Last Updated: March 8, 2010
1.0 ACKNOWLEDGMENT AND ACCEPTANCE OF SPONSORED LISTINGS AGREEMENT
BumperSoft Sponsored Listings ("Sponsored Listings", "Sponsored Listing", or the "Sponsored Listings Service") is a service through which ("you" or "Applicant") can pay to enhance your listing in certain categories of the BumperSoft Directory. Each such enhanced listing will be known as a "Sponsored Listing."
The opportunity to participate in and benefit from Sponsored Listings is provided to you under the terms and conditions of this BumperSoft Sponsored Listings Terms of Service (the "STOS"). This STOS constitutes part of our BumperSoft Software Developers Terms of Service. BumperSoft can update and change the terms of this STOS from time to time without notice to you. You can always find the most recent version of this STOS at http://developers.bumpersoft.com/docs/support/policies/terms_service_sponsor.htm.
BY COMPLETING THE BumperSoft Sponsored Listings Billing Process AND CLICKING THE "SUBMIT PAYMENT" BUTTON, YOU REPRESENT AND WARRANT THAT YOU ARE 18 YEARS OF AGE OR OLDER, THAT YOU AGREE TO PROVIDE TRUE, ACCURATE, CURRENT AND COMPLETE INFORMATION (INCLUDING AN ACCURATE E-MAIL ADDRESS) AS PROMPTED BY THE BILLING INFORMATION FORM, AND THAT YOU AGREE TO BE BOUND BY THIS STOS.
We reserve the right, in our sole discretion, in the future, to change, modify, add or remove all or part of the STOS at any time.
2.0 DESCRIPTION OF SPONSORED LISTINGS SERVICE
Sponsored Listings is a fee-based service provided by BumperSoft to allow software developers to receive enhanced listings of their products in certain categories of BumperSoft Directory of software (the "Directory"). Please note that this Sponsored Listings Service is only open to all businesses with sites that are listed within any category in the Directory that has been approved by BumperSoft. Once the product is a Sponsored Listing, it will appear in a separate, clearly demarcated box (a "Sponsored Listings" box) on an appropriate category page of the Directory. The Sponsored Listings box will show the limited number of three Sponsored Listings. Each Sponsored Listing will be rotated equally in the Sponsored Listings box.
In order for BumperSoft to consider your product as a Sponsored Listing in the Directory, you must read this STOS, and if you agree with it in full, choose the product you want to sponsor, and then provide credit card information for payment. You agree that your credit card will be charged the current monthly fee for Sponsored Listings when you submit your product. You will be charged as soon as you click on the "Submit Payment" button on the billing information form. Please note that once your product is listed as a Sponsored Listing, the initial fee immediately becomes NON-REFUNDABLE.
The current fee for Sponsored Listings will be a NONREFUNDABLE fee covering
your participation in the Sponsored Listings Service
for 30 days, based on the relevant category for
each product submitted. Current pricing rate is
located at BumperSoft
Sponsored Listing Help and Support. Once your
site is accepted as a Sponsored Listing, your
participation in the Sponsored Listings Service
will be for an indefinite period, and your credit
card will be billed the appropriate fee monthly
for your participation in the Sponsored Listings
Service. If you decide to end your participation
in the Sponsored Listings Service, you must contact
BumperSoft according to the procedures described
in Section 5.0 below.
You acknowledge that the payment of the fee is for publication of your product as a Sponsored Listing for 30 days and does not in any way guarantee that your product will remain included in the Directory if your product is deemed to be in violation of any of the Terms. You expressly agree to pay to BumperSoft the full monthly fee even if your product is removed from the Directory for a violation of the STOS before the end of the monthly billing cycle.
NOTHING IN THIS STOS OBLIGATES BUMPERSOFT TO LIST, LINK TO, ACCEPT, OR OTHERWISE HOST YOUR SITE ANYWHERE ON BUMPERSOFT. IN ADDITION, IF YOUR PRODUCT IS ACCEPTED, NOTHING IN THIS STOS OBLIGATES BUMPERSOFT TO PLACE OR RETAIN YOUR PRODUCT LISTING WITHIN A SPECIFIC CATEGORY OR SUB-CATEGORY, OR TO PROVIDE ANY COMMENTS OR ANNOTATIONS WITH THE LISTING OF YOUR PRODUCT.
3.0 MINIMUM SPONSORED LISTING CRITERIA
All products submitted to the Sponsored Listings Service must meet the following minimum criteria:
- The product must first already appear in Directory;
- The product must be virus-free;
- The product must be stable or non-beta version;
- The product must be in English language (or have an English version available);
THESE CRITERIA ARE MINIMUM REQUIREMENTS ONLY, AND BUMPERSOFT, IN ITS SOLE DISCRETION, MAY CONSIDER OTHER CRITERIA BEFORE ACCEPTING OR REJECTING A PRODUCT.
4.0 SELECTION, POSITIONING AND LISTING OF SITES
You acknowledge that, if accepted as a Sponsored Listing, your product will appear as an enhanced listing on a rotating basis equally with other Sponsored Listings. BumperSoft, in its sole discretion, reserves the right to change the number of Sponsored Listings listed in any Sponsored Listing box and within any category or sub-category at any time.
In consideration of your payment and participation in BumperSoft Sponsored Listings under the terms of this STOS, BumperSoft will create your enhanced Sponsored Listing within 48 hours from the date that you submit your product (as determined by your date of payment and any delays due to problems with the processing of your request). Response times are measured based on BumperSoft's mail servers.
BumperSoft reserves the right to decide whether, where, and how a Sponsored Listing is listed in the Directory, as well as to move the listing to a different category or sub-category, and change or remove any keywords, comments, or annotations at any time, for any reason, including but not limited to, a change in the functionalities of the product. Once BumperSoft lists your Sponsored Listing in the Directory, BumperSoft reserves the right to re-list your site as a Sponsored Listing if applicable at any level within a category or its sub-categories as BumperSoft deems appropriate, in its sole discretion. Once BumperSoft accepts a Sponsored Listing for inclusion in the Sponsored Listings Service, that product will be treated as any other Sponsored Listing in the Sponsored Listings Service. BumperSoft reserves the right not to include any specific keywords, comments, or annotations with the listing of a Sponsored Listing in the Directory. Designation as a Sponsored Listing will be reflected in the Directory, but your product will not be listed as a Sponsored Listing or otherwise specially highlighted on search results listings pages.
You acknowledge that BumperSoft has not made any guarantees with respect to the number of times other users will view your Sponsored Listings, will click-through from your enhanced listing to your product page, will achieve any other specific performance metric or success of any particular listing generally.
BumperSoft will make every reasonable effort to track impressions and click-throughs from Sponsored Listings. However, BumperSoft is not responsible for technical problems, acts by third parties, or other events outside our reasonable control that may temporarily disrupt or diminish the Sponsored Listings Service. You understand that tracking can never be 100% accurate and BumperSoft is not responsible for inaccuracies that might occur beyond our control. Tracking of impressions and click-throughs depend on several factors, technical and otherwise, which are out of our control. It is BumperSoft's goal to make tracking as accurate as possible but BumperSoft cannot guarantee 100% accurate tracking for situations beyond our control.
BumperSoft reserves the right, at any time, to redesign or modify the organization, structure, specifications, "look and feel," navigation, guidelines, and other elements of any section of the Directory, including those on which a Sponsored Listing is displayed or delivered.
BumperSoft also reserves the right, in its sole discretion, to remove your product from the Directory at any time, for any reason. If BumperSoft removes your Sponsored Listing from the Directory without any breach of STOS by you, BumperSoft will reimburse you that pro-rated portion of your prepaid monthly payment representing the fraction of the month in which your Sponsored Listing will not appear in the Directory.
Any and all press releases and other public announcements related to your inclusion or possible inclusion in the Sponsored Listings Service, including the method and timing of such announcements, must be approved in advance by BumperSoft in writing. BumperSoft reserves the right to withold approval of any public announcement in its sole discretion.
5.0 FEEDBACK; TERMINATION BY YOU
You may discontinue your participation in the Sponsored Listings Service at any time through the BumperSoft Software Developers Account Center. Once you cancel your listing, your Sponsored Listing will be removed from the Sponsored Listings Service at the end of the monthly billing cycle in which you submit your cancellation request.
If you wish to discontinue your participation in the Sponsored Listings Service before the end of a monthly billing cycle for which you have paid your fee, please send an electronic message to the address listed in the section entitled "Notices" below, stating that you wish to withdraw specified Sponsored Listings. You agree that BumperSoft will not be required to refund any portion of such paid fee.
Applicant agrees to indemnify, defend, and hold harmless BumperSoft, and its parents, subsidiaries, affiliates, officers, directors, shareholders, employees, and agents, from any claim or demand, including reasonable attorney's fees, made by any third party due to or arising out of Applicant's use of or listing in the Sponsored Listings Service, the acceptance or rejection of Applicant's suggested site, any alleged violation of this STOS, or any alleged violation of any rights of others. BumperSoft reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by Applicant, which shall not excuse Applicant's indemnity obligations.
7.0 DISCLAIMER OF WARRANTIES AND LIABILITIES
THE SPONSORED LISTINGS SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. NEITHER THIS STOS NOR ANY DOCUMENTATION FURNISHED UNDER IT IS INTENDED TO EXPRESS OR IMPLY ANY WARRANTY THAT THE SPONSORED LISTINGS SERVICE WILL BE UNINTERRUPTED, TIMELY, OR ERROR-FREE.
BUMPERSOFT, AND ITS PARENTS, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, AND AGENTS, SHALL NOT BE LIABLE, UNDER ANY CIRCUMSTANCES OR LEGAL THEORIES WHATSOEVER, FOR ANY LOSS OF BUSINESS, PROFITS, OR GOODWILL, LOSS OF USE OR DATA, INTERRUPTION OF BUSINESS, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER, EVEN IF BUMPERSOFT IS AWARE OF THE RISK OF SUCH DAMAGES, THAT RESULT IN ANY WAY FROM APPLICANT'S USE OF OR INABILITY TO USE THIS SPONSORED LISTINGS SERVICE, BUMPERSOFT'S ACCEPTANCE OR REJECTION OF A SUGGESTED PRODUCT, OR BUMPERSOFT'S CONTINUED LISTING OF A PRODUCT IN THE DIRECTORY.
BUMPERSOFT LIABILITY TO APPLICANT SHALL NOT, FOR ANY REASON, EXCEED THE AMOUNT ACTUALLY PAID BY APPLICANT TO BUMPERSOFT UNDER THIS STOS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR LIABILITIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
8.0 FORCE MAJEURE
BumperSoft shall not be liable for any delay or failure in performance under the STOS resulting directly or indirectly from acts of nature or causes beyond its reasonable control, including but not limited to any governmental action, fire, flood, insurrection, earthquake, power failure, Internet outage, hacking activity, riot, explosion, embargo, or labor shortage/strike.
Any notices or communications under the STOS shall be by electronic mail and shall be deemed delivered upon receipt to the party to whom such communication is directed, at the addresses specified below. If to BumperSoft, such notices shall be addressed to firstname.lastname@example.org. If to Applicant, such notices shall be addressed to the electronic address specified in Applicant's registration form for access to BumperSoft Software Developers Center, or such other address as either party may give the other by notice as provided in this Section. Each party agrees to promptly update the other party as to any change of electronic address.
10.0 ENTIRE AGREEMENT; CONTROLLING AUTHORITY
This STOS constitutes the entire agreement between the parties with respect to the Sponsored Listings Service and supersedes all previous proposals, both oral and written, representations, writings, and all other communications between the parties. In the event that the terms and conditions of this STOS conflict with any of the other Terms, this STOS will be deemed to control.
The section titles in the STOS are for convenience only and have no legal or contractual effect.