Terms of Service

Terms of Service

 

Plug Advertising, LLC Service Terms of Service

PLEASE READ THE TERMS AND CONDITIONS OF USE (“TERMS OF SERVICE”) CAREFULLY BEFORE USING THE PLUG ADVERTISING, LLC. (“PLUGG”) PLATFORM OR THE PLATFORM WEBSITE INCLUDING ANY SERVICES, FEATURES, CONTENT, APPLICATIONS SOFTWARE PROGRAMMING AND INTERFACES PROVIDED THROUGH THE PLATFORM (COLLECTIVELY THE "PLATFORM"). BY ACCEPTING A PLATFORM USER NAME AND PASSWORD, BY CREATING AN ACCOUNT AND/OR BY USING THE PLATFORM OR UNDERLYING SERVICES (THE “SERVICES”), YOU ARE ACCEPTING AND AGREEING TO THESE TERMS OF SERVICE PROVIDED BY PLUGG AND/OR ANY OF ITS SUBSIDIARIES AND AFFILIATES. IF YOU ARE NOT WILLING TO BE BOUND BY THESE TERMS, YOU SHOULD NOT ACCEPT THE USER NAME AND SHOULD NOT MAKE ANY USE OF THE PLATFORM.

1. Registration. In order to use the Platform you are required to be a registered user. In order to become a registered user (the “Registered User”) you represent, warrant and covenant that you provided PLUGG with accurate, truthful, and complete registration information (including, but not limited to your name, the name of the agency, advertiser or publisher you represent (your “Company”), domain name of your Company and your e-mail address. Upon registration you will be identify a password (“Password”) that will allow you to access the Platform and will become a Registered User. It is your obligation to keep your registration information accurate and up-to-date. Failure to do so shall constitute a breach of these Terms of service, which may result in immediate termination of your User Name and Account (as defined below). You agree that you will not share your Password and User Name with any third party except as otherwise set forth in these Terms of Service.

2. Registration on Behalf of a Company. If you are registering on behalf of your Company, you represent that you are authorized to enter into, and bind the entity to, these Terms of Service and register for the Platform. You are solely responsible for ensuring that these Terms of Service are in compliance with all laws, rules and regulations applicable to you and the right to access the Platform is revoked where these Terms of Service or use of the Platform is prohibited.

3. Account Set Up. As a Registered User you may use your PLUGG account for the sole purpose of running and managing campaigns and purchasing Platform Services (the “Account”). By using an Account you represent, warrant and covenant that you provide PLUGG with accurate, truthful and complete account information, and that the Account shall only be used for legitimate advertising campaigns. If you add other users to your account, (i) such users shall only be authorized users on behalf of your company, or your respective client, and (ii) you should be solely liable to their activity in the Account, and shall ensure such activity is in compliance with these Terms of Service.

4. Accountability. You are solely responsible and liable for activity that occurs by using your Account and shall be responsible for maintaining the confidentiality of your Password. Please also refer to your obligations in sections 7, 8 and 9 below. You will immediately notify PLUGG in writing of any change in authorization, any unauthorized use of your Account or User Name, or other account related security breach of which you are aware. You will only use the Platform for your own internal, personal use, and not on behalf of or for the benefit of any third party, and only in a manner that complies with all laws that apply to you.  If your use of the Platform is prohibited by applicable laws, then you aren’t authorized to use the Platform.  We can’t and won’t be responsible for your using the Platform in a way that breaks the law.

5. Limited Rights. Upon becoming a Registered User, PLUGG grants you, and you accept, a non-exclusive, non-transferable (except as expressly provided herein) and limited right to access and use the Platform for the sole purpose of using the Platform and Services. You may exercise the right granted in this Section through your own Account on a limited basis. Accordingly, except as expressly permitted by these Terms of Service, you may not, directly or indirectly or through any other person or entity, use, rent, lease, sell, transfer (by sublicense, assignment or otherwise), time share, modify, reproduce, copy, make derivative works from, distribute, publish, use to provide service bureau services, or publicly display the Platform. Moreover, you may not reverse engineer, decompile, or otherwise attempt to discover the source code for the Platform. You may use the Services and Platform only for the purposes contemplated hereunder. All rights not specifically granted hereunder are reserved to PLUGG.

6. Ownership. (a) Except as expressly provided herein, PLUGG shall have the sole and exclusive ownership of all right, title and interest in and to the Platform, any enhancements thereto, any documentary or other materials regarding the use thereof and related thereto, and any data provided to you by PLUGG in whatever form or media. All intellectual property rights in the Platform shall be owned by PLUGG absolutely and in their entirety. These rights include and are not limited to database rights, copyright, design rights (whether registered or unregistered), trademarks (whether registered or unregistered), and other similar rights wherever existing in the world together with the right to apply for protection of the same. All other trademarks, logos, service marks, company or product names set forth in the Platform are the property of their respective owners. As between PLUGG and you, PLUGG or its licensors shall remain the sole and exclusive owner of all right, title and interest in and to the Platform and related documentation including, without limitation, any patents, patent applications, trademarks (whether registered or not), trade names and copyright in all territories.

(b). You warrant and represent to us that you are the sole author of your Information. To enable the Platform to use your Information, you grant to us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable (through multiple tiers) right and license to exercise the copyright, publicity, and database rights you have in your Information, and to use, copy, perform, display and distribute such Information to prepare derivative works, or incorporate into other works, such Information, in any media now known or not currently known. PLUGG does not assert any ownership over your Information; rather, as between us and you, subject to the rights granted to us in this Agreement, you retain full ownership of all of your Information and any intellectual property rights or other proprietary rights associated with your Information.

7. Privacy Matters. You shall not use any information obtained from the Platform in order to harass, abuse, or harm another person. PLUGG respects users’ privacy and is committed to establishing responsible business and data management practices and standards,. Use of the PLUGG services is also governed by our Privacy Policy, which is incorporated into these Terms of Service by this reference. You are expected to review and agree to the Privacy Policy prior to accepting these Terms of Service. The Privacy Policy is available for review at http://www.PluggMarket.com/privacy. You must maintain and implement a privacy policy that meets or exceeds the material provisions of PLUGG’s privacy policy. You may use the PLUGG Platform to collect information, including personally identifiable information that is submitted voluntarily by individuals through their interactions with an advertisement served by PLUGG on your behalf. You must handle and disclose such personally identifiable information in accordance with the provisions of your privacy policy and the PLUGG privacy policy, as well as any applicable law, and use such information solely for the purposes identified within the advertisement to provide the provider of the information with requested goods, services, or information. 

For the avoidance of doubt, PLUGG shall not use such information or merge it with any PLUGG information.

8. Confidential Information. You agree not to use any technical, financial, strategic, or other proprietary and confidential information relating to PLUGG’s business, operations and properties, including User information disclosed to you by PLUGG for your own use or for any purpose other than contemplated herein. Confidential Information shall, in no way, shape or form, whether knowingly or unknowingly, be distributed ot disseminated to third parties. You must take all possible measures to protect the secrecy of and avoid disclosure or use of Confidential Information and prevent Confidential Information from falling within the public domain.

9. Additional Responsibilities. By accepting these Terms of Service you undertake, warrant and agree as follows:

(a)You are solely responsible for all aspects of any materials created, delivered, or managed through your Account or User Name (“Materials”). You will conduct all of your marketing, business, and other activities related to the Materials and use of the Platform in compliance with all local, state, and federal laws, rules and regulations applicable to your business, including but not limited to those of the Federal Trade Commission and state Unfair and Deceptive Trade Practices Acts and the laws of any other state or federal regulatory agency that has jurisdiction over Company’s business activities. 

(b) You agree not to use the Platform or Services in connection with, or to promote campaigns or ads containing: (i) content that is an invasion of privacy, degrading, defamatory, libelous, unlawful, profane, obscene, pornographic, hate material, or discriminatory; (ii) content that promotes any illegal activity including without limitation the promotion of gambling where prohibited, illegal substances, software piracy, or hacking; (iii) content that infringes on the personal rights, trademark, service mark, trade dress, trade name, logo, publicity right, copyright, patent rights, or any other intellectual property right of any third party; (iv) content, links or codes that promote or reference software piracy and/or activities generally understood as Internet abuse including but not limited to the sending of unsolicited bulk e-mail and the distribution or use of spyware, malware, worms, Trojan horses, time bombs, cancelbots, corrupted files, or similar software; or (v) content that you know to be false or misleading.

(c) You agree to use the Platform, promote campaigns, post content, and any other function achievable through the Service, in accordance with PLUGG’s guidelines, provided herein. Any Bids submitted by You, the user, is construed as an offer in accordance with applicable law. PLUGG’s subsequent acceptance of said offer, should there be any, creates a valid, enforceable contract under the laws of the relevant jurisdiction, whereby PLUGG offers financial consideration in exchange for marketing services provided by You, the user. PLUGG, in confirming said agreement, may provide You with rules, instructions, suggestions, or guidelines (collectively, “Post Guide”) regarding the content, appearance, timing, platform, and overall reach of the relevant post. Failure to perform Your obligations in accordance with the relevant Post Guide, including but not limited to a failure to post the approved content, failure to post at the allocated time, and subsequent deletion of content, creates User liability, in no way limited by the monetary amount exchanged for such services.

(d) You agree to absolutely and completely indemnify, defend, and hold harmless PLUGG, its affiliates, and their respective officers, directors, and employees from and against any and all losses, costs, damages or liabilities, including legal fees, costs, and expenses, arising out of or related to your breach of the obligations set forth in Sections 7, 8 and this Section 9, and any other representation, warranty or material obligation of Company as provided in these Terms of Service. You further warrant that you will be solely responsible or any and all liability that results from, or is alleged to result from, your provision of services, including, but not limited to personal injuries, death, and property damages.

10. Payments. As a PLUGG Influencer, you will receive applicable payments (minus PLUGG’s management fee, mentioned below) associated with each campaign. PLUGG will process all payment due to you through third party payment processors. You acknowledge and agree that any and all amounts shall not include any interest and will be net of any amounts we are required to withhold by law. In exchange for utilizing the Platform to offer your services, and benefiting from our Services, you hereby agree to allow PLUGG to retain a fee based on transactions in which you earn payment. PLUGG reserves the right to change the Management Fee at any time, in PLUGG’s sole discretion. Continued use of the PLUGG Platform after any such fee change constitutes your consent to such change.

11. Disclaimer. The platform, other content provided through the platform, and all technology, software, materials, data, or images provided or used by or on behalf of PLUGG or its licensors in connection with the platform (collectively the “platform offerings) are provided “as is” and on an “as available” basis. Except as expressly set forth in this agreement, PLUGG make no other representation or warranty of any kind, whether express, implied, statutory, or otherwise with respect to the platform offerings. Except to the extent prohibited by applicable law (in which case the particular required warranty shall be limited to thirty (30) days or the minimum required period under law, whichever is less), PLUGG disclaims all implied warranties with respect to the platform offerings, including any implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, non-infringement, and quiet enjoyment, and any warranties arising out of any course of dealing, performance, or trade usage. PLUGG will not be held responsible for (a) any errors, inaccuracies, or service interruptions, including power outages or system failures; or (b) any unauthorized access to, use of, or alteration of, or deletion, destruction, damage, or loss of, company’s advertisement or any data, images, text, or other information or content. PLUGG may discontinue any aspect of the platform or any platform offering, or may change the nature, features, functions, scope, or operation of the platform or any platform offering, at any time. Plugg also does not warrant in any way that the platform or the platform offerings will be provided in an uninterrupted manner or that the related content will be error-free or free of harmful components. In addition, PLUGG does not warrant that the platform will meet your requirements and expectations or that you will achieve any particular result from using the platform. The PLUGG Platform may contain (or may directly provide through the Platform) links to other web sites owned and operated by third parties, as well as articles, photographs, text, graphics, pictures, music, sound, software, and other content belonging to third parties. Such Third Party Content are not investigated, monitored, or checked for accuracy by PLUGG, and PLUGG is not responsible for any Third Party Content accessed through the Platform.

12. Limitation of liability. To the extent permitted by law, in no event shall PLUGG be liable for any indirect, incidental, consequential, special or exemplary damages, including, without limitation any lost opportunity or profits, costs of procurement of substitute goods or services, loss of goodwill or any other intangible benefit, even if such damages are foreseeable and whether or not PLUGG has been advised of the possibility thereof. In no event shall PLUGG’s liability exceed the total amount paid to PLUGG by you for services during the preceding six (6) months.

13. Release. In the event that you dispute with one or more users, you agree to release PLUGG (including all affiliates, officers, directors, employees, partners, shareholders, and agents) from claims, demands and damages of every kinda and nature, known and unknown, suspected and unsuspected, arising out of or in any way connected to such disputes with Users.

14. ARBITRATION. YOU AGREE THAT ALL DISPUTES BETWEEN YOU AND US (WHETHER OR NOT SUCH DISPUTE INVOLVES A THIRD PARTY) WITH REGARD TO YOUR RELATIONSHIP WITH US, INCLUDING WITHOUT LIMITATION DISPUTES RELATED TO THESE TERMS OF SERVICE, YOUR USE OF THE PLATFORM, PRIVACY RIGHTS, ETC, WILL BE RESOLVED BY A BINDING, INDIVIDUAL ARBITRATION UNDER THE AMERICAN ARBITRATION ASSOCIATION’S RULES FOR ARBITRATION OF CONSUMER-RELATED DISPUTES, AND BOTH PLUGG AND YOURSELF HEREBY EXPRESSLY WAIVE TRIAL BY JURY. HOWEVER, SHOULD YOU THREATEN TO VIOLATE OR VIOLATE OUR INTELLECTUAL PROPERTY RIGHTS, WE MAY SEEK INJUNCTIVE OR OTHER APPROPRIATE RELIEF IN ANY STATE OR FEDERAL COURT IN THE STATE OF NEW YORK. DISCOVERY AND RIGHTS TO APPEAL ARE GENERALLY MORE LIMITED IN ARBITRATION THAN IN A LAWSUIT, AND OTHER RIGHTS YOU MAY HAVE IN COURT MAY NOT BE AVAILABLE IN ARBITRATION. NEITHER YOU NOR WE WILL PARTICIPATE IN A CLASS ACTION OR CLASS-WIDE ARBITRATION FOR ANY CLAIMS COVERED BY THIS AGREEMENT TO ARBITRATE. YOU ARE GIVING UP YOUR RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER ON ANY CLASS CLAIM YOU MAY HAVE AGAINST US INCLUDING ANY RIGHT TO CLASS ARBITRATION OR CONSOLIDATION OF INDIVIDUAL ARBITRATIONS.

15. Governing Law. These Terms of Service shall be governed by and interpreted in accordance with the laws of the State of New York, without regard to any conflicts of law provisions therein.

16. Severability. Should any term of these Terms of Service be declared void or unenforceable by any court of competent jurisdiction, such declaration shall have no effect on the remaining terms hereof.

17. Additional Terms and Conditions. Some Services offered through the Platform may be subject to additional terms and conditions specified by PLUGG from time to time. This agreement is effective upon your creation of a User account. We may suspend or deactivate your account at any time, for any reason. We further reserve the right to refuse access to the Platform to any user for any reason not prohibited by law. Either Party may terminate this agreement for any reason upon written notice to the other party. No agency, partnership, joint venture, employee-employer relationship or franchisor-franchisee relationship is intended or created by this agreement.