Affiliate Sensor's Standard Terms and Conditions
PLEASE READ VERY CAREFULLY THESE TERMS AND CONDITIONS BEFORE REGISTERING FOR THE AFFILIATE SENSOR PROGRAM. PARTICIPATION IN THE AFFILIATE SENSOR ONLINE PROGRAM INDICATES THAT YOU ACCEPT THESE TERMS AND CONDITIONS. IF YOU DO NOT ACCEPT THESE TERMS AND CONDITIONS, PLEASE DO NOT REGISTER FOR THE AFFILIATE SENSOR PROGRAM.
Introduction. This agreement ("Agreement") between You and Jonathan Leger ("Affiliate Sensor") consists of these Affiliate Sensor Program (the "Program") Standard Terms and Conditions ("Terms and Conditions"). "You" or "Publisher" means any entity identified in an enrollment form submitted by the same or affiliated persons, and/or any agency or network acting on its (or their) behalf, which shall also be bound by the terms of this Agreement.
- Parties' Responsibilities. You are solely responsible for the Site(s), including all content and materials, maintenance and operation thereof, the proper implementation of Affiliate Sensor's technical specifications, and adherence to the terms of this Agreement, including compliance with the Program Policies. Affiliate Sensor is not responsible for anything related to Your Site(s) and shall not be obligated to provide notice to You in the event that advertisements are not being displayed properly to end users of the Site(s).
- Termination; Cancellation. You may cancel the participation of any Site in the Program and/or terminate this Agreement with or without cause at any time by removing the JavaScript or similar programming from Your Sites. Affiliate Sensor may at any time, in its sole discretion, terminate the Program, terminate this Agreement, or suspend or terminate the participation of any Site in the Program for any reason.
- No Warranty. AFFILIATE SENSOR MAKES NO WARRANTY, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WITH RESPECT TO ADVERTISING AND OTHER SERVICES, AND EXPRESSLY DISCLAIMS THE WARRANTIES OR CONDITIONS OF NONINFRINGEMENT, MERCHANTABILITY AND FITNESS FOR ANY PARTICULAR PURPOSE.
- Warranties. You represent and warrant that (a) all of the information provided by You to Affiliate Sensor to enroll in the Program is correct and current; and (b) You are the owner of each Site or that You are legally authorized to act on behalf of the owner of such Site(s) for the purposes of this Agreement and the Program; and (c) You have all necessary right, power and authority to enter into this Agreement and to perform the acts required of You hereunder. You further represent and warrant that each Site and any material displayed therein: (i) comply with all applicable laws, statutes, ordinances and regulations; (ii) do not breach and have not breached any duty toward or rights of any person or entity including, without limitation, rights of intellectual property, publicity or privacy, or rights or duties under consumer protection, product liability, tort, or contract theories; and (iii) are not pornographic, hate-related or otherwise violent in content.
- Your Obligation to Indemnify. You agree to indemnify, defend and hold Affiliate Sensor, its agents, affiliates, subsidiaries, directors, officers, employees, and applicable third parties (e.g. relevant advertisers, syndication partners, licensors, licensees, consultants and contractors) (collectively "Indemnified Person(s)") harmless from and against any and all third party claims, liability, loss, and expense (including damage awards, settlement amounts, and reasonable legal fees), brought against any Indemnified Person(s), arising out of, related to or which may arise from Your use of the Program, the Site(s), and/or Your breach of any term of this Agreement.
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Miscellaneous. This Agreement shall be governed by the laws of Louisiana, except for its
conflicts of laws principles. Any dispute or claim arising out of or in connection with this
Agreement shall be adjudicated in Natchitoches Parish, Louisiana. This Agreement constitutes
the entire agreement between the parties with respect to the subject matter hereof. Any
modifications to this Agreement must be made in a writing executed by both parties, by Your
online acceptance of updated terms, or after Your continued participation in the Program after
such terms have been updated by Affiliate Sensor. The failure to require performance of any
provision shall not affect a party's right to require performance at any time thereafter, nor
shall a waiver of any breach or default of this Agreement constitute a waiver of any subsequent
breach or default or a waiver of the provision itself. If any provision herein is held
unenforceable, then such provision will be modified to reflect the parties' intention, and the
remaining provisions of this Agreement will remain in full force and effect. You may not
resell, assign, or transfer any of Your rights hereunder. Any such attempt may result in
termination of this Agreement, without liability to Affiliate Sensor. Notwithstanding the
foregoing, Affiliate Sensor may assign this Agreement to any affiliate at any time without
notice. The relationship between Affiliate Sensor and You is not one of a legal partnership
relationship, but is one of independent contractors.
June 1, 2004