Ask Sponsored Listings Terms and Conditions

The following Terms and Conditions are only applicable to the Ask Sponsored Listings Easy Access Plan. If your monthly budget is of $5,000 or more, you may qualify for an Advanced Plan and these terms do not apply to you.

By clicking in the "I Agree" button and creating an account and submitting information for the display of paid advertisements through the Ask Sponsored Listing (ASL) Program, you agree to be bound by these ASL Terms and Conditions ("Terms" or "Agreement"). These Terms constitute a contract between you ("You") and IAC Search & Media, Inc. ("IAC Search & Media") and apply to your use of the ASL program (the "Program").

You acknowledge that the Program is not dedicated to consumers or personal or household use. You agree that You are entering into this Agreement for commercial purposes only.

1) Definitions.
a) "Account" means the password-protected account through which You may use the Program and create and manage Ads and Campaigns.
b) "Actual Click" means an ASL Network user's click on Your Ad and does not include promotional and test traffic or fraudulently generated clicks, as determined by the Program technology.
c) "Advertiser" or "You" means the entity or individual creating the Account and any agents, affiliates, contractors, officers, or employees of that entity or individual.
d) "ASL Network" means IAC Search & Media proprietary web sites and services as well as web sites and services of third parties who have an agreement with IAC Search & Media to display ASL advertisements.
e) "Campaign" means Your advertising campaign across the ASL Network composed of one or more Ads.
f) "Ad" means an advertisement, which may include text (title and description) and a URL, displayed across the ASL Network as a result of Your use of the Program.
g) "Maximum CPC" means the maximum cost per click You are willing to pay for each Actual Click on Your Ad.
h) "Targeting" means Ad targeting options selected by You and all content provided or used by You in connection with such targeting option, including but not limited to keywords.

2) Program Description.
The Program operates as described in the Help section of the Program client console at https://secure.sponsoredlistings.ask.com/help/faq. Please refer to the Help section for any questions You may have about the Program. By agreeing to these Terms, You acknowledge that You fully understand the Program and how it works. IAC Search & Media reserves the right to make changes to the Program and the way it operates at any time. Please consult the Help section frequently to stay informed of any changes.

3) Policies.
Your use of the Program is subject to the Program Guidelines at https://secure.sponsoredlistings.ask.com/help/guidelines and the Trademark Policy at http://sponsoredlistings.ask.com/. Your use of the Client Console is subject to the Client Console Privacy Policy at http://sponsoredlistings.ask.com/. Those policies may be modified in IAC Search & Media's sole discretion. You should periodically consult those policies, at the locations indicated, to ascertain any changes that may affect You.

4) Account.
You are solely responsible for controlling access to Your password-protected Account and will be required to pay for any fees or charges incurred as a result of any use of Your account and charges made to Your Account. IAC Search & Media assumes no liability for any erroneous information reported in Your Account.

5) Placement of Ads.
Placement of Ads on the ASL Network is determined by Targeting. You acknowledge and agree that the specific placement of Your Ad(s) may vary across the ASL Network. You acknowledge and agree that IAC Search & Media does not guarantee that Your Ad will be displayed on any particular web site or service of the ASL Network. IAC Search & Media further disclaims any warranty regarding the location and/or prominence of Your Ad(s) on the ASL Network.

6) Advertiser Responsibilities.
a) You are solely responsible for any content You use or provide in connection with the Program, including Your Targeting, Ad(s) (title, description and URLs), the landing pages linked to from the URL in Your Ad(s) and web pages linked to from such landing page. You shall not use the Program to promote any illegal item, product or service or to engage in any illegal or fraudulent business practice in the United States or any other country where Your Ad may be displayed. You shall be responsible for ensuring that all Targeting, Ads and associated web pages comply with our Program Guidelines.
b) You acknowledge and agree that (i) IAC Search & Media has no responsibility to review the Targeting, Ad(s) or other content You use or provide, and (ii) IAC Search & Media is not a publisher of the Ad(s) and simply facilitates the display of the Ad(s) across the ASL Network using the Program technology.
c) You shall comply with all applicable privacy laws and regulations. You agree to post conspicuously on all Your website(s) directly or indirectly linked to from Your Ad(s), a privacy policy that at a minimum (i) describes how You collect, use, store and disclose information obtained from visitors to Your websites, and (ii) instructs visitors how to opt-out of the collection of such information.
d) You are responsible for all costs You incur in connection with Your use of the Program, including, without limitation, expenses connected with the creation, update and management of Your Campaigns and Ad(s), and establishing and maintaining links between Your Ad(s) and websites and other materials to which those Ad(s) are directly or indirectly linked.

7) IAC Search & Media's License. By submitting content to IAC Search & Media, You grant IAC Search & Media a non-exclusive, royalty-free, worldwide license to use, reproduce, display, distribute, cache, index and transmit that content, including any trademarks or service marks contained therein for the purposes of displaying Your Ads in accordance with the Program. You also authorize IAC Search & Media to reformat, repackage or bundle Your Ads and to modify Your Ads to correct spelling and typographical errors.

8) Payment and Payment Liability.
a) You will be charged for all Actual Clicks on Your Ad(s) in U.S. Dollars. All amounts must be pre-paid by a MasterCard, American Express or VISA credit card and will be drawn on Your Account. You are responsible for paying all associated taxes and other governmental fees and assessments. In the event full payment is not made by means of the MasterCard, American Express or VISA credit card You designated, You shall promptly pay all such outstanding amounts to IAC Search & Media. If You fail to make timely payment, display of Your Ad(s) may be suspended, You may be subject to the maximum interest charge available at law, and You shall pay the reasonable cost, including collection, court costs and attorneys' fees, incurred by IAC Search & Media in collecting the amounts due. IAC Search & Media may, in addition to other remedies available to it for non-payment, immediately remove Your Ad(s) from the Program and/or cancel Your Account.
b) IAC Search & Media's calculations of the Actual Clicks on Your Ad(s) shall be final and binding. Any claim or dispute You may have with respect to any charge to Your Account must be submitted within sixty (60) days of such charge to Your Account or such claim or dispute shall be waived and such charge shall be final and not subject to challenge. For all refund requests, contact IAC Search & Media through the "Contact Us" link in the "Resources" section of the Program client console and allow up to ninety (90) days for the processing of Your refund request.

9) Use of Data.
You agree that IAC Search & Media may use any information that it collects or receives through Your use of the Program in an aggregate and anonymous form for general reporting, including the compilation of aggregate statistics, scheduling and optimization of delivery across the ASL Network, and for analytical and marketing purposes. IAC Search & Media may disclose any Ad, Campaign or Advertiser information to comply with the demands of any court order, law enforcement or governmental agency.

10) Cancellation and Termination.
IAC Search & Media reserves the right to suspend or terminate the display of Your Ad(s) or any of Your Targeting in its sole discretion, at any time and for any reason, without liability. You may cancel any or all of Your Ads at any time through Your Account. Your Ad(s) will cease to be displayed within 24 hours of Your cancellation and You will be responsible for paying for all Actual Clicks on Your Ad(s) until such Ad(s) have been removed from the ASL Network.

11) Representations and Warranties. You represent and warrant at all times that:
a) If You are an individual, You are 18 years of age or older, and if Your are an entity, such entity is bound by these terms;
b) All information You provide to IAC Search & Media in connection with Your use of the Program is accurate and up-to-date and You will continue to provide IAC Search & Media with true, complete, current and accurate information;
c) You have all necessary rights and authority to agree to and be bound by these Terms, to perform the acts required hereunder and grant the licenses granted hereunder, and Your acceptance of these Terms constitutes Your legal, valid and binding obligation and is enforceable against You in accordance with these Terms;
d) Your use of the Program does not and will not violate any agreement to which You are a party or by which Your are otherwise bound;
e) You possess all necessary authorizations, approvals, consents, licenses, permits, certificates, permissions and other rights to display the websites directly or indirectly linked to from Your Ad(s);
f) Your Targeting does not violate the trademark rights, trade secret rights or other intellectual property rights of any third parties; and
g) The Ad(s) and the products and/or services promoted in Your Ad(s) and in Your website(s), and the content linked to from Your Ad(s) will not: (i) infringe or violate the patents, copyrights, trademarks, rights of publicity, rights of privacy, moral rights, music performance or other music-related rights, or any other right of any third party, (ii) be misrepresentative, libelous, defamatory, obscene, or otherwise inappropriate, (iii) violate any applicable law or regulation, or (iv) advertise any unlawful product or service or the unlawful sale of any product or service.

12) Indemnification.
You agree to indemnify IAC Search & Media, the ASL Network partners and their respective officers, directors, partners, licensors, consultants, contractors, agents, attorneys, employees, and service providers for any claim or liability arising out of or in connection with (i) Your breach of any representation, warranty or obligation under these Terms and (ii) Your Ads, Your Targeting, Your Campaigns, the landing pages linked to from Your Ads and other web pages linked thereto, the products and/or services promoted in Your Ad(s) or websites associated with Your Ads and any other aspect of Your use of the Program. Such claims and liabilities include, but are not limited to, those alleging (i) infringement of any U.S. or international intellectual property rights in patent, copyright, trademark, trade secret or otherwise and (ii) obscene, defamatory, or otherwise harmful or unlawful content. This indemnification includes, without limitation, the cost of defending any claims and the payment of any settlements, damages, costs of litigation and attorneys' fees.

13) Disclaimers and Limitation of Liability.
IAC Search & Media disclaims all warranties, express or implied, including, but not limited to, warranties for non-infringement, merchantability and fitness for any purpose. IAC SEARCH & MEDIA SHALL NOT BE LIABLE FOR CONSEQUENTIAL, SPECIAL, INDIRECT, PUNITIVE OR OTHER DAMAGES ARISING OUT OF OR RELATED TO THE PROGRAM OR THIS AGREEMENT, EVEN IF SUCH DAMAGES ARE FORSEEABLE AND WHETHER OR NOT YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IAC Search & Media shall not be liable for any harmful communications or material attributable to the ASL Network web sites or services, related web pages or any links therefrom, nor shall IAC Search & Media be liable for any unavailability or inoperability of the Internet or any computer network, or for any corruption or loss of, or unauthorized access to, any information from whatever source. If You are dissatisfied with the Program or with any of the provisions of these Terms, Your sole and exclusive remedy shall be to terminate Your Account.

14) Choice of Law.
THIS AGREEMENT MUST BE CONSTRUED AS IF BOTH PARTIES JOINTLY WROTE IT AND GOVERNED BY CALIFORNIA LAW EXCEPT FOR ITS CONFLICTS OF LAWS PRINCIPLES. ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE PROGRAM SHALL BE LITIGATED EXCLUSIVELY IN THE FEDERAL OR STATE COURTS OF SAN FRANCISCO COUNTY, CALIFORNIA, USA, AND YOU AND IAC SEARCH & MEDIA CONSENT TO PERSONAL JURISDICTION IN THOSE COURTS.

15) Electronic Signatures.
YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS AND OTHER RECORDS AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED THROUGH THE PROGRAM. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by other than electronic means.

16) Notices.
IAC Search & Media may post general notices to Advertisers through the Program client console. IAC Search & Media may also give notice to You via electronic mail sent to the email address provided by You. You are solely responsible for the accuracy of all contact information provided by You to IAC Search & Media as well as updating Your contact information with IAC Search & Media. All notices from You to IAC Search & Media under these Terms shall be in writing and delivered by personal service, confirmed fax, express courier or certified mail, return receipt requested, to the following address: IAC Search & Media, Inc., Attention: Legal Department, 555 12th Street, Suite 500, Oakland, California 94607.

17) Miscellaneous.
a) IAC Search & Media may unilaterally modify these Terms at IAC Search & Media's discretion. IAC Search & Media may modify or update the Program and the Program client console, at any time and without notice. Your continued use of the Program after such changes are implemented will constitute Your acceptance to any such changes.
b) The Agreement constitutes the entire and exclusive agreement between You and IAC Search & Media with respect to the subject matter hereof, and supersedes and replaces any other agreements, terms and conditions applicable to the subject matter hereof.
c) Except as provided herein, no failure of either party to enforce any of its rights under these Terms will act as a waiver of such rights.
d) If one or more provisions of these Terms are held to be unenforceable under applicable law, then such provision(s) shall be excluded from these Terms, and the balance of these Terms shall be enforceable in accordance with its terms.
e) Headings and captions are for convenience only and are not to be used in the interpretation of these Terms.
f) IAC Search & Media shall not be liable for any delay or failure to perform any of its obligations set forth in these Terms due to causes beyond its reasonable control. g) You and IAC Search & Media shall each act as independent contractors. Nothing in these Terms shall be deemed or create or construed as creating a joint venture or partnership between the parties.
h) Sections 1,9,12,13,14 and 17, together with any outstanding payment obligation, shall survive the termination or cancellation of this Agreement.

These Terms were last updated on June 4, 2007.