Create an Advertiser Account

Cubics is under going some major changes and we are not accepting new advertisers at this time. If you fill out your infomation you will be contacted when we have a public interface again. Thank you for your patience during this time.
To create your advertiser account, simply fill in the form below and click the "Create Account" button located at the bottom of the page.

Company Name

First Name

Last Name

Address


street number	street name / box #

City

State / Province

Country

Zip / Postal Code

Phone

Password

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I have read and agree to the legal agreement below.

Legal Agreement

ADVERTISER AGREEMENT
With CUBICS.COM
Standard Terms and Conditions
Welcome to Cubics. This Agreement between You and Cubics.com ("Cubics") consists of these Standard Terms and Conditions ("Terms and Conditions") and the Cubics Program (the "Program") Frequently Asked Questions (FAQs"). The term "You" means any entity identified in an enrollment form submitted by the same to Cubics, and/or include affiliated persons, and/or any agency acting on its (or their) behalf, which shall also be bound by the terms of this Agreement. If You are an agency, You also represent and warrant that (a) the advertiser on whose behalf You are acting has authorized You to enter into this Agreement and to assume the obligations under this Agreement on such advertiser's behalf and to represent such advertiser within the scope of this Agreement and the Program, and (b) such advertiser agrees to be bound by the terms of this agreement, including but not limited to paying Cubics for advertisements delivered pursuant to this Agreement.   All orders or other requests for advertising from You, an advertising agency, or agent are governed by these terms and conditions. Please read these Terms and Conditions very carefully.  By participating in the Cubics advertising program You are signifying Your consent to this Agreement. 
1.	YOUR ADS: You may submit Your material for Your Ads either by email, file transfer protocol, mail, or at the provided web forms located in the Cubics Advertisers’ Area (http://cubics.com/advertiserLogin.aspx You agree that Your Ads, including Your domain name, may be placed on:
a.	Any Website, application or other property owned, hosted, or operated by Cubics ("Cubics Property"); and 
b.	Any Website, application or other property owned, hosted, or operated by a third party (a "Publisher") upon which Cubics places Your Ads pursuant to a contractual agreement ("Publisher Property"), unless You opt out of the applicable program(s) described in the FAQs. Cubics and/or any Publisher may review, reject or remove any ad for any reason. In addition, Your Ads may be modified to comply with policies related to any Cubics Property or any Publisher Property.
You agree that Cubics does not guarantee that Your Ads will be placed on, or available through, Cubics Property and/or Publisher Property(ies), and You understand that Cubics reserves the right to not place Your listings, and/or discontinue to place Your listings at any time. Cubics may provide suggestions to You for Ad content, title and/or descriptions or for any other element of a listing but the final decision to authorize any suggestion is Yours. Ideas provided by Cubics are only suggestions and You are under absolutely no obligation to use such suggestions. It is Your responsibility to determine whether such suggestions comply with the requirements of Cubics. By using a keyword, title, description, link and/or listing that may have been suggested by Cubics, You represent and warrant that the, title, description, link and/or listing is in compliance with the Cubics Program and with this Agreement. You are solely responsible for the content of Your Ads, including URL links. Cubics is not responsible for anything related to Your website(s). In all cases, information must be submitted in the form requested by Cubics. 
You agree that Cubics reserves the right to edit, refuse, reject or remove any of Your Ad(s) at its discretion at any time, and that Cubics reserves the right not to publish any of Your Ad(s) in its sole discretion. You also agree that the failure by Cubics to publish any of Your Ads does not constitute a breach of contract or otherwise entitle You to any legal remedy.
Even if Your Ad(s) are placed on Publisher Property(ies), You agree to direct to Cubics, and not to any Publisher, any communication regarding Your Ad(s) on any Publisher Property. In addition, if Your Ads are displayed on Publisher Property(ies), the display of Your Ads on Publisher Property(ies) will provide Cubics and Publisher(s) with access to the content of Your Ads, including the URL(s), and any contact or other information that can be obtained through such URL(s), as well as data regarding queries or click-throughs on directory categories.  You acknowledge and agree that Cubics may collect, use, store and transfer all of these aggregate information about You and may share all of these aggregate information about You with advertisers, business partners, sponsors, Publishers and other third parties.  In addition, you grant Cubics the right to access, index and cache your website(s), or any portion thereof, including by automated means.
2.	ACCESS:  You are authorized to access the Cubics Property solely to manage Your advertising account(s) and conduct searches for Your own personal use. You agree that You will not use the Cubics Property or any content therein for any other purpose and that You will not disseminate or distribute any of this information. Your right to access Your account with Cubics is personal to You and non-assignable and is subject to any limits established by Cubics. You agree that You will not use any automated means, including, without limitation, agents, robots, scripts, or spiders, to access Your account with Cubics or to monitor or copy the Cubics Property or Publisher(s) Property, or the content contained therein except those automated means expressly made available by Cubics, if any, or authorized in advance and in writing by Cubics.  You will not use any device, software or routine to bypass or interfere or attempt to interfere with the proper working of the Cubics Property or Publisher(s) Property. Without limitation to the foregoing, You further agree that You will not take any action that imposes an unreasonable or disproportionately large load on our infrastructure (as determined by Cubics). 
You also acknowledge and agree that each and all of your Ad(s) will be subject to a content filter as created, interpreted and implemented by Cubics and as defined in its Program.  While You may offer suggestions to Cubics as to what is an appropriate content filter for Your Ad(s), Cubics reserves the right, in its sole discretion, to determine what is an appropriate content filter for Your Ad(s) before they are placed on Cubics Property or Publisher(s) Property. 
3.	PAYMENT: You agree to pay Cubics all applicable charges, including any applicable taxes or charges imposed by any government entity, in United States dollars in accordance with this Agreement and the terms of the Program.  You agree to pay Cubics based on the number of click-throughs on all of Your Ads multiplied by the amount which You have bid to pay for such click-throughs for each of Your Ads, which shall be computed according to the Cubics Program Rules. You agree that any and all service fees (if applicable to the Programs and/or payment plans that You select) and a deposit of at least Twenty ($20.00) shall be immediately paid to Cubics to initiate services on Your behalf. You agree that Cubics may change its minimum pricing at any time, as reflected in the FAQs.  You also understand and agree that, in addition to any service fees, You will be charged for all click-throughs on Your Ads (no matter whether a click-through occurred on an Cubics Property or a Publisher Property within the Cubics Distribution Network), and not on Your ability to convert click-throughs to sales. All fees shall be calculated solely based on invoicing records maintained by Cubics for purposes of billing. No other measurements or statistics of any kind shall be accepted by Cubics or have any effect under this Agreement. 
If You enroll in an Cubics Payment Plan (“Payment Plan”), You agree to be bound by the terms of that Payment Plan. Cubics reserves the right to terminate any Payment Plan and/or Your participation therein at any time. You also understand that, unless otherwise specified in the terms of the Payment Plan, You may elect to discontinue Your enrollment in the Payment Plan at any time by providing written notice to Cubics.  There are two Payment Plans:
a.	ADEHARUS “NON-STOP” PAYMENT PLAN TERMS: If You enroll in the Cubics “Non-Stop” Payment Plan, then You authorize Cubics to automatically charge Your credit card for the amount specified on the enrollment form whenever Your account has less than 3 to 5 days of funds remaining. You understand that You will receive e-mail notification after each transaction to notify You that Your account has been replenished. Such charges will appear on Your monthly credit card statement. Unless You discontinue Your enrollment in this Payment Plan, You understand that this authorization is valid until the termination of this Agreement with Cubics or until Your credit card expires. 
b.	CUBICS “BUDGET” PAYMENT PLAN TERMS: If You enroll in the Cubics “Budget” Payment Plan, then You authorize Cubics to automatically charge Your credit card after each period of days your specify up to the budgeted amount specified on the enrollment form. You agree that the amount charged to Your credit card shall be equivalent to Your monthly budget less any credits remaining from the prior month. You understand that You will receive e-mail notification from Cubics we the payment is processed to notify You of the amount Your credit card has been charged to replenish Your account. Such charges will appear on Your monthly credit card statement. You understand that Your Cubics account may be suspended for the remainder of the month in which Your account exceeds Your budget amount. You understand and agree that if Your click through charges equal or exceed Your monthly budget, then Your Ads will be removed from the Cubics Program for the remainder of that month.  Unless You discontinue Your enrollment in this plan, You understand that this authorization is valid until the termination of this agreement with Cubics or until Your credit card expires. 
Furthermore, You understand and agree that You will be charged all amounts owed under the terms of any Programs in which You enroll. You may pay Cubics by credit card, charge card, debit card, check or wire transfer, and You agree that Cubics may charge the credit card or charge card, or use Your debit card or wire transfer upon the issuance of Your Username and Password by Cubics You agree and represent that all information You provide to Cubics for the purpose of enrolling as an Advertiser will be accurate, complete and current. Your right to access Your account with Cubics is subject to any limits established by Cubics. If payment cannot be charged to Your credit/charge/debit card, for whatever reason, or if there is a chargeback for any reason, or if Your financial institution does not honor Your check, or if You exceed Your monthly maximum payment, Cubics reserves the right to either suspend or terminate Your account with Cubics. Suspension or termination includes but is not limited to, removal of Your Ads from the Program. You must submit any claims or disputes You may have with respect to any charge to Your account in writing to Cubics within 30 days of such charge otherwise such claim or dispute will be waived and such charge will be final and not subject to challenge. In the event of any failure by You to make payment, You will be responsible for all reasonable expenses (including legal fees) incurred by Cubics in collecting such amounts.
You agree and acknowledge that You will be charged interest at the rate of 1½% per month, or the legal maximum, whichever is less, on all unpaid charges or fees owed to Cubics.
4.	MINIMUM BID, MINIMUM COST, MINIMUM SPEND:  Your Ads with the Cubics are subject to Cubics' then current minimum bid and minimum cost requirements. Additionally, all Cubics accounts that You create shall be subject to Cubics' then current minimum monthly spend requirements.
5. 	YOUR SITE:  You hereby acknowledge that Cubics is not responsible for the maintenance of Your website(s), nor is Cubics responsible for order, entry, payment processing, shipping, cancellations, returns or customer service concerning orders placed on Your website(s). You must update Your Ads if any information is not a current and accurate description of information available on Your website(s). You further acknowledge that Your website(s) does not contain any Cubics owned or licensed content, including but not limited to, any Cubics listings, except pursuant to a separate signed affiliate agreement with Cubics. You hereby grant Cubics the irrevocable right to access, index, cache, and display (in connection with Your Ads) the website(s) to which Your Ads link, or any portion thereof, including by any automated means including web spiders or crawlers. This grant specifically includes Cubics' right to create and display copies of any and all text, graphics, images, audio, video, and all other material included or found on such website(s) or portions thereof, including the right to create and display thumbnail and full-scale copies of any images or video included on or found on such website(s) or portions thereof. 
6.	YOUR REPRESENTATIONS AND WARRANTIES: You represent and warrant that:
a.	You are the authorized owner or representative of the website(s) for which links are requested.
b.	All of the information provided by You to Cubics to enroll in the Program is correct and current.
c.	You have sufficient authority to enter into this Agreement.
d.	You hold all rights to permit Cubics and any Publisher (s) to use, reproduce, display, transmit and distribute Your Ad(s) and all contents therein;
e.	You will not hold Cubics (and/or its owners and operators) or Publishers liable or responsible for the activities of visitors who come to Your website(s) through a link provided from Cubics. 
f.	Your website(s) and all information in Your Ad itself or through the website to which Your Ad links, is not unsuitable for the Cubics pay per click advertising program, and that Your website does not violate (or encourage conduct that would violate) any applicable laws, regulations or third party rights in any state or country in which Your Ad(s) is displayed. 
g.	Your website(s) and all information in Your Ad itself or through the website to which Your Ad links, is not involved in or promotes any illegal activity, hate activity (whether racial or otherwise), and does not contain any libelous matter. Your website is not involved in or promote violence or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.  Your website is does not violate or infringe upon the rights of any third party, including intellectual property rights.
h.	Your website(s) and all information in Your Ad itself or through the website to which Your Ad links:
(i)	does not infringe in any manner any copyright, patent, trademark, trade secret or other intellectual property right of any third party; 
(ii)	does not breach any duty toward or rights of any person or entity including, without limitation, rights of publicity or privacy, or has not otherwise resulted in any consumer fraud, product liability, tort, breach of contract, injury, damage or harm of any kind to any person or entity; 
(iii)	is not false or misleading; and/or  
(iv)	is neither defamatory, libelous, slanderous or threatening.
i.	You have only submitted selected categories and descriptions to Cubics that are relevant to Your website(s). 
7.	PROHIBITED USES: Cubics strictly prohibits using any Cubics Property, any Publisher Property, or any third-party technology to: 
a.	Generate fraudulent impressions of or fraudulent click-throughs on Your Ad(s) or third-party ad(s), including but not limited to using robots or other automated query tools and/or computer generated search requests, and/or the fraudulent use of other search engine optimization services and/or software.
b.	Advertise substances, services, products or materials that are illegal in any state or country where Your Ad(s) is displayed. 
c.	Violate any policy posted on any Cubics Property, as revised from time to time, in any way. 
d.	Engage in any other illegal or fraudulent business practice under the laws of any state or country where Your Ad(s) is displayed. 
You may not include links to any website(s) as part of Your Ad(s), unless the content found at such website(s) is relevant to Your Ad(s) content. You may not bid on the same Publisher(s) property or Category using two separate Advertising accounts when the Ad(s) link to the same or similar sites. Violation of these policies may result in immediate termination of this Agreement without notice, and may subject You to state, provincial, and federal penalties and other legal consequences. 
8.	TERMINATION: If You are dissatisfied with the Cubics, Programs or with any of the terms and conditions contained therein, Your sole and exclusive remedy is to terminate Your account.  Unless otherwise agreed to in writing by the parties, You may cancel or delete any Ad and/or terminate this Agreement with or without cause at any time by canceling or deleting all Ads hereunder via Your online account by changing the end dates of such Ad(s) to Your desired cancellation date or by deleting the Ads that You no longer wish to run.  You agree that a cancelled ad may continue to run for up to 48 hours before such cancellation takes effect. You may cancel Your participation in the Cubics Program and other Cubics services by sending Cubics an e-mail notification of cancellation of account. 
Notwithstanding anything contained in this Agreement to the contrary, You  agree that Cubics may, in its sole discretion and at any time, terminate the Program, terminate this Agreement, discontinue Your participation in the Program  or on any website or Publisher Property, or cancel any Your Ad(s) or Your use of any Selected Category.  Except as set forth in Section 7 above or unless Cubics has previously canceled or terminated Your use of the Program (in which case subsequent notice by Cubics shall not be required), Cubics will notify You via email of any such termination or cancellation, which shall be effective immediately. Reasons for Cubics' determination to so terminate or discontinue Your account or participation as provided for above include, but are not limited to, if Cubics believes that You violated this Agreement or other policies or guidelines of Cubics or of a Publisher Property that uses, licenses or distributes the Program, or if Cubics believes Your conduct may be harmful to other consumers, advertisers, Publishers, or licensees who participate in (or offer to its users) the Program. All decisions made by Cubics in this matter will be final and neither Cubics nor its licensees (or distributors) shall have any liability with respect to such decisions.  Upon cancellation of any ad or termination or expiration of this Agreement for any reason, (i) You shall remain liable for any amount due for click-throughs already delivered and for click-throughs on any Ad(s) through the date such cancellation or termination takes effect, and (ii) Sections 2 through 25 shall survive expiration or termination of this Agreement.
You agree that Cubics reserves the right to review, decline, approve, or issue refunds on a case-by-case basis, and that all decisions made by Cubics with respect  to refunds are final and binding.
9.	CONFIDENTIALITY: During the term of this Agreement and for a period of two years following the termination or expiration of this Agreement, each party agrees not to disclose Confidential Information of the other party to any third party without prior written consent except as provided herein. For the purposes of this Agreement, "Confidential Information" includes: 
a.	Ads prior to publication;
b.	Except as provided in subsection 9 a. above, any information or access to technology prior to public disclosure provided by Cubics to You, either directly or indirectly, in writing, orally or by inspection of tangible objects.  It does not include information that (i) has become publicly known through no breach by a party; (ii) has been independently developed without access to the other party's Confidential Information; (iii) is rightfully received from a third party; or (iv) is required to be disclosed by law or by a governmental authority. Nothing in this Agreement shall prohibit or limit either party's use or disclosure of the U.S. or Canadaian Federal income tax treatment and U.S. or Canadian Federal income tax structure (or any other country’s  or territory’s income tax treatment and structure) of any transaction contemplated by this Agreement and all materials of any kind (including opinions or other tax analyses) that are provided to it relating to such tax treatment or tax structure, except where confidentiality is necessary to comply with applicable federal, state, or provincial securities laws. 
During the term of this Agreement and for a period of two years following the termination or expiration of this Agreement, You shall not at any time:
a.	Disclose, sell, license, transfer or otherwise make available to any person or entity any Confidential Information; 
b.	Use any Confidential Information; or 
c.	Reproduce or otherwise copy any Confidential Information, except as necessary in connection with the purpose for which such Confidential Information is disclosed to You or as required by applicable law. 
You agree to take all reasonable measures to protect the secrecy of and avoid disclosure and unauthorized use of the Confidential Information. All Confidential Information shall at all times remain Cubics' personal property and all documents, electronic media and other tangible items containing or relating to any Confidential Information shall be delivered to Cubics immediately upon Cubics’ request. 
10.	NO GUARANTEE: Cubics makes no guarantee regarding the levels of impressions, click-throughs or conversions for any of Your Ad(s) (including any Selected Keywords) or group of Your Ad(s) or the timing of delivery of any impressions, click-throughs or conversions for any ad displayed on any Cubics Property or any Publisher Property. Cubics may offer the same Selected Categories and Sections to more than one advertiser. You acknowledge and agree that You may not receive any impressions for Your Ad(s) for a given Selected Category if there are more advertisers or ads than available display positions or if Your Ads do not meet applicable click-through thresholds. 
11.	NO WARRANTY: CUBICS MAKES NO WARRANTY, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WITH RESPECT TO ADVERTISING AND OTHER SERVICES, AND EXPRESSLY DISCLAIMS THE WARRANTIES OR CONDITIONS OF NONINFRINGEMENT, MERCHANTABILITY AND FITNESS FOR ANY PARTICULAR PURPOSE, INCLUDING, WITHOUT LIMITATION, THE NUMBER OF CLICK-THROUGHS WHICH WILL BE DELIVERED. 
YOU EXPRESSLY AGREE THAT YOUR USE OF THE CUBICS PROPERTY AND PROGRAM IS AT YOUR OWN RISK. CUBICS, CUBICS PROPERTY AND THE PROGRAM ARE AVAILABLE ON AN "AS IS" BASIS, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. NEITHER CUBICS NOR ANY OF ITS INFORMATION PROVIDERS, LICENSORS, LICENSEES, EMPLOYEES, AGENTS, ATTORNEYS, PUBLISHERS, CONSULTANTS OR CONTRACTORS, OR ENTITIES MAKES ANY WARRANTY OR REPRESENTATION WHATSOEVER REGARDING CUBICS, THE CUBICS PROPERTY AND  PROGRAM, THE SUCCESS OF YOUR AD(S) AS MEASURED IN ANY WAY, ANY INFORMATION, SERVICES OR PRODUCTS PROVIDED OR AVAILABLE THROUGH OR IN CONNECTION WITH CUBICS, THE ADEHARUS PROGRAM, THE CUBICS PROPERTY OR ANY RESULTS OBTAINED THROUGH THE USE THEREOF. CUBICS HEREBY DISCLAIMS ON BEHALF OF ITSELF AND ALL INFORMATION PROVIDERS, PUBLISHERS, LICENSORS, LICENSEES, CONTRACTORS, CONSULTANTS, AGENTS, ENTITIES, ATTORNEYS AND/OR EMPLOYEES OF IT ANY AND ALL WARRANTIES INCLUDING, WITHOUT LIMITATION: 
a.	ANY WARRANTIES AS TO THE AVAILABILITY, ACCURACY OR CONTENT OF CUBICS, THE CUBICS PROGRAM, OR THE CUBICS PROPERTY AND/OR INFORMATION, PRODUCTS OR SERVICES AVAILABLE THROUGH THE CUBICS PROGRAM, OR THE CUBICS PROPERTY; AND 
b.	ANY WARRANTIES OF TITLE OR WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. 
12.	LIMITATION OF LIABILITY; FORCE MAJEURE. EXCEPT FOR ANY INDEMNIFICATION AND CONFIDENTIALITY OBLIGATIONS HEREUNDER: 
a.	IN NO EVENT SHALL ADHEAERUS BE LIABLE UNDER THIS AGREEMENT FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, CONSEQUENTIAL, OR SPECIAL DAMAGES WHATSOEVER, WHETHER IN CONTRACT, TORT OR ANY OTHER LEGAL THEORY, OR RESULTING FROM ANY BREACH OF THESE TERMS AND CONDITIONS OR OTHERWISE ARISING OUT OF, OR RELATING TO, THE SERVICES INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF OR UNAUTHORIZED ACCESS TO INFORMATION, AND THE LIKE, EVEN IF CUBICS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
b.	 CUBICS SHALL NOT BE LIABLE FOR THE CONTENTS OF ANY WEB SITES OR PAGES, NOR FOR ANY LOSS, COSTS, DAMAGE OF EXPENSE (INCLUDING REASONABLE LEGAL FEES) INCURRED BY YOU INCLUDING, WITHOUT LIMITATION, FOR ANY TECHNICAL MALFUNCTION, COMPUTER ERROR OR LOSS OF DATA OR OTHER INJURY DAMAGE OR DISRUPTION TO YOU. 
c.	CUBICS WILL NOT BE LIABLE FOR, OR CONSIDERED TO BE IN BREACH OF OR IN DEFAULT, ON ACCOUNT OF ANY DELAY OR FAILURE TO PERFORM AS ANTICIPATED BY THE PARTIES, A DELAY IN CHANGING A BID BY YOU, OR IF ITS SITE BECOMES INOPERABLE OR INCAPABLE OF PERFORMING AS INTENDED. CUBICS MAKES NO REPRESENTATIONS THAT THE OPERATION OF ITS SITE WILL BE UNINTERRUPTED OR ERROR-FREE, AND WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.
d.	CUBICS SHALL NOT BE LIABLE FOR DAMAGES CAUSED OR ALLEGEDLY CAUSED BY ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, FAILURE OF DELIVERY OF MERCHANDISE, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATIONS LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, ALTERATION OF, OR UNLAWFUL USE OF RECORDS, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION.
e.	CUBICS’ AGGREGATE LIABILITY TO YOU UNDER THIS AGREEMENT FOR ANY CLAIM IS LIMITED TO THE TOTAL DOLLAR AMOUNT ACTUALLY RECEIVED BY CUBICS FROM YOU FOR THE AD(S) AT ISSUE. 
Each party acknowledges that the other party has entered into this Agreement relying on the limitations of liability stated herein and that those limitations are an essential basis of the bargain between the parties. Without limiting the foregoing and except for payment obligations, Cubics shall not have any liability for any failure or delay resulting from any condition beyond the reasonable control of Cubics, including but not limited to strikes, shortages, insurrection, fires, floods storms, explosions, earthquakes, internet outages, computer virus, riots governmental action or acts of terrorism, earthquake or other acts of God, labor conditions, and power failures, or any other cause that is beyond Cubics’ reasonable control.
13.	YOUR OBLIGATION TO INDEMNIFY: You agree to indemnify, defend and hold Cubics, its agents, affiliates, subsidiaries, directors, officers, employees, Publishers, licensors, licensees, consultants, attorneys, and contractors ("Indemnified Person(s)") harmless from and against any third party claim, liability, loss, and expense (including damage awards, settlement amounts, and reasonable legal fees), brought against any Indemnified Person(s), arising out of Your use of the Program, Your website, and/or Your breach of any term, representation or warranty of this Agreement, including, without limitation, claims for infringement of copyright or other intellectual property rights and violation of rights of privacy and publicity. You acknowledge and agree that each Publisher, as defined herein, has the right to assert and enforce its rights under this section directly on its own behalf as a third party beneficiary. You agree to be solely responsible for defending any claim, subject to Cubics’ right to participate with counsel of its own choosing, and for payment of damages or losses resulting from the foregoing to both a third party and Cubics, provided that You will not agree to any settlement that imposes any obligation or liability on Cubics without Cubics’ prior written consent. Cubics reserves the right to terminate or suspend Your account if You violate any of the terms in this Agreement. 
14.	3RD PARTY SERVERS: Cubics reserves the right to refuse advertising purchases from third parties that require Your Ads to be served from said third party's servers.
15.	AMENDMENT TO TERMS: Cubics reserves the right to change the terms upon which it offers its Program, its Cubics Property and other services to the public and may change this Agreement by posting such changes. Cubics continued participation in the Program, its Cubics Property, and other services following such changes shall be deemed an assent to such changes. All amended terms are automatically effective 15 days after they are initially posted.
16. 	SECTION AND PARAGRAPH HEADINGS: The section and paragraph headings in this document are for convenience only; they form no part of these standard Terms and Conditions and shall not enter into the interpretation thereof. 
17.	NO PARTNERSHIP: Nothing in these standard Terms and Conditions shall be deemed to create a partnership or joint venture between the parties, and neither Cubics nor You shall hold itself out as the agent of the other, except for that specified in this Agreement. 
18.	NO WAIVER: No delay or failure of Cubics in exercising any right under these standard terms and conditions, and no partial or single exercise of any right by Cubics shall be deemed to constitute a waiver of such a right or any other right under these standard terms and conditions.
19. 	ENTIRE TERMS AND CONDITIONS: These standard Terms and Conditions, including all attachments which are incorporated herein by reference, constitutes the entire Agreement between the parties with respect to the subject matter hereof, and supersedes and replaces all prior and contemporaneous understandings or agreements, written or oral, regarding such subject matter.
20.	ASSIGNMENT, SUBCONTRACTING, TRANSFER: Cubics may assign, subcontract, or transfer this Agreement and/or its services anytime at its sole discretion. 
21.	RIGHT TO REJECT: All requested URL links, descriptions and bids are subject to the approval of Cubics, its owners and operators. Cubics reserves the right to reject, cancel or remove any URL link, descriptions and bids at any time for any reason whatsoever.
22.	CUBICS FAQS: You acknowledge and agree that in order for Cubics to (among other things) maintain the integrity and dynamic nature of the Program, Your participation in the Program is subject to the FAQs, which are incorporated into these Terms and Conditions by reference and may be modified by Cubics at any time to reflect changes in how Cubics makes the Program generally commercially available.  You are solely responsible for knowing the contents of the FAQs. 
23.	NOTICES:  Cubics may give general notices to You by posting on the Cubics Advertisers’ Homepage (https://secure.Cubics.com/advertisers/index.php or any one of Cubics’ Web sites or, if possible, by electronic mail to the e-mail address provided by You to Cubics. It is Your responsibility to ensure that Your e-mail address and any other contact information You provide to Cubics is updated and correct. 
24.	CHOICE OF LAW:  This Agreement shall be construed and controlled by the laws of the Province of Alberta, Canada. Any dispute arising from this Agreement, including, without limitation, a breach of this Agreement, shall be governed by the laws of the Province of Alberta, without regard to its conflict of laws principles. You agree to submit to the exclusive jurisdiction of the provincial and federal courts located in Edmonton, Alberta. Any claim against Cubics arising from this Agreement shall be adjudicated on an individual basis, and shall not be consolidated in any proceeding with any claim or controversy of any other party. 
25.	OTHER: You will be responsible for all reasonable expenses (including attorneys' fees) incurred by Cubics in collecting unpaid amounts under this Agreement. You also acknowledge and agree that:
a.	Each party hereto is duly authorized to enter into this Agreement and perform its obligations hereunder. 
b.	Any modifications to this Agreement must be made in a writing approved by the Cubics Legal Counsel and executed by both parties. 
c.	If any provision in this Agreement is held unenforceable, then such provision will be modified to reflect the parties' intention, and the remaining provisions of this Agreement will remain in full force and effect. 
d.	You may not resell, assign, or transfer any of its rights hereunder, and that any such attempt may result in termination of this Agreement, without liability to Cubics. 
e.	This Agreement is not intended to benefit, nor shall it be deemed to give rise to, any rights in any third party. 
f.	This Agreement shall be construed and interpreted as if both parties jointly wrote it.
26. 	REVIEW BY YOUR ATTORNEY: Cubics strongly advises that You review this Agreement with Your attorney before You enter into it. You acknowledge and agree that nothing herein and no statement by Cubics or any employee, representative, agent or other person associated with Cubics has in any way prevented or inhibited You in any way from seeking such advice prior to entering into this Agreement. You hereby acknowledge and agree that the terms of this Agreement are reasonable and fair, that all terms have been fully disclosed in writing, and that You have been given a reasonable chance to seek advice of independent counsel with respect to this Agreement and all transactions associated herewith.

27. 	ACCEPTANCE AND EXECUTION OF THIS AGREEMENT:  By CLICKING ON THE "SUBMIT FORM" BUTTON BELOW, and by supplying Cubics with all the required information to sign You up to the Cubics Program, You are acknowledging that You agree to all of the terms, conditions, promises, warranties, duties and obligations set forth in the above Agreement.

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