Terms of Services
These Term of Use (the “Agreement”) are entered into and effective as of the date of your account registration with MonetizeJoy (“Effective Date”). This Agreement governs the relationship between MonetizeJoy, a Delaware Corporation, with offices located at 11900 Jollyville Rd #200524, Austin, TX 78720, (“MonetizeJoy”, ” the “Company,” “we,” “our,” or “us”), and you the account holder, user, or licensee (“You” or “User”) (collectively, the “Parties”), whether as an individual or as a representative of an entity.
“Services” means any services offered by MonetizeJoy on its Website including but not limited to ad operation management, prebid management, hosting and analtyics – commonly referred to as the ‘MonetizeJoy Platform’.
Table of Contents
- Terms of Services
Please read the Agreement carefully before you start to use the Website. By clicking through these terms, or signing the Order to which they are attached, you are entering into an agreement with MonetizeJoy to provide Services to you.You also acknowledge and warrant, if applicable, that you have the authority to enter into this agreement on behalf of, and bind, the entity for which you will be using the Software as a registered user.
This Website is offered and available to users who are 13 years of age or older. By using this Website, you represent and warrant that you are of legal age to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Website.
We have the right to revise and amend these Terms and/or the Services from time to time to reflect changes in market conditions affecting our business, changes in technology, changes in payment methods, changes in relevant laws and regulatory requirements and changes in our system’s capabilities or for any other reason in our sole discretion which we may decide. Your continued access to or use of the Website and/or the Services constitutes your acceptance of any such change and/or amendment.
2. USE OF SERVICES
You must provide accurate and complete registration information any time you register to use any of the Services. You are responsible for the security of your passwords and for any use of your account. If you become aware of any unauthorized use of your password or of your account, you agree to notify MonetizeJoy immediately. Accordingly, you agree that you will be solely responsible for all activities which occur under your account.
You agree to use the application only for purposes that are permitted by (a) the Terms and (b) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions.
You may neither share nor re-sell your MonetizeJoy account to any third parties.
Unless you have been specifically permitted to do so in a separate agreement with MonetizeJoy, you agree that you will not reproduce, duplicate, copy, sell, trade or resell the Services for any purpose.
You agree not to engage in any activity that interferes with or disrupts the Services (or the servers and networks which are connected to the Services).
Any license to use any third-party applications is granted directly from the original provider of the third-party application(s) directly to you. You agree to abide by all the terms and conditions of any such license. You will be solely responsible for paying for and obtaining the rights to any third-party applications you install and/or operate through and/or in connection with the Services, and for compliance with the applicable terms and conditions of each third-party application license.
MonetizeJoy may offer (or act as intermediary in the offering of) certain application trials including the ability for you to install the said applications on a temporary basis for trial purposes. YOU ACKNOWLEDGE THAT THESE SERVERS AND APPLICATIONS ARE INTENDED TO BE TEMPORARY INSTALLATIONS AND THAT MONETIZEJOY MAY DELETE APPLICATIONS AND SHUT DOWN RELEVANT ACCOUNT AT ANY TIME.
From time to time, we may provide replacements for certain components of the Services or cease supporting them altogether. No such replacement or end of life shall constitute a breach of the Agreement.
3. FEES; INVOICING
You agree to pay the Fees beginning on the Effective Date and according to the payment terms set out in the Order. If no payment terms are specified, Fees shall be due in full in advance, except for usage or overage fees which are invoiced monthly in arrears. If the Order sets any limit on your use of Services (such as number of impressions, or requests) and that limit is exceeded, you will be responsible for the applicable overages. You agree to pay any applicable taxes (excluding taxes on our income) that we are required to collect unless you provide us with a valid tax exemption certificate. If you elect to make any payment via wire or credit transfer, then you are responsible for any applicable transfer fees. Any applicable overages, taxes, or transfer fees will be added to the Fees. Fees applicable to any Renewal Term will be at our then-current rates, provided that we have notified you of any applicable increase prior to the date by which you may opt-out of the renewal. Fees are payable in the currency specified in the Order and are not refundable except as expressly stated herein.
You agree to the issue and acceptance of invoices in electronic format. We will invoice you immediately upon execution of the Order and on each renewal date thereafter. Invoices will be sent to the billing contact you designate in the Order or the User Portal. If you elect to pay via credit or debit card, we will charge the provided credit or debit card immediately upon account activation and on each renewal date thereafter, up to one week prior to the due date. If you elect to pay by any other method, payments are due 30 days from your receipt of the applicable invoice.
It is your responsibility to maintain accurate and up-to-date billing details and ensure the Fees are paid by the due date. If you fail to maintain accurate and up-to-date billing details, your account may be suspended until such details are provided. If you are overdue on any Fees, we may: (i) charge a late fee on the unpaid balance at the lesser of 1.5% per month or the maximum lawful rate permitted by applicable law, (ii) suspend the provision of the Services, and (iii) terminate the Agreement in accordance with Section 5(b) below. You will be responsible for any charges associated with our collection efforts related to unpaid Fees.
4. TERMS; TERMINATION
a). In order to prevent any unintended Service interruptions, this Agreement will automatically renew, but you may still terminate the Agreement at any time in accordance with Section 4(b). The Agreement will renew for successive Renewal Terms each equal to the immediately preceding term unless a Party provides notification of its intent not to renew no later than 30 days (or, if applicable, no later than the shorter notice period as set forth in the User Portal) prior to the expiration of the then-current term.
b). You may terminate your account and this Agreement at any time via the User Portal: (i) if we materially breach the Agreement and fail to cure such breach within 10 days of your notice to us; (ii) for convenience, if you provide us with at least 30 days notice (or, if applicable, within a shorter notice period as set forth in the User Portal); or (iii) for any other cause stated herein. Upon termination, we will provide you with a prorated refund of any unused Fees paid annually in advance for Services beyond the date of termination (adjusted for any discounts that are rendered void due to such termination and any other amounts which you owe).
c). We may terminate the Agreement prior to the end of the Term: (i) if you materially breach the Agreement and fail to cure such breach within 10 days of our notice to you; (ii) if we reasonably believe that your use of the Services endangers or negatively affects our network or systems, violates the law, or interferes with our ability to provide services to our other customers; (iii) if you abuse, harass, or threaten any of our employees; (iv) for convenience if we provide you with at least 30 days notice; or (v) for any other cause stated herein. If we terminate for convenience, we will provide you with a prorated refund of any unused Fees paid annually in advance for Services beyond the date of termination and adjusted for any amounts which you may owe.
d). Once your account has been terminated, you will no longer be able to receive support or access the User Portal, and we will not be able to assist you with any site migration tasks. It is your responsibility to maintain offline backups of your site at all times.
Both parties (MonetizeJoy and User) agree not to disclose to any third party-confidential information of MonetizeJoy, or the User, except as may be necessary for MonetizeJoy to offer the Services. Both parties further agree that they will not use, remove, transfer, transmit, reproduce or otherwise deal with confidential information or other tangible or intangible property of either party, except for the sole purpose of performing the Services.
Notwithstanding the foregoing, either Party may disclose the other Party’s Confidential Information to the limited extent such disclosure is required by law, legal process, or court order, including any requirement under applicable data privacy regulations that a notice of data breach be given to a supervisory authority or regulatory agency. Information disclosed for these reasons will not cease to be Confidential Information. To the extent practicable, a Party will provide prompt notice of any such required disclosure and shall cooperate with all reasonable efforts by the disclosing Party to minimize or exclude the Confidential Information from such disclosure. Upon termination or expiration of the Agreement for any reason, any license granted herein to use the Confidential Information shall terminate immediately, and each Party will either return or destroy any Confidential Information in its possession which belongs to the other Party, or it shall continue to protect the Confidential Information in accordance with the Agreement for as long as it is retained as part of that Party’s customary business practices. Notwithstanding any other terms to the contrary herein, each Party will have the right to seek an injunction in any court of competent jurisdiction to prevent a breach or threatened breach of this Section.
6. LIMITATION OF LIABILITY
To the fullest extent permitted by law, under no circumstances, and under no legal theory, whether tort (including negligence), contract, or otherwise, shall MonetizeJoy or any other contributor or supplier of MonetizeJoy, be liable to any person for any indirect, special, incidental, or consequential damages of any kind including, without limitation, damages for loss of goodwill, work stoppage, interruption of the services. computer failure or malfunction, loss of data, or any and all other commercial damages or losses, even if such party shall have been informed of the possibility of such damages. You further understand and agree that while every reasonable precaution shall be undertaken by MonetizeJoy, We are not /shall not be responsible for any loss or damage incurred by you, including but not limited to loss or damage as a result of:
- Any changes to the Services made by MonetizeJoy, or any temporary or permanent cessation in the provision of the Services (or any features within the Services),
- The deletion of, corruption of, or failure to store, any content and other communications data maintained or transmitted by or through your use of service,
- Interruption of services, malware (including viruses and/or Trojans), and/or other errors over which MonetizeJoy has no control,
- Any third-party services and/or content of any kind. You understand that any hyperlinks to third-party websites shall be regulated by the terms and conditions of third parties and that access to/use of such third-party websites shall be at your own risk.
Without prejudice to the foregoing, should a court of law or other adjudicating body still find against MonetizeJoy regarding any matter relating to the Services, MonetizeJoy’s maximum liability against the claimant shall not exceed the total amount in fees which the claimant was paying/shall pay for six months of the Services in question.
7. GENERAL TERMS
Warranties. Each Party represents and warrants that (i) it has the power, authority, and legal right to enter into the Agreement and perform the obligations and grant the licenses set out herein; and (ii) it will comply with all laws and regulations applicable to its performance under the Agreement.
Indemnification. You agree to indemnify, defend, and hold harmless WP Engine; its affiliates, subsidiaries, and vendors; and their respective officers, directors, agents, and employees from and against any and all liabilities, obligations, losses, damages, penalties, fines, amounts in interest, and other expenses (including reasonable attorney fees) in connection with a claim or demand brought by a third party related to your violation of the AUP. We reserve the right to control the defense of any indemnified matter under this Section and approve any proposed settlement. You will pay us the amounts due under this Section as they are incurred.
Governing Law and Venue. The Agreement is governed by the laws of the State of Texas, without regard to its choice of law statutes. Any disputes must be brought in the state or federal courts located in Travis County, Texas. No claim may be brought as a class or collective action and you may not actively assert a claim arising out of the Agreement as a member of a class or collective action. The United Nations Convention on the International Sale of Goods shall not govern the Agreement. EACH PARTY WAIVES ANY RIGHT TO JURY TRIAL IN CONNECTION WITH ANY ACTION OR LITIGATION IN ANY WAY ARISING OUT OF, OR RELATED TO, THE AGREEMENT.
Notices. Except as otherwise required herein, notices shall be effective when delivered, as indicated by a delivery receipt, or, in the case of notices delivered by post, 5 business days after being mailed to the designated address by first class mail. Notices to you shall be made to the address recorded in the User Portal or via electronic mail to an Authorized User. Notices to us should be delivered to: MonetizeJoy, 11900 Jollyville Rd #200524, Austin, TX 78720, ATTN: Legal Department.
Waiver. If one Party fails to exercise, or delays exercising, any right, remedy or power set out in the Agreement, this shall not operate as a waiver of that right, remedy or power, whether under the Agreement or at law or equity.