Throughout this Agreement, we may use certain words or phrases, and it is important that you understand the meaning of them. The list is not all-encompassing and no definition should be considered binding to the point that it renders this Agreement nonsensical:
Deeplink makes App content accessible with a URL (like a website, but an App launches). We also offer an App retargeting network, which allows App developers to target ads only to devices that have Apps, and the ads drive users to specific pages within the App. For instance, App X may serve a creative that says, “Today's deals in NYC are stellar! Check them out here," and a tap would send the user to the top New York City deals page in App X.
Deeplink provides limited engagement analytics including total clicks, click-through rates, and total spend. Users are free to use their own tracking methods to track and/or analyze any other statistics. Users can customize campaigns by a number of segmentation options, including location, device, platform, time served, and click-through URL/URI.
In order to use our Service, you must meet a number of conditions, including but not limited to:
You must not be in violation of any embargoes, export controls, or other laws of the United States or other countries having jurisdiction over this Agreement, Deeplink, and yourself. For example, if the Office of Foreign Assets Control prohibits conducting financial transactions with nationals, residents, or banks of your country, you must not use our Service.
You must be the minimum age required to enter into a contract in the area in which you reside, and, in any event, must not be less than 18 years of age.
You must, if signing up on behalf of a person other than a natural person, be authorized by that person to bind them to this Agreement, and you represent that you are doing so (in addition to binding yourself to this Agreement).
You must provide us with personal information, payment information, and other information that we deem necessary to provide you with our Service.
Deeplink believes that its Service is useful for many App developers. However, it is the responsibility of each App developer to ensure that Deeplink’s Service is suitable for them and their App. For example, App developers are solely responsible for determining whether Deeplink will be compatible with their App. They are also solely responsible for determining whether the use of Deeplink will be of any financial benefit to them. Deeplink makes no warranties in this regard, including any warranties that a campaign will be successful or profitable, and you agree to release Deeplink from all liability in relation to your use of our Service.
In addition to following our rules for eligibility, you must not:
Violate the laws of the United States, its states, or any foreign political entity having jurisdiction over this Agreement, whether or not the foreign political entity is a country or a subdivision (such as a state or province) or municipality (such as a city, town, county, or region) of a foreign country.
Use our Service for any App which is violent, threatening, pornographic, racist, hateful, or otherwise objectionable according to the opinion of Deeplink or its delegates. Use our Service for any App which infringes on anyone’s intellectual property rights, defames anyone, impersonates anyone, or otherwise violate the rights of a third party. Hack, crack, phish, SQL inject, or otherwise compromise the security or integrity of the Deeplink Site, Service, or its Users’ computers.
Do anything else which could bring Deeplink into disrepute or which violates the rights of any person.
Payment can be made by means of credit card. You authorize us to bill and, if applicable, rebill your card according to the terms and rates published on our Site, which are hereby incorporated into this Agreement by reference. Unless otherwise stated, all prices are listed in United States dollars. We reserve the right to use a third party payment processor to process any payments. Due to the nature of Deeplink as an intangible service, we do not offer refunds. Users may, however, cancel their Service with three business days’ notice.
In the event that a User conducts a chargeback against us using their credit card, Deeplink shall be entitled to the full amount of that chargeback as liquidated damages, as well as any attorney’s fees, collection agency fees, court costs, disbursements, and other expenses incurred in Deeplink’s enforcement of its rights under this section.
Our copyrighted content is important to us, as it distinguishes us from other competitors in search engine rankings and to customers in general. You agree not to copy, distribute, display, disseminate, or otherwise reproduce any of the information on the Site, or to copy our software, in whole or in part, without receiving our prior written permission.
Deeplink is a trademark used by us, Cellogic, Ltd., to uniquely identify our Site, Service, and business. You agree not to use this phrase anywhere without our prior written consent. Additionally, you agree not to use our trade dress, or copy the look and feel of our website or its design, without our prior written consent. You agree that this paragraph goes beyond the governing law on intellectual property law, and includes prohibitions on any competition that violates the provisions of this paragraph, including starting your own service for App developers.
We may revoke our consent for your use of our intellectual property, or any other permission granted to you under this Agreement, at any time. You agree that if we so request, you must take immediate action to remove any usage of our intellectual property that you may have engaged in, even if it would cause a loss to you.
Deeplink is provided as a “software as a service” (“SaaS”). As a consequence of legal, technical, security, business, or other issues, our SaaS may become unavailable at certain times. Where we are aware ahead of time and it is lawful and prudent for us to do so, we will attempt to inform you of such predicted or planned unavailability. However, you agree that we are not required to do so, and release us from any liability relating to the unavailability of our Service.
WE MAKE NO REPRESENTATIONS OR WARRANTIES AS TO THE MERCHANTABILITY OF OUR SERVICE OR FITNESS FOR ANY PARTICULAR PURPOSE. YOU AGREE THAT YOU ARE RELEASING US FROM ANY LIABILITY THAT WE MAY OTHERWISE HAVE TO YOU IN RELATION TO OR ARISING FROM THIS AGREEMENT OR OUR SERVICES, FOR REASONS INCLUDING, BUT NOT LIMITED TO, FAILURE OF OUR SERVICE, NEGLIGENCE, OR ANY OTHER TORT. TO THE EXTENT THAT APPLICABLE LAW RESTRICTS THIS RELEASE OF LIABILITY, YOU AGREE THAT WE ARE ONLY LIABLE TO YOU FOR THE MINIMUM AMOUNT OF DAMAGES THAT THE LAW RESTRICTS OUR LIABILITY TO, IF SUCH A MINIMUM EXISTS.
YOU AGREE THAT WE ARE NOT RESPONSIBLE IN ANY WAY FOR DAMAGES CAUSED BY THIRD PARTIES WHO MAY USE OUR SERVICES, INCLUDING BUT NOT LIMITED TO PEOPLE WHO COMMIT INTELLECTUAL PROPERTY INFRINGEMENT, DEFAMATION, TORTIOUS INTERFERENCE WITH ECONOMIC RELATIONS, OR ANY OTHER ACTIONABLE CONDUCT TOWARDS YOU.
WE ARE NOT RESPONSIBLE FOR ANY FAILURE OF OUR SERVICE TO MEET YOUR EXPECTATIONS, OR COMPATIBILITY ISSUES THAT MAY ARISE WITH YOUR SOFTWARE OR THE DEVICE ON WHICH THE SOFTWARE OR OUR SERVICE IS USED.
WE ARE NOT LIABLE FOR ANY FAILURE OF THE GOODS OR SERVICES OF OUR COMPANY OR A THIRD PARTY, INCLUDING ANY FAILURES OR DISRUPTIONS, UNTIMELY DELIVERY, SCHEDULED OR UNSCHEDULED, INTENTIONAL OR UNINTENTIONAL, ON OUR WEBSITE WHICH PREVENT ACCESS TO OUR WEBSITE TEMPORARILY OR PERMANENTLY.
THE PROVISION OF OUR SERVICE TO YOU IS CONTINGENT ON YOUR AGREEMENT WITH THIS AND ALL OTHER SECTIONS OF THIS AGREEMENT. NOTHING IN THE PROVISIONS OF THIS “REPRESENTATIONS & WARRANTIES” SECTION SHALL BE CONSTRUED TO LIMIT THE GENERALITY OF THE FIRST PARAGRAPH OF THIS SECTION.
For Jurisdictions that do not allow us to limit our liability: Notwithstanding any provision of these Terms, if your jurisdiction has provisions specific to waiver or liability that conflict with the above then our liability is limited to the smallest extent possible by law. Specifically, in those jurisdictions not allowed, we do not disclaim liability for: (a) death or personal injury caused by its negligence or that of any of its officers, employees or agents; or (b) fraudulent misrepresentation; or (c) any liability which it is not lawful to exclude either now or in the future.
IF YOU ARE A RESIDENT OF A JURISDICTION THAT REQUIRES A SPECIFIC STATEMENT REGARDING RELEASE THEN THE FOLLOWING APPLIES. FOR EXAMPLE, CALIFORNIA RESIDENTS MUST, AS A CONDITION OF THIS AGREEMENT, WAIVE THE APPLICABILITY OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES, “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR. "YOU HEREBY WAIVE THIS SECTION OF THE CALIFORNIA CIVIL CODE. YOU HEREBY WAIVE ANY SIMILAR PROVISION IN LAW, REGULATION, OR CODE THAT HAS THE SAME INTENT OR EFFECT AS THE AFOREMENTIONED RELEASE.
You agree to indemnify and hold us harmless for any claims by you or any third party which may arise from or relate to this Agreement or the provision of our service to you, including any damages caused by your use of our Service, or our Site or acceptance of the offers contained on it. You also agree that you have a duty to defend us against such claims and we may require you to pay for an attorney(s) of our choice in such cases. You agree that this indemnity extends to requiring you to pay for our reasonable attorneys’ fees, court costs, and disbursements. In the event of a claim such as one described in this paragraph, we may elect to settle with the party/parties making the claim, and you shall be liable for the damages as though we had proceeded with a trial.
This Agreement shall be governed by the laws in force in the State of New York. The offer and acceptance of this contract are deemed to have occurred in the State of New York.
You agree that any dispute arising from or relating to this Agreement, or any Contract between Users, will be heard solely by a court of competent jurisdiction in the State of New York. Specifically, where the subject matter of a dispute is eligible for it, you agree that any disputes shall be heard solely within the Civil Court of the City of New York – Small Claims Party (“Small Claims Court”).
If a dispute claims multiple claims and one or more of those claims would be eligible to be heard by the Small Claims Court, you agree not to bring the other claims against us and to instead proceed within the Small Claims Court.
If you would be entitled in a dispute to an amount exceeding the monetary jurisdiction of the Small Claims Court, you agree to waive your right to collect any damages in excess of the monetary jurisdiction and instead still bring your claim within the Small Claims Court. At the time of drafting this Agreement, the monetary jurisdiction of the Small Claims Court is $5,000.
You agree that if a dispute is eligible to be heard in Small Claims Court but you would be entitled to an additional or alternative remedy in a higher court, such as injunctive relief, you will waive your right to that remedy and still bring the dispute within the Small Claims Court. If you bring a dispute in a manner other than in accordance with this section, you agree that we may move to have it dismissed, and that you will be responsible for our reasonable attorneys’ fees, court costs, and disbursements in doing so.
You agree that the unsuccessful party in any dispute arising from or relating to this Agreement will be responsible for the reimbursement of the successful party’s reasonable attorneys’ fees, court costs, and disbursements.
You agree that we are not responsible to you for anything that we may otherwise be responsible for, if it is the result of events beyond our control, including, but not limited to, acts of God, war, insurrection, riots, terrorism, crime, labor shortages (including lawful and unlawful strikes), embargoes, postal disruption, communication disruption, unavailability of payment processors, failure or shortage of infrastructure, shortage of materials, or any other event beyond our control.
In the event that a provision of this Agreement is found to be unlawful, conflicting with another provision of the Agreement, or otherwise unenforceable, the Agreement will remain in force as though it had been entered into without that unenforceable provision being included in it. If two or more provisions of this Agreement are deemed to conflict with each other’s operation, Deeplink shall have the sole right to elect which provision remains in force.
Deeplink reserves all rights afforded to us under this Agreement as well as under the provisions of any applicable law. Our non-enforcement of any particular provision or provisions of this Agreement or any applicable law should not be construed as our waiver of the right to enforce that same provision under the same or different circumstances at any time in the future.
We may terminate your access to our Site and Service at our discretion without explanation, though we will strive to provide a timely explanation in most cases. Our liability for refunding you, if you have paid anything to us, will be limited to the amount you paid for goods or services which have not yet been and will not be delivered, except in cases where the termination or cancellation was due to your breach of this Agreement, in which case you agree that we are not required to provide any refund or other compensation whatsoever.
Under no circumstances, including termination or cancellation of our Service to you, will we be liable for any losses related to actions of other Users.
You may not assign your rights and/or obligations under this Agreement to any other party without our prior written consent. We may assign our rights and/or obligations under this Agreement to any other party at our discretion.
We may amend this Agreement from time to time. When we amend this Agreement, we will update this page accordingly. You must read this page each time you use our Service, and your continued use of our Service constitutes your acceptance of any such changes.
Pursuant to California Civil Code Section 1789.3, any questions about pricing, complaints, or inquiries about Deeplink must be addressed to our agent for notice and sent via certified mail to that agent. For our agent’s most up-to-date contact information, please contact firstname.lastname@example.org. Lastly, California users are also entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210. Last Modified: August 21, 2013
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