AdServices
Web Watcher Customer Agreement

This Customer Agreement (the “Agreement”) is an agreement between AD SERVICES, INC. (“AdServices,” “we,” “us,” or “our”) and you or the entity you represent (“you”) which limits the liability of AdServices for providing it’s Web Watcher services (the “Services”) to you and also requires indemnification of AdServices under certain circumstances. This Agreement takes effect when you enroll for the Services and it is a material inducement for us to provide the Services. You represent to us that you are lawfully able to enter into contracts. If you are entering into this Agreement for an entity, you represent to us that you have legal authority to bind that entity.

1. The Services.
The Services cost $99.00 per month per site, and consist of the following:

1.1 Archiving Services. AdServices will have a backup of your website should it ever be hacked or if its files become corrupt, so that it can be restored quickly.

1.2 Security Updates. AdServices will keep your site’s security up to date by installing patches made available by the web platform.

1.3 Plugin Updates. AdServices will monitor and install the latest plugins for your site as they are released.

1.4 WordPress Updates. If your site utilizes the WordPress Content Management System, AdServices will make sure that your site is running the most current version.

1.5 E-Mail Address Maintenance. AdServices will add or delete up to five e-mail accounts each month.

1.6 Minor Revisions. The Services include up to one hour of AdServices webmaster time each month. If more time than that is necessary, AdServices will provide you with a 25% discount off of the normal rates.

2. Disclaimers.
THE SERVICE OFFERINGS ARE PROVIDED “AS IS.” WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE REGARDING THE SERVICES INCLUDING ANY WARRANTY THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR FREE OR FREE OF HARMFUL COMPONENTS, OR THAT ANY CONTENT, INCLUDING YOUR CONTENT OR THE THIRD PARTY CONTENT, WILL BE SECURE OR NOT OTHERWISE LOST OR DAMAGED. EXCEPT TO THE EXTENT PROHIBITED BY LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR QUIET ENJOYMENT, AND ANY WARRANTIES ARISING OUT OF ANY COURSE OF DEALING OR USAGE OF TRADE.

3. Limitations of Liability.
WE ARE NOT LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, OR DATA), EVEN IF YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, WE WILL NOT BE RESPONSIBLE FOR ANY COMPENSATION, REIMBURSEMENT, OR DAMAGES ARISING IN CONNECTION WITH: (A) YOUR INABILITY TO USE THE SERVICES, YOUR WEB SITE OR YOUR EMAIL, INCLUDING AS A RESULT OF ANY (I) TERMINATION OR SUSPENSION OF THE SERVICES, (II) OUR DISCONTINUATION OF ANY OR ALL OF THE SERVICES, OR, (III) ANY UNANTICIPATED OR UNSCHEDULED DOWNTIME OF ALL OR A PORTION OF YOUR WEB SITE, YOUR EMAIL OR THE SERVICES FOR ANY REASON, INCLUDING AS A RESULT OF POWER OUTAGES, SYSTEM FAILURES OR OTHER INTERRUPTIONS; (B) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; (C) ANY INVESTMENTS, EXPENDITURES, OR COMMITMENTS BY YOU IN CONNECTION WITH THIS AGREEMENT OR YOUR USE OF OR ACCESS TO YOUR WEB SITE, YOUR EMAIL OR THE SERVICES; OR (D) ANY UNAUTHORIZED ACCESS TO, ALTERATION OF, OR THE DELETION, DESTRUCTION, DAMAGE, LOSS OR FAILURE TO STORE ANY OF YOUR CONTENT OR OTHER DATA. IN ANY CASE, OUR AGGREGATE LIABILITY UNDER THIS AGREEMENT WILL BE LIMITED TO THE AMOUNT YOU ACTUALLY PAY US UNDER THIS AGREEMENT FOR THE SERVICES DURING THE 12 MONTHS PRECEDING THE CLAIM.

4. Release and Indemnification.
YOU HEREBY RELEASE AND HOLD HARMLESS, AND AGREE TO INDEMNIFY US AGAINST ANY AND ALL CLAIMS, ACTIONS, PROCEEDINGS, SUITS, LIABILITIES, DAMAGES, SETTLEMENTS, PENALTIES, FINES, COSTS OR EXPENSES (INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS’ FEES AND OTHER LITIGATION EXPENSES) INCURRED BY US, ARISING OUT OF OR RELATING TO (A) YOUR VIOLATION OR BREACH OF ANY TERM, CONDITION, REPRESENTATION OR WARRANTY OF THIS AGREEMENT, OR ANY APPLICABLE LAW, REGULATION, POLICY OR GUIDELINE; (B) YOUR USE OF THE SERVICES; (C) YOUR VIOLATION, ALLEGED VIOLATION, OR MISAPPROPRIATION OF ANY INTELLECTUAL PROPERTY RIGHT (INCLUDING, WITHOUT LIMITATION, TRADEMARK, COPYRIGHT, PATENT, TRADE SECRETS) OR NON-PROPRIETARY RIGHT OF A THIRD PARTY (INCLUDING, WITHOUT LIMITATION, DEFAMATION, LIBEL, VIOLATION OF PRIVACY OR PUBLICITY); (D) YOUR POSTING OR DISSEMINATION OF SPAM, OR ANY OTHER OFFENSIVE, HARASSING OR ILLEGAL CONDUCT; OR (E) ANY PERSONAL INJURY OR PROPERTY DAMAGE ARISING OUT OF YOUR ACTIVITIES RELATED TO THE SERVICES.

5. Force Majeure.
We will not be liable for any delay or failure to perform any obligation under this Agreement where the delay or failure results from any cause beyond our reasonable control, including acts of God, labor disputes or other industrial disturbances, systemic electrical, telecommunications, or other utility failures, earthquake, storms or other elements of nature, blockages, embargoes, riots, acts or orders of government, acts of terrorism, or war.

6. Modifications to the Agreement.
We may modify this Agreement at any time by notifying you by e-mail, at the e-mail address you entered when you enrolled in the Services. By continuing to use the Services after the effective date of any modifications to this Agreement, you agree to be bound by the modified terms.

7. No Waivers.
The failure by us to enforce any provision of this Agreement will not constitute a present or future waiver of such provision nor limit our right to enforce such provision at a later time. All waivers by us must be in writing to be effective.

8. Severability.
If any portion of this Agreement is held to be invalid or unenforceable, the remaining portions of this Agreement will remain in full force and effect. Any invalid or unenforceable portions will be interpreted to effect the intent of the original portion. If such construction is not possible, the invalid or unenforceable portion will be severed from this Agreement but the rest of the Agreement will remain in full force and effect.

9. Governing Law; Venue.
The laws of the State of Florida, including conflict of law and choice of law rules, govern this Agreement and any dispute of any sort that might arise between you and us. The State and Federal Courts situated in Broward County, Florida, shall have exclusive jurisdiction to adjudicate any claim, dispute or controversy of any nature arising out of or relating to this Agreement.