Terms of Service

Introduction

Welcome to adsella.com (hereinafter referred to as AdSella). By using AdSella (including its related sites, services and tools), you agree to the following terms with AdSella. This Agreement is effective on August 22, 2010, for current users, and upon acceptance for new users. By accepting this User Agreement, you agree that this User Agreement and Privacy Policy will apply whenever you use AdSella sites or services, or when you use the tools we make available to interact with AdSella sites and services. These Terms of Service (“Terms”) govern your access to and use of the services and AdSella websites (the “Services”), and any information, text, graphics, or other materials uploaded, downloaded or appearing on the Services (collectively referred to as “Content”). Your access to and use of the Services is conditioned on your acceptance of and compliance with these Terms and also the terms of our Privacy Policy. By accessing or using the Services you agree to be bound by these Terms.

Using AdSella

While using AdSella sites, services and tools, you will not:

post content or items in an inappropriate category or areas on our sites and services;

violate any laws, third party rights or our policies, such as the Prohibited and Restricted Items policies;

use our sites, services or tools if you are not able to form legally binding contracts, are under the age of 18, or are temporarily or indefinitely suspended from using our sites, services or tools;

fail to deliver payment for items purchased by you, unless the seller has materially changed the item's description after you buy or bid, a clear typographical error is made, or you cannot authenticate the seller's identity;

fail to deliver items purchased from you, unless the buyer fails to meet the posted terms, or you cannot authenticate the buyer's identity;

manipulate the price of any item or interfere with other users' listings;

circumvent or manipulate our fee structure, the billing process, or fees owed to AdSella;

post false, inaccurate, misleading, defamatory, or libelous content (including personal information);

take any action that may undermine the feedback or ratings systems;

transfer your AdSella account (including feedback) and User ID to another party without our consent;

distribute or post spam, unsolicited, or bulk electronic communications, chain letters, or pyramid schemes;

distribute viruses or any other technologies that may harm AdSella, or the interests or property of AdSella users;

export or re-export any AdSella tools except in compliance with the export control laws of any relevant jurisdictions;

copy, modify or distribute rights or content from the AdSella sites, service or tools or AdSella copyrights and trademarks; or

harvest or otherwise collect information about users, including email addresses, without their consent.

As a seller, in the event that your website goes down or you do not otherwise fully honor your agreement to display the buyer's ad on your site for the duration agreed upon, you will not receive payment.

If an ad buyer requests a refund within the first 7 days of their ad run, the ad will be removed from the seller's website and no payout will be made.

You are responsible for safeguarding the password that you use to access the Services and for any activities or actions under your password. We encourage you to use “strong” passwords (passwords that use a combination of upper and lower case letters, numbers and symbols) with your account. AdSella cannot and will not be liable for any loss or damage arising from your failure to protect your data.

Special Note: Websites containing explicit content are not allowed on AdSella. Ad space sellers are not allowed to offer ad space for sale on AdSella if their sites contain explicit content. Furthermore, those promoting explicit websites or products are not allowed to buy ad space through AdSella ad space listings. AdSella shall make the final determination as to what constitutes an explicit site.

Abusing AdSella

AdSella and the Community work together to keep our sites and services working properly and the Community safe. Please report problems, offensive content, and policy violations to us.

Without limiting other remedies, we may limit, suspend or terminate our service and user accounts, prohibit access to our sites and their content, services and tools, delay or remove hosted content, and take technical and legal steps to keep users off the sites if we think that they are creating problems or possible legal liabilities, infringing the intellectual property rights of third parties, or acting inconsistently with the letter or spirit of our policies (for example, and without limitation, policies related to feedback manipulation, circumventing temporary or permanent suspensions or users who we believe are harassing our employees or other users). Additionally, we may, in appropriate circumstances and at our discretion, suspend or terminate accounts of users who may be repeat infringers of intellectual property rights of third parties. We also reserve the right to cancel unconfirmed accounts or accounts that have been inactive for a long time, or to modify or discontinue AdSella sites, services or tools.

Fees and Services

AdSella provides ad space sellers with free ad space listings. In the context of ad space listings, the term "free" (as in "free listing") shall hereinafter mean that no listing fees apply. While a listing fee does not apply to "free" ad space listings, ad space sellers using the "free" listing option are subject to a "lead/processing fee" upon sale of their ad space

AdSella charges a lead/processing fee for ad space sales. This lead/processing fee is for delivering an interested ad buyer to the ad seller and handling the serving of the ad.

In the event that a dispute arises, users signed in to AdSella are able to contact AdSella. A "Contact Us" link appears in various areas throughtout the website, such as in the "My Account" area. AdSella will attempt to settle disputes that arise, but as a condition of using AdSella and subject to applicable laws, ad space sellers and ad space buyers are responsible for transactions that occur between ad space buyers and ad space sellers. AdSella's liability shall be limited to the lead/processing fee charged.

Content on the Services

All Content, whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such Content. We may not monitor or control the Content posted via the Services and, we cannot take responsibility for such Content. Any use or reliance on any Content or materials posted via the Services or obtained by you through the Services is at your own risk.

We do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted via the Services or endorse any opinions expressed via the Services. You understand that by using the Services, you may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate, or in some cases, postings that have been mislabeled or are otherwise deceptive. Under no circumstances will AdSella be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Services or broadcast elsewhere.

Your Rights

You retain your rights to any Content you submit, post or display on or through the Services. By submitting, posting or displaying Content on or through the Services, you grant us a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, display and distribute such Content in any and all media or distribution methods (now known or later developed).

You agree that this license includes the right for AdSella to make such Content available to other companies, organizations or individuals who partner with AdSella for the syndication, broadcast, distribution or publication of such Content on other media and services, subject to our terms and conditions for such Content use. Such additional uses by AdSella, or other companies, organizations or individuals who partner with AdSella, may be made with no compensation paid to you with respect to the Content that you submit, post, transmit or otherwise make available through the Services.

We may modify or adapt your Content in order to transmit, display or distribute it over computer networks and in various media and/or make changes to your Content as are necessary to conform and adapt that Content to any requirements or limitations of any networks, devices, services or media.

You are responsible for your use of the Services, for any Content you provide, and for any consequences thereof, including the use of your Content by other users and our third party partners. You understand that your Content may be rebroadcasted by our partners and if you do not have the right to submit Content for such use, it may subject you to liability. AdSella will not be responsible or liable for any use of your Content by AdSella in accordance with these Terms. You represent and warrant that you have all the rights, power and authority necessary to grant the rights granted herein to any Content that you submit.

All right, title, and interest in and to the Services (excluding Content provided by users) are and will remain the exclusive property of AdSella and its licensors. The Services are protected by copyright, trademark, and other laws of both the United States and foreign countries. Nothing in the Terms gives you a right to use the AdSella name or any of the AdSella trademarks, logos, domain names, and other distinctive brand features. Any feedback, comments, or suggestions you may provide regarding AdSella, or the Services is entirely voluntary and we will be free to use such feedback, comments or suggestions as we see fit and without any obligation to you.

Restrictions on Content and Use of the Services

We reserve the right at all times (but will not have an obligation) to remove or refuse to distribute any Content on the Services and to terminate users or reclaim usernames. We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce the Terms, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of AdSella, its users and the public.

You may not do any of the following while accessing or using the Services: (i) access, tamper with, or use non-public areas of the Services, AdSella’s computer systems, or the technical delivery systems of AdSella’s providers; (ii) probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures; (iii) access or search or attempt to access or search the Services by any means (automated or otherwise) other than through our currently available, published interfaces that are provided by AdSella (and only pursuant to those terms and conditions), unless you have been specifically allowed to do so in a separate agreement with AdSella (NOTE: crawling the Services is permissible if done in accordance with the provisions of the robots.txt file, however, scraping the Services without the prior consent of AdSella is expressly prohibited); (iv) forge any TCP/IP packet header or any part of the header information in any email or posting, or in any way use the Services to send altered, deceptive or false source-identifying information; or (v) interfere with, or disrupt, (or attempt to do so), the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, mail-bombing the Services, or by scripting the creation of Content in such a manner as to interfere with or create an undue burden on the Services.

Projected Total Impressions

AdSella tracks the number of times that AdSella enabled ad blocks display on a website. Each time an AdSella enabled ad block displays, one impression is recorded. AdSella uses this data to calculate the average number of views per day for the ad space. Projected Total Impressions are calculated by multiplying the average daily impressions by the total number of days in the campaign. This calculation appears for sites with significant impressions and is based on all available sample data. When fewer than 2 full days worth of sample data exists, Projected Total Impressions will not be calculated. Total impressions are not guaranteed and should be considered within the context of all available information about a site.

AdSella's Role

AdSella serves ads on sites owned by webmasters not affiliated with AdSella. These webmasters are responsible for keeping the AdSella code on their websites in order to serve advertiser ads in the event that an advertiser purchases their ad space. Webmasters agree to run ads that have been purchased for the amount of time that the webmaster defined in his/her campaign.

Copyright Policy

AdSella respects the intellectual property rights of others and expects users of the Services to do the same. We will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to us. If you believe that your Content has been copied in a way that constitutes copyright infringement, please provide us with the following information: (i) a physical or electronic signature of the copyright owner or a person authorized to act on their behalf; (ii) identification of the copyrighted work claimed to have been infringed; (iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (iv) your contact information, including your address, telephone number, and an email address; (v) a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) a statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.

We reserve the right to remove Content alleged to be infringing without prior notice and at our sole discretion. In appropriate circumstances, AdSella will also terminate a user’s account if the user is determined to be a repeat infringer.

The Services are Available “AS-IS”

Your access to and use of the Services or any Content is at your own risk. You understand and agree that the Services is provided to you on an “AS IS” and “AS AVAILABLE” basis. Without limiting the foregoing, AdSella AND ITS PARTNERS DISCLAIM ANY WARRANTIES, EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. We make no warranty and disclaim all responsibility and liability for the completeness, accuracy, availability, timeliness, security or reliability of the Services or any content thereon. AdSella will not be responsible or liable for any harm to your computer system, loss of data, or other harm that results from your access to or use of the Services, or any Content. You also agree that AdSella has no responsibility or liability for the deletion of, or the failure to store or to transmit, any Content and other communications maintained by the Services. We make no warranty that the Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis. No advice or information, whether oral or written, obtained from AdSella or through the Services, will create any warranty not expressly made herein.

Links

The Services may contain links to third-party websites or resources. You acknowledge and agree that we are not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by AdSella of such websites or resources or the content, products, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.
Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AdSella AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOOD-WILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (i) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES; (ii) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES, INCLUDING WITHOUT LIMITATION, ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES; (iii) ANY CONTENT OBTAINED FROM THE SERVICES; AND (iv) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY, WHETHER OR NOT AdSella HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

Exclusions

Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you.


Waiver and Severability

The failure of AdSella to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision. In the event that any provision of these Terms is held to be invalid or unenforceable, the remaining provisions of these Terms will remain in full force and effect.

Controlling Law and Jurisdiction

These Terms and any action related thereto will be governed by the laws of the State of New Hampshire without regard to or application of its conflict of law provisions or your state or country of residence. All claims, legal proceedings or litigation arising in connection with the Services will be brought solely in Rockingham County, New Hampshire, and you consent to the jurisdiction of and venue in such courts and waive any objection as to inconvenient forum. If you are accepting these Terms on behalf of a United States federal government entity that is legally unable to accept the controlling law, jurisdiction or venue clauses above, then those clauses do not apply to you but instead these Terms and any action related thereto will be will be governed by the laws of the United States of America (without reference to conflict of laws) and, in the absence of federal law and to the extent permitted under federal law, the laws of the State of New Hampshire (excluding choice of law).

Indemnity

You will indemnify and hold us (and our officers, directors, agents, subsidiaries, joint ventures and employees) harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your breach of these Terms, or your violation of any law or the rights of a third party.

Entire Agreement

These Terms, the AdSella Rules and our Privacy Policy are the entire and exclusive agreement between AdSella and you regarding the Services (excluding any services for which you have a separate agreement with AdSella that is explicitly in addition or in place of these Terms), and these Terms supersede and replace any prior agreements between AdSella and you regarding the Services.

We may revise these Terms from time to time, the most current version will always be at AdSella.com/tos.html. If the revision, in our sole discretion, is material we will notify you on our homepage or via email to the email address associated with your account. By continuing to access or use the Services after those revisions become effective, you agree to be bound by the revised Terms.