This is a legal and binding agreement between Webby, Inc. Box 1447 Okotoks, AB T0L 1T0, Canada and you, the Advertiser, to perform an Advertising Insertion Order, for Webby, Inc to show the Advertiserís ads (banners, links, buttoms and/or other creative on web sites where Webby, Inc manages all or part of the advertising space for the term of the Advertising Insertion Order.
For this agreement to become effective the Advertiserís submission of Advertising Insertion Order must be
Webby, Inc makes no warranties, expressed or implied, other than those presented in this agreement.
AcceptanceWebby, Inc reserves the right to refuse any advertising for any reason including but not limited to: ad materials or links from ad banners to web pages not deemed appropriate for the targeted audience. Webby, Inc staff is the sole and final arbitrator deciding whether or not advertising material is appropriate for any selected target audience.
TargetingThe advertiser shall submit targeting preferences before or at the time of ordering advertising so that target audiences can be reserved. Webby, Inc staff will whenever possible allocate targeting in such a way as they feel will produce the highest interest and click-through rates.
Click-through-rates (percentage of click-throughs per exposure) can not be guaranteed since they may be affected by factors outside of the control of Webby, Inc such as newspaper or TV stories related to the advertised product or simultaneous releases of similar other products.
RatesAdvertsing fees may be as posted in the SECURE area on webby.com at https://webby.com/cart. These rates may be changed from time to time and do not effect previously placed or future orders.
Guaranteed exposureWebby, Inc guarantees to the Advertiser that their ad(s) will be placed in such a way on such sites selected by Webby, Inc so that the number of exposures ordered in the contract if the order is for exposure or the ordered number of click-throughs if the order is for click-throughs, will be achieved in the ordered timeframe if no external interference such as war, revolution, natural or man-made disasters, acts of God or other third party intervention, including but not limited to newsworthy events that change public perception of a product or service, interferes with the planned promotion.
Advertiser internet presence and content
Advertiser agrees to maintain a web site or email address for the purpose of linking from their ad(s). Failure by advertiser to provide this internet presence, beyond normally acceptable outages and down time, will result in the posting of an alternate counter page and re-routing of the banner links to this counter page. It is the Advertisier's responsibility to submit a suitable alternative counter page if they expect noticable outages at their main site.
Truth in advertising / indemnification for liabilityThe Advertiser is solely responsible for any legal liability arising out of or relating to the Advertisement and/or any material to which users can link through the Advertisement. The Advertiser represents and warrants that the Advertisement and Link comply with Webby's hosting and advertising standards; and that the Advertiser holds the necessary rights to permit the use of the Advertisement and link by Webby, Inc or the sites on which the advertisements are to be placed by Webby, Inc on the Advertiser's behalf.
The Advertiser warrants that the use, reproduction, distribution, or transmission of the Advertisement for the purpose of this Agreement will not violate any criminal laws or any rights of any third parties, including, but not limited to, such violations as infringement or misappropriation of any copyright, patent, trademark, trade secret, music, image, or other proprietary or property right, false advertising, unfair competition, defamation, invasion of privacy or rights of celebrity, violation of any antidiscrimination law or regulation, or any other right of any person or entity. Advertiser agrees to indemnify Webby, Inc and to hold Webby, Inc harmless from any and all liability, loss, damages, claims, or causes of action, including reasonable legal fees and expenses that may be incurred by Webby, Inc, arising out of or related to a breach of any of the foregoing representations and warranties or any other dispute or claim which may arise in relation to advertising or promotional efforts of Webby, Inc's on the Advertisers behalf, irregradless of whether such dispute may be due to the success or the lack of such in any promotional effort. The Advertiser agrees to request that Webby, Inc be listed as an additional insured on any policy issued to Advertiser pursuant to which there could be coverage for any of the forms of legal liability described in this paragraph.
The Advertiser agrees that while Webby, Inc will attempt to place the Advertisers ads on sites that will produce optimal response, Webby, Inc can not and will not assume any responsibility or make any guarantees that those third party sites will not have breakdowns, outages or malfunctions or intrusion related sabotage.
The Advertiser further agrees that Webby, Inc only places the ads on behalf of the Advertiser and can not assume any responibility for quantity or quality of response to the placed advertisements, and that Webby, Inc will not get involved in any dispute between any responder and the Advertiser, however in a case where Webby, Inc considers the advertised content to be misleading or that the Advertiser may not be able to deliver on it's promises, then the Advertiser hereby grants Webby, Inc the rights to discontinue such contentious ads with prior warning to the Advertiser when such prior warning is possible or to discontinue any contentious ads when Webby, Inc deems such discontinuation may protect the Advertiser and/or Webby, Inc from harm, legal action or negative publicity.
Advertiser's "home site" content
The Advertiser agrees to present content via its internet presence deemed appropriate for general viewing by anyone including minors. Content such as pornographic and graphically or verbally explicit materials dealing with sexual or violent subject matter; promotion of fraudulent offers of goods or services; and advertising of products competitive with those offered by Webby, Inc, or any content which may bring Webby, Inc and/or other clients of Webby, Inc negative publicity, is expressly prohibited and will result in Punitive Cancellation of the contract (Cancellation Without Refund).
Topic switchingThe advertiser agrees that they are fully aware that changing the topic of the advertised site during an advertising contract is not allowed and WILL result in Punitive Cancellation (Cancellation Without Refund). (Adding more similar items in the agreed on categories does not change the topic. For example adding balloons or candies to a site that offers flowers is OK. However, suddenly adding porno videos in mid contract would change the topic and would require different targeting and therefore results in Punitive Cancellation.
All Advertising Insertion Orders must be paid in full in US currency prior to the begin of preparations for the insertion or before the 1st business day of any month if the insertion is per standing order.
Advertiser cancellationAdvertiser may cancel contract at any time with 10 days written notice delivered to Webby, Inc via email, fax or mail. Upon cancellation, Webby, Inc will make every effort to stop showing the Advertiserís ads. Upon cancellation, the Advertiser agrees to forfeit all fees up to and including the month for which the cancellation is effective.
By clicking PROCEED on this page or SUBMIT on the SECURE order page on https://webby.com/cart or any other SECURE order page on a Webby server, the person(s) ordering and /or reserving advertising agree to abide by the above terms and conditions.