These terms and conditions ("Standard Terms") shall be deemed incorporated by reference into any
advertising order (the "Insertion Order") submitted by the Advertiser or its agency set forth in
the Advertising Order (collectively, "Advertiser") and shall govern the Insertion Order,
superseding all terms therein except for those relating to advertisement scheduling and pricing.
All Insertion Orders are subject to acceptance by the Artist Help Network(sm). Rates and the
Standard Terms of are subject to change without notice. Artist Help Network reserves the right to
refuse or cancel any Insertion Order, without cause, at any time. The Standard Terms and
Insertion Order shall be collectively known as the "Agreement." Advertiser and its agency (if
applicable) shall be jointly and severally responsible under this Agreement.
TERM OF AGREEMENT. The term of this Agreement commences on the Acceptance Date set forth on in the
Insertion Order and terminates on the End Date set forth in the Insertion Order.
TERMS OF PAYMENT. The Insertion Order must be paid in advance of the advertisement Start Date set
forth in the Insertion Order. All payments due hereunder are in U.S. dollars and are exclusive of
any applicable taxes. Advertiser shall be responsible for all applicable taxes.
POSITIONING: Positioning of Premium, Standard, and Nonprofit advertisements within the Artist Help
Network Website is done in alphabetical order to coincide with the name of the organization, product
or service provider.
RENEWAL. Except as expressly set forth in the Insertion Order, any renewal of the Insertion Order
and acceptance of any additional advertising order shall be at Artist Help Network's sole
discretion. Pricing for any renewal period is subject to change by Artist Help Network.
NO ASSIGNMENT OR RESALE OF AD SPACE. Advertiser may not resell, assign or transfer any of its
rights hereunder. Any attempt by Advertiser to resell, assign or transfer such rights shall result
in immediate and automatic termination of this Agreement, without liability to Artist Help Network.
PROVISION OF ADVERTISING MATERIALS. Advertiser will provide all advertising text in the Insertion
Order. Artist Help Network shall not be required to publish any advertisement that is not received
in accordance with this policy. All changes of advertising text must be made in writing via e-mail
cm@artisthelpnetwork.com , or fax 941-922-5278, or to Artist Help Network, 1724 Burgos Drive, Sarasota, Florida 34238.
RIGHT TO REJECT ADVERTISEMENT. All contents of advertisements are subject to the Artist Help
Network's approval. The Artist Help Network reserves the right to refuse any advertisement deemed
contrary to the letter and spirit of the Web site. The Artist Help Network reserves the right to
reject or cancel any advertisement, Insertion Order, URL link, e-mail address, or position
commitment, at any time, for any reason whatsoever (including belief by the Artist Help Network that
any placement thereof may subject the Artist Help Network to criminal or civil liability).
TRUTH IN ADVERTISING/INDEMNIFCATION FOR LIABILITY: Advertiser is solely responsible for any legal liability arising out of or relating to (1) the Advertisement, and/or (2) any material to which users can link through the Advertisement. Advertiser represents and warrants that the Advertisement and Link comply with the Artist Help Network's advertising standards; and that it holds the necessary rights to permit the use of the Advertisement and Link by the Artist Help Network for the purpose of this Agreement; and that the use, reproduction, distribution, or transmission of the Advertisement will not violate any criminal laws or any rights of any third parties, including but not limited to, such violations as infringement or misappropriation of any copyright, patent, trademark, trade secret, music, image, or other proprietary or property right, false advertising, unfair competition, defamation, invasion of privacy or rights of celebrity, violation of any anti-discrimination law or regulation, or any other right of any person or entity.
Advertiser agrees to indemnify the Artist Help Network and to hold the Artist Help Network harmless
from any and all liability, loss, damages, claims, or causes of action, including reasonable legal
fees and expenses that may be incurred by Artist Help Network, arising out of or related to
Advertiser's breach of any of the foregoing representations and warranties. Advertiser agrees to
request that the Artist Help Network be listed as an additional insured on any policy insured to
Advertiser pursuant to which there could be coverage for any of the forms of legal liability
described in this paragraph.
NO WARRANTY. THE ARTIST HELP NETWORK MAKES NO WARRANTY, EXPRESS OR IMPLIED, WITH RESPECT TO ANY
MATTER, INCLUDING WITHOUT LIMITATION ADVERTISING AND OTHER SERVICES, AND EXPRESSLY DISCLAIMS THE
WARRANTIES OR CONDITIONS OF NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR ANY PARTICULAR
PURPOSE.
LIMITATIONS OF LIABILITY. In the event that Artist Help Network fails to publish an advertisement
in accordance with the schedule provided in the Insertion Order, or in the event of any other
failure, technical or otherwise of such advertisement to appear as provided in the Insertion Order,
the sole liability of Artist Help Network, and exclusive remedy of Advertiser shall be limited to,
at the Artist Help Network's discretion, placement of the advertisement at a later time, and
extension of the End Date specified in the Insertion Order until the contracted Insertion Order is
delivered. In no event shall Artist Help Network be liable for any act or omission, or any event
directly or indirectly resulting from any act or omission of, Third Parties (if any). IN NO EVENT
SHALL ARTIST HELP NETWORK BE LIABLE UNDER THIS AGREEMENT FOR ANY CONSEQUENTIAL, SPECIAL, LOST
PROFITS, INDIRECT OR OTHER DAMAGES, WHETHER BASED ON CONTRACT, TORT OR POSSIBILITY OF SUCH DAMAGES
AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. ARTIST HELP NETWORK'S
AGGREGATE LIABILITY UNDER THIS AGREEMENT FOR ANY CLAIM IS LIMITED TO THE AMOUNT RECEIVED BY ARTISTS
HELP NETWORK FROM ADVERTISER FOR THE INSERTION ORDER GIVING RISE TO THE CLAIM. Without limiting the
foregoing, Artist Help Network shall have no liability for any failure or delay resulting from any
governmental action, fire, floor, insurrection, earthquake, power failure, rio, explosion, embargo,
strikes, whether legal or illegal, labor or material shortage, transportation interruption of any
kind, work slowdown or any other condition affecting production or delivery in any manner beyond
the control of Artist Help Network. Advertiser acknowledges that Artist Help Network has entered
into this Agreement in reliance upon the limitations of liability set for herein and that the same
is an essential basis of the bargain between the parties.
ADVERTISER'S REPRESENTATIVES; INDEMNIFICATION. Advertiser represents and warrants to Artist Help
Network and Third Parties (if any), that Advertiser holds all necessary rights to permit the use of
the advertisement by Artist Help Network for the purpose of this Agreement; and that the use,
reproduction, transmission or display of advertisement, any data regarding users; and any material
to which users can link, or any products or services made available to users, through the
advertisement will not (a) violate any criminal laws or any rights of any third parties or (b)
contain any material that is unlawful or otherwise objectionable, including without limitation
any material that encourages conduct that would constitute a criminal offense, give rise to civil
liability, or otherwise violate any applicable law. Advertiser agrees to indemnify, defend and hold
Artist Help Network and Third Parties (if any) harmless from and against any and all liability,
loss damages, claims or causes of action, including reasonable legal fees and expenses, arising out
of or related to (1) breach of any of the foregoing representations and warranties, or (2) any
third party claim arising from use of access to the advertisement under this Agreement or any
material to which users can link, or any products or services made available to users, through the
advertisement under this Agreement.
CANCELLATIONS. Premium and Standard ads are non-cancelable by Advertiser.
CONSTRUCTION. No terms or conditions other than those set forth in the Standard Terms or in the
Insertion Order relating to advertisement scheduling and pricing shall be binding on Artist Help
Network unless in a writing signed by duly authorized representatives of the parties. In the event
of any inconsistency between the Insertion Order and the Standard Terms, the Standard Terms shall
control. This Agreement constitutes the entire agreement between the parties concerning the
subject matter hereof and supersedes all prior and contemporaneous agreements and communications,
whether oral or written, between the parties relating to the subject matter hereof, and all past
courses of dealing or industry custom. The terms and conditions hereof shall prevail exclusively over
any written instrument submitted by Advertiser, including Advertiser's insertion order, and
Advertiser hereby disclaims any terms therein, except for terms therein relating to advertisement
scheduling and pricing.
TERMINATION; EFFECT OF TERMINATION. In the event of a material breach by Advertiser, Artist Help
Network may terminate this Agreement immediately without notice or cure period, without liability to
Artist Help Network. In the event of any termination, Advertiser shall remain liable for any
amount due under an Insertion Order for advertisement delivered by Artist Help Network and such
obligation to pay shall survive any termination or expiration of this Agreement, such provision
shall survive such termination or expiration.
GOVERNING LAW: This Agreement will be governed by and construed in accordance with the laws of the
State of New York.
"IF YOU REMAIN AT THIS SITE YOU AGREE TO BE BOUND BY ALL THE ABOVE TERMS"
OUR ADDRESS:
Artist Help Network
1724 Burgos Drive
Sarasota, FL 34238
Phone: 941-922-5277
Fax: 941-922-5278
Email: cm@artisthelpnetwork.com