By registering for Geobid and obtaining access to our Service you are agreeing to our Terms of Service (“Agreement”). Please read this agreement carefully. You also accept this Agreement on behalf of yourself, your employer, or any entity identified as the account holder and you stipulate to be bound by its provisions. By registering and accepting this Agreement, you warrant and represent that you have the full legal authority to bind yourself, your employer, or any other entity you have registered on behalf of. If you have not previously obtained such authority, or you do not agree with the terms contained within this agreement, do not use or access our Service.
By using the Geobid Service in accordance with this Agreement during your advertising campaigns, Geobid grants you non-exclusive and limited, worldwide, non-transferable and licenses without the right of non-sublicense during the term:
1. Access and use of Geobid’s Service, platform and documentation;
3. Use and access to Participant Data solely for the purposes of retargeting website and social media.
Geobid Service Use Requirements
You’re required to follow all policies and rules detailed on our site when using the Geobid Service. You are not allowed to interfere, misuse or attempt to access our Service different from the Geobid interface and its provided instructions. You must follow all laws and regulations by utilizing our Service, including export and re-export control laws and regulations. Use of the Geobid platform does not give you any intellectual property rights or ownership in the Service you access. You agree to only use the content from our Service once you have received permission by us is writing. Use of our Service does not grant you the right to use logos or branding which are included in the Geobid platform (unless agreed to with Geobid in writing). You agree not to remove, alter, obscure or modify any legal notices displayed on the Geobid platform. You agree that Geobid may suspend or seize providing Service to you if you violate any of our terms or policy, if we suspect misconduct, or for any other reason solely at Geobid’s discretion.
The Geobid Service consists of integrating your content (ie advertisements and other data) with publisher’s content (content which is not ours, and supplied by others). Based on the criteria you provide, we attempt to match your content with the publisher’s content. The manner of integration and ultimate acceptance is up to the publisher. Geobid will review your content to make sure it complies with our policies and Geobid may refuse to display or remove your content at its sole discretion. The publisher’s content is reviewed solely by the entity which makes it available. Keep in mind, Geobid does not necessarily review all publisher’s content or all of your content which is submitted.
You give Geobid Express permission to act as your agent in purchasing ad inventory and audience data through the publishers of online publishing (ie the Ad Exchanges). You expressly agree that Geobid has the authority to bind you to any and all terms, agreements and conditions which are required to utilize these ad exchanges. Geobid prohibits that any of your content includes any personal identifiable information (PII) such as a person’s name, email address, phone number, home address, IP address, etc. Geobid users expressly agree and consent to Geobid placing the phase “Ads by Geobid” in small font in a non-obscuring manner within the users ads. The user agrees to this even if Geobid did not create and/or design the ad for the user.
Geobid Payment Terms
The fee for Geobid Service (our “Use Fee”) is based upon the number of times that your ad is placed and the number of “impressions” that are served across the internet. This cost per thousand impressions (“CPM”) is the basis for Geobid’s Use Fee for web retargeting and Facebook retargeting. You will provide an estimated weekly budget for your ad campaign and Geobid will attempt to meet that budget. Geobid cannot guarantee that we will not over deliver and go beyond your budget during any individual week. You authorize Geobid to bill your upcoming weekly budget on each of your campaigns, minus any remaining credits from the previous week’s campaigns for deposits not spent. You authorize Geobid to charge such amounts using the valid payment details provided by you. You specifically authorize that any funds paid to Geobid are the property of Geobid as compensation for posting, planning and storing all of your campaign and related data. If you should cancel your account or pause a campaign, then a request for withdrawing unspent ad account funds must be made within 180 days after this agreement is terminated or your accounts are paused, provided at such a withdrawal and reimbursement is at Geobid’s sole discretion.
Geobid servers will measure the number of impressions served and will include this data in all of your reports and invoices associated with Geobid’s billing. Charges to you will include Geobid’s direct Ad Exchange and Ad Network costs, along with Geobid’s Use Fee for acting as your agent in purchasing and publishing your content. Geobid purchases your advertising inventory through the Ad Exchanges, and these direct costs are not fixed and are subject to fluctuation. Therefore, your fees are not calculated until our services are complete for the previous 7 days. At that point we will conduct our Monday billing, and you will be charged (usually by way of on-file credit card account) and those invoice amounts are binding. You will have the ability to view, on a daily basis, various numbers and statistics which will indicate how much our invoice amount will be on a daily basis. You agree that it is your responsibility to set up your campaign and budget amounts, watch your campaign, pause or stop your campaign, and that many costs associated with the results of those changes made by you will be included in your Monday billing.
You agree that your Geobid billing will be based solely on Geobid’s measurement and tracking. Your weekly budget of your ad campaigns will be determined solely by you and Geobid will bill your on-file credit card account every Monday for the upcoming week’s budget. Geobid makes no promises that your budget amount will be reached and billed during the upcoming week.
Geobid requires that the full amount of your first weekly budget be prepaid by way of credit card before your campaign will begin. Any amount proposed by you for an upcoming budget must be first preapproved by Geobid. Because Geobid will be billing your credit card account every Monday for the actual ads placed during prior 7 days, you are authorizing us to deduct that amount from your credit card account. None of the information you provide regarding your credit card account will be stored with Geobid once the transaction has been processed. Your credit card information will be stored with a third party and will be accessed each Monday for any services you have purchased during the preceding 7 days. You expressly agree that Geobid, its subsidiaries or, parent, affiliates or respective directors, officers and employees shall not have any liability, expenses or damages connected to, or arising out of, any actual or threatened law suit, legal proceeding or claim that is a result of the third parties storage of your financial information.
You expressly agree that you are authorized and have the authority, power and necessary right for each and every payment you make. You agree to check with your payment service provider regarding whether they charge any foreign transaction fees or other charges. Certain credit conditions resulting from excessive charge backs, credit card denials, increase risks even solvency or payments returned to insufficient funds can result in Geobid designating you as a credit risk. Geobid reserves the right to require prepayment for any service provided, and you agree that if you do not have sufficient credit available in your payment method, that Geobid will have no obligation to provide further services, and Geobid reserves the right to suspend all campaigns due to insufficient balances, failed payments or credit risks.
Any and all payments to Geobid will be made with United States Dollars, and all payments are exclusive of any taxes. You expressly agree that if there are any sales taxes, value out of taxes, used taxes, withholding taxes, or any other such tax imposed by local, state, federal or foreign governmental entities on any transaction conducted on the Geobid platform will be paid by you. This excludes taxes based solely upon Geobid’s net income.
You expressly agree that you will comply with all such regulations, and that you are responsible to obtain any licenses which may be subject to the United States export control laws, including the U.S. Export Administration Act or other export or import regulation of any non-U.S. country.
A Geobid Account is Required
In order to use, the Geobid Service you must create your own Geobid account (with or without Geobid’s assistant), or your account may be assigned to you by an administrator, such as your employer. If you do have an administrator assigned account, there may or may not be additional and different terms applied to your account, and the administrator may or may not be able to access or disable your account.
Geobid allows Authorized Resellers and Agencies to enter into Services on behalf of clients they represent. All Agencies and Authorized Resellers avow that they have the authority to act on behalf of their clients, and will follow all representations and obligations set forth in this Agreement. Authorized Resellers and Agencies expressly accept responsibility for the actions of their clients which includes liability for all expenses associated with providing services to its clients. Authorized Resellers and Agencies assume responsibility to ensure performance in compliance with, and breach of this Agreement. Authorized Resellers and Agencies will ensure the performance of their clients’ obligations under this Agreement, and these clients may request at any time that their account be migrated or switched to a different Agency at their discretion. Geobid reserves the right to object to any Reseller or Agency clients at its sole discretion.
Authorized Resellers and Agencies understand that Geobid is available to provide commercially reasonable support, however, the Authorized Reseller or Agency will be solely responsible for providing direct support to their clients in connection with the use of the Geobid Service. In addition, the Authorized Reseller or Agency will be solely responsible for any marketing efforts related to advertising Geobid as a service, or as a “white label” service they may provide to their clients. Authorized Resellers and Agencies also agree that any marketing materials they prepare will be in compliance with Geobid’s marketing requirements and other documentation. Geobid reserves the right in its sole discretion to require changes or removal of any Authorized Reseller or Agency materials used to market the Geobid’s Service (either under Geobid’s name or as a “white label”) at Geobid’s sole discretion.
Embedding Your Content Into The Publisher’s Content Through The Geobid’s Service.
The Geobid Service allows you to submit your ads (user content) to be imbedded in the publisher’s internet articles (the publishers content). Our services also allow you to collect and submit data (ie Participant Data) which can be included in our data aggregation platform. Any user content you submit will remain under your ownership and you will not surrender any intellectual property rights.
You expressly agree that when you submit your user content you are giving Geobid, and its affiliates, a worldwide license to host, use, reproduce, store, modify, communicate, publically perform, publish, and publically display and distribute all such content. This worldwide license also grants Geobid the right to create derivative works (such as adaptations, translations or other changes we deem necessary to make your content work better with our services). This will provide licensing right to your granting to Geobid as for the limited purpose of promoting, operating and approving our service, and for the purpose of developing new services. You also expressly give Geobid permission to use your logo or trademark on its website (or other locations) to provide publishers with notice of your ads which are available to be inserted into their content for publication.
Geobid has the right to use and access your Participant Data and data obtained from cookies set by you or by us on your behalf during the use of our service. You also grant other Geobid participants the right to benefit and use your Participant Data solely for the purpose of the use of the Geobid Service to run ad campaigns. No Personally Identifiable Information (PII) or cookie ID data is included in the Participant Data and will not be shared or be accessible to any other participant in the Geobid Service.
You expressly agree and grant Geobid the right to use, access, and disclose any and all data related to your use of the Geobid Service, so long as any such data disclosure does not individually identify you, your customers or any users. You agree that Geobid is not required to disclose to any customers (including you) the source of any Participant Data.
Geobid relies solely on you to have all necessary legal rights to your Participant Data and content which is provided to us. You are expressly granting us a license to use your content and Participant Data within the Geobid Service. You expressly agree to indemnify defend and hold harmless Geobid (and all affiliates, subsidiaries, directors, officers, employees, distributors, suppliers and publishers) from all liabilities, damages and expenses (including legal fees) which are the result of, or arise out of or connected with any actual or threatened claim, lawsuit or legal proceeding which is based upon any claim that there is a breach of the license granted here in.
Term, Modification, and Terminating of the Geobid Service
You agree that Geobid may add or remove any feature or functionality of the platform, or may stop or suspend service all together at any time during the term of this Agreement. This Agreement will remain in full force and effect while utilizing the Geobid Service and will terminate at any time effective after 7 days of receipt of a termination notice provided by you to your Geobid Account Manager. You expressly agree that you will be responsible to pay for ads which had been displayed after the date of notice and prior to the effective date of termination. After termination, you agree to remove the Geobid Pixel from your website and Geobid will not be liable for any benefit or damages resulting from your failure to remove the Geobid Pixel. Geobid also reserves the right to stop providing Services to you, or to add or create new requirements or limits to the Service at any time.
Although Geobid provides its Service using a commercially reasonable level of care and skill, there are items that Geobid does not expressly promise about our Service.
EXCEPT AS EXPRESSLY SET OUT IN THIS AGREEMENT OR IN ITS ADDITIONAL TERMS, NEITHER GEOBID NOR ITS LICENSORS, SUPPLIERS, DISTRIBUTORS, OR PUBLISHERS MAKE ANY SPECIFIC PROMISES ABOUT THE SERVICE. GEOBID DOES NOT MAKE ANY COMMITMENTS ABOUT THE SPECIFIC FUNCTION OF THE SERVICE, CONTENT WITHIN THE SERVICE OR ITS RELIABILITY, AVAILABILITY OR ABILITY TO FULFILL YOUR REQUIREMENTS. GEOBID PROVIDES ITS SERVICE “AS IS” AND MAKES NO WARRANTY, REPRESENTATION OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO REPRESENTATIONS, CONDITION OF MERCHANTABILITY OR WARRANTIES OR FITNESS FOR A PARTICULAR USE OR PURPOSE. GEOBID DISCLAIMS ALL WARRANTIES. GEOBID DOES NOT WARRANT OR REPRESENT THAT THE SERVICE WILL MEET YOUR NEEDS, OR THAT IT WILL BE ERROR FREE OR UNINTERRUPTED. YOU AGREE TO ASSUME THE ENTIRE RISK AS TO THE PERFORMANCE AND QUALITY OF SERVICE.
Indemnification and Limitation of Liability For The Geobid Service
Many Ad Exchanges require that Geobid binds you to their terms and conditions (“Ad Exchange Terms and Conditions”). Geobid must bind itself to the same conditions in order to be allowed to provide the Service to you. Therefore, you agree to defend, hold harmless and indemnify Geobid and each Ad Exchange and its agents, partners, affiliates and licensors from any third party liability or claim arising out of, or related to, your content. This would include targeting decisions, ad trafficking decisions, the properties landing pages to which your content directs users, and the redirect URL’s, products and Service you advertise, or any breach of any Ad Exchange Terms and Conditions you are subject to.
Under this Agreement in the 6 months immediately preceding the first event giving rise to the claim (determined as of the date of any final judgment in any action), or is limited, if we choose, to Geobid’s supplying you the Geobid Service again. In any and all cases, Geobid, its distributors, suppliers, and publishers will not be liable for any damage or loss that is not reasonable foreseeable.
YOU AGREE THAT THE BASIS OF THE BARGAIN ALLOWING YOU TO UTILIZE GEOBID’S SERVICES IN EXCHANGE FOR COMPENSATION CREATES A REASONABLE BASIS FOR EACH PROVISION OF THIS AGREEMENT TO PROVIDE A DISCLAIMER OF WARRANTIES, A LIMITATION OF LIABILITY OR EXCLUSION OF DAMAGES AND ALLOCATES THE RISK OF THIS AGREEMENT BETWEEN THE PARTIES, AND IS REFLECTED IN THE PRICING OFFER TO THE GEOBID USER, AND AS SUCH, IS AN ESSENTIAL ELEMENT IN THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. YOU AGREE THAT ALL PROVISIONS CONTAINED IN THIS AGREEMENT ARE SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS CONTAINED HEREIN. YOU AGREE THAT IF ANY LIMITATION OF LIABILITY IN THIS AGREEMENT IS DEEMED TO BE UNENFORCEABLE, THAT IN ANY EVENT LIABILITY WILL BE LIMITED TO A MAXIMUM EXTENT PERMITTED BY LAW, AND LIMITATIONS PROVIDED IN THIS SECTION WILL APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
READ CAREFULLY. THIS SECTION INVOLVES A WAIVER OF CERTAIN RIGHTS TO BRING LEGAL PROCEEDINGS (INCLUDING A CLASS ACTION) FOR RESIDENTS OF THE UNITED STATES, AND U.S. RESIDENTS ALSO AGREE TO A CLASS ACTION WAIVER AND AGREE TO MANDATORY ARBITRATION.
You expressly agree that if you have any questions or concerns as to Geobid’s Service, that you will, before filing a claim or formal legal proceeding, try to resolve your potential dispute informally by contacting Geobid first through firstname.lastname@example.org.
You expressly agree that if any judicial proceeding is brought, or claim is filed, relating to this Agreement or Geobid’s Service, it will be brought in the federal or state courts of Maricopa County, Arizona, subject to the mandatory arbitration provisions below. You and Geobid expressly consent to the venue and personal jurisdiction in such courts.
You and Geobid both expressly agree to arbitrate any and all claims relating to this Agreement or to Geobid’s Services, through and binding arbitration, except to set forth below under the exceptions to agreement to arbitrate.
If there is an arbitration procedure, the American Arbitration Association (AAA) (www.abr.org) will conduct an arbitration in Maricopa County, Arizona, USA, or any other location we agree to. It will be administered under the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes. In addition, the AAA rules will govern the payment of all arbitration fees. Geobid will prepay all arbitration fees for the customer, and will seek Attorney’s fees and costs associated with the arbitration if the arbitrator determines that your claim is frivolous.
EXCEPTIONS TO AGREEMENT TO ARBITRATE: YOU EXPRESSLY AGREE THAT EITHER YOU OR GEOBID MAY ASSERT QUALIFYING CLAIMS IN SMALL CLAIMS COURT IN MARICOPA COUNTY, ARIZONA. EITHER PARTY MAY BRING A LEGAL ACTION SOLELY SEEKING INJUNCTIVE RELIEF TO STOP OR LIMIT THE UNAUTHORIZED USE OR ABUSE OF THE GEOBID’S SERVICE OR, FOR INTELLECTUAL PROPERTY INFRINGEMENT (IE. TRADE SECRET, TRADEMARK, COPYRIGHT, OR PATENT RIGHTS) WITHOUT FIRST ENGAGING IN THE INFORMAL DISPUTE RESOLUTION PROCESS OR ARBITRATION AS DESCRIBED ABOVE. ARBITRATION WILL BE NON-BINDING WITH REGARD TO GEOBID’S MATERIALS AT GEOBID’S SOLE DISCRETION.
You and Geobid expressly agree that many disputes, controversies or claims relating to, or arising out of, connection with this Agreement, such as with respect to the enforceability or the validity of this Agreement, or as in relation to Geobid’s materials, or the Geobid Service, WILL BE BROUGHT IN AN INDIVIDUAL CAPACITY, AND NOT ON BEHALF OF, OR AS PART OF, ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING.
You expressly acknowledge that this Agreement will be governed by the laws of the state of Arizona, except for its conflicts of law principles, unless otherwise required by a mandatory law of any other jurisdiction.
You expressly acknowledge that Geobid may modify this Agreement or modify additional terms which apply to the Geobid Service at any time. You agree to review this Agreement on a regular basis, as Geobid will post a dated notice of modifications on this page from time to time. Most changes will become effective 14 days after they are posted, except for changes addressing functionality, changes or new Services made for legal reasons. If, at any time, you do not agree with a modified term of Service, please discontinue using that Service and notify us immediately. If you continue to use the Geobid Service for more than 30 days after an effective date of a change or update, you will be bound to that change and the updated terms. Any conflict between this Agreement and the additional terms will be resolved with the additional terms controlling the conflict.
You agree that these terms control any relationship between you and Geobid, and that these terms do not create any third party beneficiary rights.
You agree that Geobid may assign this Agreement to one of its affiliates in the future (ie a parent, subsidiary, or subsidiary of a parent) or may assign it as a result of a change in control. If, at any time, you are not in compliance with this Agreement and we do not take action right away, you acknowledge that Geobid is not waiving any right or rights that we may have, and we still may take action in the future. You also agree that if it is found that any single or particular term is not enforceable, this will not affect or negate any other terms contained within this agreement.
Please contact us if you have any questions or concerns regarding this Agreement at email@example.com.