Advertiser Agreement
Sinsations.ch
Last Updated: January 15, 2020
We (“Company”) own and operate www.sinsations.ch and any affiliated website or mobile version (“Site”) for advertising purposes. We look forward to a prosperous advertising relationship with you. To access the Site, you must agree to our Terms of Use. To use the services that we provide on the Site (“Services”) and to post content on the Site (“Content”) as an advertiser (“Advertiser”), you must be at least eighteen years of age, competent to form contracts, and agree to and abide by this Advertiser Agreement (“Agreement”). Throughout this Agreement, Company and Advertiser shall be referred to individually as a “Party” and collectively as the “Parties.” Nothing in this Agreement is intended to create any enforcement rights by third parties.
You must strictly adhere to all federal, state, provincial, and local laws, rules, and regulations, including those prohibiting trafficking and requiring truthfulness and necessary disclosures or disclaimers in advertisements. If you intend to advertise, facilitate, or promote any illegal activities, you must leave the Site immediately and must not use or attempt to use the Services. You acknowledge that you are aware of the laws, regulations, policies, and community standards in your jurisdiction, and you will only use the Services if you believe that the materials on the Site, the Services offered on the Site, and the services that you advertise on the Site do not violate such laws, regulations, policies, or standards. You acknowledge that Company has taken a position in support of anti-trafficking efforts, and strictly prohibits any illegal conduct on the Site. If we are put on notice of any such unlawful activities occurring on the Site, we intend to fully cooperate with law enforcement regarding any investigation(s) involving the same.
- ADVERTISER ACCOUNTS
Registration: To access certain features of the Site and Services, you must register and be approved for an advertiser account which permits you to utilize the Site’s advertising forum capabilities (“Advertiser Account”). You are prohibited from (i) creating an Advertiser Account on behalf of any third party, and (ii) sharing, transferring, or selling access to your Advertiser Account. You are solely responsible for all actions originating from your Advertiser Account. All Content must be submitted and authorized by the individual who registered the account. We disclaim any and all liability arising from fraudulent entry or use of the Site. If your Advertiser Account is accessed by fraudulent or unlawful means, we may terminate your account and take all necessary and appropriate actions under applicable law as determined in our sole discretion. You agree to notify us immediately of any unauthorized use of your Advertiser Account as well as of any other breach of security.
Age and Identity Verification: We reserve the right to contract with third party entities to implement and enforce identity and age verification services associated with your access to the Site. Such third-party entities may impose additional terms and conditions governing such verification services. You are responsible for abiding by such terms and providing the information necessary to perform any age or identity verification effort requested by us or our contractors. We disclaim any liability associated with your violation of such terms.
Business Entities: In order to create an Advertiser Account on behalf of a business entity, you must have and maintain express prior authorization in writing and signed by an authorized agent of such business entity. If at any point your right to act on behalf of such business entity is suspended or terminated, you will immediately cease use of the Advertiser Account and turn over the log-in credentials for that Advertiser Account to an authorized agent of such business entity. Advertiser Accounts associated with any business entity are prohibited from submitting Content on behalf of a third party.
Accuracy: You agree that all information provided in registering or otherwise creating an Advertiser Account, including any information or documentation provided to such third party entities, is true, accurate, current, and complete. You also agree that you are responsible for maintaining the accuracy of such information throughout your tenure as an Advertiser. If you provide any information that is untrue, inaccurate, not current, or incomplete, or if we or any of our authorized agents have reasonable grounds to suspect that such information is untrue, inaccurate, not current, or incomplete, we have the right to deny, suspend, or terminate your Advertiser Account and refuse any and all current or future use of the Services by you, as well as to subject you to potential criminal and civil liability.
Communications: We may offer you the ability to receive communication(s) pertaining to the Services via text message or a comparable system. Should you wish to access or otherwise interact with the Services via text messages, you will be required to submit a valid telephone number. Use of the text messaging system is not a requirement to become an Advertiser and is simply another way for you to access information on the Site. However, should you choose to utilize this feature, you understand and agree that you are expressly consenting to receiving text message communications regarding your use of the Services. You understand and agree that such messages are based on your status as an Advertiser and that you are specifically soliciting such messages in order to use the Services. You are responsible for all text and/or data fees charged by your mobile carrier, and for the security of your mobile device. You are solely liable for any and all Advertiser Account activity associated with such device.
Termination: You may cancel your Advertiser Account at any time via your personalized Advertiser Account portal, or by contacting our Customer Service at [email protected]. Without limiting other remedies, we may immediately issue a warning, temporarily suspend, indefinitely suspend, or terminate your access to the Site and use of the Services at any time, with or without advance notice, if, in our sole discretion, (i) we believe that you have breached any material term of this Agreement or the document(s) it incorporates by reference; (ii) we are unable to verify or authenticate any information you provide to us; (iii) we believe that your actions may cause legal liability for you, us, or our users; or (iv) we decide to cease operations or to otherwise discontinue any Services or options provided by the Site or parts thereof. You agree that if your access is terminated by us, you will not attempt to regain access to the Site, using the same or different registration information, without prior written consent from us. You agree that we and/or any third party acting on our behalf shall not be liable to you for any termination of your Advertiser Account or your access to or use of any part of or feature on the Site.
2. CONTENT
Grant of Rights: You hereby grant us a worldwide, royalty-free, perpetual, nonexclusive, sub-licensable, assignable, and transferrable right and license to use, reproduce, modify, adapt, publish, translate, transmit, create derivative works from, distribute, perform, communicate to the public, and display such materials (in whole or in part) worldwide and/or to incorporate such materials into any form, medium, or technology now known or later developed. Further, you hereby grant our users a nonexclusive license to access the Content. You represent and warrant that you have all rights, including intellectual property and publicity rights, to grant the license set out above. Uploading any Content found to infringe upon the proprietary rights of any third party may result in the deactivation or deletion of your Advertiser Account. Should any Content associated with your Advertiser Account be deemed by us, in our sole discretion, to violate this Agreement or any laws or other applicable legal restrictions, we may immediately remove such Content, and your actions shall constitute a material breach of this Agreement.
Content Restrictions: Under no circumstances may your Content include, depict, or describe any of the following: (i) individuals under the age of eighteen (18); (ii) nudity or sexual activity, including but not limited to the display of the unclothed genitals and/or pubic area; (iii) false, misleading, defamatory, disparaging, obscene, harassing, annoying, illegal, or otherwise objectionable material; (iv) promotion of a competitor of the Company; (v) promotion or encouragement of suicide or self-harm; (vi) drug use or intoxication; (vii) violence; (viii) spam; (ix) personal information of any third party; (x) your own contact information, except in designated areas; (xi) pirated materials or materials that depict any third party without their consent to be depicted in the Content or for the Content to be distributed on the Site; (xii) solicitations, facilitations, or promotions of the unlawful exchange of funds for sexual activity; or (xiii) code, slang, or acronyms for any of the above. We encourage our users to report any violations of these restrictions by other users. We reserve the right, within our sole and absolute discretion, to reject or remove any Content, although we undertake no obligation to monitor the Content or take any such actions.
3. BILLING
Bids: From time to time, we may allow you to place bids (“Bid(s)”) for preferred posts which will receive a higher ranking than other posts on a specific section of the Site (“Placement(s)”) if your Bid is one of the top placing Bids for a Placement in a specific section of the Site in any given two week period. If you place a winning Bid, we will display your Content in the Placement, with the highest Bid being placed at the top of a specific section of the Site for a period beginning on Monday at noon (EST) and continuing for two weeks on the Monday thereafter at noon (EST), and all lower Bids being placed in relation to the other Bids in that specific section of the Site in accordance with the amount of the Bid. You understand and agree that the specific number of Placements that may be displayed on any specific section of the Site is determined by us in our sole and absolute discretion, and that some sections of the Site may have more Placements than other sections of the Site.The price of any Placement you choose is determined solely by the amount of your Bid and whether your Bid was higher or lower than the other Bids made for the same Placement in relation to any given two-week period. All Bids must be placed no less than forty-eight (48) hours before the start of the two-week period, unless we make an exception in our sole and absolute discretion. Should you have any additional questions regarding the same, please contact our customer support team at [email protected].
VIP Membership: From time to time, we may permit you to purchase access to various monthly, automatically recurring membership tiers that allow access certain upgraded features which, along with the price of such membership, are prominently displayed on our Memberships Page. We reserve the right to change the price of and features associated with such membership at any time, for any reason, by updating the information displayed thereon. You may change your membership at any time through your account settings. If you cancel a subscription, you will not be issued a refund, and you will continue to have access to the upgraded features related to that subscription until the end of the current billing period.
Billing in Bitcoin: You agree to pay any and all fees or account charges related to your purchases immediately when due (or, in the event of termination of your Advertiser Account, immediately upon termination) in accordance with our stated billing policy, or that of our third party billing agent. You understand that all purchases (i) must be made using Bitcoin or other virtual currency that we may accept from time to time in our sole discretion; (ii) are irreversible and nonrefundable, except as we may permit from time to time in our sole discretion; and (iii) may be subject to additional administrative fees that typically accompany virtual currency transactions, such as a blockchain fee or gas tax. You agree that we are not responsible for any loss in value of cryptocurrency in the event of an authorized refund. We reserve the right to contract with a third party to process any and all payments associated with the Services. Such third party may impose additional terms and conditions governing payment processing. You are solely responsible for abiding by such terms and promptly informing such third parties of all changes in your wallet information. We further disclaim any liability associated with your violation of such terms. We further reserve the right to make changes at any time to our fees and billing methods, including the addition of administrative or supplemental charges for any feature(s) provided to Advertisers, with or without prior notice to you.
Billing Errors: If you believe that you have been erroneously billed for activity associated with your Advertiser Account, please notify us immediately of such error. If you do not do so within thirty (30) days after such billing error occurs, the fee in question will be deemed acceptable by you for all purposes, including resolution of inquiries made by or on behalf of your banking institution. You release us from all liabilities and claims of loss resulting from any error or discrepancy that is not reported within thirty (30) days of occurrence.
4. DISPUTE RESOLUTION
Governing Law: This Agreement and all matters arising out of, or otherwise relating to, this Agreement shall be governed by the laws of Switzerland, excluding its conflict of law provisions. The sum of this paragraph is that any and all litigation or arbitration permitted under this Agreement must be, without exception, initiated in Switzerland.
Indemnification: You agree to defend, indemnify, and hold harmless the Company, its officers, directors, shareholders, employees, independent contractors, telecommunication providers, and agents, from and against any and all claims, actions, loss, liabilities, expenses, costs, or demands, including without limitation legal and accounting fees, for all damages directly, indirectly, and/or consequentially resulting or allegedly resulting from your conduct on the Site, or your breach of any part of this Agreement. We shall promptly notify you by electronic mail of any such claim or suit and cooperate fully (at your expense) in the defense of such claim or suit. We reserve the right to participate in the defense of such claim or suit at our own expense, and choose our own legal counsel; however, we are not obligated to do so.
Limitation of Liability: In no event shall we (or our licensors, agents, suppliers, resellers, service providers, or any other subscribers or suppliers) be liable to you, or any other third party for any direct, special, indirect, incidental, consequential, exemplary, or punitive damages, including without limitation, damages for loss of profits, loss of information, business interruption, hacking, security breach, release of personal data or billing information (including identification or determination of your real identity based on your Content), loss of revenue, or loss of goodwill, which may arise from any person’s use, misuse, or inability to use the Site, Services, or any of the materials contained therein, even if we have been advised of the probability of such damages. This is for any matter arising out of or relating to this Agreement, whether such liability is asserted on the basis of contract, tort, or otherwise. In no event shall our maximum total aggregate liability hereunder for direct damages exceed one hundred Swiss Francs (CHF 100) or the total amount you paid us during the one (1) month period before you made your claim, whichever is greater.
Force Majeure: For so long as such event continues to delay our performance, we shall not be responsible for any failure to perform due to unforeseen circumstances or to causes beyond our reasonable control, including but not limited to: acts of God, such as fire, flood, earthquakes, hurricanes, tropical storms, pandemics and epidemics, or other natural disasters; war, riot, arson, embargoes, acts of civil or military authority, or terrorism; fiber cuts; strikes, or shortages in transportation, facilities, fuel, energy, labor or materials; failure of the telecommunications or information services infrastructure; hacking, spam, malware, data breach, or any failure of a computer, server, or software.
Right to Injunctive Relief: Both Parties acknowledge that remedies at law may be inadequate to provide an aggrieved party with full compensation in the event of the other Party’s breach, and that in any litigation permitted under this Agreement, an aggrieved Party shall therefore be entitled to seek injunctive relief, in addition to seeking all other remedies available at law or in equity.
Arbitration: If there is a dispute between the Parties arising out of or otherwise relating to this Agreement, the Parties shall negotiate in good faith to attempt to resolve the dispute. If the Parties are unable to resolve the dispute through direct negotiations, then, except as otherwise provided herein, either Party must submit the issue to binding arbitration with the ICC International Court of Arbitration. Arbitral Claims shall include, but are not limited to, contract and tort claims of all kinds, and all claims based on any law, statute, or regulation, excepting only claims by us pertaining to intellectual property, injunctions, attachment, garnishment, and other equitable relief. The arbitration shall be confidential. The arbitration shall be conducted in Switzerland, and conducted by a single arbitrator, knowledgeable in Internet and e-Commerce disputes. The laws of Switzerland shall govern the arbitration. The arbitrator shall be willing to execute an oath of neutrality. The Arbitrator shall have no authority to award any punitive or exemplary damages; certify a class action; add any parties; vary or ignore the provisions of this Agreement; and shall be bound by governing and applicable law. The cost of the arbitration shall be split equally between the Parties. The prevailing party shall be entitled to reimbursement of reasonable attorneys’ fees. THE PARTIES HEREBY WAIVE ANY RIGHTS THEY MAY HAVE TO TRIAL BY JURY IN REGARD TO ARBITRAL CLAIMS. There shall be no waiver of the right to arbitration unless such waiver is provided affirmatively and in writing by the waiving Party to the other Party. There shall be no implied waiver of this right to arbitration. No acts, including the filing of litigation, shall be construed as a waiver or a repudiation of the right to arbitrate.
5. MISCELLANEOUS PROVISIONS
Assent: This Agreement is a legal contract between you and the Company, governing your activities on the Site. You should treat it as any other legal contract by reading its provisions carefully, as they will affect your legal rights. You may not pick and choose which terms apply to you. If you do not agree with all the terms of this Agreement, you must cease all access and use of the Site and any other Services provided by the Company. Consideration for your assent to the provisions in this Agreement has been provided to you in the form of allowing you to use the Site and our Services, which includes allowing you to become an Advertiser on the Site. You agree that such consideration is both adequate, and that it is received upon your acceptance of this Agreement. Such assent does not need to be a physical signature since electronic acceptance of this Agreement is acceptable and legally binding. You manifest your assent to this Agreement by taking any act demonstrating your assent thereto, including by using any part of the Services for promotional purposes. Most likely, you have clicked or will click a button containing the words “I agree” or some similar syntax. You should understand that this has the same legal effect as you placing your physical signature on any other legal contract.
Revisions to this Agreement: From time to time, we may revise this Agreement. We reserve the right to do so, and you agree that we have this right. You agree that all modifications or changes to this Agreement are in force and enforceable immediately upon posting. Any updated or edited version supersedes any prior versions immediately upon posting, and the prior version is of no continuing legal effect unless the revised version specifically refers to the prior version and keeps the prior version or portions thereof in effect. To the extent any amendment of this Agreement is deemed ineffective or invalid by any court, the Parties intend that the prior, effective version of this Agreement be considered valid and enforceable to the fullest extent. We agree that if we change anything in this Agreement, we will change the “last modified” date at the top of this Agreement so that it is immediately obvious that we have updated the Agreement. You agree to periodically re-visit this web page, and to clear your cache and use the “refresh” button on your browser when doing so. You agree to note the date of the last revision to this Agreement. If the “last modified” date remains unchanged from the last time you reviewed this Agreement, then you may presume that nothing in the Agreement has been changed since the last time you read it. If the “last modified” date has changed, then you can be certain that something in the Agreement has been changed, and that you need to re-review it in order to determine how your rights and responsibilities may have been affected by the revisions. If you fail to periodically review this Agreement to determine if any of the terms have changed, you assume all responsibility for your failure to do so and you agree that such failure amounts to your affirmative waiver of your right to review the amended terms. We are not responsible for your neglect of your legal rights.
Parties are Distinct Entities: Acting as an Advertiser does not mean that you are an employee of Company. You are specifically placed on notice that you are not an employee of Company. Nothing in this Agreement shall be deemed to constitute, create, imply, give effect to, or otherwise recognize a formal business relationship of any kind. Company and Advertiser are completely separate entities, and neither shall be, nor represent themselves to be, a partner, franchiser, franchisee, broker, employee, servant, joint venturer, agent, or representative of the other for any purpose whatsoever. No Party is granted any right or authority to assume or create any obligation or responsibility, express or implied, on behalf of, or in the name of, another Party or to bind another in any manner or thing whatsoever. The nature of the relationship of the Parties is that of independent contractors.
Confidentiality: You may have access to certain information or materials on the Site that non-Advertiser users cannot access. You agree that any information or materials that you receive in the course of your duties as an Advertiser are to be treated as confidential. You may not disclose confidential information to any third party by any means. You agree that you will keep such information or content confidential indefinitely or to the maximum length of time permissible by law, even after your status as an Advertiser ends or this Agreement is otherwise terminated.
Attorneys’ Fees: In the event any Party shall commence any claims, actions, or arbitrations to interpret or enforce this Agreement, the prevailing Party shall be entitled to recover, in addition to all other available relief, its reasonable attorneys’ fees and costs incurred in connection therewith, including attorneys’ fees incurred on appeal.
Assignment: Advertiser may not assign, transfer, or delegate the rights or obligations hereunder without our prior written consent. We reserve the right to assign this Agreement in whole or in part.
Complete Agreement: This Agreement constitutes the entire agreement between the Parties with respect to your access and use of the Services as an Advertiser, and supersedes and replaces all prior understandings or agreements, written or oral, regarding such subject matter.
Severability: If for any reason a court of competent jurisdiction or an arbitrator finds any provision of this Agreement, or any portion thereof, to be unenforceable, that provision will be enforced to the maximum extent permissible, and the remainder of this Agreement will continue in full force and effect.
No Waiver: No waiver or action made by us shall be deemed a waiver of any subsequent default of the same provision of this Agreement. If any term, clause, or provision hereof is held invalid or unenforceable by a court of competent jurisdiction, such invalidity shall not affect the validity or operation of any other term, clause, or provision and such invalid term, clause, or provision shall be deemed to be severed from this Agreement.
Headings: All headings are solely for the convenience of reference and shall not affect the meaning, construction, or effect of this Agreement.
Other Jurisdictions/Foreign Law: We make no representation that the Services are appropriate or available for use in all locations. You may not access or use the Site from territories where the Services may be illegal or are otherwise prohibited. Those who choose to access the Site from such locations do so on their own initiative and are solely responsible for determining compliance with all applicable local laws. Nothing contained in this Agreement shall be interpreted as an admission that that we are subject to the laws of any nation besides Switzerland.
Service Not Available in Some Areas: You are subject to the laws of the state, province, city, country, or other legal entity in which you reside or from which you access the Site. THE SERVICES ARE VOID WHERE PROHIBITED OR RESTRICTED BY LAW. If you use the Site while located in a prohibited jurisdiction, you will be in violation of the law of such jurisdiction and this Agreement, and you will be subject to having your account suspended or terminated without any notice to you. You hereby agree that we cannot be held liable if laws applicable to you restrict or prohibit your participation. We make no representations or warranties, implicit or explicit, as to your legal right to participate in the Services, nor shall any person affiliated, or claiming affiliation, with us have authority to make any such representations or warranties. We reserve the right to restrict access to the Site in any jurisdiction.
Nothing more follows.