Bloomly Inc, a Nevada corporation (“Bloomly”) provides the website located at www.Bloomly.com (“Bloomly.com”), all the content under this domain, certain related software, and it’s services to you subject to the following terms and conditions. By using Bloomly you agree to be bound be the latest amended versions of this Agreement and Bloomly’s Privacy and Security Policy (see “Modifications” below).
SECTION 1: ACCEPTING THE TERMS
Bloomly optimizes, caches, alters, monetizes, collects data, and serves your website to end users. Services include but are not limited to analytics tools, reporting and optimization tools and services. By using the information, tools, features and functionality located on Bloomly.com, through any Bloomly APIs, or through any software or other websites that interface with Bloomly.com or its APIs, (collectively the “Service”), you agree to be bound by this Agreement, whether you are a “Visitor” (meaning you merely browse the Bloomly.com website) or you are a “Member” (meaning you have registered with Bloomly). The term “you” or “User” refers to a Visitor or a Member. If you wish to become a Member and make use of the Service you must read this Agreement and indicate your acceptance during the Registration process. If you accept this Agreement, you represent that you have the capacity to be bound by it or, if you are acting on behalf of a company or entity, that you have the authority to bind such entity.
SECTION 2: COPYRIGHTS
All content included on Bloomly.com, such as text, graphics, logos, button icons, images, audio clips, digital downloads, data compilations, and software, as well as the compilation of that content into one, coherent website, is the property of Bloomly and protected by United States and international copyright laws. Reproduction of the content of Bloomly.com without the written permission of Bloomly is prohibited.
SECTION 3: TRADEMARKS AND SERVICEMARKS
Bloomly, the Bloomly logo, and other Bloomly graphics, logos, page headers, button icons, scripts, and service names are trademarks, certification marks, service marks, or other trade dress of Bloomly or its subsidiaries. Bloomly’s trademarks, certification marks, service marks, and trade dress have inherent meaning and substantial value because of their restricted use. They may not be used in connection with any product or service that is not Bloomly’s, in any manner without Bloomly’s permission. All other trademarks not owned by Bloomly or its subsidiaries that appear on Bloomly.com are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Bloomly or its subsidiaries.
SECTION 4: LICENSE TO ACCESS Bloomly.COM AND SERVICES AND AVAILABILITY
In consideration for accessing Bloomly.com and the Service, Bloomly grants you a limited license to access and make personal use of the website. This license prohibits your downloading (other than page caching) or modifying any portion of it, except with express, written consent of Bloomly. This license does not allow resale of Bloomly’s services without Bloomly’s written permission. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Bloomly.com without express written consent of Bloomly. You may not use any meta tags or any other “hidden text” utilizing Bloomly’s name or trademarks without the express written consent of Bloomly. Any unauthorized use automatically terminates the permission or license granted by Bloomly and may incur legal liabilities for any damages. You are granted a limited, revocable, and nonexclusive right to create a hyperlink to any non-password protected directories. You may not use any of Bloomly’s proprietary graphics or trademarks as part of the link without express written permission.
Bloomly MAKES NO GUARANTEE REGARDING THE LEVEL OF PAGEVIEWS OR AD IMPRESSIONS OR CLICKS OR THE AMOUNT OF PAYMENT MADE TO YOU UNDER THIS AGREEMENT. IN ADDITION, FOR THE AVOIDANCE OF DOUBT, Bloomly DOES NOT GUARANTEE THE SERVICE WILL BE AVAILABLE AT ALL TIMES OR DURING ANY DOWN TIME (i) CAUSED BY OUTAGES TO ANY PUBLIC INTERNET BACKBONES (ii) CAUSED BY ANY FAILURES OF YOUR EQUIPMENT, SYSTEMS OR SERVICES, (iii) FOR PREVIOUSLY SCHEDULED MAINTENANCE (iv) CAUSED BY A TECHNICAL ERROR, CODING ERROR, UPDATES, MAINTENANCE AND REPAIR (v) RELATING TO EVENTS BEYOND Bloomly’S CONTROL SUCH AS STRIKES, RIOTS, INSURRECTION, FIRES, FLOODS, EXPLOSIONS, WAR, GOVERNMENTAL ACTION, LABOR CONDITIONS, EARTHQUAKES, NATURAL DISASTERS OR INTERUPTIONS TO INTERNET SERVICES IN AN AREA WHERE Bloomly OR YOUR SERVERS ARE LOCATED OR CO-LOCATED. Bloomly RESERVES THE RIGHT TO SUSPEND OR INTERRUPT ACCESS TO THE SERVICE OR PORTIONS OF OUR WEBSITE, AT ANY TIME, WITH OR WITHOUT NOTICE.
LIMITATIONS ON REVERSE ENGINEERING, DECOMPILATION, AND DISASSEMBLY.
You may not reverse engineer, decompile, or disassemble the Service or any software made available to you through Bloomly.com, Bloomly.net or it’s related services, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.
SECTION 5: ACCOUNTS AND PASSWORDS
YOU MAY ONLY HAVE ONE Bloomly ACCOUNT. If you are issued an account, you are responsible for maintaining the confidentiality of your account and password, and you agree to accept responsibility for all activities that occur under your account or password. Bloomly reserves the right to, under its sole discretion, refuse service, suspend or terminate accounts, or otherwise restrict access to Bloomly.com and the Bloomly Service.
SECTION 6: ADVERTISING AND PAYMENT
If you designate another entity to be your representative, then that representative shall be (“Payee”). In all other cases you are the (“Payee”)
You may NOT click on ads on your own website or cause, solicit or encourage others to click on ads on your website.
Participation in Services is subject to your acceptance and continued compliance with this agreement and with the Google Adsense Advertising Policies outlined at https://www.google.com/adsense/policies. You agree that Bloomly is not, and can not, under any circumstances be held responsible for the removal or banning of your site by Google Adsense or any other online advertising program.
You authorize Bloomly to represent you and/or act as an agent on your behalf in dealings with ad networks. Bloomly may represent your website’s inventory, setup your website and domain(s) and complete other such actions in order to get approved and to get ads running from such network.
Bloomly may charge fees for the use of the Services or part of them and may include advertisements or other commercial content in an Bloomly product or page including such which have been created by users unless stated otherwise.
SECTION 7: YOUR CONTENT AND COPYRIGHTS
You retain full copyrights in any of your materials served through Bloomly. Bloomly and You acknowledge that Bloomly has certain features that may modify the content of your site, including but not limited to changing the layout, colors, removing content and adding content. Examples of such a features include but are not limited to: i) the Bloomly Progressive Web App feature which converts your webisite into a Progressive Web Application 2) the Bloomly AMP converters which can make your site Accelerated Mobile Page (AMP) compliant 3) the addition of advertisements and surrounding styling elements such as advertisement disclosures and report an ad functionalities. Bloomly is not responsible for any search engine ranking changes or other traffic changes to your site. You hereby grant to Bloomly a nonexclusive, worldwide license (a) to deliver, publish, republish, display, distribute on your behalf; (b) to reproduce and store the content on Bloomly’s computers and servers, and make back-ups of the content for disaster recovery purposes; (c) to reformat, edit, display, market, transmit, distribute, and otherwise digitally make available to end users all or any portion of the content for download, access, and viewing on a portable electronic device, making any modifications as needed to optimize how the content is displayed on a portable electronic device; and (d) to display excerpts of the content for marketing purposes. Bloomly retains full copyrights to all website layouts created by Bloomly. Should you discontinue Services, you agree that you will not utilize, copy or attempt to copy the layouts or modifications made to your site by Bloomly, however you will retain full copyrights of all of your original website content.
SECTION 8: DEVICE APPLICATIONS
You acknowledge and agree that, if you explicitly opt-in to Bloomly’s app creation feature, Bloomly will create native applications for device platforms such as iOS and/or Android. The application will be the sole property of Bloomly Inc. and you grant Bloomly a nonexclusive license to reproduce and store your content on such applications. Mobile applications will only update their content if you have Bloomly enabled for mobile and tablet devices and showing at least 50% Bloomly versions. If you choose to discontinue the Bloomly service, turn off mobile or tablet or to show less than 50% Bloomly version on those platforms, the content in your application may stop updating. However, due to the nature of applications, users that have already installed such application will continue to have access to the outdated content and new users may install the applications using application stores such as the Apple App store, Google Play or similar. If you would like the application removed from those stores, please notify us in writing and we notify the participating app stores.
SECTION 9: RECORDS OF Bloomly.COM VISITOR USE AND ABUSE
As a visitor to Bloomly.com and a user of the Bloomly Service, you consent to having your Internet Protocol address recorded and your activities monitored to prevent abuse.
SECTION 10: RECORDS OF YOUR VISITORS
SECTION 11: LIMITATION ON CACHING
You acknowledge that Bloomly’s Service is offered as a platform to optimize, cache and serve web pages and websites and is not offered for other purposes, such as remote storage. Accordingly, you understand and agree to use the Service solely for the purpose of optimizing, hosting and serving web pages as viewed through a web browser or other application and the Hypertext Markup Language (HTML) protocol or other equivalent technology. Bloomly’s Service is also a shared web caching service, which means a number of customers’ websites are cached from the same server. To ensure that Bloomly’s Service is reliable and available for the greatest number of users, a customer’s usage cannot adversely affect the performance of other customers’ sites. Additionally, the purpose of Bloomly’s Service is to proxy web content, not store data. Using an account primarily as an online storage space, including the storage or caching of a disproportionate percentage of pictures, movies, audio files, or other non-HTML content, is prohibited. You further agree that if, at Bloomly’s sole discretion, you are deemed to have violated this SECTION, or if Bloomly, in its sole discretion, deems it necessary due to excessive burden or potential adverse impact on Bloomly’s systems, potential adverse impact on other users, server processing power, server memory, abuse controls, or other reasons, Bloomly may suspend or terminate your account without notice to or liability to you.
SECTION 12: INVESTIGATION
Bloomly reserves the right to investigate you, your business, and/or your owners, officers, directors, managers, and other principals, your sites, and the materials comprising the sites at any time. These investigations will be conducted the benefit of Bloomly and/or Bloomly’s partners, and not for your benefit or that of any third party. If the investigation reveals any information, act, or omission, which in Bloomly’s sole opinion, constitutes a violation of any local, state, federal, or foreign law or regulation, this Agreement, or is otherwise deemed harm the Service, Bloomly may immediately shut down your access to the Service. You agree to waive any cause of action or claim you may have against Bloomly for such action, including but not limited to any disruption to your website. You acknowledge that Bloomly may, at its own discretion, reveal the information about your web server to alleged copyright holders or other complainants who have filed complaints with us.
SECTION 13: INDEMNITY
You agree to indemnify and hold Bloomly, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, harmless from any claim or demand, including reasonable attorneys’ fees, arising out of your use of the Service, your connection to the Service, your violation of the Terms of Service, or your violation of any rights of another.
SECTION 14: DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY
Bloomly.COM, THE Bloomly SERVICE, AND DOWNLOADABLE SOFTWARE ARE PROVIDED BY Bloomly ON AN “AS IS” AND “AS AVAILABLE” BASIS. Bloomly MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF Bloomly.COM, THE EFFECTIVENESS OF ITS SERVICES, OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON Bloomly.COM. YOU EXPRESSLY AGREE THAT YOUR USE OF Bloomly.COM, THE Bloomly SERVICE, AND ANY DOWNLOADABLE SOFTWARE IS AT YOUR SOLE RISK. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, Bloomly DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL Bloomly BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF Bloomly.COM, THE Bloomly SERVICE, OR DOWNLOADABLE SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. Bloomly MAKES REASONABLE EFFORTS, BUT DOES NOT WARRANT THAT Bloomly.COM, THE Bloomly SERVICE, ANY DOWNLOADABLE SOFTWARE, THE Bloomly SERVERS, OR EMAIL SENT FROM ANY OF ITS DOMAINS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. Bloomly WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THE Bloomly.COM, THE Bloomly SERVICE, OR Bloomly DOWNLOADABLE SOFTWARE INCLUDING, BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES. Bloomly WILL NOT BE LIABLE FOR DAMAGES OF ANY KIND ARISING FROM THE REMOVAL, TERMINATION OR TERMINATION OF SERVICE FROM ANY THIRD PARTY SERVICE USED ON YOUR WEBSITE OR IN CONJUNCTION WITH THE Bloomly SERVICE, INCLUDING BUT NOT LIMITED TO SEARCH ENGINES (SUCH AS Google, Bing, Yahoo), AD NETWORKS OR EXCHANGES (Such as Google Adsense, ValueClick, InfoLinks).
SECTION 15: TERMINATION
Bloomly’s policy is to investigate violations of these Terms of Service and terminate repeat infringers. You agree that Bloomly may, under certain circumstances and without prior notice, immediately terminate your Bloomly account, any associated email address, and access to Bloomly.com and associated Services. Cause for such termination shall include, but not be limited to: (a) breaches or violations of the Terms of Service or other incorporated agreements or guidelines; (b) requests by law enforcement or other government agencies; (c) a request by you (self-initiated account deletions); (d) discontinuance or material modification to the Service (or any part thereof); (e) unexpected technical or security issues or problems; (f) extended periods of inactivity; (g) you have engaged or are reasonably suspected to be engaged in fraudulent or illegal activities; (h) having provided false information as part of your account; (i) having failed to keep your account complete, true, and accurate; (j) any use of the Service deemed at Bloomly’s sole discretion to be prohibited; (k) use of fraudulent payment methods; and/or (l) nonpayment of any fees owed by you in connection with Bloomly.com and associated Services. Further, you agree that all terminations for cause shall be made in Bloomly’s sole discretion and that Bloomly shall not be liable to you or any third-party for any termination of your account, access to the Service, or any disruption to your services such a termination may cause. You expressly agree that in the case of a termination for cause you will not have any opportunity to cure. You further acknowledge and agree that notwithstanding any termination, your obligations to Bloomly set forth in Sections 2, 3, 4, 8, 9, 11, 12, 13, 23, 24, 25 and 26 shall survive such termination.
SECTION 16: DMCA & ABUSE REPORTS
Bloomly is a pass-through network and, at most, caches content for a limited period in order to improve network performance. Bloomly automatically removes content from our caches within seven days of when it has been removed from our customer’s origin web server. Bloomly is not a hosting provider and has no way of removing abusive content on third party hosting services. Individuals or copyright holders concerned with content served through Bloomly’s network may submit a complaint for investigation to: https://www.Bloomly.com/abuse.php. Bloomly does not accept abuse complaints submitted over the telephone. If you would prefer not to use our complaint submission form, you may mail your complaint to:
Attn: Abuse Department
5870 El Camino Real
Please provide detailed information supporting your complaint as well as an affidavit attesting to its validity. By submitting a complaint, you acknowledge that, at Bloomly’s sole discretion, copies of the complaint may be provided to the Bloomly user, the user’s hosting provider, posted on Bloomly’s website, and/or provided to third party services such as ChillingEffects.org.
SECTION 17: MODIFICATIONS
Bloomly may modify this Agreement from time to time. Any and all changes to this Agreement will be posted on Bloomly.com. In addition, the Agreement will indicate the date it was last revised. You are deemed to accept and agree to be bound by any changes to the Agreement when you use the Service after those changes are posted.
SECTION 18: LINKS
The Service may provide, or third parties may provide, links to other websites or resources. Because Bloomly has no control over such sites and resources, you acknowledge and agree that Bloomly is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that Bloomly shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content.
SECTION 19: PUBLICITY AND CONFIDENTIALITY
Bloomly shall be permitted to identify you as a customer, to use your website’s name in connection with proposals to prospective customers, to hyperlink to your website’s home page, to display your logo on the Bloomly’s web site, and to otherwise refer to you in print or electronic form for marketing or reference purposes. Bloomly may utilize information gathered from the Mediation App and the Adsense Certified Program (“Mediation Information”) for it’s own purposes and for providing generalized statistics and optimizations. Bloomly may not disclose Mediation Information to any third-party other than authorized third parties. Authorized parties may include app developers, industry partners, channel partners and investment partners – provided that they have a privacy and non-disclosure agreement in place with Bloomly. You may not disclose or cause to be disclose, Bloomly Confidential Information without Bloomly’s prior written consent. “Bloomly Confidential Information” include without limitation: (a) all Bloomly software, technology programming, specifications, materials, guidelines and documentation relating to the Bloomly Service; (b) rpmv, cpms, click-through rates or other statistics relating to your site’s performance in Bloomly Service; (c) screenshots, pictures, drawings or other representations or descriptions of Bloomly Service, including the entire Bloomly publisher area, reporting area, setting pages and (d) any other information designated in writing by Bloomly as “Confidential” or an equivalent designation. However, you may disclose the amount of Bloomly’s gross payments to you from the Service.
SECTION 20: NO THIRD PARTY BENEFICIARIES
You agree that, except as otherwise expressly provided in this Terms of Service, there shall be no third party beneficiaries to this Agreement.
SECTION 21: WAIVER
The failure of Bloomly to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. If any provision of the Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the Terms of Service remain in full force and effect.
SECTION 22: SEVERABILITY OF TERMS
If any provision of the Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the Terms of Service remain in full force and effect.
SECTION 23: NON-TRANSFERABILITY OF ACCOUNTS
You agree that your Bloomly account is non-transferable except with the written consent of Bloomly.
SECTION 24: TIME LIMITATIONS FOR CLAIMS
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of Bloomly.com must be filed within one year after such claim or cause of action arose or be forever barred.
SECTION 25: APPLICABLE LAW
By visiting Bloomly.com, you agree that the laws of the United States and, specifically, those of the state of California, without regard to principles of conflict of laws, will govern these Conditions of Use and any dispute of any sort that might arise between you and Bloomly or its affiliates. Any dispute or claim arising out of or in connection with this Agreement shall be adjudicated in San Diego County, California, USA.
SECTION 26: ARBITRATION
In the case of any disputes under this Agreement, the parties shall first attempt in good faith to resolve their dispute informally, or by means of commercial mediation, without the necessity of a formal proceeding. Any controversy or dispute arising out of or relating to this Agreement, or the breach thereof, which cannot otherwise be resolved as provided above shall be resolved by arbitration conducted in accordance with the commercial arbitration rules of the American Arbitration Association (“AAA”) and judgment upon the award rendered by the arbitral tribunal may be entered in any court having jurisdiction thereof. The arbitration tribunal shall consist of a single arbitrator mutually agreed by the parties, or in the absence of such agreement within thirty (30) calendar days from the first referral of the dispute to the AAA, designated by the AAA. The place of arbitration shall be San Diego, California, U.S.A., unless the parties shall have agreed to another location within fifteen (15) calendar days from the first referral of the dispute to the AAA. The arbitral award shall be final and binding. The parties waive any right to appeal the arbitral award, to the extent a right to appeal may be lawfully waived. Each party retains the right to seek judicial assistance: (i) to compel arbitration; (ii) to obtain interim measures of protection prior to or pending arbitration, (iii) to seek injunctive relief in the courts of any jurisdiction as may be necessary and appropriate to protect the unauthorized disclosure of its proprietary or confidential information, and (iv) to enforce any decision of the arbitrator, including the final award. The arbitration proceedings contemplated by this Section shall be as confidential and private as permitted by law. To that end, the parties shall not disclose the existence, content or results of any proceedings conducted in accordance with this Section, and materials submitted in connection with such proceedings shall not be admissible in any other proceeding, provided, however, that this confidentiality provision shall not prevent a petition to vacate or enforce an arbitral award, and shall not bar disclosures required by law.
SECTION 27: VERSIONS
The authoritative version of Bloomly’s Terms of Service is available at: www.Bloomly.com/terms.php. While translations of these terms may be provided in multiple languages for your convenience, the English language version hosted at the link above is binding for all users of Bloomly.com, the Bloomly Service, and any Bloomly Downloadable Software.
SECTION 28: HEADINGS
The headings and section titles in the Terms of Service are for convenience only and have no legal or contractual effect.
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