Terms and Conditions for Online Directory Listing, Advertising and Internet Services: Business Client and Publisher (Video Market Makers LLC and/or affiliates) agree that Publisher will publish listings and advertising in the Online Directories and provide Internet Services, in accordance with the terms and conditions of this agreement. The term “Online Directories” refers to websites owned by Publisher such as MineralAreaBiz.com. The term “Internet Services” means the internet advertising and/or website design services listed on this agreement or in a separate agreement between Publisher and Business Client. Such terms and conditions are hereby incorporated into, and are a part of, this agreement.
No Obligation to Publish: Publisher reserves the right to reject any submitted content that it deems, in its sole discretion, to be objectionable. Publisher may reject any content within twenty (20) business days after such content is submitted by Business Client to Publisher.
Duration of Agreement; Automatic Renewal: With respect to listing and advertising in the Online Directories and the provision of Internet Services, the initial term of this agreement is equal to 12 months from date of publication. Thereafter, this agreement will continue in effect until Publisher or Business Client cancels.
Disconnection of Business Client’s Phone Number or Termination of Internet Services: The change or disconnection of a Business Client’s phone number in a listing or advertisement, or termination of Internet Services by Business Client, will not release Business Client from its obligations under this agreement.
Payment: Publisher will bill Business Client monthly for the agreed advertising and/or Internet Services. Publisher may require full payment in advance or at its discretion and may bill Business Client monthly or annually or as agreed. If Business Client fails to pay any bill, whether for advertising or Internet Services, Publisher will have the right to cancel publication of Business Client’s advertisements and suspend or cancel the Internet Services. All payments will be applied first to the oldest balances outstanding.
Content, Proofs and Revisions: Business Client is requested to furnish all content for advertising and/or Internet Services prior to the reasonable deadlines set by Publisher. If Business Client fails to do so, Publisher may create and publish such content. Publisher reserves the right to exercise printer’s prerogative concerning details relating to typeface, style and adjustments in layout and design. Color is at the discretion of Publisher. It is Business Client’s responsibility to notify Publisher, in writing, of any and all name, address or telephone number changes in a timely manner. If Business Client fails to do so, Business Client will remain obligated to make payments for contracted advertising, regardless of whether Publisher was able to make the necessary changes. Publisher will determine all headings that appear in its directories. Publisher, at its sole discretion, may refuse to publish an advertisement under a particular heading and does not guarantee the position of an advertisement under a particular heading. Failure to publish an advertisement in a particular position shall not be the basis for claim or adjustment to the amount owed by Business Client. Publisher may change the form, appearance, size and content of any of the Online Directories at any time without notice to Business Client.
Customer agrees that publisher, its employees, affiliates and agents shall not be liable for errors or omissions in directory advertising in excess of the amount paid for the item(s) and shall not be liable for lost profits, direct or indirect, special, consequential, incidental or contingent damages arising out of such an omission or error. No adjustment will be given for delay of publication or distribution or for changes in the anticipated number of directories to be published or distributed. Publisher’s liability for errors in listings shall be limited to the price of the listing in question, and there will be no adjustment with respect to free listings or free advertisements. It is the customer’s responsibility to notify publisher of errors or omissions immediately with respect to customer’s internet services. Publisher will endeavor to correct any such error or omission promptly. Customer will not be entitled to any adjustment or credit due to errors or omissions in customer’s internet services. Publisher’s sole obligation being to correct any such error or omission. In no event will publisher, its employees, affiliates or agents be liable to customer for any other damages including, but not limited to, alleged loss of business, revenues or profits or the cost of other forms of advertising. Customer understands that this limitation of liability will apply to any claim against publisher, its employees, affiliates and agents, including, but not limited to, claims based on breach of contract, tort (such as negligence) or strict liability or statute.
Cancellation/Notices to Publisher: With respect to Publisher’s Online Directory advertising and Internet Services, Business Client may cancel such agreements upon written notice to Publisher prior to the next billing date using the online form at http://VideoMarketMakers.com/support. A confirmation reply is in all instances sent to the Business Client’s registered email address to ensure the validity of such requests.
Force Majeure: Publisher shall not be liable to Business Client for any failure of the Internet Services resulting from events beyond Publisher’s control, including fire, accident, acts of God, strike, power or telephone failure or the inability to obtain access to any website included in the Internet Services.
Right to Use Trademarks, Images, Photographs, Video Material; Permits and Licenses; No Endorsement; Indemnification: Business Client represents and warrants that it has the right to use any trademark, trade name, or copyrighted material included in any content submitted to Publisher. Business Client also represents and warrants that it has the right to use any artwork, portrait, picture or illustration of a person shown in any content submitted to Publisher. Business Client will notify Publisher, in writing using the online form at http://VideoMarketMakers.com/support, if Business Client should cease to have any such right. Business Client assumes sole responsibility for the protection of its intellectual property rights in any writing, pictorial illustration, image, design, map, photograph, video material, or combination thereof, included in its advertising or the Internet Services. Business Client represents and warrants that it holds all necessary permits and licenses to provide the products and services identified in its advertising or in the Internet Services and to appear under the heading classification(s) specified. Business Client agrees that it is responsible for ensuring that its advertising and Internet Services comply with any laws or regulations that may be applicable to its business. Business Client understands and agrees that Publisher does not approve or endorse any of Business Client’s products or services, whether or not identified in Business Client’s advertising or in the Internet Services. Business Client agrees to indemnify Publisher (and its employees, affiliates and agents) against, and hold Publisher (and its employees, affiliates and agents) harmless from, all liability, claims demands, suits or causes of action, whether or not partially attributable to the negligence of Publisher, and will pay all expenses, including reasonable attorney fees, settlements, and/or judgments, incurred by Publisher in the defense thereof, arising out of Business Client’s breach or alleged breach of the foregoing representations and warranties.
Successors and Assigns; Entire Agreement: Business Client acknowledges having entered into the agreement with Publisher without relying upon any promises, statements, estimates, representations, warranties, conditions or other inducements, expressed, implied, oral or written, not specifically set forth herein. Business Client may not assign its rights hereunder without the prior written consent of Publisher, and no such assignment shall relieve Business Client of its liability hereunder.
Miscellaneous: This agreement shall be governed by, and interpreted in accordance with, the laws of the state in which Business Client maintains its principal place of business. If any provision of this agreement is held to be unenforceable, such holding shall in no way invalidate any other provision hereof, and this agreement shall remain in full force and effect. This agreement supersedes any other verbal or written agreement between Business Client and Publisher.