AdCoin Technologies Terms of Use

Effective Date: May 21, 2015

Adcoin Technologies Inc., (referred to as “Adcoin,” “us,” “our,” or “we”), provides the www.Adcoin.com site (“Site”) and various related services (together known as the “Services”) subject to your compliance with these terms, conditions, and notices contained or referenced herein (the “Terms of Use”), as well as any other written agreement between Adcoin and you or your company. In addition, when using particular Services on this Site, users shall be subject to any posted guidelines or rules applicable to such Services that may contain terms and conditions in addition to those in these Terms of Use. All such guidelines or rules are hereby incorporated by reference into these Terms of Use. By completing any Site registration process or using this Site, you agree to be bound by these Terms of Use. If you do not wish to be bound by these Terms of Use, you may discontinue use of the Site at any time. Your remedy for dissatisfaction with this Site, or any Services, content, or other information available on or through this Site, is to stop using the Site and/or those particular Services. We consider your use of this Site discontinued when codes provided by Adcoin, if any, have been removed from your Properties, there are no subsequent activities scheduled, and you no longer use the Adcoin Sites or any of our Services in any way. Your agreement with us regarding compliance with these Terms of Use becomes effective immediately upon commencement of your use of this Site.

Service Delivery

By signing up for our Services through this Site, you permit Adcoin to serve, as applicable: (i) advertisements and other content (“Ads”); (ii) search results, statistics, and other information by automated means or otherwise; (iii) related search queries and other links to your websites, mobile applications, media players, mobile content, and/or other properties approved by Adcoin (each individually a “Property” and together “Properties”). In addition, you grant Adcoin the right to access, index, and cache the Properties, or any portion thereof, including by automated means. Adcoin may, in its sole discretion, refuse to provide the Services in association with any Property.

Your Access to the Site

To access this Site or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of this Site that all the information you provide on this Site will be correct, current, and complete and that you will abide by these Terms of Use. If Adcoin believes that the information you provide is not correct, current, or complete, that you have violated any provision in these Terms of Use, or if a third-party service is no longer available through Adcoin for any reason, Adcoin has the right to refuse your access to this Site or any of its resources, to suspend your access to any of Adcoin’s Services or the services of its third-party service provider, or to temporarily suspend or permanently terminate your user account, with or without a prorated refund of any prepaid amounts in its sole discretion.

If you choose, or are provided with, a user name, password or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Site or portions of it using your user name, password or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

Display of Ads

You acknowledge that Adcoin’s Ads will be displayed on third party websites and that Adcoin has no control as to where and how often the Ads will be displayed, nor do we have control over the positioning of the Ads in relationship to any of your direct or indirect competitors. For clarification, Adcoin only maintains control over delivery of the Ads, not the placement of the Ad space. Adcoin retains the right to cease display of the Ads at any time and to make changes to the Services or Site. We will use our best efforts not to place your Ads on publisher’s websites that are of a pornographic, defamatory, obscene, or illegal nature and, upon your written notification of such displays, we will promptly remove the specified Ads.

Performance and Measurement of Ads

You may access and control your account and campaigns by logging into your Adcoin account with your designated login credentials. After logging in, you may set up your Ads, load multiple images for single Ads, adjust budgets, designate the start and end date of campaigns, and control other variables. Adcoin will charge your account based on the parameters you set and changes you make for your campaign or project. Adcoin measures the number of times Ads have been delivered and/or the number of engagements with Ads and/or other indicators necessary for calculating charges. You may access the statistics that we make available to you that are related to your account by logging into your account.

Privacy Policy

You agree that all information you provide to register with this Site or otherwise, including but not limited to through the use of any interactive features on the Site, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.
You will ensure that, at all times you use the Services, any promoted and/or destination sites used in association with the Submitted Content have a clearly labeled and easily accessible privacy policy that provides end users with clear and comprehensive information about cookies, device-specific information, location information, and other information stored on, accessed on, or collected from end users’ devices in connection with the Services, including, as applicable, information about end users’ options for cookie management. You will use commercially reasonable efforts to ensure that an end user gives consent to the storing and accessing of cookies, device-specific information, location information, or other information on the end user’s device in connection with the Services where such consent is required by law.

Restrictions on Your Use

You are granted a nonexclusive, nontransferable, revocable, limited license to access and use this Site in accordance with these Terms of Use. You may use this Site for purposes expressly permitted by this Site. As a condition of your use of the Site and Services, you warrant to us that you will not use the Site or Services for any purpose that is prohibited by these terms, conditions, and notices and will do none of the following:

  • Conduct or promote any illegal activities, including, but not limited to, intellectual property infringement, while using the Site or Services;
  • Transmit any information that we believe to be, in our sole discretion, abusive, excessively violent, harassing, defamatory, vulgar, obscene, lewd, lascivious, or otherwise objectionable;
  • Attempt to reverse engineer or jeopardize the correct functioning of the Site or Services, or otherwise attempt to derive the source code of the software (including the tools, methods, processes, and infrastructure) that enables or underlies the Site;
  • Attempt to gain access to secured portions of the Site or Services to which you do not possess access rights or obtain or attempt to obtain any materials, content, or information through any means not intentionally made available or provided for through the Site or Services;
  • Upload or transmit any form of virus, worm, Trojan horse, or other malicious code;
  • Use any automatic or manual process to search or harvest information from the Site or Services, or to interfere in any way with the proper functioning of the Site and Services;
  • Use the Site or Services in any manner which could disable, overburden, damage, or impair the Site or interfere with any other party’s use and enjoyment of the Site; or
  • Co-brand this Site without the express prior written permission of an authorized representative of Adcoin. For purposes of these Terms of Use, “co-branding” means to display a name, logo, trademark, or other means of attribution or identification of any party in such a manner as is reasonably likely to give a user the impression that such other party has the right to display, publish, or distribute this Site or content accessible within this Site.

You agree to cooperate with Adcoin in causing any of the prohibited activities set forth in this section to cease immediately.

Payment of Fees

Setting up an account with Adcoin is free of charge. You agree to pay all associated fees, if any, related to the Services. Unless otherwise agreed to in writing, we will bill your payment method of choice for all charges for Services on this Site. The details of any payment fees shall be set forth on our Site and/or the payment summary screen for our Services. Charges are solely based on Adcoin’s measurements for the Services and the applicable billing metrics (e.g., clicks or impressions). Any portion of a charge not disputed in good faith must be paid in full. No party may offset any payment due under these Terms of Use against any other payment to be made hereunder. Adcoin may, in its sole discretion, extend, revise, or revoke credit at any time. Adcoin is not obligated to deliver any Ads in excess of any credit limit. You understand that third parties may generate clicks or impressions on Ads for prohibited or improper purposes and that your sole remedy is to make a claim for advertising credits, which shall be used prior to a specified use date.

You agree to provide us with accurate and complete billing information as required for us to process the fee, including, for example, valid credit card information, your name, address, and telephone number, and to promptly provide us with any changes in such information. If, for any reason, your credit card company refuses to pay the amount billed for the Service, you agree that we may, at our sole option, suspend or terminate your access to the Service and require you to pay the overdue amount immediately by other means acceptable to us. You agree that, until your Ad campaign has ended or is terminated, you will continue to accrue charges for which you remain responsible, even if you do not use the service. In the event that legal action is necessary to collect on balances due, you agree to reimburse us for all expenses incurred to recover sums due, including attorney fees and other legal expenses. All payments to Adcoin shall be made in United States Dollars and are quoted exclusive of any value added tax, which shall be payable at the time and in the manner required by law. If you dispute any payments made or withheld relating to the Services, you must notify Adcoin in writing within 30 days of any such payment. If you do not, any claim relating to the disputed payment is waived. If an advertiser, whose Ads are displayed on any Property defaults on payment to Adcoin, we may withhold Adcoin’s outgoing payments or charge back to those accounts that have already been paid.

Trademarks

The Adcoin name and all related names, logos, product and service names, designs and slogans are trademarks of Adcoin or its affiliates or licensors. You must not use such marks without the prior written permission of Adcoin or as otherwise set out in these Terms of Use. All other names, logos, product and service names, designs and slogans on this Site are the trademarks of their respective owners.

Adcoin and Third-party Proprietary Information

The material, content, and Services accessible from this Site, including, but not limited to, the data collected from Ads, the API, and any other website owned, operated, licensed, or otherwise controlled by us (the “Content”) is the proprietary information of Adcoin or the party that provided or licensed the Content to Adcoin, whereby such providing party retains all right, title, and interest in the Content. Accordingly, the Content may not be copied, decompiled, reverse engineered, disassembled, transferred, distributed, republished, resold, sublicensed, uploaded, posted, used to create derivative works, or transmitted in any way without the prior written consent of Adcoin or the Content owner, except that you may print out a copy of the Content solely for your personal use. In doing so, you may not remove or alter, or cause to be removed or altered, any copyright, trademark, trade name, service mark, or any other proprietary notice or legend appearing on any of the Content. Modification or use of the Content except as expressly provided in these Terms of Use violates Adcoin’s intellectual property rights. Neither title nor intellectual property rights are transferred to you by access to this Site. Notwithstanding this provision, users of Adcoin Services and the Site are not permitted to use the Content as a component of, or basis for, a database prepared for use by the said user or any third party. Furthermore, all copies of Content, whether in print or electronic form, must incorporate all of Adcoin’s or third-party copyright and/or other intellectual property rights notices.

Adcoin’s rights apply to the APIs and all output and executables of the APIs, excluding any software components developed by you which do not themselves incorporate the APIs or any output or executables of the APIs. Adcoin owns all rights, title, and interest in the APIs.

Your Proprietary Information

Adcoin agrees that it has no rights to the data, images, information, ad content, or other material that you submit in the course of using the Site and Services (“Submitted Content”). You grant to Adcoin a worldwide, royalty-free, transferable license to use, reproduce, and represent your Submitted Content any other creative elements of the ads through: (i)Adcoin’s network of publishers, ad networks, and ad exchanges that Adcoin uses for the display of Ads; and (ii) on all documentation promoting the Services. Adcoin may use your logo on our Site and marketing materials and list you as a customer on any public lists. You may opt out from our use of your logo at any time by sending us an email request. When submitting data, you, and not Adcoin, shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all Submitted Content. Adcoin shall not be responsible or liable for the deletion, correction, destruction, damage, loss, or failure to store any Submitted Content. By using the Services, each user represents and warrants to Adcoin that it has the legal right to submit the Submitted Content. You agree to indemnify, defend and hold Adcoin harmless from any liability caused by your submission of Submitted Content in violation of a third party’s copyright or other rights of ownership. Adcoin reserves the right to withhold, remove and/or discard Submitted Content without notice for any breach, including without limitation, non-payment of fees. In addition, Adcoin reserves the right to withhold, remove and/or discard any Submitted Content submitted to Adcoin, which, in Adcoin’s sole opinion, is pornographic or otherwise in violation of Adcoin’s internal policies for publishable material. WE MAKE NO REPRESENTATION OR WARRANTY THAT ANY CONTENT SUBMITTED TO US WILL BE RETAINED FOR ANY PARTICULAR PERIOD OF TIME, AND YOU AGREE TO MAINTAIN ON YOUR SERVERS DUPLICATE COPIES OF ALL SUBMITTED CONTENT SUBMITTED TO US.

Confidentiality

You agree not to disclose any Adcoin Confidential Information without our prior written consent. “Adcoin Confidential Information” includes: (i) the existence of beta features of the Services; (ii) all Adcoin technologies, software, and documentation related to the Services; (iii) click-through rates or other statistics relating to performance as pertaining to the Services; (iv) any other information provided by Adcoin which is reasonably understood to be confidential based on the circumstances or nature of disclosure. Adcoin Confidential Information does not include information that was independently developed by you without reference to Adcoin Confidential Information, any information that is in the public domain without breach, information known to you prior to your use of our Services,  or information that was lawfully provided to you by a third party.

API

The Adcoin application programming interface (“API”) is a Service that allows licensees and pre-approved licensees to access and display certain Adcoin Content and/or Services related, but not limited, to the following: payment automation; data collection and usage; and obtaining inventory from publishers, networks and/or exchanges. Your license to the APIs under these Terms of Use shall continue until it is terminated by either you or Adcoin. You may terminate the license by discontinuing use of all or any of the APIs. Adcoin may change, suspend, terminate, or discontinue any aspect of the APIs at any time, including the availability of any APIs. Adcoin may also impose limits on certain features and services or restrict your access to parts or all of the APIs or the Adcoin Site without notice or liability. We shall not be liable to you or any third party should we exercise our right to modify or discontinue the Service or part of it.

Grant of API License

Upon issuance of an API key, you are granted a limited, non-sublicensable right to access the API and use the Services and Content for your personal use only and in a manner consistent with the Services. We reserve the right, without notice and in our sole discretion, to terminate your license to use the API, and to block or prevent future access to and use of the API.

API Licensed Use and Restrictions

This license is subject to the following restrictions:

  • You may not use the APIs in any manner or for any purpose that violates any law or regulation, any right of any person, including but not limited to intellectual property rights, rights of privacy, or rights of personality, or in any manner inconsistent with our Privacy Policy or these Terms of Use;
  • You may not use the APIs for any application that constitutes, promotes, or is used in connection with spyware, adware, or other malicious programs or code;
  • You may not use APIs in a manner that adversely impacts the stability of Adcoin servers or adversely impacts the behavior of other applications using the APIs;
  • All calls to the API must reference the API key issued to you as an approved licensee;
  • You agree to keep the API key confidential, and not to share it with any third party. This license is personal to you, and any affiliates must seek and obtain their own license and API Key. You may not sell, lease, share, transfer, or sublicense the APIs or access or access codes thereto or derive income from the use or provision of the APIs, whether for direct commercial or monetary gain or otherwise, without our prior, express, written permission;
  • You agree that you will provide the Services and Content to users on “as is” terms, with disclaimers substantially equivalent to those set forth this Terms of Use;
  • You may not use the APIs in a product or service that replicates or attempts to replace the essential user experience of Adcoin or is substantially similar to or directly competes with products or services offered by Adcoin, Inc.;
  • You may not cache or retain any copies of the Content. Your license to the Content is limited to making direct server calls to us for the Content and to distributing the Content to your end user on your site(s), immediately upon receipt by your servers;
  • You may not present the Content (or permit the Content to be presented) so that it appears to be available from a third-party site;
  • You may not separately extract and provide or otherwise use data elements from the Content to enhance the data files of third parties;
  • You further agree not to otherwise reproduce, modify, distribute, decompile, disassemble or reverse engineer any portion of the API or any data provided by Adcoin;
  • You may not delete, obscure, or in any manner alter any warning, notice (including but not limited to any copyright or other proprietary rights notice by us or our third-party partners and sponsors), or link that appears in the Service or the Content;
  • You may not sell, lease, or sublicense APIs or access thereto or derive revenues from the use or provision of APIs, whether for direct commercial or monetary gain or otherwise, unless you obtain prior written approval from us;
  • You must not attempt to cloak or conceal your identity or your application’s identity when requesting authorization to use APIs;
  • You are limited to a pre-set number of calls to the API per day, determined by the Service you purchased. Adcoin, Inc. may approve higher daily call limits if you adhere to these API terms and upgrade your Service;
  • You acknowledge that the Services, including, but not limited to, the API, may incorporate third-party services and content and that your use and display of such third-party services and content may be subject to separate terms of use policies. These third-party policies can be found at the applicable third-party sites.

Attribution for the API

Content provided to you through the API may contain the trade names, trademarks, service marks, logos, domain names, and other distinctive brand features of Adcoin, its partners, or other third-party rights holders of content displayed by us. You may not delete or in any manner alter these trade names, trademarks, service marks, logos, domain names, and other distinctive brand features. Unauthorized use of the Adcoin logo, marks, or brands is strictly prohibited. You shall place the following notice prominently on your application: “This product uses the API but is not endorsed or certified by Adcoin.” Your use of the Adcoin logo or any of the Adcoin marks or brands is subject to these terms, the terms found elsewhere on the Adcoin Site, or prior written approval by Adcoin. Any use of the Adcoin logo in your application shall be less prominent than the logo or mark that primarily describes the application. Your use of the Adcoin logo shall not imply any partnership or endorsement by Adcoin.

TERMINATION AND AD CANCELLATION

Adcoin reserves the right to terminate these Terms of Use with immediate effect at any time and for any reason. Expiration or termination (for any reason) of these Terms of Use shall not affect any accrued rights or liabilities which either party may then have nor shall it affect any clause which is expressly or by implication intended to continue in forced after expiration or termination.

Cancelled Ads will generally cease serving within 24 hours and you will remain obligated to pay any charges for all served Ads. You may effect cancellation of Ads through your account settings. Adcoin will not be bound by any insertion orders, statements of work, or otherwise, as provided by you.

Service Updates

The Site and Services may need updating from time to time. These updates may temporarily disrupt use of the Site or Services and are designed to improve, enhance, and further develop the Site or Services and may take the form of bug fixes, enhanced functions, new Service offerings, and updated Services. You agree to receive such updates as part of your use of the Services.

Links

This Site may contain links to other sites which are not maintained by, or related to, us. Links to such sites are provided as a service to users and are not sponsored by or affiliated with this Site or us. Adcoin has not reviewed any or all of such sites and is not responsible for the content of those sites. Adcoin is not responsible for webcasting or any other form of transmission received from any linked site. Links are to be used and third-party sites accessed at the user’s own risk, and Adcoin makes no representations or warranties about the content, completeness or accuracy of these links or the sites hyper-linked to this Site. We provide links as a convenience, and the inclusion of any link to a third-party site does not necessarily imply endorsement by us of that site or any association with its operators.

Advertisements

Some of the Services may be supported by advertising revenue and may display advertisements and promotions. These advertisements may be targeted to Content, user-generated content, queries, or other information. The manner, mode, and extent of advertising by or permitted by us on the Site are subject to change without specific notice to you. In consideration for our granting you access to and use of the Site and Services, you agree that we may place such advertising on the Site or Services.

Messages, Requests, or Other Comments or Content to or for Us

The Site may provide you with the ability to contact us through email addresses, contact forms, or other means. To the extent that you do so and send along any ideas, input, feedback, or anything of similar nature, you grant us a perpetual, irrevocable, nonexclusive, royalty-free license to use any such ideas, input, feedback, or anything of similar nature to change our existing products or services, to develop new products or services, or otherwise in our business.

Geographic Restrictions

The owner of the Site is based in the state of California in the United States. We make no claims that the Site or any of its content is accessible or appropriate outside of the United States. Access to the Site may not be legal by certain persons or in certain countries. If you access the Site from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

REPRESENTATIONS; WARRANTIES; Disclaimer

You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for accuracy of data input and output, and for maintaining a means external to this Site for any reconstruction of any lost data. Adcoin does not assume any responsibility or risk for your use of the Internet.

You represent and warrant that (i) you have full power and authority to enter into these Terms of Use; (ii) you are the owner of, or are legally authorized to act on behalf of the owner of, all Submitted Content; (iii) you are the editorial and technical decision maker in relation to the Submitted Content for which the Services are requested and implemented and that you have control over the way in which the Services are implemented for your specific needs; (iv) you comply with the Interactive Advertising Bureau Guidelines Standards & Best Practices and all applicable laws; (v) Adcoin has never previously terminated or otherwise disabled an Adcoin account created by you due to your breach of these Terms of Use or another agreement with Adcoin or due to impermissible activity; (vi) entering into or performing under these Terms of Use will not violate any agreement you have with a third party or any third-party rights; and (vii) all of the information provided by you to Adcoin is current and correct.

YOUR USE OF THIS SITE IS AT YOUR OWN RISK. THE SITE AND SERVICES ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED. ADCOIN DISCLAIMS ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. ADCOIN DOES NOT WARRANT THAT THE FUNCTIONS OR CONTENT CONTAINED IN THIS SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ADCOIN DOES NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING USE, OR THE RESULT OF USE, OF THE CONTENT IN TERMS OF ACCURACY, RELIABILITY, OR OTHERWISE AND IS NOT LIABLE FOR ANY ADS THAT HAVE OVERRUN DUE TO TECHNICAL DIFFICULTIES OR ERRORS. THE CONTENT MAY INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS, AND ADCOIN MAY MAKE CHANGES OR IMPROVEMENTS AT ANY TIME. YOU, AND NOT ADCOIN, ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION IN THE EVENT OF ANY LOSS OR DAMAGE TO YOU OR YOUR PROPERTY ARISING FROM THE USE OF THIS SITE OR ITS CONTENT.

All of the information in this Site, whether historical in nature or forward-looking, speaks only as of the date the information is posted on this Site, and Adcoin does not undertake any obligation to update such information after it is posted or to remove such information from this Site if it is not, or is no longer accurate or complete.

Limitation of Liability

ADCOIN, ITS SUBSIDIARIES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS WILL NOT BE LIABLE FOR ANY INCIDENTAL, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR OTHER DAMAGES, INCLUDING LOSS OF REVENUE OR INCOME, PAIN AND SUFFERING, EMOTIONAL DISTRESS, OR SIMILAR DAMAGES, EVEN IF ADCOIN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL THE COLLECTIVE LIABILITY OF ADCOIN AND ITS SUBSIDIARIES, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, AND DIRECTORS TO ANY PARTY (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE) EXCEED THE FEES PAID FOR THE 6-MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO SUCH LIABILITY OR THE REDELIVERY OF SERVICES TO YOU, AT ADCOIN’S DISCRETION. IN ALL CASES, ADCOIN AND ITS SUPPLIERS AND DISTRIBUTORS, WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE THAT IS NOT REASONABLY FORESEEABLE. Each party acknowledges that the other party has agreed to these Terms of Use in reliance on the limitation of liability stated herein and that those limitations are an essential basis of the bargain between the parties.

Indemnity

You will indemnify and hold Adcoin, its subsidiaries, affiliates, licensors, content providers, service providers, employees, agents, officers, directors, and contractors (the “Indemnified Parties”) harmless from any claims or liabilities due arising out of or related to any Submitted Content, breach of these Terms of Use by you, or your use of the Services. You agree that the Indemnified Parties will have no liability in connection with any such breach, Submitted Content, or unauthorized use, and you agree to indemnify any and all resulting loss, damages, judgments, awards, costs, expenses, and attorneys’ fees of the Indemnified Parties in connection therewith.

Security

You are prohibited from using any Services or facilities provided in connection with this Site to compromise security or tamper with system resources and/or accounts. The use or distribution of tools designed for compromising security (e.g., password guessing programs, cracking tools or network probing tools) is strictly prohibited. If you become involved in any violation of system security, Adcoin reserves the right to release your details to system administrators at other sites in order to assist them in resolving security incidents. Adcoin reserves the right to investigate suspected violations of these Terms of Use.

Adcoin reserves the right to fully cooperate with any law enforcement authorities or court order requesting or directing Adcoin to disclose the identity of anyone posting any e-mail messages, or publishing or otherwise making available any materials that are believed to violate these Terms of Use. BY ACCEPTING THIS AGREEMENT YOU WAIVE AND HOLD ADCOIN HARMLESS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ADCOIN DURING OR AS A RESULT OF ITS INVESTIGATIONS AND/OR FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER ADCOIN OR LAW ENFORCEMENT AUTHORITIES.

No Waiver

No delay or failure by Adcoin to enforce any of these Terms of Use shall constitute a waiver of any of our rights under these Terms of Use. Neither the receipt of any funds by Adcoin nor the reliance of any person on our actions shall be deemed to constitute a waiver of any part of these Terms of Use. Only a specific, written waiver signed by an authorized representative of Adcoin shall have any legal effect.

Severability

If any clause or provision set forth in this Terms of Use statement is determined to be illegal, invalid or unenforceable under present or future law, the clause or provision shall be deemed to be deleted without affecting the enforceability of all remaining clauses or provisions.

Export control and restricted countries

You may not use, export, re-export, import, or transfer the Services except as authorized by United States law, the laws of the jurisdiction in which you obtained the Services, and any other applicable laws. In particular, but without limitation, the Services may not be exported or re-exported: (a) into any United States embargoed countries; or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List. By using our Service, you represent and warrant that (i) neither you nor your listed Residence is located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Service for any purpose prohibited by U.S. or international law.

Governing Law and Jurisdiction

These Terms of Use and any disputes arising under or related to these Terms of Use and/or the Privacy Policy or to this Site will be governed by U.S. federal law and the laws of the State of California, without reference to its conflict of law principles. For any disputes that are not resolved through good faith negotiations or for any declaratory relief, including, but not limited to, injunctions or temporary restraining orders sought by either you or Adcoin, such disputes shall be resolved exclusively in the state or federal courts in the County of San Francisco, California.

This English-language Terms of Use statement is Adcoin’s official agreement with users of this Site. In case of any inconsistency between this English-language Terms of Use statement and its translation into another language, this English-language document shall control.

Miscellaneous

Adcoin and you are independent contractors and these Terms of Use do not create an agency, partnership, or joint venture. This Agreement does not create any third-party beneficiary rights. In any action to enforce these Terms of Use, the prevailing party will be entitled to costs and attorneys’ fees. Any cause of action brought by you against Adcoin or Adcoin’s affiliates must be instituted within one after the cause of action arises or be deemed forever waived and barred. You may not assign your rights and obligations under these Terms of Use to any third party, and any purported attempt to do so shall be null and void. Adcoin may freely assign its rights and obligations under these Terms of Use.

In addition to any excuse provided by applicable law, Adcoin shall be excused from liability for non-delivery or delay in delivery or availability of Services through our Site arising from any event beyond Adcoin’s reasonable control, whether or not foreseeable by either party, including, but not limited to, labor disturbance, war, fire, accident, adverse weather, governmental act or regulation, Internet disturbance, and other causes or events, whether or not similar to those which are enumerated above.

Changes to this Agreement

Adcoin reserves the right, in its sole discretion, to modify, alter, or otherwise change this Terms of Use at any time. We will provide notice of such change on this Site. Please review the Terms of Use and/or additional terms periodically for changes. Your continued use of the Site constitutes your acceptance of and agreement to be bound by these changes without limitation, qualification or change. If at any time you determine that you do not accept these changes, you must stop using this Site.

For More Information

If you have any questions regarding our Terms of Use, please contact us by sending an email to support@adcoin.com