YOUR USE OF THE SITE AND/OR OUR SAAS PLATFORM (REFERRED TO AS SOFTWARE), OR BY CLICKING “I ACCEPT” IF PRESENTED WITH THIS TOU IN A CLICK-THROUGH FORMAT, SIGNIFIES THAT YOU AGREE TO THIS TOU AND CONSTITUTES YOUR BINDING ACCEPTANCE OF THIS TOU, INCLUDING ANY MODIFICATIONS THAT ADBEACON MAKES FROM TIME TO TIME.
By clicking “I ACCEPT” and engaging AdBeacon to provide the Software, you represent that you have read and consent to the Terms of Software in addition to this ToU. AdBeacon may revise the Terms of Software at any time, and the new versions will be available on the Site and/or Software. If at any point you do not agree to any portion of the Terms of Software, you must immediately notify AdBeacon that you would like AdBeacon to stop providing you the Software Softwares. This Agreement should not be construed as a sales agreement. Instead, it provides you with limited licensing rights to use the Service in connection with your own use of our Platform, software and data. We provide you with increased functionality for certain tools when used together under this Agreement. By using the AdBeacon Platform andr our software, you agree to allow access and use your computer hardware, software and other equipment (“Equipment”) in accordance with this Agreement.
AdBeacon will revise this ToU as the Site and/or Software evolves. The next time you use the Software after such an update, you may be prompted to agree to or decline the revised ToU. You must agree to all revisions if you choose to continue using the Site and/or Software. By using the Site and/or Software, you agree to the then-current version of this ToU as posted on the Site. If at any point you do not agree to any portion of the then-current version of this ToU, you must immediately stop using the Site and/or Software.5. Termination of Software.
AdBeacon reserves the right to deny Software to any person at AdBeacon’s sole and absolute discretion. The Software is offered with the understanding that AdBeacon may terminate any Account (defined below) registered to you and/or AdBeacon provision of the Software and/or Software Software at any time, for any reason or no reason, including without limitation for any violation of this ToU.
The Site and the Software are operated by AdBeacon in the United States. Those who choose to access the Site, and/or the Software from locations outside the United States do so on their own initiative and are responsible for compliance with applicable local laws.15. Children.
The Site and the Software are not directed toward children under 13 years of age nor does AdBeacon knowingly collect information from children under 13 or allow them to create an Account or access Account features. If you are under 13, please do not submit any personally identifiable information to AdBeacon.16. DISCLAIMER OF WARRANTIES.
THE SITE, SOFTWARE AND SOFTWARE DATA ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS FOR YOUR USE, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND THOSE ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. ADBEACON MAKES NO WARRANTY AS TO THE ACCURACY, COMPLETENESS OR RELIABILITY OF ANY CONTENT AVAILABLE THROUGH THE SITE AND/OR SOFTWARE OR THE PERFORMANCE OF THE SITE AND/OR SOFTWARE. YOU ARE RESPONSIBLE FOR VERIFYING ANY INFORMATION BEFORE RELYING ON IT. USE OF THE SITE, SOFTWARE AND/OR SOFTWARE DATA IS AT YOUR SOLE RISK. ADBEACON DOES NOT WARRANT THAT YOU WILL BE ABLE TO ACCESS OR USE THE SITE AND/OR SOFTWARE AT THE TIMES OR LOCATIONS OF YOUR CHOOSING; THAT THE SITE OR THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE; THAT DEFECTS WILL BE CORRECTED; THAT THE SITE OR SOFTWARE WILL BE SECURE; THAT SOFTWARE DATA YOU RECEIVE THROUGH THE SITE AND/OR SOFTWARE WILL BE ACCURATE, CORRECT, COMPLETE OR FREE OF DEFECTS; OR THAT THE SITE OR THE SOFTWARE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ADDITIONALLY, ADBEACON SPECIFICALLY PROVIDES NO WARRANTY OR GUARANTEE OF ANY KIND THAT (I) YOU OR YOUR SITE WILL RECEIVE ANY TYPE OF GUARANTEED BENEFIT FROM THE USE OF THE SOFTWARE; OR (II) YOUR USE OF THE SOFTWARE WILL INCREASE OR IMPROVE THE TRAFFIC OR PLACEMENT OF YOUR SITE, THE TRAFFIC QUALITY TO YOUR SITE, OR REVENUES DERIVED THEREFROM. Because some states or jurisdictions do not allow the disclaimer of implied warranties, the foregoing disclaimer may not apply to you.17. LIMITATION OF LIABILITY;
SOLE AND EXCLUSIVE REMEDY. TO THE MAXIMUM EXTENT PERMITTED BY LAW, ADBEACON, ITS AFFILIATES, LICENSORS AND BUSINESS PARTNERS (COLLECTIVELY, THE “RELATED PARTIES“) DISCLAIM ALL LIABILITY, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND FURTHER DISCLAIMS ALL LOSSES, INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR SPECIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH ACCESS TO OR USE OF THE SITE, THE SOFTWARE AND/OR SOFTWARE DATA, EVEN IF AdBeacon AND/OR RELATED PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT LIMITING THE FOREGOING, IN NO CASE SHALL THE LIABILITY OF ADBEACON OR ANY OF THE RELATED PARTIES EXCEED THE AMOUNT THAT YOU PAID TO US OR OUR DESIGNEES DURING THE SIX (6) MONTHS PRIOR TO THE TIME THE CAUSE OF ACTION GIVING RISE TO LIABILITY AROSE. (Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, the liability of AdBeacon and its affiliates shall be limited to the extent permitted by law.)18. Indemnification.
You agree to indemnify, defend and hold AdBeacon and the Related Parties harmless from any and all claims, demands, damages or other losses, including reasonable attorneys’ fees, resulting from or arising out of your use of the Site and/or the Software or any breach by you of this ToU or any other policies that AdBeacon may issue for the Site and/or Software from time to time.19. Governing Law;
Jurisdiction. This ToU is governed by, and will be construed under, the laws of the United States of America and the law of the State of California, without regard to conflict of law principles. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. Except as provided below (and claims proceeding in any small claims court), all disputes arising out of or related to your use of the Site and/or the Software shall be subject to the exclusive jurisdiction of the state and federal courts located within Los Angeles County, California and you agree to submit to the personal jurisdiction and venue of such courts.