Advertise
Monetize
Data & Technology
Our Company
Connect
TOP

Advertiser Terms

BEFORE YOU USE MKMOB'S SERVICES, CAREFULLY READ THE TERMS OF THIS AGREEMENT. BY CLICKING A BUTTON AND/OR BOX INDICATING YOUR ACCEPTANCE, OR BY EXECUTING AN INSERTION ORDER OR OTHER FORM THAT REFERENCES THIS AGREEMENT ("INSERTION ORDER"), OR BY USING MKMOB'S SERVICES, YOU AGREE TO THE TERMS OF THIS AGREEMENT. YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND THE COMPANY OR OTHER LEGAL ENTITY ON WHOSE BEHALF YOU ARE ENTERING INTO THIS AGREEMENT TO THESE TERMS AND CONDITIONS. THE TERM "CLIENT" SHALL REFER TO SUCH ENTITY AND ITS AFFILIATES. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE THE MKMOB SERVICES. These Terms and Conditions, the applicable Insertion Order and the applicable selections made by Client in its initial or ongoing online configuration of its mkMob account ("Configuration") shall be collectively referred to as the "Agreement."

1. Grant of License

Client hereby grants to mkMob the worldwide, non-exclusive, royalty-free (except as otherwise expressly provided herein) right and license to use, copy, reproduce, distribute and display, in any medium now known or hereafter developed, the advertisements and all related materials and metadata submitted by Client to mkMob (collectively, the "Advertisements").

2. Advertisement Specifications; Implementation

Client agrees to deliver the Advertisements and implement conversion tracking, both in accordance with the technical specifications provided by mkMob to enable proper display of such Advertisements and tracking the results thereof in connection with the mkMob advertising service(s) selected through Configuration ("mkMob Services"). Client will be solely responsible for any and all costs Client incurs for the production and delivery of the Advertisements in accordance with such specifications and for any programming related to the same which Client elects to undertake. mkMob shall not modify or alter the content, text or appearance of any Advertisement without Client's prior written consent. Client will be solely responsible for daily spends, budgeting and campaign delivery and for avoidance of doubt, mkMob shall not be liable for overspends, if any. Client acknowledges that any daily spends or install targets are estimates and not guarantees.

3. Service Circumvention; Notification

Client acknowledges the value of obtaining access to the applications, webpages, mobile media and other advertising inventory of publishers that work with mkMob, and agrees not to purchase or seek to purchase such inventory directly by circumventing or bypassing the mkMob Service or in any other way during the term of this Agreement and for six months thereafter. Unless mkMob approves specifically in writing, Client may only use the mkMob Services (including any SDK) as provided by mkMob, without modification. Without limiting the generality of the foregoing, Client shall not to seek or set up a direct linking or other arrangement whereby the mkMob Service or parts thereof is circumvented and mkMob is unable to fully track and monitor the conversions and other events that are the basis for determining payments owing to mkMob. Client may not otherwise interfere with or manipulate in any way mkMob's tracking and payment calculation processes or the mkMob Service generally.

4. Restrictions

Client acknowledges that mkMob does not provide the mkMob Services for Advertisements by any entities that run, provide, enable or promote, for themselves or for others, services similar to any mkMob services. Client represents, covenants and warrants that it is not and shall not be such an entity during the term of this Agreement.

5. Terms of Payment

(a) General. You will pay mkMob the fees and other compensation set forth in the applicable Campaign(s) established through mkMob's Site or through the applicable insertion order(s) executed by you and mkMob ("Insertion Order"). All fees and charges listed on the Site, the Insertion Order or this Agreement are in United States Dollars ("USD"). mkMob may modify its fee structure including then-current minimum bid levels at any time upon notice to you, which notice shall be communicated either through a posting on the mkMob website or via email.

(b) Campaign Limits. Advertisers may set Campaign limits through the Services, including a cap on the amount of money available for a Campaign. Once the capped levels or amounts stated in the Campaign have been reached, mkMob will use commercially reasonable efforts to suspend delivery of Advertisements. Advertiser will not be held responsible for applicable incremental Advertisements served over such capped levels or amounts, but only to the extent such charges are associated with overdelivery by more than 20% above such capped levels or amounts.

(c) Pre-payment. You must maintain a positive cash balance in your Account in order to initiate and maintain a Campaign. Your Account may be funded via credit card, check, wire transfer or PayPal. mkMob reserves the right to restrict access of any aforementioned payment method to an Advertiser, or place limits on the use of a particular payment method. The minimum starting balance for an Account is $500 (USD). Charges in connection with the Service will be deducted from your Account balance until the balance is exhausted. If your Account balance is exhausted, your participation, including the continuation of any ongoing Campaign, will be paused or terminated without notice. You may at any time replenish or add to your Account balance in pre-payment blocks of at least $100 (USD). You may check your Account balance at any time via the Site. Campaign charges are generally posted to Accounts within 24 hours following the delivery of an Advertisement.

(d) Taxes. You are responsible for all applicable taxes, duties or other charges, including sales or use taxes, imposed by any federal, state, or local governmental entity on the Service furnished by mkMob under this Agreement, except for taxes based on mkMob's net income, gross revenue, or employment obligations. If mkMob is obligated by applicable law or regulation to collect and remit any taxes relating to the Service, then mkMob may deduct the appropriate amount from your Account.

(e) Campaign Charges. All Campaign charges will be calculated solely based upon mkMob's records. No other measurements or statistics of any kind shall be accepted by mkMob or have any effect under this Agreement. If you dispute any charge made in connection with a Campaign, you must notify mkMob in writing within fifteen (10) days of any such disputed charge ("Notice). mkMob will review and resolve such disputes in its sole discretion. If you fail to provide Notice, you shall waive any claim relating to the disputed charge.

(f) Pausing or Deleting a Campaign. To avoid future Account charges, you must log on to the Site and follow Account procedures to pause or terminate a Campaign. Until you or mkMob has paused or terminated your Campaigns, you will be responsible for all charges incurred in connection with your Campaigns, including charges incurred during the twenty-four hour period following such pause or termination in order for such action to take effect. You will also be responsible for all reasonable expenses (including attorneys' fees) incurred by mkMob in collecting delinquent, withheld or rescinded amounts.

6. Content

mkMob will not be responsible for any content with which the Advertisements may be associated through the Client's web site, and has no obligation to monitor such third-party content or web site. Client is solely responsible (and assumes all liability and risk) for determining whether or not such content is appropriate or acceptable. Notwithstanding the foregoing, mkMob reserves the right at all times, at its discretion and without notice, to remove or refuse to distribute any content or Advertisements on or distributed through the mkMob Services. mkMob also reserves the right to access, read, preserve and disclose any information as it reasonably believes is necessary to (a) satisfy any applicable law, regulation, legal process or governmental request; (b) enforce this Agreement, including investigation of potential violations hereof; (c) detect, prevent, or otherwise address fraud, security, or technical issues; (d) respond to user support requests; or (e) protect the rights, property or safety of mkMob, its users and the public. Notwithstanding the foregoing, if such information constitutes Confidential Information (as defined in Section 13) of the Client, the provisions of Section 13 shall control over the foregoing provisions.

7. Compliance with Laws

Client agrees that it will use the mkMob Services and provide Advertisements in compliance with all applicable local, state, national and international laws, rules and regulations, including any laws regarding the transmission of technical data exported from Client's country of residence. Client will not, will not agree to, and will not authorize or encourage any third party to: (a) use the mkMob Service to transmit or otherwise distribute any Advertisement or content that is unlawful, defamatory, libelous, harassing, abusive, fraudulent or obscene, that contains viruses, or is otherwise objectionable, as reasonably determined by mkMob; (b) interfere or attempt to interfere with the proper working of the mkMob Service or prevent others from using the mkMob Service; or (c) use the mkMob Service for any fraudulent or unlawful purpose. Violation of any of the foregoing may result in immediate termination of this Agreement, at mkMob's sole discretion, and may subject Client to state and federal penalties and other legal consequences. mkMob reserves the right, but will have no obligation, to review Client's Advertisements and use of the mkMob Service in order to determine whether a violation of this Agreement has occurred or to comply with any applicable law, regulation, legal process, or governmental request.

8. Representations and Warranties

Without limiting any other representation, warranty or covenant of either party herein, each party hereby represents and warrants to the other that: (a) it has the full right, power and authority to enter into this Agreement; (b) this Agreement is a valid and binding obligation of such party; and (c) it has obtained and shall maintain throughout the term of this Agreement all necessary licenses, authorizations, approvals and consents to enter into and perform its obligations hereunder in compliance with all applicable laws, rules and regulations (including the CAN-SPAM Act of 2003). Without limiting any other representation, warranty or covenant of the Client herein, Client hereby represents and warrants to mkMob that (x) it has the right to grant to mkMob the rights granted herein and that none of the Advertisements provided by Client hereunder contain any material that infringes upon any third-party right, including rights arising from contracts between Client and third parties, copyright, trademark, class action, patent, consumer protection laws, trade secret, moral rights, privacy rights, rights of publicity, or any other intellectual property or proprietary right, or which slanders, defames, libels, or invades the right of privacy, publicity, or other property rights of any person; (y) none of the Advertisements provided by Client hereunder contain any viruses, Trojan horses, trap doors, back doors, Easter eggs, worms, time bombs, cancelbots, or other computer programming routines that may potentially damage or interfere with the mkMob Service, or intercept or expropriate any system data or personal information from the mkMob Service; and (z) any Advertisements directed to children will comply with the guidelines of the Children's Advertising Review Unit.

9. Indemnification

Each party agrees to indemnify and hold the other and its affiliates harmless from and against any losses, costs, liabilities and expenses, including reasonable attorneys' fees, arising out of any breach of the representations or warranties made by such party herein. The indemnifying party reserves the right, at its expense, to assume the exclusive defense and control of any matter for which it is required to indemnify the indemnified party and the indemnified party agrees to cooperate with the indemnifying party's defense of such claims. The indemnifying party agrees not to enter into any settlement of any claim without the prior consent of the indemnified party, such consent not to be unreasonably withheld or conditioned.

10. Disclaimers; No Warranties

THE SITE, INCLUDING, WITHOUT LIMITATION, ALL SERVICES, CONTENT, FUNCTIONS AND MATERIALS, IS PROVIDED "AS IS," "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED BY STATUTE, COMMON LAW OR OTHERWISE, FOR INFORMATION, DATA, DATA PROCESSING SERVICES, UPTIME OR UNINTERRUPTED ACCESS, ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, USEFULNESS, OR CONTENT OF INFORMATION, ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, AND WE HEREBY DISCLAIM ANY AND ALL SUCH WARRANTIES, EXPRESS AND IMPLIED. WE DO NOT WARRANT, REPRESENT OR COVENANT THAT THE SITE OR THE SERVICES, CONTENT, FUNCTIONS OR MATERIALS CONTAINED THEREIN WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED. WE MAKE NO WARRANTY THAT THE SITE WILL MEET USERS' REQUIREMENTS. NO ADVICE, RESULTS OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. MKMOB ALSO ASSUMES NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR, ANY DAMAGES TO, OR VIRUSES THAT MAY INFECT, YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO, USE OF, OR BROWSING IN THE SITE OR YOUR DOWNLOADING OF ANY MATERIALS, DATA, TEXT, IMAGES, VIDEO, AUDIO OR SOFTWARE FROM THE SITE. IF YOU ARE DISSATISFIED WITH THE SITE, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE SITE.

11. Limitation of Liability and Damages

IN NO EVENT SHALL MKMOB, ITS AFFILIATES OR ANY OF THEIR DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR CONTENT OR SERVICE PROVIDERS (COLLECTIVELY, THE "PROTECTED ENTITIES") BE LIABLE, WHETHER IN AN ACTION BASED ON A CONTRACT INDEMNIFICATION, OBLIGATION, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE), COLLATERALLY OR ARISING FROM ANY STATUTORY DUTY, PRE-CONTRACT OR OTHER REPRESENTATIONS, OR OTHERWISE, HOWEVER ARISING, FOR ANY ECONOMIC LOSSES (INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUES, PROFITS, CONTRACTS, BUSINESS, GOODWILL OR ANTICIPATED SAVINGS) OR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING FROM, OR DIRECTLY OR INDIRECTLY RELATED TO, THE USE OF, OR THE INABILITY TO USE, THE SITE OR THE CONTENT, MATERIALS AND FUNCTIONS RELATED THERETO, YOUR PROVISION OF INFORMATION VIA THE SITE, LOST BUSINESS OR LOST SALES, EVEN IF SUCH PROTECTED ENTITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO CERTAIN USERS. IN NO EVENT SHALL THE PROTECTED ENTITIES BE LIABLE FOR OR IN CONNECTION WITH ANY CONTENT POSTED, TRANSMITTED, EXCHANGED OR RECEIVED BY OR ON BEHALF OF ANY USER OR OTHER PERSON ON OR THROUGH THE SITE. IN NO EVENT SHALL THE TOTAL AGGREGATE LIABILITY OF THE PROTECTED ENTITIES TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM THE TERMS AND CONDITIONS OR YOUR USE OF THE SITE EXCEED, IN THE AGGREGATE, THE AMOUNT, IF ANY, PAID BY YOU TO MKMOB FOR YOUR USE OF THE SITE OR PURCHASE OF PRODUCTS OR SERVICES VIA THE SITE.

12. Ownership

As between the parties, mkMob will own and retain all rights, title, and interest in and to the mkMob Services, including all software and data related thereto. Client acknowledges that the software and data related to the mkMob Services (including any usage data or compilations thereof but expressly not including any customer information submitted to Client through the mkMob Services) are copyrighted by mkMob and may contain trade secrets or other intellectual property owned by mkMob. Client agrees not to copy, alter, modify, or create derivative works of the mkMob Service or otherwise use the mkMob Service in any way that violates the use restrictions contained in this Agreement. mkMob does not grant to Client any license, express or implied, to the intellectual property of mkMob or its licensors.

13. Confidentiality

"Confidential Information" shall mean (a) the Advertisements, prior to publication; (b) the existence or content of the Agreement; (c) any statistics or other data relating to the mkMob Services; and/or (d) any information designated in writing, or identified orally at time of disclosure, by the disclosing party as "confidential" or "proprietary". During the term of this Agreement, and for a period of two (2) years following termination, each party will keep confidential, neither party will use or disclose any Confidential Information of the other party, except as specifically contemplated herein. The foregoing restriction does not apply to information that: (a) has been independently developed by the receiving party without use of or access to the other party's Confidential Information and without any violation of any obligation of this Agreement; (b) has become publicly known through no breach of this Section 13 by the receiving party; (c) has been rightfully received from a third party authorized to make such disclosure; (d) has been approved for release in writing by the disclosing party; or (e) is required to be disclosed by a competent legal or governmental authority, provided that the receiving party gives the disclosing party prompt written notice of such requirement prior to disclosure and assists in obtaining an order to protect the information from public disclosure. Any and all device ID information provided by Client collected from its users constitutes Confidential Information of Client ("Client User Data"). Client represents that it has obtained and will maintain the rights and grants to mkMob such rights to use the Client User Data to perform the mkMob Services as set forth herein. mkMob agrees that Client Users Data will only be used in connection with the mkMob Services and for conversion tracking purposes, and that mkMob will not sell or resyndicate any data derived from Client user Data, except that mkMob may use any Client User Data that mkMob collects or has access to solely in aggregate non-personally identifiable form to diagnose problems with and improve the mkMob Services.

14. Termination

In the event of a material breach by either party, the non-breaching party may terminate this Agreement immediately upon written notice without liability to the other party. In the event of any termination, Client will remain liable for any amount due under the Agreement through the effective date of termination and such obligation to pay shall survive any termination of this Agreement.

15. Miscellaneous

The words "include" and "including" and variations thereof will not be deemed to be terms of limitation, but rather will be deemed to be followed by the words "without limitation". This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by the Client without the prior written consent of mkMob, provided, however, that the Client may assign the Agreement without such consent to any entity who is not a competitor of mkMob in connection with any merger, consolidation, any sale of all or substantially all of its assets or any other transaction in which more than fifty percent (50%) of its voting securities are transferred. mkMob may freely transfer or assign any or all of its rights and obligations associated with this Agreement at any time. mkMob and Client are independent contractors, and neither mkMob nor Client is an agent, representative or partner of the other. This Agreement sets forth the entire agreement between mkMob and Client, and supersedes any and all prior agreements (whether written or oral) with respect to the subject matter set forth herein and through Configuration. Any dispute hereunder will be negotiated in good faith between the parties within ten (10) business days commencing upon written notice from one party to the other, failing which either party may exercise any remedies which it may have at law or in equity. This Agreement shall be governed by and construed in accordance with the laws of Canada or Jamaica, without giving effect to principles of conflicts of law. Client agrees that any action at law or in equity arising out of or relating to this Agreement will be filed only in the courts in Canada or Jamaica, and Client hereby consents and submits to the personal and exclusive jurisdiction of such courts for the purposes of litigating any such action. The waiver of any breach or default of this Agreement will not constitute a waiver of any subsequent breach or default, and will not act to amend or negate the rights of the waiving party. If any provision contained in this Agreement is determined to be invalid, illegal, or unenforceable in any respect under any applicable law, then such provision will be severed and replaced with a new provision that most closely reflects the original intention of the parties, and the remaining provisions of this Agreement will remain in full force and effect. Neither party shall be responsible for failure to perform hereunder due to a cause beyond its reasonable control, including, without limitation, terrorism, fire, civil disturbance, war, rebellion, earthquake, flood and similar occurrences, provided that performance shall resume as soon as possible after the cause no longer prevents performance.