It's Advertiser's responsibility to manage the Campaigns purchased
in MTA's Program. If the Advertiser uses the Program to generate
sales on any websites, MTA doesn't guarantee that the Program will
generate any sales on the said websites. MTA’s responsibility
is limited to sending potential customer, as defined by Advertiser
by choosing the Targets.
If the Advertiser requires the help or involvement of MTA’s
employees to manage the Campaigns, Advertiser will not hold MTA and/or
the said employees responsible if the results of the Campaigns are
not satisfactory to Advertiser. It’s Advertiser’s
sole responsibility, AT ALL TIMES, to verify that the Campaigns are
setup properly and in a satisfactory manner in MTA’s Program.
4. PERSONS UNDER 18 YEARS OLD
If you are younger than 18 years old, you are prohibited from registering
and using this Program. By using our Program, you warrant to MTA
that you are at least the age of 18 or that you are not a "minor" as
this term is defined in the jurisdiction where you are domiciled.
5. PROHIBITED USES
MTA strictly prohibits: (a) using the Program or any device or means to generate fraudulent
visits of Ad(s) or third-party ad(s), including but not limited to clicking ads for any purpose other
than by an individual consumer interested in the content of the specific ad, using robots or other
automated query tools and/or computer generated requests, and/or the fraudulent use of other
optimization services and/or software; (b) advertising any substances, services, products or
materials that are illegal in any state or country where the Ad is displayed; (c) without a direct
click on your Ad from the user, open any other window also known as pop-up, pop-under, exit-pop;
(d) displaying any download prompt or Active-X launch prompt or Active-X auto-install
without having a direct click on your Ad from the user; (e) to redirect the user to another URL
without having a direct click on your Ad from the user; (f) tampering with the size of the window
inside which the destination is displayed in a manner that prevents the title bar and window
closing controls from being visible, (g) advertise, promote or offer any product, method or
practice that could interfere or adversely affect MTA's program, software's or network;
(h) advertising any product of an adult nature is prohibited from being advertise on MTA's Program,
including but not limited to images, videos or texts portraying nudity, sexual acts or products
of an adult nature like drugs, adult toys or contraceptives. (i) using the Program in any way
that violates any policy provided to you in writing; or (j) engaging in any illegal or fraudulent
business practice under the laws of any state or country where the Ad is displayed.
(k) plays audio without a click from the user, (l) intentionally targeting a merchant website
with the express purpose of cookie stuffing or affiliate fraud. Violation of these policies may
result in immediate termination of this Agreement, seizure of any unused funds and may subject
you to other legal consequences.
6. TERMINATION CANCELLATION
MTA may at any time, in its sole discretion, immediately terminate
the Program, terminate this Agreement, or cancel any Ad(s) or your
use of any Target. MTA will make commercially reasonable efforts
to notify you via email of any such termination or cancellation within
a reasonable period of time. You may cancel any Ads and/or terminate
this Agreement with or without cause at any time by deactivating
a campaign in the Campaign Manager. Upon termination for any reason:
(a) you shall remain liable for any amount due for Ads already delivered;
and (b) Sections 2 and 4 through 13 shall survive any termination.
7. DISCLAIMER OF WARRANTIES
The program, MTA application, partner application, PARTNER WEB
SITES and other services in connection with this agreement are provided
to you “as is” and MTA expressly disclaims all warranties,
express, implied or statutory, including but not limited to the implied
warranties of merchantability, fitness for a particular purpose,
and non infringement, and any warranties arising out of course of
dealing, usage, or trade. MTA does not warrant that the program will
meet your requirements or that the operation of the program will
be error-free or uninterrupted. MTA shall not be liable to you for
any inoperability of the program or for any loss of information or
other injury, damage or disruption of any kind. Any use by you of
the program is at your own risk. MTA makes no guarantee regarding
the levels of visits or clicks for any Ad on the MTA Application,
Partner Application or Partner Web site. MTA may offer the same Target
to more than one advertiser. You may not receive any visits for your
Ad(s) if for a given Target there are more advertisers than available
display positions. MTA has no control over the installation, operation
or content of the Partner Application and Partner Web sites. By making
a decision to place your Ads on a Partner Application or Partner
Web site, you acknowledge that you are doing so at your sole risk.
8. LIMITATIONS OF LIABILITY
In no event will MTA, it’s parent, affiliates and/or subsidiaries,
and each respective officers, partners, members, managers, employees
and agents be liable to you for any special, indirect, incidental
or consequential damages (including without limitation loss of use,
data, business or profits or costs of cover) arising out of or in
connection with this agreement or the use or performance of the Program,
whether such liability arises from any claim based upon contract,
warranty, tort (including negligence), product liability or otherwise,
and whether or not MTA has been advised of the possibility of such
loss or damage. MTA’S cumulative liability to you, from all
causes of action and all theories of liability, will be limited to
and will not exceed the fees paid by you to MTA during the most recent
ONE (1) month for the Campaign(s) subject of the claim. Without limiting
the foregoing and except for payment obligations, neither party shall
have any liability for any failure or delay resulting from any condition
beyond the reasonable control of such party, including but not limited
to governmental action or acts of terrorism, earthquake or other
acts of God, labor conditions, and power failures.
9. CANADIAN SALES TAXES
9.1 Address outside Canada
If you have provided us with an address outside Canada, we are assuming that you are not a resident of Canada and that you do not have a permanent establishment in Canada, as both of these terms are defined in the Excise Tax Act, and accordingly, no Goods and Services Tax ("GST") and no Québec Sales Tax ("QST") will apply to any charge made under this Program. Additionally, if you are an individual, we are assuming that you are communicating with us from outside Canada.
Should our assumptions be inaccurate or should they eventually become inaccurate while MTA is still providing services to you, you have the obligation to immediately contact us.
9.2 Address in Canada / Outside Québec
If you have provided us with an address in Canada outside the Province of Québec, we are assuming that you are not a resident of Québec and that you do not have a permanent establishment in Québec, as both of these terms are defined in An Act Respecting the Québec Sales Tax, and accordingly, only GST will apply to any charge made under this Program. Additionally, if you are an individual, we are assuming that you are communicating with us from outside the Province of Québec.
Should our assumptions be inaccurate or should they eventually become inaccurate while MTA is still providing services to you, you have the obligation to immediately contact us.
9.3 Address in Canada / In Québec
If you have provided us with an address in Canada and in the Province of Québec, GST and QST will apply to any charge made under this Program.
10. PAYMENT
You agree to pay all applicable charges under this Agreement, including
any applicable taxes or charges imposed by any government entity,
and that MTA may change its minimum pricing at any time. If you dispute
any charge made under the Program, you must notify MTA in writing
within thirty (30) days of any such charge; failure to so notify
MTA shall result in the waiver by you of any claim relating to any
such disputed charge. Charges shall be calculated solely based on
records maintained by MTA. No other measurements or statistics of
any kind shall be accepted by MTA or have any effect under this Agreement.
11. REPRESENTATIONS AND WARRANTIES
You represent and warrant that: (i) all of the information provided
by you to MTA to enroll in the Program is accurate and complete,
and that you will promptly update such information when it is no
longer current; (i) you hold all rights to permit MTA and any Partner(s)
to use, reproduce, display, transmit and distribute ("Use")
your Ad(s); and (iii) MTA's and any Partner(s) Use of your Ads, your
selected Target(s), and any web site(s) linked to, and products or
services to which users are directed, will not, in any state or country
where the Ad is displayed (a) violate any law, rule or regulation
of any governmental entity or regulatory authority; (b) infringe
upon the intellectual property or proprietary rights of any third
party, including but not limited to trademarks, copyrights or rights
of publicity; (c) encourage conduct that would violate any criminal
or civil law; or (d) contain content that is false, misleading, defamatory,
libelous, slanderous or threatening.
12. INDEMNIFICATION
You agree to indemnify, defend and hold MTA, all relevant Partner(s),
and their licensors, licensees, affiliated companies, consultants,
contractors, agents, attorneys and employees harmless from and against
any and all liability, loss, damages, claims or causes of action,
including internal and external legal fees and expenses, arising
out of, related to or which may arise from your use of the Program,
your Ads, your selection and use of Targets, and/or your breach of
any term of this Agreement.
13. INFORMATION RIGHTS, CONFIDENTIALITY AND PRIVACY
You shall have the right to use the reports provided or made available
to you by MTA regarding your Ads. Notwithstanding the foregoing,
all data collected in connection with the Program shall be owned
by MTA.
Each party agrees that all code, inventions, algorithms, know-how
and ideas, and all other business, technical and financial information
they obtain from the other, are the confidential property of the
disclosing party ("Confidential Information"). The
receiving party shall not be obligated under this Section with respect
to information the receiving party can document: (i) is or has become
readily publicly available without restriction through no fault of
the receiving party or its employees or agents; or (ii) is received
without restriction from a third party lawfully in possession of
such information and lawfully empowered to disclose such information;
(iii) was rightfully in the possession of the receiving party without
restriction prior to its disclosure by the other party; or (iv) is
independently developed by the receiving party without use of the
disclosing party's Confidential Information. The receiving party
may make disclosures required by law or court order provided the
receiving party uses reasonable efforts to limit disclosure and to
obtain confidential treatment.
MTA's Privacy Policy can be found at: http://mediatraffic.com/privacy.php
14. ADVERTISER SATISFACTION
MTA strives to offer the best service possible to its Advertiser.
Once an advertiser makes an initial deposit in the Program, he has
thirty (30) days to ask for a refund of the account balance if he
isn't satisfied with MTA's Program. As soon as an Advertiser makes
a second deposit in the Program, it is hereby understood that it
will not be possible for the Advertiser to ask for a refund, as he
has already tested MTA's program. All cancellation requests should
be sent to ''accounting at mediatraffic.com''. Advertiser cancelled
/ terminated by MTA for violating these Terms and Conditions are
not entitled to a refund. Please allow 2-4 weeks for refunds to be
processed. MTA can change this policy at any time.
15. PRESS RELEASES
The Advertiser shall not issue any press releases or other public
statements concerning the existence, subject matter, terms or performance
of these Terms and Conditions without MTA's express prior written
approval. This provision shall survive these Terms and Conditions
for a period of two (2) years.
16. ARBITRATION
You will be responsible for all reasonable expenses (including
attorneys' fees) incurred by MTA in collecting unpaid amounts under
this Agreement. This Agreement shall be governed by the laws of the
province of Quebec and, to the extent applicable, Canada federal
laws, without reference to any conflict of laws principles.
Any claim or controversy arising out of or related to this Agreement,
or the products or services we provide and/or distribute shall be
settled by binding arbitration in accordance with the rules of the
province of Quebec Provincial , National and International Commercial
Arbitration Centre. Any such claim or controversy shall be arbitrated
on an individual basis and shall not be consolidated with a claim
of any other party. You agree to pay any/all direct and/or indirect
costs arising out or related to the claim and/or controversy, including
but not limited to legal costs, transportation, accommodation, telephone
calls. The foregoing shall not preclude MTA from seeking any injunctive
relief for protection of MTA, intellectual property rights.
17. MISCELLANEOUS TERMS AND CONDITIONS
The currency used for purposes of this Agreement shall be United States Dollars (USD).
Media Traffic requires all advertisers to provide proof of
identification before advertising on the MTA network. MTA reserves
the right to refuse any advertiser for any reason including but not
limited to: country of residence, reputation and associations.
This Terms and Conditions constitute the entire agreement between
you and us with respect to your use of our Ad Program or Services,
and supersede and replace all prior or contemporaneous understandings
or agreements, written or oral, regarding such subject matter.
Any changes that we make to these Terms and Conditions will be posted at http://www.mediatraffic.com/terms.php.
Your use of our Programs and Services will always be governed by
the TERMS AND CONDITIONS in effect at the time of use.
(Last revised: September 25th, 2008)
