The term of this Agreement commences on the date of execution by you (either in writing or by electronic signature) and shall (subject to our right hereunder to terminate or suspend our performance or remove your Listing under circumstances specified in this Agreement) continue until we have fulfilled the Initial Listing Term specified in the Directory Registration. Neither of us may terminate this Agreement during the Initial Listing Term, provided that we may terminate this Agreement at any time upon notice to you if you breach this Agreement. If you choose to have your Listing removed from our Site and/or our Services discontinued prior to the end of the Initial Listing Term, you shall notify us in writing and the unpaid balance for the entire Listing Term will become immediately due and owing.
Unless otherwise provided in the Directory Registration, we will bill you during our first applicable billing cycle after we fulfill your Listing order and will continue to bill you during each applicable billing cycle thereafter during the term of this Agreement. The billing cycle will be thirty (30) days unless otherwise provided in the Directory Registration. Any rates specified in the Directory Registration will apply during the Initial Listing Term only. Renewal Listing Term rates may be higher than the rates set forth on the Initial Listing Term. Payments are due on the due date specified on the invoice or, if no payment date is specified, then thirty days after the date of the invoice. We may remove your Listing and suspend our services hereunder if payment is not received by the due date. Your prompt payment of any costs that we incur to suspend services or remove or cause removal of your Listing, or to resume services or replace or cause replacement of your Listing, will be a condition to our resumption of services and the replacement of your Listing. You acknowledge that no such suspension or removal will extend the term of this Agreement and, therefore, that it will reduce the aggregate time that we fulfill your order. We may charge late payment fees that will accrue at our then-current standard rates or, if lower, the maximum rate permitted under applicable law. You agree to pay any attorneys’ fees and costs that our agents or we incur in collecting any unpaid amount. You will pay any sales, use or other local, state, federal, foreign or other taxes or governmental fees arising out of or in connection with this Agreement, other than taxes based on our net income.
If the Listing you have ordered involves the hosting or operation of a Web site, the Universal Resource Locator ("URL") therefore must be registered in our name with a domain registrar of our choosing so we may manage the domain while we host or operate the Web site. We will procure a URL and will pay the applicable domain name registration fees to the registrar and maintain ownership. Upon termination of this Agreement or in the event you are in breach of this Agreement, any Websites hosted or operated under this Agreement may be disabled, in our sole discretion. You acknowledge that we may allow the registration for such URL to lapse, may retain and use such URL, or may transfer such URL to a third party, without restriction.
The transmission of any unsolicited commercial e-mail messages through our services is strictly prohibited without the prior consent of the recipient. You acknowledge that we do not generate the content upon the Site where your Listing may be fulfilled and that we are not responsible for such content. You acknowledge that that we shall in no event have any liability to you of any type or nature as a result of any placement that may be offensive to you. We may refuse, remove and/or terminate Listings and our services due to any content that we deem for any reason (a) may subject us or another party to liability, (b) includes obscene, profane, sexual, violent or other inappropriate content, or (c) is otherwise unacceptable in our sole discretion; provided that we have no obligation to review your advertisements and shall have no liability related to the content thereof. If this occurs, you will remain responsible for payment of all amounts to be invoiced for the then-current Listing Term and will not be entitled to any refund or abatement or any extension of the term of this Agreement. Furthermore, you are making the following representations and we are relying upon them: (a) that you are authorized to advertise and display the requested business, product or service, (b) you are a business, not a consumer, (c) that the content of any advertisement is truthful and not misleading, (d) that you are in compliance with all laws and licensing requirements relating in any manner to the goods or services displayed or to your advertisement, and e) that you have the right to use and publish any requested name, address, trade name, trademark, service mark, picture, likeness, reproduction, endorsement, copyrighted or copyrightable item or other content and that such use complies with all applicable laws, license agreements and other obligations. Without limiting any of our other rights or remedies, you agree to notify us immediately in writing at any time that you discover or suspect that any of these representations is not true and correct in all respects. You assume sole responsibility for the protection of any copyrights, trademarks, service marks, trade names and other intellectual property owned wholly or partially by you or which you are authorized to use or display. If we receive notice or documentation demonstrating that another person or entity contests your right to use or display a name, trademark, service mark or other content, we may reject or discontinue the Listing and our services without liability to you until such time you have resolved that dispute with the other party to our satisfaction. As to Listings we create for you, whether in whole or in part, and any derivative work that we create from your content, you acknowledge that we are an author and assign to us all rights in and to any independently copyrightable contribution you might have made to the advertising. You further acknowledge that we retain all right, title and interest, including the copyright, in such Listing and that neither you nor we intend for such advertising to constitute a joint work. You grant us a nonexclusive license during the term of this Agreement, including the right to sublicense, to copy, distribute, create derivative works based upon, publicly display, publicly perform and otherwise use any trademark, service mark, graphics, text or other content you provide to us in connection with our performance of our obligations under this Agreement. Upon termination of this Agreement, we are not obligated to return any of these works to you.
We may redesign or modify the organization, structure and/or "look-and-feel" of our respective Website, Listings, and published set of headings and directories at any time and without notice. Although we assign each Listing an internally generated point value and/or seniority date, such assignment is internal to us and does not confer any rights to you. We may position your advertisement on any page within the appropriate sites, in any position upon such page, in any sequence and in association with any classified heading or keyword(s) we deem appropriate unless otherwise specifically noted in the Directory Registration. Unless expressly provided on the Order, we do not make any representation or warranty with respect to traffic or usage statistics regarding Actions on our site or the levels of impressions, cost per click, or click-through rates or the quality or conversion rate for any advertisement. An "impression" means each occurrence of a display of an advertisement. We will not have any liability to you and you will remain responsible for all moneys owed to us should there be an interruption in our Website or other interruption in our services hereunder for any period of time, although we may, in our sole discretion, issue credits or extend the term of this Agreement in the event of interruptions lasting several days or longer.
Except as expressly provided in the order, we do not make any representations, warranties, or guarantees to you of any kind, either expressed or implied (including without limitation, any warranties of merchantability, fitness for a particular purpose, title, noninfringement or other warranties arising by usage of trade, course of dealing or course of performance), regarding the functionality, performance or results of the advertisements or advertising products, linked sites, any site we may create for you, or otherwise under or related to this agreement.
You may not resell, assign, transfer or delegate any of your rights, duties or obligations without our prior written consent, which we may grant or withhold in the exercise of our absolute and sole discretion; in the event we give such consent, the assignee must, without any reservation, assume all of your rights, duties and obligations. Any attempt to resell, assign, transfer or delegate such rights, duties or obligations without our prior written consent shall constitute a breach of this Agreement and shall be of no force or effect. We shall have the right to subcontract performance of our obligations hereunder or to assign or otherwise transfer this Agreement or any of our rights, obligations or duties hereunder to any person or entity at any time.
All of our notices, demands and other communications must be in writing and will be deemed to have been given (a) if mailed by certified mail, postage prepaid, (b) if delivered by overnight courier, (c) if sent by facsimile transmission and such transmission is confirmed as received, or (d) if sent by electronic mail, and such message is confirmed as received, in each case to the address, fax number or e-mail address specified on the Order for the recipient of such notice. All of your notices, demands and other communications must be in writing and will be deemed to have been given (a) if emailed to
Neither we nor any of our other vendors shall have any liability under or in connection with this agreement or the Listing for any special, indirect, incidental, consequential, punitive or exemplary damages, including without limitation, damages relating to loss of profit, loss of income or revenue, loss of goodwill, the refection or removal of any advertising content, any delay in displaying or our failure to display content, or our failure to perform services. In no event shall our liability for monetary damages exceed the amount you have actually paid to us for the advertising products or other services with respect to which such liability arose. You acknowledge and agree that the provisions of this Agreement that limit liability, disclaim warranties, or exclude consequential damages or other damages or remedies are essential terms of this Agreement and are fundamental to the parties’ understanding regarding allocation of risk. Accordingly, such provisions shall be severable and independent of any other provisions of this Agreement and shall be enforced regardless of any breach hereof or other occurrence or condition relating in any way to this Agreement or the Listing. Without limiting the generality of the foregoing, you agree that all limitations of liability, disclaimers of warranties, and exclusions of consequential damages or other damages or remedies shall remain fully valid, effective and enforceable in accordance with their respective terms, even under circumstances that cause any exclusive remedy under this agreement to fail of its essential purpose.
If we breach our obligation hereunder to fulfill any Listing or breach any other obligation hereunder, we will make reasonable efforts to fulfill such Listings at a later date on the same or substitute site or otherwise fix such breach. The preceding constitutes our sole obligation and your sole and exclusive remedy for any breach by us of this agreement.
In no event shall we have liability or be deemed to be in breach hereof for any failure or delay of performance resulting from any governmental action, fire, flood, insurrection, earthquake, power failure, network failure, riot, explosion, embargo, strikes (whether legal or illegal), terrorist act, labor or material shortage, transportation interruption of any kind or work slowdown or any other condition not reasonably within our control. Your payment obligations shall continue during any event of force majeure.
You agree to indemnify us from and with respect to any claims, actions, liabilities, losses, expenses, damages and costs (including, without limitation, actual attorneys’ fees) that may at any time be incurred by us or them arising out of or in connection with this Agreement or any Listing or services you request, including, without limitation, any claims, suits or proceedings for defamation or libel, violation of right of privacy or publicity, criminal investigations, infringement of intellectual property, false or deceptive advertising or sales practices and any virus, contaminating or destructive features.
All telephone conversations between you and us about your advertising may be recorded and you hereby consent to such monitoring and recordation.
As a paying customer you can expect high quality customer service. Should you discover that your advertisement or paid directory listing is not running on the website, you are entitled to a full refund pro-rata. We are not responsible for lack of interest in an advertisement once it goes live. Advertisers will not receive a refund due to lack of interest.
We do take the time to skim your advertisement for typos or misspellings, but ultimately the advertiser is responsible for the content and grammar before the advertisement goes live. Advertisers will not receive a refund for incorrect content. The Know Cancer Directory deems that payment of an advertisement constitutes that proofing has been completed by the advertiser. Should you have any questions at all, please feel free to contact us here: firstname.lastname@example.org
In the event that an error was made on the part of Know Cancer, a full, pro-rated refund will be awarded.
If you believe any Content on the Site infringes your copyright, please contact Know Cancer’s Copyright Agent at
email@example.com. Be sure to include the following information:
- A description of the copyrighted work that you believe to be infringed and a copy or location (e.g., URL) of an authorized version of the work if possible.
- A description of the material that you believe to be infringing and its location. Please provide us with its URL and any other information that will allow us to locate the material.
- Your contact information, including name, address, telephone number and e-mail address.
- A statement that you have a good faith belief that the complained of use of the materials is not authorized by the copyright owner, its agent, or the law.
- A statement indicating that "under penalty of perjury" you are the copyright owner or are authorized to act on the copyright owner’s behalf that the information that you have provided is accurate.
- An electronic signature from the copyright holder or authorized representative.