Hibu Inc. Digital Products and Services
Terms and Conditions

Introduction

We are Hibu Inc., a Delaware corporation with offices at 2201 Renaissance Boulevard, King of Prussia, Pennsylvania 19406 (“we/our/us”). Our email address is team@hibubusiness.com.

We and some of Our Representatives operate a range of websites, including Our Websites that list the products and services which we offer for sale to businesses.

These Hibu Inc. Digital Products and Services Terms and Conditions apply to sales of our digital products and services, including Websites, Search Marketing PPC, Display Advertising and related products and services. We use the words “Service” and “Services” to refer to any or all such products and services. Terms and Conditions applicable to advertising in Yellowbook print directories or on yellowbook.com and other Hibu products and services are available here: Yellowbook Terms and Conditions

The legal terms and conditions on which we sell the Services (“Terms”) are made up of:

1) this Introduction;

2) the general terms and conditions applicable to all Services, which are set out below (“General Terms”);

3) the terms and conditions specific to each individual Service, available by clicking on the appropriate hyperlink or by scrolling down to the end of these General Terms (“Service Terms”); and

4) any other policies, documents or pages that are referred to in either the General Terms or the Service Terms (“Additional Terms”). Our Services and the Terms may change over time. For further details of the types of changes that we may make, please see paragraph 6 below. Once you order Services from us and we confirm your order, both we and you (on your own behalf and on behalf of the business you represent) will have to comply with the Terms. Please read the Terms carefully and make sure that you understand them before ordering any Services from us.

You will need to accept the Terms before you order our Services. If you do not accept the Terms, you will not be able to order any Services from us. You should print a copy of the Terms, or save them to your computer, for future reference.

General Terms

1. Definitions

When the following words with capital letters are used in the Terms, this is what they mean:

Agreement” means the Service Description, the Service Pricing, the Confirmation of Order and the Terms.

Beta Services” has the meaning given in paragraph 14(a).

Confirmation of Order” means the document, webpage or electronic communication that we issue to you to confirm our acceptance of your Order.

Content” means any and all textual, graphical, visual and audio content including text, code, graphics, images, logos, photographs, sounds, music, video, animation, characterization, URLs, trademarks, data, media and other content in any form.

Domain Name” means an internet domain name that is registered through a Registry.

Effective date” has the meaning given in paragraph 3(a).

Event Outside Our Control” means any act or event beyond our reasonable control, including without limitation strikes, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, epidemic or other natural disaster, or failure of public or private telecommunications networks.

Fees” means the fees payable by you for the Services, which are described in the Service Pricing.

Free Services” has the meaning given in paragraph 15(a).

Hibu Basic Websites Package” means a combination of Services which can be bought together from us and includes up-to a 5-page website, design, hosting, and up-to 25 email boxes.

Hibu Premium Websites Package” means a combination of Services which can be bought together from us and includes up-to a 20-page website, design, Wave, hosting, and up-to 25 email boxes, and may also include Assist and/or Video.

Hibu Silver and Gold Packages” means a combination of Services which can be bought together from us and includes up to a 5 or 10 page website, hosting, unlimited emails, design, online profile claiming and listings distribution and a video.

Hibu Websites Package” means a combination of Services which can be bought together from us and includes a Hibu Website, Design and may also include other related products and services.

ICANN” means the Internet Corporation for Assigned Names and Numbers.

Intellectual Property Rights” means all (a) copyrights, patents, rights in trademarks, design rights, database rights, rights in know-how, trade secrets, service marks, domain names and rights in confidential information (whether registered or unregistered); (b) applications for registration, and the right to apply for registration, renewal, extension, division or reissue, for any of the rights listed in (a); and (c) all other intellectual property rights and equivalent or similar forms of protection existing anywhere in the world.

Laws” means laws, regulations, rules, orders, codes of practice or other requirements of governmental or regulatory bodies with authority existing anywhere in the world.

Minimum Term” has the meaning given in paragraph 3(b).

Monthly Budget” means the monthly budget for the Services that may be selected by you from time to time and which is described in the Service Pricing.

Order” means your order for the Services (including a request to use Free Services) which typically may be placed via our electronic contracting portal or through our telephone sales team.

Our Content” means all Content that we create, publish or otherwise use in connection with providing the Services, including any Content that we create on your behalf or license from third parties.

Our Data” means any and all data relating to the Services or their use by you or anyone else, including data about the transactions processed through your use of the Services and any other data identified as “Our Data” in the Service Terms.

Our Representatives” means our affiliates and any employee, partner, agent, contractor, service provider, licensor or other representative of us or of our affiliates.

Our Websites” means hibu.com, yellowbook.com and any website that may replace these websites at any time in the future.

Personal Data” means any data which is about a person who is or may, using reasonable measures, be identified from that data.

Register” means a Domain Name register, which is managed by a Registry, which lists Domain Names along with registered owner details.

Registry” means any of the Domain Name registries or registrars, which is run under the rules of ICANN. For the purposes of the Terms, any Registry shall be treated as one of Our Representatives.

Service Description” means the description of a Service made available by us (including via Our Websites) from time to time.

Service Month” has the meaning given in paragraph 3(b).

Service Pricing” means the pricing information for a Service made available by us (including via Our Websites) from time to time.

Start Date” has the meaning given in paragraph 3(b).

Transaction Data” means the order and shipping information that we give or show you in connection with the sale of your own products and services and any other data or information we or Our Representatives give you or you get from us or Our Representatives in connection with the sale of your products or services or the submission of appointment requests for your services.

You” and “you” means both the individual signing the Agreement and the business on whose behalf the individual is signing the Agreement and the terms “Your” and “your” shall be construed accordingly.

Your Content” means all Content that you or your employees, agents and contractors create, upload, publish or otherwise provide or use in connection with your use of the Services.

Your Data” means any data that you give to us or let us access about you, your business, your actual or prospective customers or the products and services that you sell and any other data identified as “Your Data” in the Service Terms, but excluding Our Data.

Your Taxes” means any and all value added, sales, use, excise, import, export and other taxes and duties assessed, incurred or required to be collected or paid for any reason in connection with any advertisement or the offer or sale of the goods and services that you advertise or sell through, or in connection with, the Services.

2. How the Contract is Made between You and Us

(a) Please take the time to read and check your Order before you submit it to us.

(b) Your Order will not be accepted until we send you a Confirmation of Order. Once we send you a Confirmation of Order, the Agreement between us will be made. If you have placed an order for the Services with the help of our telephone sales team then once we provide you with the Confirmation of Order and the contract has commenced, you still have a cancellation right under paragraph 21(b).

(c) If we are unable to supply you with a Service, for example because that Service is no longer available, we will inform you of this by email and we will not process your Order. If you have already paid for the Services, we will refund you the full amount as soon as possible.

(d) Some of our Services give you the option to upgrade or downgrade to a different version of that Service. If you want to upgrade or downgrade any Service that you have bought from us, you will need to follow the instructions in the relevant Services Terms. This also applies where we give you the option to upgrade from a Free Service to a full version of that Service. Please note that we do not offer upgrades and downgrades for all of our Services. We will try to make your upgrade or downgrade effective as soon as possible, but you agree that this may not happen until the start of a future Service Month.

(e) If any of the various parts of the Agreement is inconsistent with any of the other parts of the Agreement, the following order of priority will apply: (i) Confirmation of Order; (ii) Service Terms; (iii) General Terms; (iv) Additional Terms; (v) Service Description; and (vi) Service Pricing.

3. Contract Term

(a) The Agreement will begin on the date that we send the Confirmation of Order (“Effective Date”).

(b) If there is a minimum term requirement for a Service, this will be set out in the Service Terms and will be confirmed to you in the Confirmation of Order (“Minimum Term”). The Minimum Term, if any, begins on the date your digital products or services begin (“Start Date”). Your Services will continue on a month-to-month basis after the end of the Minimum Term, unless otherwise specified in the Service Terms, until cancelled by us or you. If there is no Minimum Term, your Services begin on the Start Date and continue on a month-to-month basis until cancelled by us or you. Each of these monthly periods will be known as a “Service Month”. By way of example, if the Start Date were January 5, the first Service Month would run from January 5 to February 4 and the second Service Month would run from February 5 to March 4.

4. Our Services

(a) In return for the Fees, we will provide you with access to and use of the Services that you have bought.

(b) We try to perform the Services as described in the corresponding Service Descriptions.

(c) You agree that we may change how Your Content looks, “feels” or is formatted if we think this is necessary or more convenient for us to provide the Services.

(d) Some of our Services rely on third parties, for example Google™ or Facebook™, to do certain things. You acknowledge that (i) we may not be able to provide a particular Service feature where you do not meet criteria set down by a relevant third party; (ii) we do not have any control or exercise influence over the third party’s own services; and (iii) a third party’s service may stop or change from time to time. You acknowledge that these are Events Outside Our Control and that neither we, nor Our Representatives will be responsible for any impact these events may have.

(e) Some of our Services give you the option to use third party tools, widgets or Content, for example Google Maps™. If you use or add third party tools, widgets or Content then you agree that this use is subject to the terms and conditions of those third parties and that we are not responsible for the performance or non-performance of any third party tools, widgets or Content.

(f) Where a Service feature involves setting up an account or setting up or administering a page or pages on a third party website, you acknowledge that: (i) where necessary, we are authorized to set up an account on your behalf; (ii) we are authorized to administer the account, page or pages on your behalf; and (ii) you are authorized and grant us permission to display all Content on the pages or account.

(g) Some of our Services involve us acting on your behalf as your agent, for example, to repoint or move your own Domain Name from one hosting provider to another. You acknowledge and agree that: (i) where necessary, we are authorized to act on your behalf as your agent; (ii) we are authorized to administer your account on your behalf; and (iii) you are remain responsible for your account with any third party providers.

5. Customer Contact

(a) You can contact our customer support team by simply clicking on the “Contact Us” section in the footer of any of Our Websites. Alternatively you can email, telephone or write to us using the contact details we put on Our Websites or in correspondence to you. If we can’t answer your question, we may pass you on to a third party expert who will try to resolve it.

(b) If we need to contact you, we will do so by email, telephone or mail. You agree that we may call you at any telephone number you provide to us on your Order or in any subsequent communication even if such telephone number is a wireless number.

6. Changes to the Services or the Terms

(a) We are always working to improve the Services and may change the Services or stop providing parts of the Services from time to time. This may be for a number of reasons, for example where changes are necessary because of a change in Laws or are desirable to keep up with developments in technology, or where things happen that make it unwise or difficult to continue to provide a Service in its current form. In the unlikely event that we think that the change is likely to have a serious detrimental effect on you or the business you represent, we will tell you about the change either by email or when you next log into the Services.

(b) When we notify you of a change to the Terms or the Services, the change will take effect not until at least 14 days after the date we notified you of the change. If you are not happy with the change, you can cancel the Services by following the procedure in paragraph 21(a). If you don’t cancel the Services, we will assume that you are happy with the change.

7. Use of Our Websites

(a) Your use of Our Websites is governed by the applicable Conditions of Use (you’ll find a link to these in the footer of each of Our Websites). Please take the time to read these, as they include important terms which apply to you.

(b) We may investigate your online activities, account and any order you place with us for click-fraud or other invalid click activity. You must provide us with reasonable assistance in these investigations if we ask for it.

8. Fees and Monthly Budgets

(a) For all Services we will charge you by way of Fees or a Monthly Budget. The Service Pricing for each Service confirms how we charge for that Service. Fees and Monthly Budgets for your Service will be chargeable from the Start Date or from the date otherwise set forth in the Service Terms for such Service.

(b) We may use your information to obtain credit reports about you from time to time and you agree we can do this. This may include us passing your Personal Data, including your payment details, to credit reference agencies and these agencies may keep a record of any search that they carry out on our behalf.

(c) Fees

(i) The Fees will be as quoted in the Service Pricing from time to time.

(ii) The Service Pricing will explain whether the Fees that you are to pay for the Services are one time Fees, recurring Fees (for example, monthly, annual, etc.), transaction-based service Fees or some other kind of Fees.

(iii) The Fees for a Service exclude all applicable sales taxes and other taxes which will be added on to the Fees.

(d) Monthly Budget

(i) The Monthly Budget includes our charges for the Services.

(ii) We will try to provide Services up to but not more than the value of your Monthly Budget in any Service Month. Where there is any Monthly Budget left at the end of a Service Month, we will automatically roll this over into the next Service Month.

(iii) If a Service is charged on a cost-per-click (“CPC”) or cost-per-thousand-impressions (“CPM”) basis, the number of clicks or impressions shall be exclusively calculated by us. Unless there is an obvious mistake on our part, you acknowledge and agree that click and impression statistics provided by us are the official, definitive measurement of activity and that no other measurements or usage statistics (including those of a third party or your own) will be accepted by us. We will try to meet any CPC or CPM targets listed in the Service Description, but you agree that these are only targets and are not guaranteed.

(iv) The Monthly Budget for a Service excludes all applicable sales taxes and other taxes which will be added on to the Monthly Budget.

9. How to pay

(a) When you submit your Order, you must provide us with the payment information that we request, which may include:

(i) details for a valid credit card from a card issuer acceptable to us; or

(ii) details for a valid bank account.

(b) You must keep your credit card or bank account information up to date at all times during the term of the Agreement. You authorize us to check your information (including any updated information), to obtain credit authorizations from the issuer of your credit card, and to either charge your credit card or debit your bank account from time to time for any sums payable by you to us.

(c) You must pay for the Services when we require you to. We will charge the card or take the money from the bank account whose details you give us when you place your Order.

(d) If you don’t pay when you are supposed to:

(i) we may charge you interest on the overdue amount at the lesser of 1.5% per month or the highest rate allowed by applicable Laws. This interest will accrue on a daily basis from the due date until the date of actual payment of the overdue amount, whether or not this payment occurs before or after any court judgment is made. You must pay us interest in addition to the overdue amount; and

(ii) we reserve the right to suspend or cancel all or part of the Services and your access to them.

(e) We may offset any amounts you owe us (whether in reimbursement or otherwise) against any payments we make to you.

10. Service Availability and Security

(a) You understand and acknowledge that the Services are not intended to be error free and that from time to time the Services may contain mistakes, be unavailable or may not be fully functional. This may be as a result of planned or required maintenance, repairs or updates, equipment failures, high volumes of internet traffic, interruption of telecommunications or digital transmissions links, network or system errors or many other factors.

(b) We will try to minimize any disruption to your use of the Services, however, we do not promise that any Service will be provided on a continuous and uninterrupted basis, or that we will be able to correct any error that occurs in the Services. We will not be not liable for any interruptions to the Service availability or functionality, whether caused by an Event Outside Our Control or by anything else.

(c) You should notify us if you notice any problems with the availability or functioning of the Services so that we can try to fix these problems.

(d) We may temporarily suspend any Service at any time if:

(i) we believe this is necessary in order to carry out essential maintenance;

(ii) we believe this is necessary in order to prevent or respond to hacking attempts, service attacks or other similar activities directed at our systems, or to deal with any other emergency technical issue;

(iii) we have reason to believe that you are no longer using the Services or that the password and access codes we have provided to you are being misused, for example, where you fail to respond to emails from us or Our Representatives regarding your contact information; or

(iv) this suspension is required by a third party with authority, including any of Our Representatives, ICANN and judicial, regulatory or governmental bodies.

(e) Although all information transmitted to us is stored in operating environments which we believe are within industry standards for security, you acknowledge and agree that no data stored on or transmitted over the internet can be guaranteed to be 100% secure. We are not responsible for any security breach or any interception or interruption of Your Content, Your Data or any communications that you send through your use of the Services.

(f) You are responsible for securing and backing up Your Content and Your Data.

11. Your Use of the Services

How you may use the Services

(a) You and any employees, agents or contractors who you authorize, are allowed to access and use the Services for your normal, internal, business activities for the term of the Agreement. Please note that you are not allowed to resell the Services or give them away or to transfer your rights or any Agreement to a third party.

(b) You are responsible for arranging your online access to the Services and for paying any relevant fees, for example, to your broadband supplier. You are also responsible for having all the necessary equipment for accessing the Service.

(c) You will provide us with Your Content and Your Data when we request it.

(d) You will only use the Services in compliance with applicable Laws and you agree not to ask a third party to do anything on your behalf that does not comply with applicable Laws. This will include complying with all Laws that apply to your business, any local Laws that apply in the countries in which you access and use the Services, and any Laws relating to the marketing, advertising or sale of the goods and services you offer (and in particular any Laws relating to online marketing, advertising or sales).

(e) If a Service relies on third parties, for example Google™ or Facebook™, you may be required to comply with that third party’s rules or guidelines when you use that Service. For Services that include email and mailbox features, you must comply with the “Open SRS Acceptable Use Policy for Email”.

(f) If we think your use of the Services is excessive, we will tell you. If you don’t reduce your usage, we may suspend or cancel your access to the Services. We may also set limits on your use of the Services, for example, a maximum number or maximum size of emails sent or received over the Service.

(g) You will meet all written security or network access requirements that we provide to you and you will not disclose any passwords or access codes that we give you, except where this is needed for your authorized employees, agents and contractors to access and use the Services on your behalf and you are responsible for actions taken when your logon details are used.

(h) You will notify us immediately if you become aware of any unauthorized use of passwords or access codes that we give you or any other breach of security that could affect us or the Services.

(i) You are responsible for the remittance, calculation and collection of Your Taxes. You acknowledge that we have no responsibility for Your Taxes and we recommend that you seek independent advice from a tax professional.

(j) You understand and agree that we do not, in any circumstances, approve or endorse any product or service that you may market or sell through your use of the Services or Your Content.

(k) Where the Services require action by you, for example to carry out file clearing or maintenance, you will do what’s needed for the upkeep of these Services.

(l) You are responsible for all use of the Services by you and your employees, agents and contractors. We will not, in any circumstances, be liable to you or any third party for any damage that is caused, or any loss that is suffered, as a result of the use of the Services by you or your employees, agents and contractors.

(m) We may provide the users of our Services with tools which allow them to rate you or the goods and services that you provide through your use of the Services, to provide feedback or to ask you questions. We may make these ratings, feedback, questions and answers publicly available.

(n) We are entitled to sign you out of the Services if you are inactive for an extended period of time and to modify your user settings without notice.

Ways in which you may not use the Services

(o) Unless paragraph 11(p) applies, you will not:

(i) tamper with, update, change or gain unauthorized access to any part of any of our Services or the software or systems that we use to run the Services;

(ii) use any automated means to monitor or copy the Services or Our Content, or to interfere with or attempt to interfere with how the Services work;

(iii) modify, edit, reverse assemble, reverse engineer, decompile, distribute or display any part of our Services or make other works based on any part of our Services.

(iv) use the Services to store or transmit viruses, bugs, Trojans and other forms of computer programming malware;

(v) interfere with or disrupt the performance of the Services or any third party data;

(vi) attempt in any way to test, circumvent or breach the security of any part of our Services;

(vii) copy, republish, download, change, display or distribute any part of Our Content, in any form or by any means;

(viii) disable any licensing or control features of the Services or in any way interfere with features which place limitations on the use of the Services;

(ix) remove, obscure, or alter any notice of copyright, trade mark or other mark or wording relating to ownership rights, which is contained in Our Content or any aspect of the Services;

(x) use the Services in any way which may be considered deceptive, misleading or unethical or which might harm us, Our Representatives or the general public;

(xi) use the Services in any way that is not allowed under the Agreement;

(xii) access the Services through any means other than those which we tell you are acceptable;

(xiii) use the Services in a way that interferes with their normal operation or that consumes a disproportionate share of their resources;

(xiv) use the Services to collect or use email addresses, screen names, other identifiers or information;

(xv) use the Services to use an internet account or computer without the owner's authorization;

(xvi) use the Services to monitor data or traffic on any network or system;

(xvii) use the Services to distribute software that covertly gathers or transmits information about a user; or

(xviii) sub-license, assign, rent or resell the Services to any third party.

(p) You are permitted to carry out any of the actions set out in paragraph 11(o) to the extent that:

(i) you have a right to do so under relevant Laws and this right cannot lawfully be excluded by a contract;

(ii) we have granted you a right to do so under the Agreement; or

(iii) we have authorized you to do so in writing.

Your Promises to Us

(q) You confirm that you have (and will maintain for the term of the Agreement) all the necessary permissions, licenses and consents (in all relevant countries) to allow you to use Your Content and Your Data in connection with the Services. You will provide evidence of the necessary permissions, licenses and consents if requested by us.

(r) You confirm that Your Content and Your Data:

(i) are true, accurate, complete and kept up to date;

(ii) are in a format approved by us;

(iii) do not infringe or assist in the infringement of any Intellectual Property Rights or other rights belonging to a third party;

(iv) are not defamatory, libelous, fraudulent, malicious, slanderous, obscene, harmful, threatening, harassing, discriminatory, racially or ethnically offensive or otherwise inappropriate or unlawful;

(v) have not been altered in order to disguise where they came from;

(vi) do not contain sexually explicit images or promote unlawful violence;

(vii) are free of viruses, bugs, Trojans and other forms of computer programming malware that may potentially damage, interfere with or intercept our systems or any data contained within those systems;

(viii) do not create a risk to the safety or health of any person or the public, or interfere with an investigation by law enforcement; and

(ix) comply with our Advertising Policy.

(s) You acknowledge that we are not under a duty to publish any of Your Content or Your Data. We may remove, reject or delete any of Your Content or Your Data for any reason. Without limiting our rights under paragraph 17, we may also change any of Your Content or Your Data if we consider it does not comply with paragraph 11(r), although we are not required to do this.

(t) You acknowledge and accept that you are responsible for Your Content and Your Data and any use that is made of them by any third party.

(u) You will not disparage us, Our Representatives or our Services, or any user of our Services.

(v) You will reimburse us and Our Representatives in full for any damage, loss, liabilities, fees, costs and expenses that we or they suffer (including any claims brought against us or them by third parties) as a result of you not following any part of this paragraph 11.

12. Domain Names

(a) The Registry may reject applications for Domain Names based on its standard rules for handling applications. We provide no guarantee that any application we make on your behalf for a Domain Name will be accepted.

(b) If your preferred choice of Domain Name is not available, we will give you the option to select an alternative Domain Name. If your preferred Domain Name becomes unavailable between checkout and registration we will advise you of this and we will either offer you an alternative Domain Name or (at your option) refund to you any Fees that you have paid us in respect of the relevant Domain Name.

(c) We do not give any guarantee that any of your preferred Domain Names are available or are able to be registered. Any actions that you take before we notify you that the Domain Name has been officially registered, for example publishing your preferred Domain Name, are at your own risk.

(d) You will need to inform us promptly of any:

(i) change to your registered details for the Domain Name, for example your contact information; and

(ii) actual or potential claims brought by or against you in connection with the Domain Name.

(e) We will renew the Domain Name automatically each year unless you cancel the Domain Name or any Service which comes with the Domain Name, or if you sell or otherwise transfer the Domain Name to a third party.

(f) The Service Terms confirm who owns the Domain Name and who is responsible for paying the fees for renewing the Domain Name each year. You acknowledge that the fees for renewing the Domain Name may change each year and that this may affect the overall Fees that you pay for the Services.

(g) We will not be liable for any loss that you suffer as a result of your failure to renew the Domain Name registration once you have cancelled the Domain Name or any Service which comes with the Domain Name, or if you have sold or otherwise transferred the Domain Name to a third party.

(h) When we register or renew your registration of a Domain Name you understand and accept that we will be acting on your behalf as your representative. You must comply with the terms and conditions, rules and policies of the Registry or Registries where the Domain Names are registered.

(i) If the Domain Name is to be transferred from one Registry to another, you will provide any assistance that we or the Registries require in order for the transfer to take place.

(j) When we provide you with a domain name we act as a reseller of Tucows Domains Inc. (“Tucows”). As well as complying with the terms and conditions, rules and policies of the relevant Registry or Registries (including those of Tucows), you must at all times comply with the Master Domain Registration Agreement (“MDR”) for each Domain Name that we register on your behalf. The latest version of the MDR can be found here: https://opensrs.com/wp-content/uploads/Tucows_ExhibitA.html. You will note that some of the wording of the MDR is quite legal and technical. Unfortunately this is an agreement between you and Tucows and the wording is standard for any agreement relating to registering a Domain Name, whether this is done through us or directly with a Registry, and we are unable to change the wording of the MDR. We strongly recommend that you read the MDR (and any documents, rules and policies referenced and linked to within the MDR) very carefully and that if necessary, you seek independent legal advice to ensure that you have fully understood the MDR. In particular you should carefully consider the paragraphs relating to “liability” and “indemnities” contained in the MDR as these may affect your legal rights.

(k) We recommend that you read ICANN's Policy Statement, the latest version of which is located at https://www.icann.org/resources/pages/policy-statement-2012-02-25-en. This document contains important information about your rights and duties relating to the Domain Name that we provide to you. We also recommend that you read ICANN’s Registrant Educational Materials, the latest version of which is located at https://www.icann.org/resources/pages/educational-2012-02-25-en and ICANN Registrants’ Benefits and Responsibilities, the latest version of which is located at https://www.icann.org/resources/pages/benefits-2013-09-16-en.

(l) You explicitly authorize Tucows to act as your Designated Agent to approve any Change of Registrant on your behalf, as such terms are defined under ICANN’s Transfer Policy, the latest version of which is located at https://www.icann.org/resources/pages/transfer-policy-2016-06-01-en.

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14. Beta Services

(a) This paragraph 14 applies where we provide you with a “Beta”, “Alpha”, “Experimental”, “Pilot”, “Evaluation”, “Pre-release”, “Unsupported” or similar version of any of the Services ("Beta Services") for a period of time ("Beta Use Period"). The term “Beta Services” will also include any Service or any feature of any Service that is identified as “Beta”, “Alpha”, “Experimental”, “Pilot”, “Evaluation”, “Pre-release”, “Unsupported” or anything similar.

(b) The Beta Services are provided "as is" and we do not make any promises of any kind in relation to them. You agree that your use of the Beta Services is at your own risk and that you have sole responsibility for protecting Your Data and Your Content when making any use of the Beta Services. If any representations or guarantees apply to the Beta Services by law, we exclude those as far as it is within our rights to do so.

(c) We reserve the right to change or withdraw the Beta Services at any time and we will not be liable to you in these circumstances.

(d) All the provisions of the Terms will apply to the Beta Services in the same way as they apply to the Services except that paragraph 4(b) of these General Terms will not apply to the Beta Services.

15. Free Services

(a) This paragraph applies where we provide you with Services free of charge which are not Beta Services (“Free Services”).

(b) The Service Description for each Free Service sets out additional terms that apply to that Free Service.

(c) All Free Services are provided "as is" and we do not make any promises of any kind in relation to them. You agree that your use of Free Services is at your own risk and that you have sole responsibility for protecting Your Data and Your Content when making any use of the Free Services. If any representations or guarantees apply to Free Services by law, we exclude those as far as it is within our rights to do so.

(d) We reserve the right to change or withdraw Free Services at any time and we will not be liable to you in these circumstances.

(e) All the provisions of the Terms will apply to the Free Services in the same way as they apply to the Services except that paragraph 4(b), 8 and 9 of these General Terms will not apply to Free Services.

(f) In return for receiving the Free Services, you agree to take part in email or telephone feedback and market research surveys from time to time while you are receiving the Free Services, and for 6 months afterwards. We are entitled to use your feedback in our advertising, promotions and sales and marketing materials.

16. Intellectual Property Rights

(a) We are the sole owners of, or we otherwise have a legal right to use, all Intellectual Property Rights in the Services (including all Intellectual Property Rights in our software, Our Content and in any other products or materials created by or for us in connection with the Services). You agree that we may collect information about your use of the Services and your customer’s interaction with the Services. Where we combine this information (in a way that ensures that you cannot be identified) with similar information collected from other users of our Services, we will be the sole owner of this information.

(b) Unless paragraph 21(d) applies, provided you paid for the Service in full in advance then on cancellation of the Service, we grant you a non-exclusive, worldwide and perpetual right to use, copy, store, modify and publish any written copy that we have created for You as part of the Services.

(c) You confirm that you are the sole owner of, or otherwise have a legal right to use, all Intellectual Property Rights in Your Content. If we think that the Intellectual Property Rights in any of Your Content belong to a third party, we may tell the third party that you intend to use these Intellectual Property Rights and you agree to us doing so.

17. Rights Granted by You to Us

(a) You grant to us a worldwide, non-exclusive, sub-licensable and permanent right to access, use, copy, store, modify and publish Your Content and Your Data on Our Websites or through any other form of media, for any purpose in connection with the Services or the Agreement, for our own marketing, research and promotional activities (including sharing Your Content and Your Data with selected third party social media and networking sites) and for the internal business purposes of us and Our Representatives, except where this is in any way restricted by any term of the Agreement or by any applicable Laws.

(b)You agree by requesting a site scrape of your existing website that you authorize us to conduct the site scrape on your behalf and have all the rights to the Content on your existing website to allow us:

(i) to perform the site scrape on your behalf; and

(ii) to use, fully access, copy, store, compile, recompile and index (at your request) any of the Content scraped in your Services including but not limited to any data and copyright works comprised therein, or any portion thereof, by automated means including web 'spiders' or 'crawlers'.

In no event will we be liable for any claims that the Content scraped from your existing website infringes the Intellectual Property Rights of any third party. If you are in any doubt as to ownership of the Content of your existing website please do not request the site scrape. This grant shall apply notwithstanding any contrary terms and conditions which you may apply to such website from time to time. Your continued use of the Services shall constitute a waiver of any applicable contrary terms and conditions and any other rights you may have, contractual or otherwise, to restrict the rights granted to us or Our Representatives under this paragraph 17(b).

(c) We may transfer the rights granted to us under this paragraph 17 to another organization.

18. Data and Privacy

(a) You will own all rights in Your Data and you are solely responsible for ensuring the legality, reliability, integrity, accuracy and quality of Your Data.

(b) You will make sure that all use of the Services by you, or your employees, agents and contractors, will meet all relevant data protection and privacy Laws.

(c) We are the sole owners of all rights in Our Data and we may use it at our discretion and without restriction, including after cancellation of any or all of the Services. You must not: (i) disclose any of Our Data to anyone; or (ii) use any of Our Data for any marketing or promotional purposes or in any way that is inconsistent with our Privacy Policy or applicable Laws.

19. Confidentiality

(a) As a result of entering into the Agreement, you may get access to, information about us which is not known publically (“Confidential Information”). You must keep this secret and you are not allowed to share it with any third party or allow any third party to look at it, and you must make sure that your employees, agents and subcontractors, meet these rules too.

(b) You must make sure that our Confidential Information is only used by people who need it in order to carry out duties they may have in connection with the Agreement.

(c) This paragraph 19 will not prevent you from sharing information which is already known generally to the public or known to you outside of the Agreement.

(d) If you become aware of any actual or threatened unauthorized use or sharing of any of our Confidential Information, you must tell us as soon as possible.

20. Our Liability to You

(a) There is no limit under the Agreement to what we or any of Our Representatives will be liable for if we have committed fraud or if someone dies or is injured because of something we have or have not done.

(b) Except for the matters set out in paragraph 20(a), neither we nor any of Our Representatives will, in any circumstances, be responsible for any:

(i) loss of profits, sales, business, or revenue;

(ii) loss, or corruption of data, information or software or loss of use of information;

(iii) loss of business opportunity;

(iv) loss of savings you expected to make;

(v) loss of goodwill; or

(vi) loss or damage that you and we would not have thought likely at the time the Agreement was formed.

(c) If we do not keep to these Terms, we will only be responsible for losses you have suffered which you and we would have thought likely at the time the Agreement was formed. We are not responsible for any other loss that you suffer, whether that loss is caused because we have not kept to our obligations under the Agreement, because of something we have done or not done, because we have made defamatory statements or otherwise as a result of:

(i) you using or relying on the Services;

(ii) you not being able to use the Services;

(iii) any mistake, fault, failure to do something, missing information, or virus or other form of computer programming malware in the Services or if the Services don’t work properly because of Events Outside Our Control;

(iv) theft or destruction of information or someone getting access to our records, programs or services without our permission; or

(v) any information, data, message or other material which you email, post, upload, reproduce, send, or otherwise distribute or receive using the Services.

(d) Except for the matters set out in paragraph 20(a), in no circumstances will we or any of Our Representatives be liable to you for the Beta Services or Free Services.

(e) Except for the matters set out in paragraph 20(a), our liability to you for any loss or damage suffered by you in connection with the Agreement or Services will be limited to the total Fees or Monthly Budget that you have paid to us for the affected Service in the 6 months prior to the event giving rise to our liability. You also agree that, except for the matters referred to in paragraph 20(a), Our Representatives will not be liable to you for any loss or damage you may suffer due to the provision of, or failure to provide, the Services.

(f) Except as set out in the Terms, we do not make any promises in relation to the Services. Where any promises would be implied into the Agreement by law, we exclude these as far as it is within our rights to do so. It is up to you to decide whether the Services are suitable for your needs. We won’t be responsible for this. We do not make any promises concerning the performance, results or success rates that may be achieved by any Service.

(g) We do not control the Content made available by your use of the Services and we do not guarantee the accuracy, truth, quality or appropriateness of this Content for your needs. By using the Services, you may be exposed to Content that is offensive or indecent (including spam), or which may contain viruses or other computer programming malware. Under no circumstances will we or Our Representatives be liable in any way for any Content posted, emailed, transmitted or otherwise made available by your use of the Services.

21. Your Cancellation and Refund/Credit Rights

Cancellation by You

(a) You may cancel any or all of the Services at any time, either by telephoning us, emailing us or writing to tell us. Unless you are still within your Minimum Term, cancellation will take effect as soon as possible after we receive your request to cancel. For some Services (but not all) we may offer you a pro-rated refund or credit where cancellation takes effect part way through a Service Month. The Service Terms include details of the refunds and credits that we offer. You agree that we have the right to decide: (i) the amount of any pro-rated refund or credit; and (ii) whether this amount is given as a refund or credit against your account. If you are within your Minimum Term, you may cancel the Services at the end of the Minimum Term.

(b) If you place an order for Services with the help of our telephone sales team then you will have a period of seven (7) days from the date of the Confirmation of Order (the “Review Period”) to review the full terms and conditions and details of this Agreement. If you decide that you no longer want to receive the Services, you must notify us during the Review Period either by telephoning us, emailing us or writing to tell us. If you have paid any monies, you will be entitled to receive a full refund. After expiration of the seven (7) day Review Period, you may cancel the Services in accordance with 21(a).

Cancellation or Suspension by Us

(c) We may cancel any or all of the Services at any time either by telephoning you, emailing you or by writing to you. When we contact you we will tell you when cancellation will take effect and we will try to give you as much notice of this as possible. Where cancellation takes effect part way through a Service Month we will, unless paragraph 21(d) applies, offer you a pro-rated refund or credit. You agree that we have the right to decide: (i) the amount of any pro-rated refund or credit; and (ii) whether this amount is given as a refund or credit against your account.

(d) We may cancel or suspend any or all of the Services immediately and without telling you beforehand, if:

(i) you do not pay us when you are supposed to as set out in paragraph 9. This does not affect our right to charge you interest under paragraph 9(d)(i);

(ii) you use the Services in any way that breaks or may break any applicable Law, is fraudulent or that may adversely impact the Services, Us or Our Representatives;

(iii) you use the Services in any way that infringes or may infringe any rights belonging to a third party, or in any way which breaks or may break any relevant third party rules, for example the rules of a Registry;

(iv) we receive a complaint or are notified of a legal claim which relates to your use of the Services;

(v) you commit click-fraud;

(vi) you do not comply with your commitments in paragraphs 11 or 23;

(vii) you break the Agreement in any other significant way and you do not correct or fix the situation within 30 days of us asking you to; or

(viii) you enter into administration, insolvency, bankruptcy or any similar procedure anywhere in the world or you are otherwise unable to pay your debts as they fall due.

(e) If we cancel the Services under paragraph 21(d), you will not be entitled to any refund or credit of any amount that you have paid for the Services.

(f) If we suspend the Services under paragraph 21(d), the Services will remain suspended unless and until you have fixed the cause of the suspension to our satisfaction; or either we or you cancel the Services.

(g) If we suspend or cancel the Services under paragraph 21(d), we will be entitled to refuse any or all future use by you of any or all of the Services, or any part of them.

22. Consequences of Cancellation

(a) Following the cancellation of any Services, you will no longer be able to access or use those Services and any account that you hold with us may be deactivated or deleted.

(b) We are not responsible for storing Your Data or Your Content following cancellation of the Services for any reason. You acknowledge that it is your responsibility to back up Your Data and Your Content if you want access to it following cancellation.

(c) We will not be liable to you for any loss you may suffer as a result of the termination of any Service.

23. Ethical Standards

(a) You must, and must make sure that your officers, employees, agents and service providers: (i) at all times comply with all anti-corruption Laws applicable to you; and (ii) not, directly or indirectly offer, promise or give (or agree to offer, promise or give) any financial or other advantage with respect to any matters which are the subject of the Agreement or obtain any benefit for us which would violate any anti-corruption laws applicable to you or us.

(b) If you become aware or suspect that this paragraph 23 has been broken, you must tell us straight away. We may immediately suspend operation of the Agreement on written notice to you, pending investigation. You must assist us in any such investigation.

(c) If, in our reasonable opinion, you have broken this paragraph 23: (i) we may immediately cancel the Agreement by giving you written notice; and (ii) you will reimburse us and Our Representatives in full for any damage, loss, liabilities, fees and expenses that we or they suffer (including any claims brought against us or them by third parties) as a result.

24. Contractual Authority

(a) You confirm that:

(i) you have the authority and are signing the Agreement (1) in your individual capacity, (2) as a representative of the business on whose behalf you are signing the Agreement, and (3) as a representative of the business for whose benefit the Services are being purchased (if such business is not the same as the business on whose behalf you are signing the Agreement); and

(ii) you are over eighteen (18) years of age.

25. Other Important Terms

(a) Each of the paragraphs of the Terms operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining provisions will remain in full force and effect.

(b) We may transfer our rights and promises under an Agreement to another organization. We will tell you if this happens.

(c) No person, other than you and us, will have any rights to enforce any of the terms of the Agreement.

(d) By execution of the Agreement, the signer of the Agreement personally and individually undertakes and assumes, jointly and severally with the business on whose behalf the individual is signing, the full performance of the Agreement including payment of amounts due under the Agreement.

(e) If we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you.

(f) All references in the Agreement to “written” or "writing" will include email unless stated otherwise.

(g) The Agreement contains the whole agreement between you and us relating to the Services and supersedes all other oral or written communications, undertakings and agreements, if any, between us relating to the Services. You acknowledge that you have entered into the Agreement without relying on any previous statement or promises made by us, unless those statements or promises are expressly included in the Agreement. However, this paragraph 25(f) does not in any way limit our liability for making fraudulent statements in connection with the Services or otherwise.

(h) Our sales representatives have no authority to make any changes to the Agreement or to commit us in any manner whatsoever in contradiction to the provisions expressly set forth in the Agreement.

(i) We are not in any kind of partnership, contract of employment or joint venture with you. Nothing in the Agreement will be taken as authorizing you to act as our agent.

(j) The Agreement will be governed by, and interpreted in accordance with, the laws of the state in which the business on whose behalf you are signing the Agreement maintains its principal place of business (without reference to its conflicts of laws principles).

(k) In any legal proceedings, both parties agree to waive any rights they may have to participate in any class, group or representative proceeding and both parties agree to waive any right they may have to a trial by jury.

Service Terms for Hibu Websites

Contract Type: Terminable at will, unless a minimum term is specified in your Order.

Payment Method: Monthly recurring basis, unless a different Payment Method is specified in your Order.

Upgrades/Downgrades: If you purchased a self-service website you may purchase an upgrade to this Service at any time by clicking the “upgrade” link in the “My Account” section available on our Website or by calling Customer Service. Otherwise, if you wish to upgrade or downgrade this Service, you will need to cancel this Service and place a new Order for the Service you want. We will then issue you with a new Confirmation of Order.

Domain Name Registration: If you buy this Service, the Domain Name that we provide to you will be registered to you.

Domain Name Renewal Fees: Payable by you.

Refunds/Credit:

If you have bought this Service as part of a Hibu Websites Package: On cancellation following the end of the minimum term specified in the Order made part way through a Service Month (except cancellation under paragraph 21(d) of the General Terms) we will give you a pro-rated refund or credit.

If your cancellation of this Service is as part of a cancellation of a Hibu Websites Package and as a result of the Satisfaction Guarantee Refund for the Design service, the Service Terms for Design will apply to any refund or credit that you receive.

Please note, if you decide to use your own Domain Name with a Hibu Website, you will not have access to the email account/mailbox features of this Service.

Service Terms for Website-Vertical Build and Management

Contract Type: Minimum Term (See Supplementary Service Terms for more details).

Payment Method: Monthly recurring basis, unless a different Payment Method is specified in your Order.

Domain Name Registration: If you buy this Service, the Domain Name that we provide to you will be registered to you.

Domain Name Renewal Fees: Payable by you.

Refunds/Credit: Unless paragraph 21(b) or 21(c) of the General Terms applies, you are not entitled to any refund or credit on cancellation of this Service at any time following the completion of your consultation with one of our website advisors. The Satisfaction Guarantee Refund for the Design Service will not apply if you purchased this Service. If you cancel this Service following the end of the Minimum Term and part way through a Service Month (except a cancellation under paragraph 21(d) of the General Terms) we will give you a pro-rated refund or credit.

Supplementary Service Terms:

1. This Service can only be purchased as part of a package with the Design Service and a Hibu Search Marketing PPC campaign (“Search Campaign”). Please note that your Search Campaign cannot be fulfilled until after your Vertical Website is live on the internet. If you selected a deferred start date for your Search Campaign at point of sale then we will use reasonable efforts to only start your Search Campaign from that date.

2. The Minimum Term for this Service shall be the Minimum Term corresponding to your Search Campaign as set forth below in the Service Terms for Hibu Search Marketing PPC.

3. Cancellation

  1. You may cancel this Service in accordance with the procedures and timeframes for cancellation corresponding to your Search Campaign as set forth below in the Service Terms for Hibu Search Marketing PPC.
  2. In addition, if you cancel this Service, or if Hibu cancels this Service under paragraph 21(d) of the General Terms, prior to the end of your Minimum Term, then Hibu may charge you, and you agree to pay, an early termination fee as set forth in the Service Terms for Hibu Search Marketing PPC.
  3. If at any time you cancel your Search Campaign, but elect to continue your Website, your Vertical Website will be converted to a Hibu Premium Website. In that event, you will need to cancel this Service and place a new Order for the Hibu Premium Website. We will then issue you with a new Confirmation of Order. You will not be charged a Design fee for the set-up of the Hibu Premium Website.

4. If you decide to use your own Domain Name with a Vertical Website, you will not have access to the email account/mailbox features of this Service.

Service Terms for Design

Contract Type: One time service.

Upgrades/Downgrades: Not applicable.

Refunds/Credit: Unless you purchased this Service as part of the Website-Vertical Build and Management Service, we will offer you a full refund on the Fees that you have paid for this Service if you are not 100% satisfied with this Service and request the refund within 7 days of us sending you a website go live email (“Satisfaction Guarantee Refund”). If you purchased the Website-Vertical Build and Management Service, the Fees you have paid for this Service will be non-refundable once your consultation with one of our website advisors has been completed, except as set forth in paragraph 21(b) or 21(c) of the General Terms.

You are not entitled to any refund or credit on cancellation of this Service unless:

a) paragraph 21(b) or (c) of the General Terms applies; or
b) the Satisfaction Guarantee Refund applies; or
c) if you have bought this Service and have chosen to pay the Fees on a monthly basis then on cancellation following the end of any minimum term specified in your Order made part way through a Service Month (except cancellation under paragraph 21(e) of the General Terms) we will give you a pro-rated refund or credit.

Payment Method: 

One-time fee or on a monthly recurring basis, as set forth in your Order.

If you select the monthly recurring payment method: (i) the term of this Service will be 12 months; and (ii) if you cancel your Hibu Website Service prior to the end of such 12 month term, then Hibu may charge you, and you agree to pay, an early termination fee of $99 if you purchased a Hibu Starter Websites Package, $299 if you purchased a Hibu Starter Plus Website Package or Hibu Basic Website Package, $399 if you purchased a Hibu Premium Websites Package or Hibu Standard Website Package and $449 if you purchased a Hibu Pro Website Package.

We may, if you select the monthly recurring payment method, require you to pay a portion of the design fee when you submit your Order. This payment will be reflected on the first statement we issue you for this Service.

Supplementary Service Terms:

1. When the following words with capital letters are used in the following supplementary Service Terms for Design, this is what they mean:  “Amendment” means a request for small changes to your Hibu Website, which may include but are not limited to content changes (i.e. spelling mistakes, changing font and font color), simple menu change, and changing colors.

2. This is a bolt-on service and you must purchase a Hibu Website or the Website- Vertical Build and Management Service in addition to this Service.

3. We agree to build a website for your approval. If you purchased a Hibu Starter Websites Package, we will build up to three (3) pages. If you purchased a Hibu Basic Websites Package or Hibu Starter Plus Websites Package, we will build up to five (5) pages. If you purchased a Hibu Standard Websites Package, we will build up to ten (10) pages. If you purchased a Hibu Premium Websites Package, we will build up to ten (10) pages and you may purchase, as an add-on to this Service, an additional five (5) or ten (10) pages. If you purchased a Hibu Pro Websites Package, we will build up to fifteen (15) pages. If you purchased the Website- Vertical Build and Management Service or a Hibu Pro Website- Vertical Build and Management Service, we will build up to ten (10) pages and we may, at our sole discretion, agree to build up to ten (10) additional pages at no charge to the extent necessary to support your Search Campaign. You may purchase an additional five (5) pages as an add-on to the Hibu Pro Websites Package. You may purchase an additional five (5) or ten (10) pages as an add-on to the Website- Vertical Build and Management Service. Add-ons are not available with the Hibu Starter Websites Package, Hibu Starter Plus Websites Package, Hibu Basic Websites Package or Hibu Standard Websites Package. We will only start building your website once you have provided us with Your Content, Your Data and any other materials and information that we request from you in order for us to provide this Service. We offer two rounds of Amendments (that are fair and reasonable) to your website within four weeks from the day of the first proofing email that we send you. Any Amendments that you have requested to your website will be available for you to review once we have sent you an amends confirmation email.

4. Any request for a Satisfaction Guarantee Refund, if applicable, will be treated as a cancellation of this Service.

5. If you have purchased this Service as part of a Hibu Websites Package, any cancellation of this Service following the end of any minimum term specified in your Order will automatically cancel all the Services that form part of the Hibu Websites Package you have purchased and any Domain Name that we have provided to you as part of the Hibu Websites Package. Your Satisfaction Guarantee Refund will be a full refund of the fees paid for this Service, the Hibu Website and (if applicable) any add on services included in the Hibu Websites Package you purchased.

6. If you a) have not provided us with Your Content, Your Data and any other materials and information that we have requested from you in order for us to provide this Services within one year of us issuing you a Confirmation of Order for this Service; and b) have not cancelled this Service or asked for a Satisfaction Guarantee Refund, if applicable, then we will automatically cancel this Service and give you a full refund or credit for this Service. We may not be able to perform this Services if Your Content, Your Data or any other materials and information you provide to us do not meet the requirements of paragraph 11(r) of the General Terms and you will not be entitled to any refund or credit detailed in the Refund/Credit section above in these circumstances.

7. You agree that we may change how your chosen website template looks, “feels” or is formatted if we think this is necessary or more convenient for us to provide this Service.

8. Once we have received and checked Your Content, Your Data and any other materials and information you have provided to us one of our website advisers will call you for a consultation. If we are unable to contact you to undertake the consultation, we may proceed to create the website without the consultation. Once the website is completed, we will send you a link to your website so that you can review it. At this stage your website will be held under a preview web address. You will then have five (5) working days to respond via telephone or email with your feedback and any Amendments required. Your website will be set live, the Start Date will occur and we will begin charging the applicable Fees, on the earliest of the following to occur: (1) we incorporate your requested Amendments; (2) we receive your confirmation that the website is acceptable; or (3) if we receive no response from you prior to the end of the five (5) working day response period referred to above, the expiration of such period. If you are providing your own domain name and have not repointed your domain as required prior to the end of the five (5) working day response period, your site will remain on the preview web address, the Start Date will occur and we will begin charging the applicable Fees.

Service Terms for Assist

Contract Type: Terminable at will only upon termination of your Hibu Website Service, unless a minimum term is specified in your Order.

Payment Method: Monthly recurring basis, unless a different Payment Method is specified in your Order.

Upgrades/Downgrades: Not applicable.

Refunds/Credit: On cancellation following the end of any minimum term specified in your Order made part way through a Service Month (except cancellation under paragraph 21(d) of the General Terms or the Satisfaction Guarantee Refund, if applicable) we will give you a pro-rated refund or credit. Please note that any discount that you received for this Service will be taken out of any pro-rated refund or credit that we give you.

If you have bought this Service as part of a Hibu Websites Package: On cancellation following the end of any minimum term specified in your Order made part way through a Service Month (except cancellation under paragraph 21(d) of the General Terms or in relation to the Satisfaction Guarantee Refund) we will give you a pro-rated refund or credit. If cancellation of this Service is as part of a cancellation of a Hibu Websites Package and as a result of the Satisfaction Guarantee Refund for the Design service, we will give you a full refund or credit for this Service. Please see paragraph 5 of the Supplementary Service Terms for Design for more details.

1. When the following words with capital letters are used in the following supplementary Service Terms for Assist, this is what they mean:

Amendment” means a small and simple change to your Hibu Website (as determined by Hibu), which may include but are not limited to content changes (i.e. spelling mistakes, changing font and font color), simple menu changes, changing colors.

Change” means a complex change to your Hibu website (as determined by Hibu) which may include but is not limited to complex content changes, complex menu changes, adding imagery and adding of widgets

Update” means either an Amendment or a Change.

2. This is a bolt-on service and you must purchase a Hibu Website tier in addition to this Service.

3. If you purchased a Hibu Basic Websites or Hibu Premium Websites Package, we agree to provide you with up to 2 updates (that are fair and reasonable) to your website in each Service Month and build up to 4 new website pages in each Service Year. If you purchased a Hibu Starter Websites, Hibu Starter Plus Websites, Hibu Standard Websites or Hibu Pro Websites Package, or the Website – Vertical Build and Management Service or Hibu Pro Website – Vertical Build and Management Service, we agree to provide you with unlimited updates (that are fair and reasonable) to your website and build up to 4 new website pages in each Service Year.

4. You may request an Update using the webform available on Our Website, or by contacting Customer Service.

5. Once you have received this Service consecutively for two (2) Service Years, Hibu will at your request, refresh your Hibu Website at no extra cost to you, by reviewing and, as necessary, updating, your on-page SEO, headlines and subheads, internal links, location and phone number placement and mobile configuration, and by resubmitting your website to the major search engines. Any request for a refresh of your Hibu Website must be made by contacting Customer Service within one (1) year of the date that you become eligible for the refresh. Hibu shall have no obligation to refresh your Hibu Website if you have not requested Hibu to do so within the time period stated in this paragraph. This paragraph does not apply with respect to the Website- Vertical Build and Management Service, as such Service includes certain ongoing updates.

Service Terms for Domains

Contract Type: Annual.

Upgrades/Downgrades: Not applicable.

Domain Name Registration: The Domain Name will be registered to you.

Domain Name Renewal Fees: Payable by you.

Refunds/Credit: Unless paragraph 12(b) or paragraph 21(d) of the General Terms applies, you are not entitled to any refund or credit on cancellation of the Service for any reason.

Service Terms for Hibu Display Advertising (“Display Ads”)

Contract Type: Minimum Term (please see Supplementary Service terms for more details).

Upgrades/Downgrades: You may upgrade or downgrade this Service at any time by contacting Customer Service. We will try to fulfill any upgrades as soon as possible but any downgrades will take effect starting with the next Service Month, provided that we received your request for a downgrade at least 15 days before the end of the current Service Month. (If we do not receive your request for a downgrade at least 15 days before the end of the current Service Month, your existing Service will continue for an additional Service Month and the downgrade will take effect after the end of that Service Month.)

Payment Method: Monthly recurring basis, unless a different payment method is specified in your Order. We may, if you purchase this Service, require you to pay a deposit when you submit your Order. This deposit will be applied on the first statement we issue you to the monthly recurring fee amount in respect of this Service. If you wish to cancel this Service before the Service goes live then we will refund the deposit amount to you.

Refunds/Credit: Unless paragraph 21(b) or 21(c) of the General Terms applies, you are not entitled to any refund or credit on cancellation of this Service.

Supplementary Service Terms:

1. We will provide the following online display campaign Services to you: creating your online display advertisement campaign (“Campaign”), designing and building banners, sourcing banner space from websites and managing the performance of the Campaign (“Display Ads Service”). For purposes of these terms and conditions, each Display Ads product purchased by you is a separate Display Ads Service and Campaign.

2. You will be notified as soon as your Campaign is ready to be fulfilled. Please note that if you have bought a Hibu Website with Design service and you would like your Campaign to point to your Hibu Website then your Campaign cannot be fulfilled until after your Hibu Website is live on the internet. If you selected a deferred start date at point of sale then we will use reasonable efforts to only start your Campaign from this date.

3. Term

  1. The Minimum Term for Display Ads Basic is 12 months.
  2. The Minimum Term for Display Ads Standard or Display Ads Classic is 6 months.
  3. The Minimum Term for Display Ads Plus is 3 months. The Minimum Term for Display Ads Premium is 3 months.
  4. After the initial Minimum Term, the term will automatically renew on a month to month basis.
  5. The Minimum Term for each Display Ads Service that you purchase starts on the date that the Campaign for such Display Ads Service goes live.

4. Cancellation

  1. Each month, you will be charged a monthly budget amount for each Service Month of your Display Ads Campaign (“Monthly Budget”). If we do not fully spend your Monthly Budget in a Service Month, the remainder will be credited to your account to be spent in the following Service Month. On cancellation, any remainder of the Monthly Budget will be spent by us until it is complete.
  2. You may cancel this Service effective on or after the end of the Minimum Term either by telephoning us, emailing us or writing to tell us. We must receive your notice to cancel this Service:
    (i) at least 15 days before the end of the Minimum Term; or
    (ii) at least 15 days before the end of the current Service Month (if the If we do not receive your notice to cancel within the timeframes above, this Service will carry on for an additional Service Month and will not be cancelled until the end of that Service Month).
  3. If you cancel this Service, or if Hibu cancels your Service under Paragraph 21(d) of the General Terms, prior to the end of your Minimum Term:
    (i) If your request to cancel is received by us at least 15 days before the end of the current Service Month, then this Service will be cancelled effective at the end of such Service Month;
    (ii) If your request to cancel is received by us later than 15 days before the end of the current Service Month, this Service will carry on for an additional Service Month and will not be cancelled until the end of that Service Month; and
    (iii) In addition, Hibu may charge you, and you agree to pay, an early termination fee of $149 or the amount of your Monthly Budget, whichever is greater.

5. How you may not use the Display Ads

  1. In addition to the commitments listed in section 11(r) of the General Terms, you will not include adult or suggestive material in your Display Ad Campaigns or use the Display Ads Service to advertise and promote:
    (i) gambling or gambling related products and services;
    (ii) prescription, non-prescription drugs or uncertified pharmacies;
    (iii) multi-level marketing or pyramid schemes;
    (iv) firearms, weapons (including martial arts weapons) and related accessories;
    (v) products that infringe the Intellectual Property Rights of third parties;
    (vi) get-rich schemes or similar money making opportunities;
    (vii) employment or income opportunities that require payment; and the use of alcohol or tobacco including eCigarettes.
  2. We may cancel or suspend any or all of this Service immediately and without telling you beforehand, if you do not comply with your commitment in paragraph.

6. Intellectual Property Rights

  1. We may use content from a third party provider for use in connection with a Campaign or the Display Ads service. The use of such content will be subject to all restrictions and obligations imposed by the third party provider of such content.
  2. You are responsible for: (i) ensuring that the banners contained in a Campaign comply with all Laws applicable to you and your business;
    (ii) ensuring that the banners contained in a Campaign comply with all specifications, guidelines, procedures, deadlines, format and technical requirements that we may establish from time to time. You acknowledge that if you do not comply with this paragraph, the publication of the Campaign or performance of the Display Ad Services may be delayed or refused and you agree that we will not be liable for any delay or refusal as a result of this. We may, in our sole discretion, temporarily and/or permanently suspend a Campaign (or parts of a Campaign) without telling you beforehand if we believe that you have not complied with this paragraph;
    (iii) the protection of all Intellectual Property Rights in any of Your Content that appears in a Campaign;
    (iv) conducting any copyright and trademark searches and other similar activities which may be necessary in relation to any domain name contained in Your Content (including domain names that we may register for you or on your behalf); and
    (v) including appropriate copyright or trademark notices with Your Content.
  3. You agree that we have the right to review, select from or among, revise or reject any of Your Content for any reason including unsatisfactory technical quality, inconsistency with any of our Display Ads policies or if you do not comply with the Agreement.

7. Our liability to you

  1. In addition to paragraph 20(f) of the General Terms, we do not promise or guarantee (expressly or impliedly) a) the actual number of impressions, clicks or the number of people that will view an item of a Campaign; b) the particular level of exposure or any particular result from a Campaign; c) the success or results of any Campaign or the Display Ads Service; and d) which website within our network of websites your Campaign will run.
  2. We are not responsible for any promises or guarantees regarding the positioning or the levels or timings of a) costs per click; b) click through rates; c) delivery of any impressions on any network sites; d) clicks; conversions for any ads; or e) costs per call.

8. Rights granted by You to us

  1. In addition to the rights granted in Paragraph 17 (a) of the General Terms, you grant to us a worldwide, non-exclusive, and permanent right to license to third parties the right to use, copy, record, modify, display, publish, perform and distribute the Campaign.
  2. You grant us permission to mirror any websites that are owned or operated by you (“Websites”) and/or create websites on your behalf. You acknowledge that changes to any Websites can cause problems to our tracking technologies and you agree to contact us in advance of any changes to your Website(s), Website content or Website URL.
  3. By purchasing a Display Ads Campaign or a Display Ads Service you grant us permission to scrape and use any of Your Content displayed on any website or web-based social media page you own, operate or manage in the provision of a Display Ads Campaign and/or a Display Ads Service to you. Paragraph 17(b) of the General Terms applies in respect of our use of Your Content.

9. Indemnification

You will defend, indemnify and hold harmless us and Our Representatives (including employees) from any and all claims, liabilities, and/or damages that arise from or relate to your use or misuse of the Display Ad Services.


Service Terms for Video

Contract Type: Terminable at will, unless a minimum term is specified in your Order.

Upgrades/Downgrades: Not applicable

Payment Method: Monthly recurring basis, unless a different Payment Method is set forth in your Order.

Refunds/Credit: On cancellation following the end of any minimum term specified in the Order made part way through or at the end of a Service Month (except cancellation under paragraph 21(d) of the General Terms or cancellation in relation to the Satisfaction Guarantee Refund, if applicable) we will give you a pro-rated refund or credit. If cancellation of this Service is as a result of the Satisfaction Guarantee Refund for the Design service, if applicable, we will give you a full refund or credit for this Service. Please see paragraph 5 of the supplementary service terms for Design for more details.

Supplementary Service Terms:

1. You can purchase this Service a) as part of an order for a Hibu Websites Package or for the Website- Vertical Build and Management Service; b) as a stand-alone product if you have already bought an existing Hibu Websites Package or the Website- Vertical Build and Management Service. If you have purchased this Service as a stand-alone product, it will be sold to you at the full purchase price and will not form part of your Hibu Websites Package or Website- Vertical Build and Management Service.

2. We will only start building your 30 second Photomotion Video (“Video”) once you have provided us with Your Content, Your Data and any other materials and information that we request from you in order for us to provide this Services.

3. Once we have built your Video, your Video will be made available for you to review. Please note that we may set your video live if, after a reasonable time period, we do not receive approval from you to set the video live.

4. You may make amends to your Video. If your amendment requirements are, in our reasonable discretion, excessive, we may advise you of that fact. Should we continue to receive a high level of amendment requests, we may refuse to make further amendments and/or suspend the hosting and display of your video. Any changes and amends that you have requested to your Video will be available for you to review once we have sent you an amends confirmation email.

5. Once you have received this Service consecutively for twelve (12) Service Months, Hibu will, at your request, refresh your Video at no extra cost to you. Any request for a refresh of your Video must be made by contacting Customer Service within one (1) year of the date that you become eligible for the refresh. Hibu shall have no obligation to refresh your Video if you have not requested Hibu to do so within the time period stated in this paragraph.

6. On cancellation of this Service (except for cancellation in relation to the Satisfaction Guarantee Refund, if applicable), you will obtain ownership of the finished Video. Such ownership includes a royalty-free license to the video background music, graphics and images (solely for use in the Video) that we have provided to you. You agree that we may use all or any portion of your Video in our business and marketing materials. There may be additional charges for an encoded copy of your Video or an uncompressed high quality copy of the Video.

Service Terms for Hibu Wave

Contract Type: Terminable at will, unless a minimum term is specified in your Order.

Upgrades/Downgrades: Not applicable.

Payment Method: Monthly recurring basis, unless a different Payment Method is set forth in your Order.

Refunds/Credit: On cancellation following the end of any minimum term specified in your Order made part way through or at the end of a Service Month (except cancellation under paragraph 21(d) of the General Terms or cancellation in relation to the Satisfaction Guarantee Refund, if applicable) we will give you a pro-rated refund or credit.

If cancellation of this Service is as a result of the Satisfaction Guarantee Refund for the Design service, if applicable, we will give you a full refund or credit for this Service. Please see paragraph 5 of the supplementary service terms for Design for more details.

Supplementary Service Terms:

1. You can purchase this Service a) as part of an order for a Hibu Websites Package or for the Website- Vertical Build and Management Service; or b) as a stand-alone product if you have already bought an existing Hibu Websites Package or the Website- Vertical Build and Management Service. If you have purchased this Service as a stand-alone product, it will be sold to you at the full purchase price and will not form part of your Hibu Websites Packageor Website- Vertical Build and Management Service.

2. We can only provide this Service in relation to one geographical address.

3. We may not be able to complete all or parts of this Service if you have not provided us with Your Content, Your Data and any other materials and information that we request from you in order for us to provide this Services.

4. Some parts of this Service require you to take action to verify your information ("Owner Verified Information").You acknowledge that we may not be able to complete all or parts of this Service if you do not respond to any requests from us for you to verify the Owner Verified Information or you fail to take action to verified the Owner Verified Information.

5. Once the Claiming and Online Listing Distribution process is complete, we will send you the login details for you to manage your accounts. You are responsible for the security, access and management of your accounts including any action taken when your login details are used and any unauthorized use of passwords.

Service Terms for Hibu Search Marketing PPC

Contract Type: Minimum Term (please see Supplementary Service terms for more details).

Upgrades/Downgrades: You may upgrade or downgrade this Service at any time by contacting Customer Service. Please see paragraph 3 of the Supplementary Service Terms for more information.

Payment Method: Monthly recurring basis, unless a different Payment Method is set forth in your Order. We may, if you purchase this Service, require you to pay a deposit when you submit your Order. This deposit will be applied on the first statement we issue you to the monthly recurring fee amount in respect of this Service. If you wish to cancel this Service before this Service goes live then we will refund the deposit amount to you.

Refunds/Credit: Unless paragraph 21(b) or (c) of the General Terms applies, you are not entitled to any refund or credit on cancellation of this Service.

Supplementary Service Terms:

1. You will be notified as soon as your Search campaign is ready to be fulfilled. Please note that if you have bought a Hibu Website with Design service, or if you bought this Service as part of the Website- Vertical Build and Management Service, and you would like your Search Campaign to point to your Hibu Website or Vertical Website then your Search Campaign cannot be fulfilled until after your Hibu Website or Vertical Website is live on the internet. If you selected a deferred start date at point of sale then we will use reasonable efforts to only start your Campaign from this date.

2. Purchase Restrictions

  1. You may only purchase Search Performance Boost as part of an order for one of the following Services or combination of Services:
    (i) Display Ads Classic, Display Ads Plus or Display Ads Premium; or
    (ii) Website Premium or Website Vertical Build and Management AND Display Ads Basic, Standard, Classic, Plus or Premium.
  2. Search Basic, Search Standard, Search Class, Search Plus and Search Premium may be purchased as stand-alone products.

3. Term

  1. The Minimum Term for Search Basic is 12 months. After the initial 12-month Minimum Term, the term will automatically renew for additional 12-month periods.
  2. The Minimum Term for Search Performance Boost is 12 months. After the initial 12-month Minimum Term, the term will automatically renew on a month to month basis.
  3. The Minimum Term for Search Standard or Search Classic is 6 months. After the initial 6-Month Minimum Term, the term will automatically renew on a month to month basis.
  4. The Minimum Term for Search Plus is 3 months. After the initial 3-month Minimum Term, the term will automatically renew on a month to month basis.
  5. The Minimum Term for Search Premium is 3 months. After the initial 3-month Minimum Term, the term will automatically renew on a month to month basis.
  6. The Minimum Term for each Search Service that you purchase starts on the date that the Campaign for such Search Service goes live.

4. Upgrades/Downgrades restrictions

  1. If you have purchased Search Standard, Search Classic, Search Plus or Search Premium, you cannot downgrade to Search Basic.
  2. If you have purchased Search Basic then you cannot upgrade to Search Standard, Search Classic, Search Plus or Search Premium, but you can upgrade or downgrade within the Search Basic tiers.
  3. We will try to fulfill any upgrades as soon as possible but any downgrades will take effect starting with the next Service Month, provided that we received your request for a downgrade at least 15 days before the end of the current Service Month. (If we do not receive your request for a downgrade at least 15 days before the end of the current Service Month, your existing Service will continue for an additional Service Month and the downgrade will take effect after the end of that Service Month.)

5. Cancellation

  1. Each month, you will be charged a monthly budget amount for each Service Month of your Search campaign (“Monthly Budget”). If we do not fully spend your Monthly Budget in a Service Month, the remainder will be credited to your account to be spent in the following Service Month. On cancellation, any remainder of the Monthly Budget will be spent by us until it is complete.
  2. If you have purchased Search Basic: You may cancel this Service effective on or after the end of the Minimum Term, either by telephoning us, emailing us or writing to tell us. We must receive your notice to cancel this Service:
  3. (i) at least 15 days before the end of the Minimum Term; or
    (ii) at least 15 days before the end of any renewal term (if the Minimum Term has ended);
    If we do not receive your notice to cancel within the timeframes above, this Service will carry on for an additional renewal term and will not be cancelled until the end of that renewal term.
  4. If you have purchased Search Standard, Search Classic, Search Plus or Search Premium: You may cancel this Service effective on or after the end of the Minimum Term, either by telephoning us, emailing us or writing to tell us. We must receive your notice to cancel this Service:
  5. (i) at least 15 days before the end of the Minimum Term; or
    (ii) at least 15 days before the end of the current Service Month (if the Minimum Term has ended).
    If we do not receive your notice to cancel within the timeframes above, this Service will carry on for an additional Service Month and will not be cancelled until the end of that Service Month.
  6. If you cancel this Service, or if Hibu cancels this Service under Paragraph 21(d) of the General Terms, prior to the end of your Minimum Term:
    (i) If your request to cancel is received by us at least 15 days before the end of the current Service Month, then this Service will be cancelled effective at the end of such Service Month;
    (ii) If your request to cancel is received by us later than 15 days before the end of the current Service Month, this Service will carry on for an additional Service Month and will not be cancelled until the end of that Service Month; and
    (iii) In addition, Hibu may charge you, and you agree to pay, an early termination fee of $399 or the amount of your Monthly Budget, whichever is greater.

6. Search Features

  1. If the tier you have purchased includes an Analyst Interview & Setup, the interview with the analyst will last 1-hour.
  2. If the tier you have purchased includes Customized Metric Reports and/or 3rd Party Analytics, You acknowledge that parts of these service features may rely on third parties and i) we do not have any control or exercise influence over the third party’s own services; and (ii) a third party’s service may stop or change from time to time.
  3. If the tier you have purchased includes Call Tracking/Call recording:
  4. (i) We will arrange for you to use a "keyed/metered" telephone number (“RCF telephone number”).The number of incoming calls to the RCF telephone number and other qualitative data will be measured and analyzed by us throughout the Term.
    (ii) You agree not to publish or otherwise make use of the RCF telephone number in any other form of media other than your Website or for any purpose not in connection with this Service or Agreement. You also agree not to disclose any results of the Call Tracker feature at any time without our prior written consent.
    (iii) If you fail to pay for any Service where the RCF telephone number is included or if you breach paragraph (ii) above, we shall have the right to disconnect the RCF telephone number and we will have the right to forward calls received on the RCF telephone number to other advertisers in your market that provide the same or substantially the same services and/or products as you. Disconnecting of the RCF telephone number and/or forwarding of calls received on the RCF telephone number will not release you from your obligations under the Agreement or from your obligation to pay for any Services following the disconnecting of the RCF telephone number or forwarding of calls received on the RCF telephone number.
    (iv) We have the right to seek enforcement of the Agreement by action for specific performance, injunction and/or recovery of money damages and/or by other appropriate legal action if you have breached these terms or we think that there is a threat of breach of these terms by you.

7. Call Recording Additional Terms: If you have ordered the Call Recording feature on the RCF telephone number(s), you agree to the following additional terms and conditions:

  1. It is your responsibility to ensure that your use of the Call Recording feature complies with:
  2. (i) all applicable Laws including in particular, the state and local laws and regulations governing the recording of telephone calls; and
    (ii) your obligations under the Payment Card Industry (PCI) Data Security Standard (if you are accepting credit or debit card payment information via telephone).
  3. If you are a “health care provider” or other “covered entity” as defined by the Health Insurance Portability and Accountability Act (“HIPAA”), we cannot provide you with the Call Recording feature, as we cannot undertake any obligations under HIPAA relating to the protection of individually identifiable health information.
  4. If you are a business that may assert a professional privilege as to communications from or with a client or potential client (e.g., attorneys, accountants), you acknowledge and assume the risk that the use of a call recording service provided by a third party may jeopardize or preclude the application of such professional privilege to information communicated during telephone conversations that are recorded.
  5. You are solely responsible for informing and getting express acknowledgment from all employees and other persons answering your RCF telephone number (“Call Receivers”) that calls are being recorded, monitored, stored and divulged. We may require you to certify in writing to us that you have complied with your obligations under this paragraph.
  6. You understand and acknowledge that the Call Recording Service makes an electronic recording of all telephone calls made to the RCF telephone number(s) and that when a call is made to you through the RCF telephone number(s) the caller will be automatically advised that each call is being recorded and monitored.
  7. You agree and acknowledge that:
  8. (i) we and Our Representatives are not responsible for the legality of your use of the Call Recording Service and whether or not your use of the Call Recording Service complies with any applicable Laws.
    (ii) we and Our Representatives are not liable or responsible for any failure, outage, or other circumstances that may cause any or all of your telephone calls not to be received, recorded, monitored, divulged, and/or saved at all and/or as planned; and
    (iii) you will defend, indemnify, and hold harmless us and Our Representatives (including employees) from any and all claims, liabilities, and/or damages that arise from or relate to your use or misuse of the Call Recording Services.
  9. You promise:
  10. (i) that your intended use of the Call Recording services complies with applicable Laws before using the Call Recording service;
    (ii) to establish proper procedures to protect the privacy of the callers before using the Call Recording service; and
    (iii) not to use the Call Recording Services to intimidate, harass, or otherwise violate the privacy or other rights of any callers.

Service Terms for Hibu Appointments

Contract Type: Terminable at will, unless a minimum term is specified in your Order.

Upgrades/Downgrades: You may upgrade or downgrade this Service at any time by contacting Customer Service.

Payment Method: Monthly recurring basis, unless a different Payment Method is set forth in your Order.

Refunds/Credit: On cancellation following the end of any minimum term specified in the Order made part way through or at the end of a Service Month (except cancellation under paragraph 21(d) of the General Terms or cancellation in relation to the Satisfaction Guarantee Refund, if applicable) we will give you a pro-rated refund or credit. If cancellation of this Service is as a result of the Satisfaction Guarantee Refund for the Design service, if applicable, we will give you a full refund or credit for this Service. Please see paragraph 5 of the supplementary service terms for Design for more details.

Supplementary Service Terms:

1. You can only purchase this Service either (a) as part of an order for a Hibu Websites Package or for the Website- Vertical Build and Management Service; or (b) as a stand-alone product provided you already have an existing Hibu Websites Package or for the Website- Vertical Build and Management Service. If you have purchased this Service as a stand-alone product, it will be sold to you at the full purchase price and will not form part of your Hibu Websites Package or for the Website- Vertical Build and Management Service.

2. We may not be able to complete all or parts of this Service if you have not provided us with Your Content, Your Data and any other materials and information that we request from you in order for us to provide this Services.

3. Once this Service is live, we will send you login details for you to manage your appointment booking calendar. You are responsible for the security, access and management of your account including any action taken when your login details are used and any unauthorized use of passwords.

Service Terms for Hibu Fusion Advertising

Contract Type: Minimum Term (please see Supplementary Service terms for more details).

Payment Method: Monthly recurring basis, unless a different Payment Method is set forth in your Order. We may, if you purchase this Service, require you to pay a deposit when you submit your Order. This deposit will be applied on the first invoice or statement we issue you to the monthly recurring fee amount in respect of this Service. If you wish to cancel this Service before this Service goes live then we will refund the deposit amount to you.

Refunds/Credit: Unless paragraph 21(b) or 21(c) of the General Terms applies, you are not entitled to any refund or credit on cancellation of this Service.

Supplementary Service Terms:

1. We will provide the following online Fusion campaign services to you (“Fusion Services”): designing and building your ads and an associated Fusion landing page (“Fusion Ad”); creating your Fusion ad campaign(s) (“Fusion Campaign”); within the parameters of your Fusion Campaign, distributing your ads to appropriate online, mobile and social channels (“Fusion Channels”) for display to consumers; managing the performance of your Fusion Campaign; reporting results of your Fusion Campaign to you at least monthly; and making a Hibu Fusion Campaign consultant available to you for initial setup and ongoing management of your Fusion Campaign.

For purposes of these terms and conditions, each Fusion Advertising product purchased by you will have separate and distinct Fusion Services including a separate Fusion Campaign.

2. You will be notified as soon as your Fusion Campaign is ready to be fulfilled. If you selected a deferred start date at point of sale then we will use reasonable endeavors to start your Fusion Campaign only from the deferred start date.

3. Term

  1. The Minimum Term for Fusion Advertising is 12 months. After the initial 12-month Minimum Term, the term will automatically renew on a month to month basis. The term starts at the time your Fusion Campaign goes live (i.e., when distribution of your Fusion Ads through Fusion Channels begins).

4. Budgets and budget changes

  1. Each month, you will be charged a monthly budget amount for each Service Month of your Fusion Campaign (“Monthly Budget”). If we do not fully spend your Monthly Budget in a Service Month, the remainder will be credited to your account to be spent in the following Service Month. On cancellation, any remainder of the Monthly Budget will be spent by us until it is complete.
  2. You can increase or decrease your Monthly Budget at any time by contacting your Fusion Campaign consultant, except that you may not decrease your Monthly Budget below $100.
  3. Any Monthly Budget changes must be confirmed by you via email.
  4. We will implement any Monthly Budget increases promptly after receiving the confirmation from you. Any decrease in the Monthly Budget will take effect at the start of the next Service Month provided that the request for such decrease is received at least five (5) days prior to the end of current Service Month.
  5. Increases in Monthly Budget may result in prorated charges for the remaining portion of the Service Month in which such increases are implemented.

5. Cancellation

  1. You may cancel this Service effective on or after the end of the Minimum Term, either by telephoning us, emailing us or writing to tell us. We must receive your notice to cancel this Service:
    (i) at least 15 days before the end of the Minimum Term; or
    (ii) at least 15 days before the end of the current Service Month (if we do not receive your notice to cancel within the timeframes above, this Service will carry on for an additional Service Month and will not be cancelled until the end of that Service Month).

6. How you may not use Fusion Advertising or Fusion Services:

  1. In addition to the commitments listed in section 11(r) of the General Terms, you will not include adult or suggestive material in your Fusion Ad or use the Fusion Services to advertise or promote:
    (i) gambling or gambling related products and services;
    (ii) prescription, non-prescription drugs or uncertified pharmacies;
    (iii) multi-level marketing or pyramid schemes;
    (iv) firearms, weapons (including martial arts weapons) and related accessories;
    (v) products that infringe the Intellectual Property Rights of third parties;
    (vi) get-rich schemes or similar money making opportunities;
    (vii) employment or income opportunities that require payment; and the use of alcohol or tobacco including eCigarettes.
  2. We may cancel or suspend any or all of this Service immediately and without telling you beforehand, if you do not comply with your commitments herein.
  3. You do not have rights or title to any parts of the Fusion Service or Fusion Ads other than Your Content, and you may not use the Fusion Ads for any purpose outside of the provision and operation of the Fusion Service.

7. Intellectual Property Rights

  1. We may use content from a third party provider for use in connection with a Campaign or the Fusion Ad Service. The use of such content will be subject to all restrictions and obligations imposed by the third party provider of such content.
  2. You are responsible for: (i) ensuring that the banners and landing page contained in a Fusion Campaign comply with all Laws applicable to you and your business; (ii) ensuring that the banners and landing page contained in a Fusion Campaign comply with all specifications, guidelines, procedures, deadlines, format and technical requirements that we may establish from time to time. You acknowledge that if you do not comply with this paragraph, the publication of the Fusion Campaign or performance of the Fusion Services may be delayed or refused and you agree that we will not be liable for any delay or refusal as a result of this. We may, in our sole discretion, temporarily and/or permanently suspend a Fusion Campaign (or parts of a Fusion Campaign) without telling you beforehand if we believe that you have not complied with this paragraph; (iii) the protection of all Intellectual Property Rights in any of Your Content that appears in a Fusion Campaign; (iv) conducting any copyright and trademark searches and other similar activities which may be necessary in relation to any domain name contained in Your Content (including domain names that we may register for you or on your behalf); and (v) including appropriate copyright or trademark notices with Your Content.
  3. You agree that we have the right to review, select from or among, revise or reject any of Your Content for any reason including unsatisfactory technical quality, inconsistency with any of our Fusion Advertising policies, or if you do not comply with the Agreement.

8. Our liability to you

  1. In addition to paragraph 20(f) of the General Terms, we do not promise or guarantee (expressly or impliedly) a) the actual number of impressions, clicks or the number of people that will view an item of a Fusion Campaign; b) the particular level of exposure or any particular result from a Fusion Campaign; c) the success or results of any Fusion Campaign or the Fusion Services; and d) which website within our network of websites your Fusion Campaign will run.
  2. We are not responsible for any promises or guarantees regarding the positioning or the levels or timings of a) costs per click; b) click through rates; c) delivery of any impressions on any network sites; d) clicks; conversions for any ads; or e) costs per call.
  3. You acknowledge that part of the reporting and/or analytics to be included with the Fusion Services may rely on third parties and i) we do not have any control or exercise influence over the third party’s own services; and (ii) a third party’s service may stop or change from time to time.

9. Rights granted by You to us

  1. In addition to the rights granted in Paragraph 17 (a) of the General Terms, you grant to us a worldwide, non-exclusive, and permanent right to license to third parties the right to use, copy, record, modify, display, publish, perform and distribute the Fusion Campaign.
  2. You grant us permission to mirror any websites that are owned or operated by you (“Websites”) and/or create websites on your behalf. You acknowledge that changes to any Websites can cause problems to our tracking technologies and you agree to contact us in advance of any changes to your Website(s), Website content or Website URL.
  3. By purchasing a Fusion Campaign, you grant us permission, in connection with the provision of your Fusion Campaign, to scrape and use any of Your Content displayed on any website or web-based social media page you own, operate or manage and to provide to third parties with your email address and other contact information. Paragraph 17(b) of the General Terms applies in respect of our use of Your Content.

10. Call Tracking Additional Terms: We may arrange for a “keyed/metered” telephone number (“RCF Number”) to be used on your Fusion ad and your Fusion landing page unless you opt out by notifying your Fusion Campaign consultant. The number of incoming calls to the RCF telephone number and other qualitative data will be measured and analyzed by us throughout your Fusion Campaign.  If we use an RCF Number on your account:

  1. You agree not to publish or otherwise make use of the RCF telephone number in any other form of media other than your Website or for any purpose not in connection with this Service or Agreement. You also agree not to disclose any results of the Call Tracker feature at any time without our prior written consent.
  2. If you fail to pay for any Service where the RCF telephone number is included or if you breach paragraph (a) above, we shall have the right to disconnect the RCF telephone number and we will have the right to forward calls received on the RCF telephone number to other advertisers in your market that provide the same or substantially the same services and/or products as you. Disconnecting of the RCF telephone number and/or forwarding of calls received on the RCF telephone number, will not release you from your obligations under the Agreement or from your obligation to pay for any Services following the disconnecting of the RCF telephone number or forwarding of calls received on the RCF telephone number.
  3. We have the right to seek enforcement of the Agreement by action for specific performance, injunction and/or recovery of money damages and/or by other appropriate legal action if you have breached these terms or we think that there is a threat of breach of these terms by you.

11. Indemnification

  1. You will defend, indemnify and hold harmless us and Our Representatives (including employees) from any and all claims, liabilities, and/or damages that arise from or relate to your use or misuse of the Fusion Services.

Service Terms for Reviews Distribution

Contract Type: Minimum Term (See Supplementary Service Terms for more details).

Payment Method: Monthly recurring basis, unless a different Payment Method is specified in your Order.

Refunds/Credit: Unless paragraph 21(b) or 21(c) of the General Terms applies, you are not entitled to any refund or credit on cancellation of the Service.

Supplementary Service Terms:

1. Services

  1. We will provide the following services (this “Service”) to you: providing you Reviews Distribution collateral, such as business cards, paper inserts and stickers, for you to distribute to your customers; gathering, managing and replying to customer feedback; and providing access to view customer feedback and customer reviews gathered on the internet.
  2. This Service is available for purchase for a limited time ending September 1, 2016. In the event availability is extended beyond such date, these Supplementary Service Terms may be amended.

2. Term

  1. The Term for this Service is six (6) months. This Service will terminate at the end of such six (6) month period and will not auto-renew.
  2. The Term starts at the time you first log in to use this Service using the login information we provide to you; provided, however, that such login must occur prior to September 1, 2016.

3. Charges

  1. You will be charged monthly for this Service.
  2. This Service includes up to 250 pieces of Reviews Distribution collateral for distribution to customers for the Term. You may purchase additional pieces of Reviews Distribution collateral for a one-time charge of $20 for 250 pieces of collateral.

Service Terms for Hibu Social

Contract Type: Minimum Term (please see Supplementary Service terms for more details).

Payment Method: Monthly recurring basis unless a different payment method is set forth in your Order. We may, if you purchase this Service, require you to pay a deposit when you submit your Order. This deposit will be applied on the first statement we issue you to the monthly recurring fee amount for this Service. If you wish to cancel this Service before the Service goes live then we will refund the deposit amount to you.

Refunds/Credit: Unless paragraph 21(c) of the General Terms applies, you are not entitled to any refund or credit on cancellation of this Service.

Supplementary Service Terms:

1. We will provide the following Services to you: (i) creating and managing social pages (the “Social Service”) on social media, including sourcing and posting content on such pages and providing monitoring and alerts with respect to views and content to such pages; and (ii) creating and managing an ad campaign (“Ad Campaign”) on social media. For purposes of these terms and conditions, each Hibu Social product purchased by you is a separate Hibu Social Campaign.

2. You will be notified as soon as this Service is ready to be fulfilled.

3. Term

  1. The Minimum Term for Hibu Social Standard is 12 months.
  2. The Minimum Term for Hibu Social Classic or Hibu Social Plus is 6 months.
  3. After the initial Minimum Term, the term will automatically renew on a month to month basis.
  4. The Minimum Term for each Service that you purchase starts on the date the Service goes live (i.e., when your Ad Campaign goes live).

4. Cancellation

  1. Each Service Month, your Fees will include a monthly ad spend amount for the Ad Campaign portion of this Service (“Monthly Budget”) and the monthly charge for the Social Service portion of the Service. If we do not fully spend your Monthly Budget in a Service Month, the remainder will be credited to your account to be spent in the following Service Month. On cancellation, any remainder of the Monthly Budget will be spent by us until it is complete.
  2. You may cancel this Service, either by telephoning us, emailing us or writing to tell us. We must receive your notice to cancel this Service:
    (i) at least 15 days before the end of the Minimum Term; or
    (ii) at least 15 days before the end of the current Service Month. (If we do not receive your notice to cancel within the timeframes above, this Service will carry on for an additional Service Month and will not be cancelled until the end of that Service Month.)
  3. If you cancel this Service, or if Hibu cancels this Service under Paragraph 21(d) of the General Terms, prior to the end of your Minimum Term:
    (i) If your request to cancel is received by us at least 15 days before the end of the current Service Month, then this Service will be cancelled effective at the end of such Service Month;
    (ii) If your request to cancel is received by us later than 15 days before the end of the current Service Month, this Service will carry on for an additional Service Month and will not be cancelled until the end of that Service Month; and
    (iii) In addition, Hibu may charge you, and you agree to pay, an early termination fee of $149 or the amount of your Monthly Budget, whichever is greater.

5. Upgrades/Downgrades

  1. You may increase or decrease your Monthly Budget without upgrading or downgrading your Service. However, unless you request to upgrade or downgrade your Service, your Service level (Hibu Social Standard, Classic or Plus) and your Minimum Term will remain the same.
  2. We will try to fulfill any upgrades as soon as possible but any downgrades will take effect starting with the next Service Month, provided that we received your request for a downgrade at least 15 days before the end of the current Service Month. (If we do not receive your request for a downgrade at least 15 days before the end of the current Service Month, your existing Service will continue for an additional Service Month and the downgrade will take effect after the end of that Service Month.)

6. Social Features

  1. This Service includes an initial planning call with a social specialist.
  2. You will be required to provide permissions to us to run Facebook advertising as part of the Ad Campaign portion of this Service. You will also be required to provide permissions to us for the posting and monitoring portion of this Service. If you purchase Wave with Hibu Social or we otherwise set up the account for you, the permissions will be set up on your Facebook and Twitter accounts as part of the account creation process.
  3. If you do not attend the initial planning call and/or you do not provide permissions to us to run Facebook advertising, we will be unable to customize your Ad Campaign to run Facebook Newsfeed ads. In such event, your Service may be cancelled.
  4. If you select Form Fill as your ad objective you will be required to accept Facebook’s Terms of Service for this ad objective. If you do not accept these Terms of Service by the time your Ad Campaign is ready to be published, your Ad Campaign will run with Local Awareness as your ad objective and ad impressions will be delivered for your business. You will also be required to host a privacy policy on your website and provide a URL for such privacy policy to be placed in your Ad Campaign. If you do not have a privacy policy on your website, you agree to use the URL for our general privacy policy, which can be found here: www.hibu.com/privacy.
  5. This service may require third party analytics. You acknowledge that parts of these Service features may rely on third parties and that (i) we do not have any control or exercise any influence over such third party’s services; and (ii) a third party’s service may stop or change from time to time.

7. Call Tracking Additional Terms

We may arrange for a “keyed/metered” telephone number (“RCF Number”) to be used on your Social Service, Ad Campaign and Website unless you opt out by notifying your Campaign consultant. The number of incoming calls to the RCF telephone number and other qualitative data will be measured and analyzed by us throughout your Hibu Social Campaign. If we use an RCF Number on your account:

  1. The RCF number at all times belongs to us or Our Representatives and will not be transferred to you. You agree not to publish or otherwise make use of the RCF telephone number in any other form of media other than your Website or for any purpose not in connection with this Service or Agreement. You also agree not to disclose any results of the Call Tracker feature at any time without our prior written consent.
  2. Information regarding incoming calls to the RCF number and other qualitative data measured by us will be used only for purposes of your Hibu Social Campaign. Such information and data at all times belongs to us or Our Representatives and will be shared by us with you in our sole discretion.
  3. If you fail to pay for any Service where the RCF telephone number is included or if you breach paragraph (a) above, we shall have the right to disconnect the RCF telephone number and we will have the right to forward calls received on the RCF telephone number to other advertisers in your market that provide the same or substantially the same services and/or products as you. Disconnecting the RCF telephone number and/or forwarding of calls received on the RCF telephone number will not release you from your obligations under the Agreement or from your obligation to pay for any Services following the disconnecting of the RCF telephone number or forwarding of calls received on the RCF telephone number.
  4. We have the right to seek enforcement of your obligations under this paragraph by action for specific performance, injunction and/or recovery of money damages and/or by other appropriate legal action if you have breached these terms or we think that there is a threat of breach of these terms by you.

8. How you may not use Hibu Social

  1. In addition to the commitments listed in section 11(r) of the General Terms, you will not include adult or suggestive material in your Ad Campaigns or use this Service to advertise and promote:
    (i) gambling or gambling related products and services;
    (ii) prescription or non-prescription drugs or uncertified pharmacies;
    (iii) multi-level marketing or pyramid schemes;
    (iv) firearms, weapons (including martial arts weapons) and related accessories;
    (v) products that infringe the Intellectual Property Rights of third parties;
    (vi) get-rich schemes or similar money making opportunities;
    (vii) employment or income opportunities that require payment; and the use of alcohol or tobacco including eCigarettes.
  2. We may cancel or suspend any or all of this Service immediately, and without telling you beforehand, if you do not comply with your commitment in paragraph.

9. Intellectual Property Rights

  1. We may use content from a third party provider for use in connection with this Service. The use of such content will be subject to all restrictions and obligations imposed by the third party provider of such content.
  2. You are responsible for:
    (i) ensuring that the banners contained in an Ad Campaign comply with all Laws applicable to you and your business;
    (ii) ensuring that the banners contained in an Ad Campaign comply with all specifications, guidelines, procedures, deadlines, format and technical requirements that we may establish from time to time. You acknowledge that if you do not comply with this paragraph, the publication of the Ad Campaign or performance of the Social Service may be delayed or refused and you agree that we will not be liable for any delay or refusal as a result of this. We may, in our sole discretion, temporarily and/or permanently suspend an Ad Campaign (or parts of an Ad Campaign) without telling you beforehand if we believe that you have not complied with this paragraph;
    (iii) the protection of all Intellectual Property Rights in any of Your Content that appears in an Ad Campaign;
    (iv) conducting any copyright and trademark searches and other similar activities which may be necessary in relation to any domain name contained in Your Content (including domain names that we may register for you or on your behalf); and
    (v) including appropriate copyright or trademark notices with Your Content.
  3. You agree that we have the right to review, select from or among, revise or reject any of Your Content for any reason including unsatisfactory technical quality, inconsistency with any of our Hibu Social policies or if you do not comply with the Agreement.

10. Our liability to you

  1. In addition to paragraph 20(f) of the General Terms, we do not promise or guarantee (expressly or impliedly) a) the actual number of impressions, clicks or the number of people that will view an item of an Ad Campaign or your social page(s); b) the particular level of exposure or any particular result from an Ad Campaign or the Social Service; c) the success or results of any Ad Campaign or the Social Service; or d) which website within our network of websites your Ad Campaign will run.
  2. We are not responsible for any promises or guarantees regarding the positioning or the levels or timings of a) costs per click; b) click through rates; c) delivery of any impressions on any network sites; d) clicks; conversions for any ads; or e) costs per call.

11. Rights granted by you to us

  1. In addition to the rights granted in Paragraph 17 (a) of the General Terms, you grant to us a worldwide, non-exclusive, and permanent right to license to third parties the right to use, copy, record, modify, display, publish, perform and distribute the Ad Campaign.
  2. You grant us permission to mirror any websites that are owned or operated by you (“Websites”) and/or create websites on your behalf. You acknowledge that changes to any Websites can cause problems to our tracking technologies and you agree to contact us in advance of any changes to your Website(s), Website content or Website URL.
  3. By purchasing this Service you grant us permission to scrape and use any of Your Content displayed on any website or web-based social media page you own, operate or manage in the provision of the this Service to you. Paragraph 17(b) of the General Terms applies in respect of our use of Your Content.

12. Indemnification

You will defend, indemnify and hold harmless us and Our Representatives (including employees) from any and all claims, liabilities, and/or damages that arise from or relate to your use or misuse of this Service.


Last updated: August 2016