AdsMinder.com - Terms of Use Agreement

AdsMinder, LLC. ("AdsMinder" or "we") operates AdsMinder.com, which is an online advertising service that allows Users and/or Members to advertise their goods and/or services online in order to promote and sell such goods and/or services. The services offered by AdsMinder include any AdsMinder-branded URL (the "AdsMinder Website"), the AdsMinder application developer service and other features (for example, music and video embedded players),The AdsMinder Services are hosted in the United States.

This Terms of Use Agreement ("Agreement") sets forth the legally binding terms for your use of the AdsMinder Services. By using the AdsMinder Services, you agree to be bound by this Agreement, whether you are a "Visitor" (which means that you simply browse the AdsMinder Website, including through a mobile device, or otherwise use the AdsMinder Services without being registered) or you are a "Member" (which means that you have registered with AdsMinder). The term "User" refers to a Visitor or a Member. You are only authorized to use the AdsMinder Services (regardless of whether your access or use is intended) if you agree to abide by all applicable laws and the terms of this Agreement. If you do not agree to be bound by this Agreement and to follow all applicable laws, you should leave the AdsMinder Website and discontinue use of the AdsMinder Services immediately. If you wish to become a Member, communicate with other Members and/or make use of the AdsMinder Services, you must read this Agreement and indicate your acceptance during the registration process.

 

This Agreement includes AdsMinder's policy for acceptable use of the AdsMinder Services and Content (as defined in Section 6.1 below) posted on or through the AdsMinder Services and your rights, obligations and restrictions regarding your use of the AdsMinder Services and Content posted on or through the AdsMinder Services. In order to participate in certain AdsMinder Services, you may be notified that you are required to download software or content and/or agree to additional terms and conditions from AdsMinder. Unless otherwise provided by the additional terms and conditions applicable to the AdsMinder Services in which you choose to participate, those additional terms are hereby incorporated into this Agreement.

AdsMinder may modify this Agreement from time to time and such modification shall be effective upon posting by AdsMinder on the AdsMinder Website. Your continued use of the AdsMinder Services after AdsMinder posts a revised Agreement signifies your acceptance of the revised Agreement. It is therefore important that you review this Agreement regularly to ensure you are updated as to any changes.

Please choose carefully the information you post on or through the AdsMinder Services and that you provide to other Users. AdsMinder assumes no responsibility or liability for any material that may be deemed offensive to any registered members or members of the public.

 

AdsMinder reserves the right, in its sole discretion, to reject, refuse to post or remove any posting (including private messages) by you, or to deny, restrict, suspend, or terminate your access to all or any part of the AdsMinder Services at any time, for any or no reason, with or without prior notice or explanation, and without liability. AdsMinder expressly reserves the right to remove your profile and/or deny, restrict, suspend, or terminate your access to all or any part of the AdsMinder Services if AdsMinder determines, in its sole discretion, that you have violated this Agreement or pose a threat to AdsMinder and/or its Users.

 

1. Eligibility. Use of the AdsMinder Services and registration to be a Member for the AdsMinder Services (Membership) is void where prohibited. By using the AdsMinder Services, you represent and warrant that (a) all registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) you are 18 years of age or older; and (d) your use of the AdsMinder Services does not violate any applicable law or regulation. Your profile may be deleted and your Membership may be terminated without warning, if we believe that you are under 18 years of age, if we believe that you are under 18 years of age and you represent yourself as 18 or older, or if we believe you are over 18 and represent yourself as under 18.

2. Term. This Agreement, and any posted revision to this Agreement, shall remain in full force and effect while you use the AdsMinder Services or are a Member. You may terminate your Membership at any time, for any reason, by following the instructions on the Member's Account Settings page. AdsMinder may terminate your Membership at any time, for any or no reason, with or without prior notice or explanation, and without liability. Even after Membership is terminated, this Agreement will remain in effect, including Sections 5-17.

 

3. Fees. You acknowledge that AdsMinder reserves the right to charge for any portion of the AdsMinder Services and to change its fees (if any) from time to time in its discretion. If and when the Services and/or fees are changed, the User shall not be entitled to reimbursement of the difference in the fees. If AdsMinder terminates your Membership because you have breached the Agreement, you shall not be entitled to the refund of any unused portion of fees or payments (if any).

 

4. Password. When you sign up to become a Member, you will also be asked to choose a password. You are entirely responsible for maintaining the confidentiality of your password. You agree not to use the account, username, or password of another Member at any time or to disclose your password to any third party. You agree to notify AdsMinder immediately if you suspect any unauthorized use of your account or access to your password. You are solely responsible for any and all use of your account.

 

5. Use by Members.

 

The AdsMinder Services are for the use of Members and are to be used for promotional and advertisement of Members goods and/or services as well, but direct commercial endeavors may only be used if they are specifically endorsed or authorized by AdsMinder. AdsMinder reserves the right to remove commercial content in its sole discretion. Illegal and/or unauthorized use of the AdsMinder Services, including collecting usernames, user id numbers, and/or email addresses of Members by electronic or other means for the purpose of sending unsolicited email or unauthorized framing of or linking to the AdsMinder Website, or employing third party promotional sites or software to promote profiles for money, is prohibited. Commercial advertisements, affiliate links, and other forms of unauthorized solicitation may be removed from Member profiles without notice or explanation and may result in termination of Membership privileges. AdsMinder reserves the right to take appropriate legal action for any illegal or unauthorized use of the AdsMinder Services.

AdsMinder reserves the right to send email messages to Users and Members periodically, based on their subscription. Such messages will contain information regarding, but not limited to, expiration notes, new items being available in the favorite category, newsletters, and other information that AdsMinder may deem appropriate.

 

6. Proprietary Rights in Content on AdsMinder.com.


6.1 AdsMinder does not claim any ownership rights in the text, files, images, photos, video, sounds, musical works, works of authorship, applications, or any other materials (collectively, "Content") that you post on or through the AdsMinder Services. After posting your Content to the AdsMinder Services, you continue to retain any such rights that you may have in your Content, subject to the limited license herein. By displaying or publishing ("posting") any Content on or through the AdsMinder Services, you hereby grant to AdsMinder a limited license to use, modify, delete from, add to, publicly perform, publicly display, reproduce, and distribute such Content solely on or through the AdsMinder Services, including without limitation distributing part or all of the AdsMinder Website in any media formats and through any media channels, except Content marked "private" will not be distributed outside the AdsMinder Website. This limited license does not grant AdsMinder the right to sell or otherwise distribute your Content outside of the AdsMinder Services. After you remove your Content from the AdsMinder Website we will cease distribution as soon as practicable, and at such time when distribution ceases, the license will terminate. If after we have distributed your Content outside the AdsMinder Website you change the Content's privacy setting to "private",we will cease distribution of such "private" Content outside the AdsMinder Website as soon as practicable after you make the change.

 

6.2 The license you grant to AdsMinder is non-exclusive (meaning you are free to license your Content to anyone else in addition to AdsMinder), fully-paid and royalty-free (meaning that AdsMinder is not required to pay you for the use on the AdsMinder Services of the Content that you post), sublicensable (so that AdsMinder is able to use its affiliates, subcontractors and other partners such as Internet content delivery networks and wireless carriers to provide the AdsMinder Services), and worldwide (because the Internet and the AdsMinder Services are global in reach).

 

6.3 You represent and warrant that: (i) you own the Content posted by you on or through the AdsMinder Services or otherwise have the right to grant the license set forth in this Section 6, and (ii) the posting of your Content on or through the AdsMinder Services does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person or entity. You agree to pay for all royalties, fees, and any other monies owing any person or entity by reason of any Content posted by you on or through the AdsMinder Services. You agree to indemnify AdsMinder, LLC, and its partners, owners, and officers, in any lawsuit, arbitration, or any other dispute, by third parties for intellectual property infringement, or any other breach of rights, that may be caused by your activities or by your content that you may display on AdsMinder.

 

6.4 The AdsMinder Services contain Content of AdsMinder ("AdsMinder Content"). AdsMinder Content is protected by copyright, trademark, patent, trade secret and other laws, and AdsMinder owns and retains all rights in the AdsMinder Content and the AdsMinder Services. AdsMinder hereby grants you a limited, revocable, nonsublicensable license to reproduce and display the AdsMinder Content (excluding any software code) solely for your personal use in connection with viewing the AdsMinder Website and using the AdsMinder Services.

 

6.5 The AdsMinder Services contain Content of Users and other AdsMinder licensors. Except as provided within this Agreement, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell any Content appearing on or through the AdsMinder Services.

 

6.6 AdsMinder performs technical functions necessary to offer the AdsMinder Services, including but not limited to transcoding and/or reformatting Content to allow its use throughout the AdsMinder Services.

6.7 AdsMinder does not share any of the User or Member information with other Users or Members, or with any third parties.

 

7. Content Posted.

 

7.1 If at any time AdsMinder chooses, in its sole discretion, to monitor the AdsMinder Services, AdsMinder nonetheless assumes no responsibility for the Content, no obligation to modify or remove any inappropriate Content, and no responsibility for the conduct of the User submitting any such Content. AdsMinder reserves the right to remove any and all of your content that you may post on AdsMinder without notice.

 

7.2 You are solely responsible for the Content that you post on or through any of the AdsMinder Services, and any material or information that you transmit to other Members and for your interactions with other Users.

 

7.3 AdsMinder prohibits posting or dissemination of any erotica, sex or pornography related information and/or materials on AdsMinder website(s).

 

9. Protecting Copyrights and Other Intellectual Property. AdsMinder respects the intellectual property of others, and requires that our users do the same. You may not upload, embed, post, email, transmit or otherwise make available any material that infringes any copyright, patent, trademark, trade secret or other proprietary rights of any person or entity. AdsMinder has the right to terminate the Membership of infringers. AdsMinder reserves the right to remove any and all of your content that you may post on AdsMinder without notice.

If you believe your work has been copied and posted on or through the AdsMinder Services in a way that constitutes copyright infringement, please send AdsMinder Copyright Agent a notification of claimed infringement with all of the following information: (a) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (b) identification of the claimed infringing material and information reasonably sufficient to permit us to locate the material on the AdsMinder Services (providing the URL(s) of the claimed infringing material satisfies this requirement); (c) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an email address; (d) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (e) a statement by you, made under penalty of perjury, that the above information in your notification is accurate and that you are the copyright owner or a uthorized to act on the copyright owner's behalf; and (f) your physical or electronic signature.

 

10. Member Disputes. You are solely responsible for your interactions with other AdsMinder Members. AdsMinder reserves the right, but has no obligation, to become involved in any way with disputes between you and other Members.

 

11. Privacy. Use of the AdsMinder Services is also governed by our Privacy Policy, which is incorporated into this Agreement by this reference.

 

12. Disclaimers. AdsMinder is not responsible for and makes no warranties, express or implied, as to the User Content or the accuracy and reliability of the User Content posted on or through the AdsMinder Services, whether caused by Users of the AdsMinder Services or by any of the equipment or programming associated with or utilized in the AdsMinder Services and such User Content does not necessarily reflect the opinions or policies of AdsMinder. Profiles and third party applications created and posted by Members on the AdsMinder Website may contain links to other websites. AdsMinder is not responsible for the content, accuracy or opinions expressed on such websites, and such websites are not necessarily investigated, monitored or checked for accuracy or completeness by AdsMinder. Inclusion of any linked website on the AdsMinder Services does not imply approval or endorsement of the linked website by AdsMinder. When you access these third party sites, you do so at your own risk. AdsMinder takes no responsibility for third party advertisements or third party applications that are posted on or through the AdsMinder Services, nor does it take any responsibility for the goods or services provided by its advertisers. AdsMinder is not responsible for the conduct, whether online or offline, of any User of the AdsMinder Services. AdsMinder assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any User or Member communication. AdsMinder is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or on any of the AdsMinder Services or combination thereof, including any injury or damage to Users or to any person's computer related to or resulting from participation or downloading materials in connection with the AdsMinder Services. Under no circumstances shall AdsMinder be responsible for any loss or damage, including personal injury or death, resulting from use of the AdsMinder Services, attendance at a AdsMinder event, from any User Content posted on or through the AdsMinder Services, or from the conduct of any Users of the AdsMinder Services, whether online or offline. The AdsMinder Services are provided "AS-IS" and as available and AdsMinder expressly disclaims any warranty of fitness for a particular purpose or non-infringement. AdsMinder cannot guarantee and does not promise any specific results from use of the AdsMinder Services.

 

13. Limitation on Liability. IN NO EVENT SHALL ADSMINDER BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT DAMAGES ARISING FROM YOUR USE OF THE ADSMINDER SERVICES, EVEN IF ADSMINDER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, ADSMINDER'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO ADSMINDER FOR THE ADSMINDER SERVICES DURING THE TERM OF MEMBERSHIP.

 

14. U.S. Export Controls. Software available in connection with the AdsMinder Services (the "Software") is further subject to United States export controls. No Software may be downloaded from the AdsMinder Services or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk.

 

15. Disputes. The Agreement shall be governed by, and construed in accordance with, the laws of the State of New York, without regard to its conflict of law provisions. You and AdsMinder agree to submit to the exclusive jurisdiction of the courts located within the State of New York to resolve any dispute arising out of the Agreement or the AdsMinder Services. EACH OF THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING BUT NOT LIMITED TO ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT. FURTHER, EACH PARTY HERETO CERTIFIES THAT NO REPRESENTATIVE OR AGENT OF EITHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH PARTY WOULD NOT IN THE EVENT OF SUCH LITIGATION, SEEK TO ENFORCE THIS WAIVER OF RIGHT TO JURY TRIAL PROVISION. EACH OF THE PARTIES ACKNOWLEDGES THAT THIS SECTION IS A MATERIAL INDUCEMENT FOR THE OTHER PARTY ENTERING INTO THIS AGREEMENT.

 

16. Indemnity. You agree to indemnify and hold AdsMinder, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use of the AdsMinder Services in violation of this Agreement and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth in this Agreement and/or if any Content that you post on or through the AdsMinder Services causes AdsMinder to be liable to another.

 

17. Other. This Agreement is accepted upon your use of the AdsMinder Website or any of the AdsMinder Services and is further affirmed by you becoming a Member. This Agreement constitutes the entire agreement between you and AdsMinder regarding the use of the AdsMinder Services. The failure of AdsMinder to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. AdsMinder is a trademark of AdsMinder, LLC. This Agreement operates to the fullest extent permissible by law. If any provision of this Agreement is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions.

 

18. PlusMinder. The terms of the present agreement apply to www.plusminder.com in their entirety. By agreeing to the Terms of this Use Agreement, the Users agree hereby that they are bound by the terms of the present agreement as applied to www.plusminder.com.

 

 

 

Please contact us at: contact@AdsMinder.com with any questions regarding this Agreement.