ADSvideo enables advertisers, marketers or their agents ("Customers") engage with YouTube content creators, opinion leaders (“OLs”) for the purpose of creation and distribution of content (“Orders”) produced by OLs.
Unless You later enter into any other agreement with ADSvideo, this Agreement is the complete and exclusive agreement between You and ADSvideo regarding Your access to and use of the ADSvideo and its content.
BY ACCESSING OR USING ADSvideo, YOU AGREE THAT YOU HAVE READ AND AGREED TO THIS AGREEMENT. IF YOU DO NOT AGREE TO THIS AGREEMENT OR DO NOT MEET THE QUALIFICATIONS INCLUDED IN THIS AGREEMENT, ADSvideo IS NOT WILLING TO PROVIDE YOU WITH ACCESS TO OR USE OF THE ADSvideo. YOU MUST NOT ACCESS OR USE THE SERVICE. IF YOU ACCESS OR USE ADSvideo, YOU RECOGNIZE THAT YOU MEET THE QUALIFICATIONS INCLUDED IN THIS AGREEMENT AND AGREE WITH IT.
This Agreement is entered into as of the earlier of the date You first access or use ADSvideo (“Effective Date”) and will continue until terminated as set forth herein.
ADSvideo reserves the right, at any time, to modify the service or this Agreement, by making that modification available on ADSvideo or by providing notice to You as specified in this Agreement. Modifications will be effective immediately upon posting on ADSvideo or such other notice. You may cease using the service at any time if you do not agree to any modification. However, You will be deemed to have agreed to such modification through Your continued use of ADSvideo following such notice.
You may be required to establish an account (“Account”) to access ADSvideo. Each Account and the user identification and password for each Account (“Account ID”) is personal in nature. Each Account is for personal use, and each Account ID may be used only by You alone. You may not distribute or transfer Your Account or Account ID or provide a third party with the right to access your Account or Account ID. You are solely responsible for all use of ADSvideo through Your Account. You will ensure the security and confidentiality of Your Account ID and will notify ADSvideo immediately if any Account ID is lost, stolen or otherwise compromised. You are fully responsible for all liabilities and damages incurred through the use of Your Account or under any Account ID (whether lawful or unlawful) and that any transactions completed through any Account or under any Account ID will be deemed to have been lawfully completed by You. In connection with establishing an Account, You will be asked to submit certain information about Yourself (“Registration Information”). You agree that all Registration Information is true, complete, and up to date.
Subject to Your compliance with this Agreement, ADSvideo will permit You to access and use its service solely for lawful purposes and only by the terms of this Agreement and any other agreement, You have entered into with ADSvideo.
Unless otherwise noted on the ADSvideo, all content, data or other information provided through the service (excluding Your Orders) (collectively “Content”) is owned by ADSvideo and the OLs. You are solely responsible for verifying the accuracy, completeness, and applicability of all such Content, and for Your use of any such Content. You will not, and will not permit any third party to:
alter, modify, reproduce, or create derivative works of any Content;
distribute, sell, resell, lend, loan, lease, license, sublicense or transfer any Content;
alter, obscure or remove any copyright, trademark or any other notices that are provided on or in connection with any Content.
ADSvideo has not verified the accuracy of, and will not be responsible for any errors or omissions in, any third party content provided through the Platform. If You would like to use the Content in a manner not permitted by this Agreement, please contact ADSvideo.
This Agreement may be terminated by either party at any time, in that party’s sole discretion. Upon termination or expiration of this Agreement for any reason:
all rights and subscriptions granted to You under this Agreement will terminate;
You will immediately cease all use of and access to ADSvideo and all Content;
ADSvideo may delete Your Account and any of Your Assignments held by ADSvideo at any time.
Without limiting ADSvideo's right to terminate this Agreement, ADSvideo may also suspend Your access to Your Account, with or without notice to You, upon any actual, threatened, or suspected breach of this Agreement or applicable law or upon any other conduct deemed by ADSvideo to be inappropriate or detrimental to ADSvideo, or OLs.
The Platform, and the databases, software, hardware and other technology used by or on behalf of ADSvideo to operate the service, and the structure, organization, and underlying data, information, and software code thereof (“Technology”), constitute valuable trade secrets of ADSvideo. You will not, and will not permit any third party to:
Access or attempt to access the Technology except as expressly provided in this Agreement;
Use the Technology in any unlawful manner or in any other manner that could damage, disable, overburden or impair the Technology;
Use automated scripts to collect information from or otherwise interact with the Technology;
Alter, modify, reproduce, create derivative works of the Technology;
Distribute, sell, resell, lend, loan, lease, license, sublicense or transfer any of Your rights to access or use the Technology or otherwise make the Technology available to any third party;
Reverse engineer, disassemble, decompile, or otherwise attempt to derive the method of operation of the Technology;
Strive to circumvent or overcome any technological protection measures intended to restrict access to any portion of the Technology;
Monitor the availability, performance or functionality of the Technology;
Interfere with the operation or hosting of the Technology.
ADSvideo retains all right, title and interest in and to the Technology and any additions, improvements, updates and modifications. You receive no ownership interest in or to the Technology and You are not granted any right or license to use the Technology itself, apart from Your right to access ADSvideo and Content under this Agreement. The ADSvideo name, logo and all product and service names associated with the service and Content are trademarks of ADSvideo and its licensors and providers and You are granted no right or license to You to use them.
10. Warranties and Disclaimer.
Each party at this moment represents and warrants that:
It has the legal right and authority to enter into this Agreement;
This Agreement forms a binding legal obligation on behalf of such party;
It has the legal right and authority to perform its obligations under this Agreement and to grant the rights and licenses described in this Agreement.
NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY ADSvideo, ITS EMPLOYEES, PROVIDERS OR AGENTS WILL INCREASE THE SCOPE OF, OR CREATE ANY NEW WARRANTIES IN ADDITION TO, THE WARRANTIES EXPRESSLY SET FORTH IN THIS AGREEMENT.
You hereby agree to indemnify, defend, and hold harmless ADSvideo and its officers, directors, shareholders, affiliates, employees, agents, contractors, assigns, licensees, and successors in interest (“Indemnified Parties”) from any and all claims, losses, liabilities, damages, fees, expenses and costs (including attorneys’ fees, court costs, damage awards, and settlement amounts) that result from any claim or allegation against any Indemnified Party arising from Your access to or use of the service, Content or Technology, any Orders You provide to the service, and any breach by You of this Agreement. ADSvideo will provide You with notice of any such claim or allegation, and ADSvideo will have the right to participate in the defense of any such claim at its expense.
12. Limitation on Liability.
ADSvideo will not BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED, UNDER ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE), ARISING IN CONNECTION WITH OR OUT OF THE USE OF THE SERVICE OR CONTENT, EVEN IF ADSvideo HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY LOSS OF SUBMISSIONS, OPPORTUNITY, REVENUES OR PROFITS, BUSINESS INTERRUPTION, OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES.
13. Data Privacy.
14. Claims of Infringement.
ADSvideo respects Your copyrights and other intellectual property rights and those of other third parties. If You believe in good faith that Your copyrighted work has been reproduced on the service without Your authorization in a way that constitutes copyright infringement, You may notify our designated copyright agent by mail to: firstname.lastname@example.org
15. Additional Terms.
Unless otherwise amended as provided herein, or as otherwise provided herein, this Agreement will exclusively govern Your access to and use of the ADSvideo and Content, and is the complete and exclusive understanding and agreement between the parties, and supersedes any oral or written proposal, agreement or other communication between the parties, regarding Your access to and use of the service and Content. Except as expressly set forth in this Agreement, this Agreement may be amended or modified only by a writing signed by both parties. All waivers under this Agreement must be in writing. Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion. If any provision of this Agreement is held to be unenforceable, that provision will be removed to the extent necessary to comply with the law, replaced by a provision that most closely approximates the original intent and economic effect of the original to the extent consistent with the law, and the remaining provisions will remain in full force. The prevailing party in any lawsuit or proceeding arising from or related to this Agreement will be entitled to receive its costs, expert witness fees, and reasonable attorneys’ fees, including costs and fees on appeal. Neither this Agreement nor any rights or obligations of You hereunder may be assigned or transferred by You (in whole or in part and including by sale, merger, consolidation, or other operation of law) without the prior written approval of ADSvideo. Any assignment in violation of the foregoing will be null and void. ADSvideo may assign this Agreement to any party that assumes ADSvideo's obligations hereunder. The parties hereto are independent parties, not agents, employees or employers of the other or joint venturers, and neither acquires hereunder any right or ability to bind or enter into any obligation on behalf of the other. The service or Content may contain links to third-party sites that are not under the control of ADSvideo. ADSvideo is not responsible for any content on any linked site and You access any third-party site from ADSvideo or Content at Your own risk. ADSvideo may reference You as a user of the service and use Your name and logo, as applicable, in listings of users of the service appearing on ADSvideo and for other marketing and promotional purposes relating to ADSvideo.