DirectoryOnline.com LLC. Online Advertising
Terms and Conditions

DirectoryOnline.com LLC. (DO) (Websites' Owner) and Business Client (You) agree to the following Terms and Conditions:

Section I. Agreement for advertising: DirectoryOnline.com LLC (also referred to as DO) solicits online advertising in accordance with these terms and conditions. By signing this agreement you are authorizing DO to publish advertising (electronic advertising) in services published in but not limited to DiredtoryOnline.com or its Affiliates. Electronic advertising includes websites and electronic advertising items requested on this agreement.

Section II. Scope of Services: DO (Website owner) will publish Clients advertising as stipulated in this agreement. DO is under no obligation to publish material it deems inappropriate. If DO does not publish Client's advertising, DO will refund the money paid by Client and have no further obligation to Client. DO reserves the right to suspend and /or terminate this agreement at their discretion.

Section III. Commitment Period: This agreement will be in effect for the period noted in the commitment section on this agreement. This commitment period will Automatically Renew unless DO is notified in writing 30 days prior to the expiration date.

Section IV. Payment for Advertising: When DO publishes client's advertising, Client promises to pay DO the rates listed on the agreement plus any applicable taxes.

Section V. Billing: DO will automatically bill Client's credit card on a reoccurring monthly basis as authorized in the agreement. Client, and not DO, is responsible for paying any amounts billed to Client's credit card by a third party that were not authorized by Client. Client may prepay the entire commitment period in advance by company check or money order if desired. If for any reason the payment is denied, Client agrees to pay such charges together with a $50 late fee to DO.

Section VI. Advertising Content: Client will supply all graphics/artwork and information for the advertisements within the standards set by DO. These standards are available upon request. Client may use third party sources to provide advertisements.

Section VII. Advertisers Agreement: Client submits that the statements contained in the advertised materials are truthful and not misleading. Client is authorized to provide the services, products, goods that are being advertised. Client has the licenses and permits required to provide the goods and services that are being advertised. I will notify DO immediately if I (Client) become aware of any facts or circumstances that are untrue.

Section VIII. Links: If Client's advertising contains links, Client grants DO and its sub licensees a royalty-free unrestricted right and license to establish such links and to link users of Client's advertising to the website(s) designated in Client's advertising and to cause the link(s) to open new browser window(S) and publish the website(s) designated by such links(s) within such within Client's advertising; and to represent and warrant that Client has the right to grant the foregoing right and license and that the foregoing does not infringe on any copyright or any other right of any other person, and all copy and content of all websites to which Client's advertising links complies in all respects with all applicable laws and regulations.

Section IX. No Approval or Endorsement by DO: Client understands that DO does not approve or endorse (a) any product or service described in Client's advertising or any other advertising it publishes; or (b) any user review of such products or services. I (Client) will not make any representation that DO does approve or endorse any product or service.

Section X. Successors/Assignment: This Application will be binding on and inure to the benefit Client and Client's successors. DO may assign this Application. Client may not assign any of my rights or delegate any of my duties under this Agreement without prior written consent of DO.

Section XI. General Disclaimers: DO disclaims any obligations and warranties, whether express or implied, that are not expressly set forth in this Agreement, including without limitation:- DO does not warrant that the advertising will be published without error or omission;- DO disclaims any warranty of merchantability or fitness for a particular purpose; and - DO does not warrant the number of responses to Client's advertising, any other business benefit or the suitability of my advertising for any business purpose. - DO may change the content, form or appearance of any Electronic Advertising at any time. New products may be offered that will result in a change in the position of advertising.

Section XII. Force Majeure: Neither Client nor DO will be in breach of its obligations under this Agreement (other than obligations to pay monies due) in the event that, for cause or causes beyond its reasonable control, such party is unable to perform, in whole or in part, any one or more of its obligations under this Agreement. Such causes will include, but not be limited to, labor disputes, governmental regulations or controls, fire or other casualty, inability to obtain materials or services, technical failure or difficulties, problems or interruptions with the Internet, computer viruses, snow storms hurricanes or other acts of God, or any other cause not within the reasonable control of DO or Client.

Section XIII. Entire Agreement; Severability: This Agreement describes the entire agreement between DO and Client and supersedes any other oral or written agreements regarding the Electronic Advertising listed on the cover section of this Agreement, except for any increase in the limitation of liability agreed to in writing by both parties. Neither Client nor any agent of DO, including the Representative, may amend these terms and conditions or any pre-printed addendum or add any provision to or delete any provision from this Agreement or any addendum, and any such amendments, additions or deletions are void, except that the Representative may modify the Initial Term of Advertiser's Electronic Advertising by writing on the cover section of this Application. Except as provided in this Section, no oral or written representation made by the Representative or other person that purports to modify this Agreement is binding on DO. Client confirms that Client has not relied upon any such representation in entering into this Agreement. DO's copy of this Agreement will be deemed a duplicate original for evidentiary purposes. If any provision of this Agreement is held by a court, regulatory agency, or arbitrator of competent jurisdiction to be unenforceable, the rest of this Agreement will remain in full force and effect and will not be affected.

Section XIV Authority: The person signing on behalf of Client on the cover section of this Agreement, or otherwise authorizing the placement of advertising, hereby certifies that he or she is either Client, or that he or she has been lawfully authorized to sign this Agreement and authorize the placement of advertising on behalf of Client.

Section XV. Client's Advertising Copy: Client agrees to provide DO with Advertising Copy for Electronic Advertising no later than 10 days from the Date of the Agreement. If Client does not provide DO with Advertising Copy (or such other information related to my Electronic Advertising as DO may require) by this deadline, DO may, but will have no obligation to, publish an incomplete or "under construction" advertisement for all purposes under this Agreement.

Section XVI Rules: Client agrees that I will be in default of my obligations under this Agreement if I breach any of my material obligations under this Agreement, or if I otherwise: (a) Use my Electronic Advertising for any purpose in violation of local, state, national, or international laws; (b) Provide false information on my registration form or impersonate any person; (c) Post material that infringes on the intellectual property rights of others or on the privacy or publicity rights of others; (d) Post or transmit any information, data, text, files, links, software, chat, communication, or any other materials that are unlawful, harmful, threatening, abusive, invasive of another's privacy, harassing, defamatory, slanderous, vulgar, obscene, hateful, racist, embarrassing or otherwise objectionable to any other person or entity as determined by DO in its sole discretion;(e) Post improper responses;(f) Stalk, harass, or otherwise harm others;(g) Distribute viruses, corrupted files, or any other similar software or programs that may damage the operation of another's computer; (h) Collect or store personal data about other users of my Electronic Advertising;(i) Use the Electronic Advertising to induce, entice, solicit, recruit, lure, or to attempt to induce, entice, solicit, recruit, or lure users to another website which, in DO determination, is a competitor of all or any part of DirectoryOnline.Com or its Affiliates. j) Engage in any other conduct that inhibits any other person from using or enjoying DirectoryOnline.Com or its Affiliates.

Section XVII. Privacy Policy/User Data: DO will post on its websites, and Client will post on its website, their respective privacy policies. Each party will own the data it collects about users from sites it hosts and from servers it owns or operates, and all rights associated therewith.

Section XVIII. Additional License: Client grants DO a royalty-free, worldwide right and license in connection with the publication of Client's Electronic Advertising, solely for those purposes described in this Agreement, to access, index, cache, and display (in connection with my Electronic Advertising) the website(s) to which the Electronic Advertising links and the websites which a user can access from the websites to which Client's Electronic Advertising links, or any portion thereof, including by automated means such as web spiders or crawlers, including the right to create and display copies of any text, graphics, images, audio, video, and all other material included on such websites or portions thereof and the right to create and display thumbnail and full-scale copies of any images or video included on such websites.

Section XIX. Liability Limitations: Neither Client nor DO will be liable to the other party for indirect, or consequential damages incurred or suffered by the other arising as a result of or related to the performance of the Terms and Conditions of this agreement, whether in contract, tort or otherwise, even if the other has been advised of the possibility of such loss or damages. Client will indemnify and hold DO harmless against any claims incurred by DO arising out of or in conjunctions with the placement or display of any advertisement or client's breach of this agreement, as well as all reasonable costs, expenses, and attorney's fees incurred. DO's liability under this agreement with respect to advertisements, will not exceed the total amount of costs paid by the Client to DO.

Section XX. Arbitration: Client and DO agree that any disputes arising under this agreement will be subject to binding arbitration by a single Arbitrator with the (AAA) American Arbitration Association. Client and DO agree that this Agreement will be governed by, construed, and interpreted in accordance with the laws of the state applicable. Client will pay all arbitration fees. The Arbitrator will have the authority to grant injunctive relief and specific performance to enforce the terms and conditions of this Agreement.

Section XXI. Attorney's Fees: If litigation or arbitration are deemed necessary to enforce this Agreement, DO will be entitled to reasonable attorney's or arbitrator's fees and or costs incurred.