INTRODUCTION:
Golfhelp.com ("Golfhelp") provides you access to the Golfhelp Service (defined below), as available through the Golfhelp Network (as defined below), subject to your compliance with the terms and conditions below (the "Agreement"). Please read this Agreement carefully. By enrolling as an "Advertiser," you agree to be bound by these terms and conditions and the terms and conditions of any Insertion Order that you complete (either online as part of the Online Sign-Up form, or offline, when enrolling as an Advertiser, each an "Insertion Order"), including all payment terms (collectively, the "Agreement"). In this Agreement, "you" and "your" refers to the Advertiser.
The Golfhelp Advertising Standards Policy is an integral part of this
1. ACCEPTABLE
USE
For purposes of this Agreement, the "Golfhelp Search
Index" is the process by which consumers search for a desired subject
and Advertisers bid for placement of their search listing in the search
results, subject to Golfhelp' policies, for search terms corresponding
to the desired subject. The Golfhelp Service
takes the ongoing results of the bids for placement and produces search
listings that are made available in connection with the Golfhelp
Network, where the "Golfhelp Network" is defined as
Golfhelp' branded Web site at http://www.golfhelp.com and
various authorized
third parties who may be authorized to make the Golfhelp Service
available as a link from, an add-on service to, or otherwise in connection
with Web sites and/or applications (such web sites or applications a
"Third Party Product") that they control. Search listings may or
may not be placed in the Golfhelp Service
in either (or both of) golfhelp' search engine service and/or its
shopping service as you indicate in your Insertion Order. Golfhelp
does not guarantee that your search listings will be available through any
part of the golfhelp Network, and you understand that Golfhelp
reserves the right to not place your search
listing, and/or discontinue to place your search listings on any site or
application within the Golfhelp Network. A search listing, for
purposes of this Agreement, may include, at Golfhelp' discretion, text
and/or graphics, and is subject to Golfhelp' approval and the terms of
this Agreement. A search listing that
appears as part of the Golfhelp Network may (or may not) include, in
the case of the search engine service, a search title and search
description, or in the case of the shopping service, information about,
among other things, product characteristics, availability and price. In
all cases information must be submitted in the
form requested by Golfhelp.
2. PAYMENT
You agree to pay Golfhelp all applicable charges to your account
in United States dollars, in accordance with the terms of the program
and/or payment plan you selected, including, if any, all applicable taxes,
in accordance with billing terms in effect at the time the fee becomes
payable. You agree that your initial
enrollment fee or service fee (depending on the program you selected) is
nonrefundable. You understand and agree that, in addition to any service
fee (if any), you will be charged for all clicks on your search listings,
(no matter whether a click occurred on Golfhelp' web site or a Third
Party Product within the Golfhelp Network),
and that such charges will be based on the number of clicks on all your
search listings, multiplied by the amount you have bid for each such
search listing. If you have chosen a payment plan that provides for a
fixed maximum payment per month, you understand and agree that if the
number of clicks on your search listings,
multiplied by the amount you have bid on those search listings, exceeds
your monthly maximum payment, then your paid search listings will be
removed from the Golfhelp Service for the remainder of that month. You
may pay Golfhelp by credit card, charge card, debit card, check, money
order or wire transfer. You agree and represent that
all information you provide for the purpose of enrolling as an Advertiser
will be accurate, complete and current. Your right to access your account
with Golfhelp is subject to any limits established by Golfhelp,
its contractors, or by your credit/charge/debit card issuer. All
deposits for a GolfHelp PPC are nonrefundable. If payment
cannot be charged to your
credit/charge/debit card, for whatever reason, or if there is a chargeback
for any reason, or if you exceed your monthly maximum payment,
Golfhelp reserves the right to either suspend or terminate your
account with Golfhelp. Suspension or termination includes but is not
limited to, removal of your search listings from
the Golfhelp Network.
3. ADVERTISER'S RIGHTS AND RESPONSIBILITIES
(a) Advertiser Submissions: You may submit your material for your
search listing either by email; ; telephone; fax; U.S. Mail; or, for
search listings for the Golfhelp search engine only, at the account
management center at
Golfhelp.com.
Golfhelp reserves the right to reject or remove any search listing at
its discretion. You represent and warrant that all information, in the
search listing itself or through the Web site to which the search listing
links, (i) does not violate any law or regulation; (ii) does not infringe
in any manner any copyright, patent,
trademark, trade secret or other intellectual property right of any third
party; (iii) does not breach any duty toward or rights of any person or
entity including, without limitation, rights of publicity or privacy, or
has not otherwise resulted in any consumer fraud, product liability, tort,
breach of contract, injury, damage
or harm of any kind to any person or entity; (iv) is not false or
misleading; and/or (v) is neither defamatory, libelous, slanderous or
threatening. (b) Accepting Golfhelp Suggestions: Golfhelp reserves
the right to edit or refuse any search listing at its discretion at any
time. From time to time, (or as part of a
particular program) Golfhelp may provide suggestions to you for search
terms, title and/or descriptions or for any other element of a search
listing but the final decision to authorize any suggestion is yours. Ideas
provided by Golfhelp are only suggestions. It is your responsibility
to determine whether such suggested
terms comply with the requirements of Advertiser Submissions section
above. By using a search term, search title, search description and/or
search listing that may have been suggested by Golfhelp, you
acknowledge that such search term, search title, search description and/or
search listing is in compliance with the
Advertiser Submissions Section above and with this
Agreement. Golfhelp reserves the right to reject, or
remove any advertisement at its sole discretion.
USAGE STATISTICS
You represent and warrant that you have sufficient legal authority
to enter into this Agreement. You represent and warrant that each of your
search listings meets the standards and requirements of the Advertiser
Rights and Responsibilities section above.
9.
18. SEVERABILITY
In the event that any of the provisions of this Agreement shall be
held by a court or other tribunal of competent jurisdiction to be invalid
or unenforceable, the remaining portions hereof shall remain in full force
and effect and such provision shall be enforced to the maximum extent
possible so as to effect the intent of
the parties and shall be reformed to the extent necessary to make such
provision valid and enforceable.
19. ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between the parties
concerning the subject matter hereof and supersedes all prior or
contemporaneous representations, discussions, proposals, negotiations,
conditions, communications and agreements, whether oral or written,
between the parties relating to the subject matter
hereof and all past courses of dealing or industry custom.
20.
MODIFICATIONS
We may modify any of the terms and conditions contained in this Agreement,
at any time in our sole discretion. In such event, you will be notified
either by email or by a change notice or a new agreement that will be
posted on the Golfhelp.com Site. Modifications may include, but are
not limited to, changes in the scope of
advertising program, changes to placement of advertising positions,
payment procedures, and advertisement standards. IF ANY MODIFICATION IS
UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT.
YOUR CONTINUED PARTICIPATION IN THE Golfhelp SERVICE FOLLOWING OUR
EMAIL OR POSTING OF A CHANGE NOTICE OR NEW
AGREEMENT ON OUR GOLFHELP.COM SITE WILL CONSTITUTE YOUR BINDING
ACCEPTANCE OF THE CHANGE TO THIS AGREEMENT.