registration forms on the Web Site; (b) maintain and promptly update your profile data to keep it true, accurate, current and complete (e.g. schedule); (c) maintain the security of your password and account; (d) be fully responsible for all activities under your password or account; and (e) be responsible to notify us of any breach of security or unauthorized uses of your password or account. We have the right to suspend or terminate your account and refuse you of any current and future use of the Service (or any portion thereof) if you provide information that is untrue, inaccurate, not current, or incomplete, or we have reasonable grounds to suspect that information you provide is untrue, inaccurate, not current or incomplete.
Client's Warranty
The client warrants that it is authorized to publish the advertisement under the territory selected by the client, and that the advertisement does not violate any law. To this effect, the client also warrants that it holds all permits or licenses which may be necessary, including any license to practice issued by any professional or other regulatory body exercising its jurisdiction over the client's activities. The client further warrants that it holds all the rights to use the trademarks or trade names included in the advertisement and that such use does not violate any provision of any law or statute, including the Trade-Marks Act, the Copyright Act and any other law or statute relating to intellectual property.
Policies
Program use is subject to all applicable Parent Relief policies, including without limitations, Parent Relief's
Privacy Policy and
Trademarks and Copyright Policy.
Advertising Program
Client is solely responsible for all: (a) ad information, ad design, ad content, and ad URLs ("Creative"), whether generated by or for client, (b) web sites, services and landing pages which Creative links or directs viewers to, and (c) advertised services and products (collectively "Advertised Products"). Client understands and agrees that ads are placed on selected Parent Relief pages. Client authorizes and consents to all such placements.
Cancellation
Client may cancel advertising online at any time through client's Parent Relief account if online cancellation functionality is available, or, if not available, with written notice to Devhaus, including without limitation electronic mail. Upon cancellation, advertisement will cease serving on a determined end date subject to Program policies. Cancelled ads may be published despite cancellation if cancellation of those ads occurs after any applicable commitment date as set forth in advance by Devhaus.
Increase of Fee
The monthly or yearly fee due may be increased at any time by Devhaus, in accordance with its standard practices. The client shall pay Devhaus the increased fee upon receipt of a notice of increase from Devhaus.
Termination and Refusal to Publish
Devhaus may cancel or terminate advertisement services, upon notice to the client for any reason whatsoever.
Prohibited Uses; Representations and Warranties
Client shall not, and shall not authorize any party to: (a) advertise anything illegal or engage in any illegal or fraudulent business practice.
Disclaimer and Limitation of Liability
To the fullest extent permitted by law, DEVHAUS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION FOR NONINFRINGEMENT, SATISFACTORY QUALITY, MERCHANTABILITY AND FITNESS FOR ANY PURPOSE. To the fullest extent permitted by law, Devhaus disclaims all guarantees regarding positioning, levels, quality, or timing of: (i) click through rates; (ii) availability and delivery of any impressions and Creative; (iii) clicks; and (iv) conversions or other results for any ads. Customer understands that third parties may generate impressions or clicks on Customer's ads for prohibited or improper purposes, and Customer accepts the risk of any such impressions and clicks. NEITHER PARTY WILL BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, EXEMPLARY, OR PUNITIVE DAMAGES (INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, REVENUE, INTEREST, GOODWILL, LOSS OR CORRUPTION OF DATA OR FOR ANY LOSS OR INTERRUPTION TO CLIENT'S BUSINESS) WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE) OR ANY OTHER LEGAL THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. EACH PARTY'S AGGREGATE LIABILITY TO THE OTHER IS LIMITED TO AMOUNTS PAID OR PAYABLE TO DEVHAUS BY CLIENT FOR THE AD GIVING RISE TO A CLAIM. Except for payment obligations, neither party is liable for failure or delay resulting from a condition beyond the reasonable control of the party, including without limitation to acts of God, government, terrorism, natural disaster, labor conditions and power failures.
Governing Law; Venue and Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of the Province of Ontario, Canada exclusive of its choice of law principles. The Ontario provincial courts shall have exclusive jurisdiction and venue over any dispute arising out of or relating to this Agreement, and each party hereby consents to the jurisdiction and venue of such courts.
Indemnity
Client agrees to indemnify and hold Devhaus and its subsidiaries, affiliates, directors, officers, agents, contractors, employees, partners and licensors harmless from and against any claim, demand, loss, liability, damages, costs and expenses, including reasonable attorneys' fees, made by any third party arising out of any User Content, any content you submit, post, transmit, share or otherwise make available through the Web Site or Service, your use of the Web Site and/or Service, your violation of this Terms of Use, your conduct in connection with the Service or the Web Site, or your violation of any rights of another or of any law.
Definition and Constructions
The terms "includes", "including", "e.g.,", "for example", and other similar terms are considered to include the term "without limitation" immediately thereafter, unless otherwise specified. Terms used in these Terms of Use with the initial letter(s) capitalized will have the meaning attributed to them in these Terms of Use.
Other
This entire Agreement represents the terms and conditions that you and Devhaus are bounded by regarding the use of the Web Site and/or the Service. Our failure to exercise or enforce any right or provision of these Terms of Use does not signify a waiver of such right or provision in that or any other instance. If any provision of this Agreement is held invalid, considered unlawful, or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Use, and the remainder of the Agreement shall continue in full force and effect, without any change in the legality and enforceability of any remaining terms and conditions as a result of the severed provision.
