2. The Service
3. Costs incurred, Contents and Positioning
4. Fees, Payment and Advertiser Account
5. Mybestclick’s Limited Warranty
6. Advertiser’s Representations and Warranties
7. Fraudulent Activity
9. Rejection of Campaign Content
13. Intellectual property
14. Entire Agreement and Variation
15. Assignment, Governing Law and Jurisdiction
16. Limitation of Liability; Disclaimer of Warranty
17. Refund policy
18. Force Majeure
20. Recurring Transaction
Bultopia Ltd (the, "Bultopia", "Mybestclick", "We", etc.) being an advertising network that provide services for products monetization and promotion, connecting publishers and advertisers through such service globally (the, "Service"), and You (the, "Advertiser", "You", "Yours", etc.), seeking for an online service for managing advertising campaigns and marketing consultancy, media market analysis, ads campaign planning, media time buying, and
Mybestclick has offered its services to the Advertiser through www.mybestclick.net, www.mybestclick.mobi and/or www.bultopia.com websites (the, "Program"), and You decided to utilize the Service,
Mybestclick and Advertiser hereby agree as follows:
BY CHECKING THE BOX AND CLICKING "I ACCEPT" BUTTON, AS APPLICABLE, OR BY CONTINUING TO PARTICIPATE IN THE SERVICE FOLLOWING OUR PUBLICATION OF THE REVISED VERSION OF THIS AGREEMENT ON OUR WEBSITE, YOU (A) CONFIRM THAT YOU ARE AWARE AND COMPLY WITH PRESENT AGREEMENT AND AGREE TO BE BOUND BY THIS ADVERTISER AGREEMENT; (B) ACKNOWLEDGE AND AGREE THAT YOU HAVE INDEPENDENTLY EVALUATED THE DESIRABILITY OF PARTICIPATING IN THE PROGRAM AND ARE NOT RELYING ON ANY REPRESENTATION, GUARANTEE, OR STATEMENT OTHER THAN AS EXPRESSLY SET FORTH IN THIS AGREEMENT; AND (C) HEREBY REPRESENT AND WARRANT THAT YOU ARE AUTHORIZED AND LAWFULLY ABLE TO ENTER INTO THIS AGREEMENT AND THAT YOU ARE AND WILL REMAIN IN COMPLIANCE WITH THIS AGREEMENT.
1.1. "Ad(s) or Advertisement(s)" – means graphical, interactive, rich media and video, or other online advertisements, including, without limitation, banners, buttons, towers, skyscrapers, pop-ups, pop-unders and video advertisements or similar generated by Advertiser’s web-servers in response to a query from Mybestclick.
1.2. "Advertiser" – means a party that has decided to enter into this Agreement and to assign Mybestclick to provide online services in accordance with the terms and conditions of this Agreement.
1.3. "Advertiser Account" / "Account" – means the Advertiser’s account at Mybestclick's websites www.mybestclick.net, www.mybestclick.mobi or www.bultopia.com for deposit of money and managing of campaigns.
1.4. "Content" – means all ad content, related technology and tags provided by Advertiser that are subject to the Services under this Agreement.
1.5. "Effective Date" – means the date of adoption by Advertiser terms of this Agreement or in the absence of its signature, the date when the Advertiser set up an Advertiser Account with Mybestclick.
1.6. "Mybestclick Network" – means Mybestclick’s digital advertising network available at www.mybestclick.net, www.mybestclick.mobi or www.bultopia.com, including advertisers and publishers.
1.7. "Mybestclick Network Property" – means any website, application, content, property or any other media owned, operated, or provided by a company within the Mybestclick Network upon which Mybestclick places Ads.
1.8. "Confidential Information" – will include any information, whether provided in writing, orally, visually, electronically or by other means, related to the Services and/or business of a party and is treated as confidential or secret by the party, including but not limited to (i) all information marked as "Confidential," "Proprietary," or similar legend by the disclosing party ("Discloser") when given to the receiving party ("Recipient"); and (ii) information and data provided by the Discloser, which under the circumstances surrounding the disclosure should be reasonably deemed confidential or proprietary.
1.9. "Campaign" – means certain actions set up by an Advertiser to increase traffic to the Advertiser or its affiliate website, sales and/or attracting new customers.
2. The Service
2.1. Mybestclick provides You an opportunity to participate in our Service and Program by placing its Ads on web pages of publishers registered in Mybestclick Network. Mybestclick will monitor, track and report its Services in a manner and on a schedule as determined by Mybestclick.
2.2. In order to become an Advertiser you must first accurately submit an application for Mybestclick account at our website and be in compliance with present Agreement (in case of using Self-service) or register yourself as an Advertiser by contacting Mybestclick directly (in case of using Managed service) for acceptance, and not use any aliases or other means to mask your true identity or contact information. After we review your application, we will notify of your acceptance or rejection as Mybestclick’s Advertiser. We may accept or reject your account registration at any time at our sole discretion for any reason. Mybestclick reserves the right to add, edit, remove or reclaim any account details (including your submissions) with or without your consent if deemed appropriate at Mybestclick sole discretion.
published at our website concerning the Services, and confirm You are a duly authorized signatory, has full legal capacity and all the necessary authority to bind the individual, company or other entity, and hereby submitting a legally binding electronic signature and entering into a legally binding contract.
2.4. Mybestclick has the following Non Acceptable Business rules for Advertisers:
- Where there are known or perceived links to terrorist organisations, military, arms and/or ammunition manufacture or sales;
- Where there is knowledge or suspicion of money laundering or terrorist financing;
- Where it is known or there are reasonable grounds for suspicion that a criminal offence has taken place;
- Where the client or any of the clients associated parties are subject to any sanctions measures;
- Where the client is undertaking an activity or trade within, from or into a country where that activity is subject to embargo and/or trade control restrictions;
- Producers/publishers of racist/pornographic/pressure group material or extreme political propaganda;
- Regulated entities that do not have the appropriate licensing;
- Extreme political and/or charitable organisations.
2.5. There are the following methods of using the Service available – Self-Service or Managed service.
Self-Service assumes that all Services and ad campaigns shall be provided through Advertiser’s account in Program. Mybestclick support team may provide assistance upon your request, however, all the actions or modifications made through your account shall be deemed made solely by You.
Managed service assumes that assistance of using the Services and Program shall be provided by Mybestclick officers.
2.6. Advertiser understands and accepts that Mybestclick does not allow and prohibits the multiple account opening for each Advertiser. Advertiser agrees not to fill in an account application and/or register as an Advertiser more than one time and/or hold more than one account with Mybestclick for any reason and/or in order to benefit in any way from any marketing promotional program/project and/or offer available for the Advertiser by Mybestclick.
In any case where Mybestclick identifies multiple account applications/registrations/openings/holdings of an Advertiser through the use of any technology or through other means available for and/or acceptable by Mybestclick only, Mybestclick may forbid access to and/or suspend and/or ban and/or close any such multi accounts and/or the main account of the Advertiser and/or manage all accounts in such way and/or take any other actions and measures deemed appropriate in the sole discretion of Mybestclick, regardless of the reason/purpose that such multi account applications/registrations/openings/holdings were created.
If the only and/or any account of the Advertiser is forbidden access to and/or is suspended and/or banned and/or closed for any reason, including but not limited for reasons related to prohibited/non accepted activity, the Advertiser understands and agrees that is not allowed and will not fill in another account application and/or re-register and/or create and/or hold any other new account for the same reason and/or for any other prohibited/non accepted activity.
2.7. Mybestclick may allow multi account applications/registrations/openings/holdings for an Advertiser if this is specifically and clearly predefined as accepted/permitted in any specific marketing promotional program/project and/or offer and/or in exceptional cases, at any time and for any reason Mybestclick considers acceptable and solely at its own discretion, if the Advertiser submits such request by sending an email to firstname.lastname@example.org
2.8. You may not transfer your account to anyone without explicit written permission of Mybestclick and you may not use anyone else’s account or password at any time without the express permission and consent of the holder of that account. Mybestclick cannot and will not be liable for any loss or damage arising from your failure to comply with these obligations.
2.9. Mybestclick will implement, monitor, track and report an agreed campaign. Mybestclick will furthermore report if and when errors have occurred in a Campaign in order to rectify such errors so that such Campaign can be carried out as agreed on. Mybestclick will also, at its sole discretion, provide support and advice on a Campaign during the term of this Agreement.
Mybestclick does not guarantee: (i) the placement, positioning or the timing of delivery of any Ad, or (ii) the number (if any) of any impressions, publications, conversions or clicks on any Ad on any Mybestclick Network Property.
3. Costs incurred, Contents and Positioning
3.1. Advertiser shall submit Contents for all Ads types in accordance with such due date as may be set out in this Agreement or as otherwise is communicated by Mybestclick.
3.2. Unless otherwise agreed in writing, the positioning of Ads on a Mybestclick Network Property is at Mybestclick sole discretion.
3.3. If Advertiser asks Mybestclick to carry out the posting or modification of a campaign or any element of the campaign (including without limitation through an authorization for Mybestclick to optimize campaigns generally), Mybestclick will carry out such posting and/or modification within 48 hours.
Any such posting or modification carried out by Mybestclick shall be deemed approved by Advertiser from the earlier of: (i) confirmation from Advertiser, and (ii) the end of the 12th hour following the posting or modification carried out by Mybestclick. If Advertiser does not approve of the posting or modification, it must notify Mybestclick via e-mail within 12 hours of the posting or modification.
3.4. Advertiser is solely responsible for all: (i) Contents generated by or for Advertiser; (ii) properties to which a Content directs users (including without limitation content on the domain or landing page reached by clicking on the Content URLs; and/or (iv) Advertiser’s services.
4. Fees, Payment and Advertiser Account
4.1. All statistics for the purposes of billing and general delivery reporting are based on Mybestclick’s reporting system.
Use of the Service shall be carried out on a monthly basis. For the purpose of present Agreement, a calendar month shall be deemed as a reporting period (the, "Reporting Period").
Rates for advertising campaigns are calculated on the basis of its pricing model, frequency of impressions, ads placement, number of acquisitions, GEOs and other campaign terms.
4.2. In the event that Advertiser believes that there is a discrepancy in Mybestclick’s reporting system (stats) for Reporting Period, Advertiser must provide Mybestclick with a reasoned report of such discrepancy within three (3) calendar days from receipt of Mybestclick’s server reports in relevant Reporting Period. Otherwise, Mybestclick shall not be liable for such discrepancy, services shall be deemed rendered, and will calculate earnings on basis of its reporting system. If the parties are unable to reach an agreement regarding the discrepancy, then Mybestclick reporting system shall prevail.
4.3. Mybestclick provides the ability to perform payments by using payment service providers. Advertiser shall have the right to select any payment service provider available. You agree that Mybestclick is not responsible for any actions applied by the payment service provider including but not limited to any additional transaction fees, banking commissions or currency fees applied to your transaction. All payments to Mybestclick include the above-mentioned fees and commission, if applicable.
Advertiser is responsible for all applicable taxes associated with provided ad services, other than taxes based on Mybestclick income. Advertiser shall indemnify Mybestclick against all losses suffered or incurred by Mybestclick arising out of or in connection with any payment made to Mybestclick.
4.4. In case of using Self-Service Advertiser shall make a deposit of funds to its Advertiser Account in advance. The minimum amount of initial deposit is $100 US Dollars. By using Self-Service you agree that setting limitations on Ads campaigns budget and spending shall be entirely your responsibility. If the funds in your Advertiser Account are exhausted, all running campaigns may be suspended immediately, if spending limits are not applicable. Spending limitations are not legally binding and Mybestclick bears no responsibility for any excess.
4.5. In case of using Managed services Advertiser shall set up all spending limitations and budget (fixed or unlimited) with Mybestclick managers to run Ads campaign. So Advertiser has to control spending of advertising budget and undertakes to inform Mybestclick in written about further actions to optimize such campaign. You shall pay for Services on the base of the invoices, issued by Mybestclick, by one the following options: (i) prepayment, (ii) net, or (iii) net + 30 days.
4.6. Advertiser acknowledges and agrees that any credit card and related billing and payment information that Advertiser provides to Mybestclick may be shared by Mybestclick with companies who work on Mybestclick’s behalf such as payment processors and/or credit agencies solely for the purpose of checking credit and/or effecting payment to Mybestclick and serving customers account.
4.7. Mybestclick shall not be liable for any use or disclosure of such information by such third Party.
4.8. Advertiser shall be responsible for any pricing, Bid, Ad Unit Values, Bidding Terms, Account configuration or category classifications errors or other errors ("Buyer Errors") resulting in a completed transaction (Ad Unit served), and shall be liable for any payments due in connection with the completed transaction.
Advertiser acknowledges that:
- all executed transactions are final;
- notification of Buyer Errors must be reported by the Advertiser within 24 hours;
4.9. Mybestclick reserves the right to discontinue Service, withhold payment at any time and terminate present Agreement without liability to Advertiser in case of material breach of this Agreement by the Advertiser or its associates. Parties hereby agree that any form of fraudulent or illegal activity, or any violation of the applicable laws and regulations, or any activity specified in Section 9 of this Agreement shall be deemed a material breach of this Agreement.
4.10. Mybestclick shall have the right to adjust your account balance in the case of (i) need of payment of bonuses, (ii) to deduct transaction fees, (iii) due to technical reasons, (iv) due to fraudulent activity, (v) upon additional agreement by the Parties.
4.11. The parties acknowledge that Advertiser’s obligation to pay amounts invoiced hereunder shall not be dependent on Advertiser’s receipt of funds from the applicable advertisers.
5. Mybestclick’s Limited Warranty
5.1. Except for the express warranties set forth above and to the extent permitted by law Mybestclick expressly disclaims all other warranties of any kind with respect to the Service, whether express or implied, including without limitation any warranties for merchantability, fitness for a particular purpose, that the Services will be uninterrupted, completely secure and/or free of software errors.
5.2. Mybestclick furthermore expressly disclaims any responsibility in relation to (i) any claims made in relation to Ads, campaigns or any Contents or (ii) any claims made in relation to the publication of any such Ads, campaigns or Contents on any websites such as, including but not limited to, streaming sites, File Sharing Sites, and sites with adult content.
6. Advertiser’s Representations and Warranties
6.1. Each party will make every effort to uphold the highest ethical and commercial standards. If Mybestclick requests that Advertisements should be removed from or not placed in any context that harms the goodwill or reputation of Mybestclick, Advertiser will promptly comply with such request.
In case of violation of its obligations under present Agreement by Advertiser, Mybestclick reserves the right to stop providing services and withhold Advertiser’s remuneration or account balance or fine.
6.2 Advertiser accepts and acknowledges the full responsibility in the event that the Contents in a Campaign would be deemed invalid or illegal in any applicable jurisdiction.
6.3 Each Party waives its rights against the other in respect of warranties and representations (whether written or oral) not expressly set out or referred to in this Agreement. Nothing in this clause limits or excludes either Party’s liability for fraud.
6.4 Hereby you represent and warrant that you have all necessary rights, permits and licenses to start and manage ad campaigns and for display Advertisement and operate Your websites and business activities in the selected jurisdictions. In case of breach of this obligation, Mybestclick may terminate this Agreement at any time without prior notice, withhold any remuneration or account balance and claim for compensation of incurred losses and damages.
6.5 Advertiser undertakes to ensure that its servers support the traffic directed to ad campaign through our service. Anyway, Mybestclick takes no responsibility for all the consequences in case your servers cannot support the traffic directed to your website.
6.6. You hereby agree not to use Mybestclick’s system interface, available to You in connection with the execution of this Agreement, in any ways not provided for by this Agreement, including not to distribute or transfer it to any third party.
6.7. Hereby You agree not to grant any third parties the opportunity to place Ads that violate the requirements of the legislation, as well as ethics and morality rules. You shall bear all the expenses and losses incurred from Your illegal use of copyrighted materials (including Ads, trademarks, etc).
6.8. You warrant not to use automated tools, including robots, scripts, or spiders, for generation of the inquiries or gather information from the interface of the Mybestclick Network.
6.9. Hereby You warrant that You will not use the Mybestclick Network system interface for any purposes that violate any applicable laws or rights of any third parties, including its intellectual property.
6.10. You grant NOT to modify, adapt, translate, disassemble or otherwise attempt to derive the source code of any software, used in Mybestclick Network, Services or Program.
6.11. Hereby You represent and warrant to provide Mybestclick with all the documentation or its equivalents, needed for identification of the parties, ascertainment of the legal fact and fulfilment of its obligations under this Agreement, within 15 business days from the date of request. In certain cases, we may withhold all payments.
6.12. Hereby You irrevocably authorize Mybestclick to transfer a request received by Mybestclick to provide information for the payment directly to Your financial institution available.
7. Fraudulent Activity
You are expressly prohibited from using any means, devices or arrangements to commit fraud, violate any applicable law, interfere with other affiliates or falsify information in connection with the Services or exceed your permitted access to Mybestclick website(s) or Program.
You are prohibited from any practice of disguising (cloaking) an Ads with different content or landing page and you are forbidden from using any preference/method resulting to the re-direction of the user to your landing page when such user has at least once previously chosen through a certain action to leave your page.
Mybestclick shall have the right, in any event described under this clause 7, to ban Your Advertiser Account, to withhold account balance and to take all necessary legal actions to restore the damage caused by this violation. In any case Mybestclick shall make all determinations about fraudulent activity in its sole discretion.
Advertiser agrees to indemnify and hold Mybestclick, its affiliates, subsidiaries, successors and assigns harmless from any and all claims, actions, judgments or liabilities arising out of or in connection with Advertiser´s Campaign, any breach of this Agreement by Advertiser and/or of any representation, warranty or agreement in this Agreement.
9. Rejection of Campaign Content
9.1. Mybestclick has, in its sole discretion and without any liability, the right to deny any advertising material or Content that includes or based on any inappropriate or illegal content such as, including but not limited to, the following examples:
- pornography, adult or mature content;
- illegal activity (i.e. how to build a bomb, hacking, "phreaking", etc);
- hate-mongering (i.e. racial, political, ethnic, religious, gender-based, sexuality-based or personal, etc.);
- violence, obscene or vulgar language and abusive content or content which endorses or threatens physical harm;
- illegal substance;
- drugs or any related paraphernalia;
- adware, malware, viruses, phishing offers;
- creatives should not contain the words like "your sofware is outdated", "your device is infected", "viruses found" etc. No misleading ads, providing false info to the user;
- purchase of weapons/military equipment;
- false or deceptive investment advice, and others;
If Advertiser provides software for campaign, it shall be free from any spy- or malicious software and comply with the terms and conditions under present Agreement. In confirmation of this fact the Advertiser can provide duly executed SSL-, or Code sign certificate.
Advertiser will defend, indemnify and hold Mybestclick or its affiliates and representatives harmless from any damages, liabilities, costs, and expenses (incl. attorneys’ fees) resulting from any claim, judgment or proceeding brought by a third party.
In case where advertisements are placed in such locations, Mybestclick reserves the right to withhold payment for the entire campaign, withhold account balance and any other remuneration and/or submit an immediate legal action against Advertiser and/or set a financial penalty, based on the damages caused to Mybestclick.
9.2. In order to be eligible to become an Advertiser of software or other application (API), Your software or application (API) must meet the following criteria:
- not to generate or facilitate unsolicited bulk commercial email;
- not to violate, or encourage the violation of, the legal rights of others;
- not to be used in any unlawful, invasive, infringing, defamatory, or fraudulent purpose;
- not to distribute viruses, worms, Trojan horses, corrupted files, hoaxes, or other items of a destructive or deceptive nature (i.e. malware);
- it must not to alter, disable, interfere with or circumvent any aspect of the software of third parties or advertisement services particularly.
Advertiser will make all reasonable efforts to prevent unauthorized use of its software or application and to terminate any unauthorized use. Advertiser will promptly notify Mybestclick of any unauthorized use of, or access to, the software or application of which it becomes aware.
Advertising software shall be installed only with the consent of the user, and shall provide ability of its removal without special additional programs.
9.3. Advertiser further acknowledges and accepts that Mybestclick may stop a Campaign in case Advertiser’s website includes inappropriate content as described under sections 9.1, 9.2 above.
9.4. In order to ensure compliance with this section 9, Advertiser must notify Mybestclick in writing of any changes to the content on Advertiser’s website which could be deemed inappropriate content.
Advertiser hereby agrees not to contact websites in the Mybestclick Network in order to purchase advertisement space from them or engage in practice that would be deemed competitive to the efforts of Mybestclick in its attempts to represent the website’s advertising spaces. Violation of this clause shall be deemed a material breach of this Contract.
11.1. Each Party (a "Receiving Party") understands that the other Party (a "Disclosing Party") may disclose information of a confidential nature including, without limitation, product information, data, pricing, financial information, software, specifications, research and development and proprietary algorithms or other materials that is disclosed in a manner in which the Disclosing Party reasonably communicated, or the Receiving Party should reasonably have understood under the circumstances that the disclosure should be treated as confidential, whether or not the specific designation "confidential" or any similar designation is used ("Confidential Information").
11.2. The Receiving Party agrees, for itself and its agents and employees, that it will not publish, disclose or otherwise divulge or use for its own purposes any Confidential Information of the Disclosing Party furnished to it by such Disclosing Party without the prior written approval of the Disclosing Party in each instance. Neither party will make any public announcement regarding the existence or content of the Agreement without the other’s prior written approval.
11.3. The Parties agree that if disclosure is made to their professional advisors, auditors or bankers this shall be done subject to each Party procuring each such recipient’s agreement to keep such information confidential to the same extent as if such recipient were Party to this agreement.
11.4. The foregoing obligations under this section 11 shall not extend to any information to the extent that the Receiving Party can demonstrate that such information (i) was at the time of disclosure or, to the extent that such information thereafter becomes through no fault of the Receiving Party, a part of the public domain by publication or otherwise; (ii) was already properly and lawfully in the Receiving Party’s possession at the time it was received by the Receiving Party free from any obligation of confidentiality, (iii) was or is lawfully received by the Receiving Party from a third Party who was under no obligation of confidentiality to the Disclosing Party with respect thereto, or (iv) is independently developed by the Receiving Party or its independent contractors who did not have access to the Disclosing Party’s Confidential Information or (v) express written consent has been given prior to disclosure.
11.5. In the event that the Receiving Party is required to disclose Confidential Information in accordance with judicial or regulatory or governmental order or requirement, or any tax authority to which that Party is subject or submits, wherever situated, whether or not the requirement for information has the force of law the Receiving Party shall promptly notify the Disclosing Party in order to allow such Party to contest the order or requirement or seek confidential treatment for such information.
11.6. Upon termination or expiration of this Agreement, upon the request of a Disclosing Party, the Receiving Party agrees to return to the other all of such other Party’s Confidential Information, or to certify to the Disclosing Party in writing that all such material has been destroyed, however, destruction is only permitted after Disclosing Party’s prior approval.
12.1. Either party may cancel the ads campaign and terminate present Agreement with 48 hours’ written notice to the other party.
12.2. Mybestclick shall be entitled, with immediate effect, to stop Advertiser’s Campaign or to prematurely terminate this Agreement in writing where: (a) Advertiser uses the Service or Program in a manner that entails the perpetration of a crime; (b) Advertiser uses the Service or Program in a manner that occasions losses or the risk of loss for Mybestclick or any third Party; (c) it may be reasonably assumed that Campaign violates governing law; (d) notwithstanding reminders, Advertiser fails to pay agreed fees or any other remuneration to Mybestclick within a stated time; (e) Advertiser otherwise fails to comply with this Agreement and such breach of contract is material; or (f) Advertiser is placed into insolvent liquidation or is otherwise insolvent.
In this case, Mybestclick shall have the right to block your account immediately and to withhold the remaining funds at your account as a fine.
12.3. This Agreement will be blocked when the Advertiser’s Account has not been in use for more than three (3) months.
You will receive a notification informing you that your account is blocked due to "Inactive account status" at account login. After deactivation, you will have 90 calendar days to restore your account. To do so, you have to login to your account and follow the steps described there. If your account is not reactivated within 90 calendar days it will be deleted without option to restore it.
If your account balance is 0 EUR/USD, the system will automatically block your account, if otherwise do not agreed by the parties. If your account balance is above 0 EUR/USD, the remaining funds will be fully deducted from your account.
12.4. You acknowledge and agree that in case of Your account been deleted at any reason it doesn’t mean that user data would be erased too.
13. Intellectual property
Hereby we grant you a non-exclusive, non-transferable, revocable right to use Mybestclick Service and access our Program solely in accordance with the terms of this Agreement.
You may not alter, modify, manipulate or create derivative works of Mybestclick or any our graphics, creative, copy or other materials owned by, or licensed to Mybestclick in any way. We may revoke your license anytime by giving you written notice. Except as expressly stated herein, nothing in this Agreement is intended to grant you any rights to any of Mybestclick’s trademarks, service marks, copyrights, patents or trade secrets. You agree that we may use any suggestion, comment or recommendation you choose to provide to Mybestclick without compensation. All rights not expressly granted in this Agreement are reserved by Mybestclick.
14. Entire Agreement and Variation
14.1. Mybestclick reserves the right to amend the terms and conditions of this Agreement at any time unilaterally. The Advertiser shall be informed of such amendments by relevant notice in personal account or through the information being made available on Mybestclick’s website. The Advertiser shall be deemed to have received such notice within two (2) weeks of the notice being sent by e-mail or made available in Advertiser’s personal account on Mybestclick’s website. Where the Advertiser does not accept the amendment, the Advertiser shall be entitled, within thirty (30) calendar days from the date of dispatch of the e-mail or, where appropriate, thirty (30) calendar days from the amendment being published on the website, provided that the changes have an adverse effect, that could not be considered as minor, on the Advertiser, to terminate the Agreement with immediate effect. Where the Agreement is not terminated by the Advertiser within the aforementioned time, the Advertiser shall be deemed to have accepted the new terms and conditions.
or other terms and conditions published at www.mybestclick.net, www.mybestclick.mobi, www.bultopia.com and that it will not have any right or remedy rising out of any representation, warranty or other statement not expressly set out in this Agreement.
15. Assignment, Governing Law and Jurisdiction
15.1. Mybestclick may assign this Agreement to a subsidiary or business successor. You may not assign this Agreement without the prior written consent of Mybestclick, which shall not be unreasonably withheld.
15.2. This Agreement and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of Bulgaria.
15.3. Each party irrevocably agrees, for the sole benefit of Mybestclick that, subject as provided below, the courts of Bulgaria shall have exclusive jurisdiction over any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this agreement or its subject matter or formation. Nothing in this clause shall limit the right of Mybestclick to take proceedings against Advertiser in any other court of competent jurisdiction, nor shall the taking of proceedings in any one or more jurisdictions preclude the taking of proceedings in any other jurisdictions, whether concurrently or not, to the extent permitted by the law of such other jurisdiction.
16. Limitation of Liability; Disclaimer of Warranty.
IN NO EVENT SHALL MYBESTCLICK BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM YOUR USE OF THE SITE, OPERATION OF A PROGRAM, OR YOUR DISPLAY OF ANY PROGRAM CREATIVE ON YOUR MEDIA, INCLUDING BUT NOT LIMITED TO BROKEN IMAGES, SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE AND CONSEQUENTIAL DAMAGES, EVEN IF MYBESTCLICK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE INFORMATION, CONTENT AND SERVICES AT THE PROGRAM OR IN SERVICE ARE PROVIDED ON AN "AS IS" BASIS WITH NO WARRANTY. YOU USE THE SEVICE AND RUN PROGRAM AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY LAW, MYBESTCLICK DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO THE OPERATION OF PROGRAM, THE INFORMATION, SERVICES, AND CONTENT INCLUDED AT THE PROGRAM OR IN SERVICE AND PROVIDED BY MYBESTCLICK, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. MYBESTCLICK DOES NOT REPRESENT OR WARRANT THAT THE INFORMATION ON ITS WEBSITE OR PROVIDED BY MYBESTCLICK IS ACCURATE, COMPLETE OR CURRENT.
17. Refund Policy
17.1. Refund could be applied only upon written request containing reasons for your refund to email@example.com
or via our contact form in the website in case if Ad campaign cannot be launched due to reasons included but not limited to noncompliance of the advertising materials with the requirements of current legislation, unacceptable quality and/or content of the creative, other reasons deemed applicable by Mybestclick’s officer.
17.2. Refund will be made in the amount of unused funds. Amount must be calculated based of Mybestclick’s reporting system.
17.3. Refund shall be applied only to the actual payments made by the Advertiser to Mybestclick. All funds credited to the account of the Advertiser within the frame of participation in bonus programs or similar actions of Mybestclick are non-refundable in any case and subject to the terms and conditions of such programs.
17.4. A refund request will be considered legitimate ONLY if it has been sent from the email used for Advertiser’s Account registration.
17.5. Advertiser has six (6) months from the last payment date to ask for a refund of the balance remaining on the Advertiser Account if You have remained in compliance with this Agreement. After Advertiser makes a second deposit at Advertiser Account (itself or via manager), a refund will only be issued for a balance of more than $200 US Dollars and a processing fee of 10% will be deducted from such refund.
17.6. The refund may be credited back to the same payment method and same account that was used to make the payment.
17.7. The refund request will be processed within 5 business days from the date the request was received.
17.8. Refund is not acceptable in case the Advertiser breaches terms and conditions of present Agreement or other terms agreed by the parties.
18. Force Majeure
18.1. The force majeure events are understood as events which occur after the Effective Date, regardless of the will of the Parties, and which could not be foreseen and prevented by any reasonable actions of the Parties. The influence of these events may postpone the performance of all or several parts of present Agreement or other terms and conditions agreed by the Parties.
18.2. The circumstances of force majeure include such events as war, mobilization, epidemic, fire, natural disasters, traffic accidents and changes in legislation, if such events meet the criteria of the paragraph 18.1 of this Agreement. The list above is not exhaustive.
18.3. If provision of Services been postponed due to the force majeure, the Party affected by force majeure shall notify the other Party in writing about the day of the force majeure commencement within 5 calendar days. With the cessation of force majeure and the restoration of normal conditions, the Party which was affected by force majeure shall notify the other Party in writing within 3 calendar days.
18.4. If a Party fails to comply with the requirements specified in the paragraph 18.3., i.e., it will not notify the other Party of the commencement and termination of the force majeure, it loses the right to rely on such force major action.
19.1. Present Agreement is the principal document in legal relationship of the Parties, and shall be deemed an entire agreement of the Parties. In case of contradictions in using Service or Program, present Agreement shall prevail in any case.
19.2. Relationship between the Parties. The relationship between the Parties will be that of independent contractors and nothing in this Agreement is intended to nor will establish any relationship of partnership, joint venture, employment, franchise, agency or other form of legal association between the Parties. Neither Party will have, nor represent to any third party that it does have, any power or authority to bind the other Party or incur any obligations on the other Party’s behalf.
19.3. Waiver clause. The failure of a party hereto at any time or times to require performance of any provision hereof shall in no manner affect its right at a later time to enforce the same. No waiver by a party of any condition or of any breach of any term, covenant or representation contained in this Agreement shall be effective unless in writing, and no waiver in any one or more instances shall be deemed to be a further or continuing waiver of any such condition or breach in other instances or a waiver of any other condition or breach of any other term, covenant or representation.
19.4. Survival of Representations and Warranties. The representations and warranties of Advertiser set forth in this Agreement (in particular, Article 10-11) hereof shall survive closing for a period of one (1) year from the termination date (the "Survival Period").
No claim for a breach of any representation or warranty by Mybestclick shall be actionable or payable if the breach in question results from or is based on a condition, state of facts or other matter which was disclosed to Advertiser and/or actually known by Advertiser prior to termination.
19.5. All claims related to the use of the Service or Program shall be submitted by the Advertiser within 30 days from the end of the Reporting Period only. In the case of missing the specified term, Mybestclick reserves the right not to process the complaint, and all the services shall be deemed rendered properly and subject to payment.
19.6. Headings. Headings to sections and subsections in this Agreement are for the convenience of the Parties only and are not intended to be a part of or affect the meaning or interpretation hereof.
20. Recurring Transaction
20.1. By filling Recurring Transaction Form and clicking the "I Agree" button you express full consent with these terms and conditions of recurring transactions and authorize Mybestclick and payment service provider to automatically charge your credit card for recurring delivery of Services in agreed variable amount and variable date, stipulated in Recurring Transaction Form in your personal account.
20.2. You acknowledge and agree that confirmation notification of the recurring transaction will be provided within 2 business days via email specified in your personal account.
20.3. You certify that you are an authorized user of credit card, details provided in personal account of the Service, and that you will not dispute the scheduled payments with your credit card company provided the transactions correspond to the terms indicated in this Agreement.
20.4. You agree to pay for all services or other additional services you ordered through Mybestclick Service, as well as for any additional expenses (if necessary), including, but not limited, all possible taxes, charges, etc.
20.5. You take full responsibility for timely payments for using the Service. Payment service provider only facilitates a payment for the amount indicated by Mybestclick, and it is not responsible for paying by user of the Service the aforementioned additional funds/expenses.
20.6. After clicking the "Pay" button the transaction is irrevocably deemed to be processed and executed. After clicking the "Pay" button you agree that you will not be eligible to cancel the payment or request to cancel it. By placing the order on the Service, you confirm and state that you do not violate legislation of any country. Also, by accepting this Agreement, you, as cardholder, confirm that you are entitled to use Service offered via Mybestclick’s website.
20.7. By agreeing to use the Recurring Transaction Service, you understand and accept that processing of any of your payments are executed by the payment service provider, and there is no statutory right of revocation of already purchased services or any other opportunities to cancel the payment.
20.8. You acknowledge that this Recurring Transaction Service will remain in effect until you cancel it, and you agree to notify Mybestclick of any changes in your personal account information or cease of this Recurring Transaction Service at least 7 days prior to the next billing date. If you wish to reject to use Recurring Transaction services for your next purchases of services or other facilities on the Mybestclick Service, you can do that by using email notification provided in contact details.
20.9. When you pay for any of Mybestclick services, you are primarily bound by this Agreement. Please note that only you, as the cardholder, are responsible for paying for all services you have ordered through Mybestclick Service and for any additional expenses/fees that can be applied to this payment. Payment service provider acts only as the executor of the payment in the amount stated by Mybestclick, and it is not responsible for pricing, total prices and/or total sums.
20.10. You acknowledge and agree that notification for following situations will be sent to you, using method of communication available, at least 7 business days prior: more than six month have elapsed since the last payment; or there are charges to the recurring transaction services including, but not limited to any change to the amount of the recurring transaction and/or any change to the date of the recurring transaction.
20.11. In case there is a situation when you do not agree with the aforementioned terms and conditions of Recurring Transactions and/or other reasons, we ask you not to proceed with the payment, and, if necessary, contact directly support of Mybestclick at firstname.lastname@example.org
This agreement was last updated on 04.02.2019