Traded.Com.NG – Pay to View – Terms and Conditions
This agreement (the “Agreement”) is a binding agreement between the individual or the entity identified as you (“The Advertiser”) and Mahanaim NG (“Traded Online Marketplace aka TOM-TOM” herein is also referred to as “aka TOM-TOM”) and their affiliates.
This Agreement provides the terms and conditions of your participation in the Pay To View Advertisement program (the “Program”) and your advertising through the Program (all such content, “Advert Posts”).
1 Agreement Acceptance.
You accept this Agreement and agree by using the Program, or any part of it. If you don’t accept the terms, you are not entitled to use the Program and you must immediately withdraw your Adverts from promotion through the Program and terminate your use of the Program. If the Advertiser is an entity, the individual person who accepts this Agreement for the Advertiser represents and warrants by such acceptance that they are entitled to enter this Agreement as an authorized representative of Advertiser and to bind Advertiser to the terms of this Agreement.
Nothing in this agreement is intended to (1) exclude, restrict or modify any right or remedy you have in statute or otherwise, to the extent that right or remedy cannot be excluded, restricted or modified under applicable law; or (2) limit or exclude our liability, or require you to indemnify us to the extent any loss is caused by our gross negligence or criminal conduct, as evidenced by a final non-appealable order.
2.0 Agreement Amendment.
The Program will change over time and the terms of this Agreement will need to change over time as well. We reserve the right to change the terms of this Agreement. We will give you notice of the changes by one or more of the following methods:
(1) Posting new terms in place of the old.
(2) Posting in the Traded.com.ng online marketplace (‘TOM-TOM’) Community Forum
(3) Posting a banner in the TOM-TOM Portal;
(4) Other reasonably sustainable means.
You are responsible for checking for updates and your acceptance of the changes is as set forth in Section 1 (Agreement Acceptance). If you do not agree to the changes, you must immediately withdraw your Adverts from further promotion through the Program and terminate your use of the Program. Here are the rules for when changes will be effective and binding on you:
2.1 Changes to Agreement Terms Other than are effective on the date we post or send the changes, unless we provide a later effective date at the time we post or send the changes.
3 Term and Termination
For Advertisers located in Nigeria, in connection with the creation of your Program account, we require you to verify the information you have provided about your business or identity, this Agreement will only take effect upon your successful completion of any such verification process, and this Agreement will continue until it is terminated by us or by you. We are entitled to terminate this Agreement and your access to your Program account or suspend your Program account at any time if we have concerns with your account, or activity relating to your account, or if you are in breach of applicable laws or this Agreement. We will notify you upon termination and will provide instructions regarding how to appeal that termination if you believe it is in error. You are entitled to terminate at any time by providing us notice of termination, in which event we will cease selling your Advert Posts adverts within 5 business days from the date you provide us notice of termination. We may continue to sell any advertisement you post. Following termination or suspension, we may fulfill any customer orders for your Adverts pending as of the date of termination or suspension, and we may continue to maintain digital copies of your Advert Posts in order to provide continuing access to or another view of your Advert Posts, as well as digital copies of your Adverts to support customers who have purchased a Pay to View prior to termination or suspension.
4 Account Eligibility and Registration
4.1 Eligibility. You must have an active Program account in order to participate in the Program. You represent that you are at least 18 years old (or the age of majority where you reside, whichever is older) and that you are able to form a legally binding contract. A parent or guardian of a minor can open a Traded.Com.NG(‘TOM-TOM’)account and be the Advertiser of the minor’s Pay to View.
4.2 Account Information; No Multiple Accounts. You must ensure that all information you provide in connection with establishing your Program account, such as your legal name, the legal name of your business, date of birth, date of incorporation or formation of your business, address, email, and payment information is accurate when you provide it, and you must ensure that it at all times remains accurate, complete, and valid as long as you use the Program. We may require you to provide additional information to verify the information you have provided about your business or your identity as a condition for your initial or continued participation in the Program, or before we start or continue making Earnings payments to you. You authorize us to make, directly or through any third party, any inquiries we consider necessary to validate information that you provide to us, including checking commercial databases and utilizing any other verification processes. We may disclose your legal name and contact information in accordance with the terms of our Privacy Notice, including to comply with law or protect the rights of Traded.Com.Ng, our users, or others, regardless of what you enter as your author name. You may maintain only one account at a time. If we terminate your account, you will not establish a new account. You will not use false identities or impersonate any other person or use a username or password you are not authorized to use. You also consent to us sending you emails relating to the Program and other publishing opportunities from time to time.
4.3 Account Security. You are solely responsible for safeguarding and maintaining the confidentiality of your account username and password and are responsible for all activities that occur under your account, whether or not you have authorized those activities. You are responsible and may be held liable for losses incurred by Traded.Com.Ng due to any such activities. You may not permit any third party to use the Program through your account and will not use the account of any third party. Your acceptance of this Agreement includes and is on behalf of any other party who uses the Program under or in connection with your account, such as an employee or contractor. You agree to immediately notify Traded.Com.Ng of any unauthorized use of your username, password or account.
5 Pay to View Promotion Rights.
5.1 Delivery, Acceptance and Withdrawal.
5.1.1 Delivery. You must provide to us, at your own expense each Pay to View you desire to distribute through the Program. You are responsible for retaining your own copy of any material provided to us, as we will not return to you any electronic files or physical content or media you deliver to us in connection with the Program. You must deliver all electronic files free and clear of viruses, worms and other potentially harmful or disrupting code.
5.1.2 Content Requirements. You must ensure that all Pay to View content is in compliance with our Program Policies for content at the time you submit it to us. If you discover that content you have submitted does not comply, you must immediately withdraw the content by closing it or by reposting content that complies through the Program procedures for Pay to View withdrawal or reposting. We are entitled to remove or modify the metadata and product description, information or images you make available for your Adverts and we may also remove all or any part of your Pay to View’s cover art. For example, we may do so if you do not comply with our content requirements. You may not include in any Pay to View any advertisements or other content that is primarily intended to advertise or promote products or services. You must ensure that all metadata you provide to us is current, complete, and accurate. If you discover that any metadata you have provided to us for a Pay to View is inaccurate or incomplete, you must promptly submit corrected metadata to us through the Program procedures for metadata submission.
5.1.3 Pay to View Rejection. We are entitled to determine what content we accept and distribute through the Program in our sole discretion. If we request that you provide additional information relating to your Adverts, such as information confirming that you have all rights required to permit our promotion of the Adverts, you will promptly provide the information requested, and you represent and warrant that any information and documentation you provide to us in response to such a request will be current, complete, and accurate. You authorize us, directly or through third parties, to make any inquiries we consider appropriate to verify your rights to permit our promotion of the Adverts and the accuracy or authenticity of the information or documentation you provide to us with respect to those rights.
5.1.4 Pay to View Withdrawal. You may withdraw your Advert Posts from further sale in the Program at any time on five business days advance notice by following the then current Program procedures for Pay to View withdrawal or closing. We may fulfill any customer orders completed through the date the Adverts are available for sale. All withdrawals of Adverts will apply prospectively only and not with respect to any customers who purchased the Adverts prior to the date of removal.
5.1.5 Reformatting. We may reformat your Adverts, and you acknowledge that unintentional errors may occur in the process of reformatting of your Adverts. If any such errors do occur, you may remove the affected Pay to View from further sale in the Program as provided in Section 5.1.4 above, and this will be your only remedy for the errors. We may also correct any errors existing in a Pay to View file as you deliver it to us.
5.2 Marketing and Promotion, Reviews, Lending Pay to View Adverts and Optional Programs and Services.
5.2.1 Marketing and Promotion. We will determine all marketing and promotions related to the sale of your Adverts through the Program and may, without limitation, market and promote your Adverts by making chapters or portions of your Adverts available to prospective customers without charge, and by permitting prospective customers to see excerpts of your Adverts in response to search queries. We will not owe you any fees for any marketing or promotional efforts. You acknowledge that we have no obligation to market, distribute, or offer for sale any Pay to View, or to continue marketing, distributing or selling a Pay to View after we have commenced doing so.
5.2.2 Reviews. You are subject to the Traded.Com.Ng Community Guidelines. We reserve the right to take any action with respect to your account in accordance with those Guidelines, including but not limited to the removal of any review that violates the Guidelines.
5.2.3 Optional Programs and Services. We may make available to you optional programs and services through TOM(‘TOM’). Terms and conditions for those optional programs and services are included at the end of this Agreement. Those terms and conditions are part of this Agreement.
5.3 Pricing.
5.3.1 Providing Your List Price. The list price you provide to us is referred to in this Agreement as your “List Price.” For some marketplaces, you will provide us a List Price inclusive of value added or similar taxes that are included within the customer purchase price of a product (“VAT”). Where your Earnings is calculated based on your List Price, it will be calculated based on your List Price exclusive of the VAT applicable to the customer. You may change your List Price through the Traded.Com.Ng(‘TOM-TOM’)website, and your change will be effective within 5 business days.
Contact the customer care for special pricing The List Price for purposes of the Earnings calculation will be the List Price effective in our systems at the time of customer purchase.
5.3.2 Currency Conversion. We may sell your Pay to View using multiple currencies. When we do, we may convert the List Price you submit to other currencies (each, a “Sale Currency”) at an exchange rate we determine, based on rates we receive from an exchange rate service. We may periodically update the converted List Price in order to reflect current exchange rates
5.4 Earnings and Payments.
5.4.1 Earnings. If you are not in breach of your obligations under this Agreement, for each Pay to View sold to a customer through the Program, the Traded.Com.Ng party that made the sale (or whose affiliate made the sale) will pay you the applicable Earnings set forth in here as applicable, net of refunds, bad debt, and any VAT, sales or other taxes charged to a customer or applied with respect to sales to a customer.
5.4.2 When We Pay You. Unless otherwise specified in each Traded.Com.Ng party will pay Earnings due on Pay to View sales approximately 30 days following the end of the calendar month during which the sales were made. At the time of payment, you will be able to see on the Pay To View Advert the total sales of Adverts and corresponding Earnings is 65% of total amount.
5.4.3 Earnings for pre-order sales will be paid approximately 30 days following the end of the calendar month of the Digital Pay to View’s actual release date, the minimum payout for per account earnings is NGN10,000.00 (ten thousand Naira) or its Dollars equivalent.
5.4.4 Payment Currencies. If the purchase is made with a foreign currency, we will convert the Earnings due from the Sale Currency to the payment currency at an exchange rate we determine, based on rates we receive from an exchange rate service, which will be inclusive of all fees and charges for the conversion.
5.4.5 Payment Terms for Nigeria Advertisers. If you are an Advertiser located in Nigeria, you must provide us with a Nigeria bank account. Upon providing us with that bank account information, we will pay you Earnings for sales made from Traded.Com.Ng in Naira or Dollars If you fail to provide us with a Nigeria bank account, you will be deemed to have instructed us to convert the Earnings due from sales from Traded.Com.Ng to dollars currency and remit those Earnings to the foreign bank account you have provided to us.
5.4.6 Payment Policies. We may require you to provide certain information or to register a valid bank account in your Traded.Com.Ng(‘TOM-TOM’)account in order to receive Earnings payments. If you fail to provide that information or if the information you provide is incomplete or inaccurate, we will not be obligated to make Earnings payments to you until we determine that the information has been provided or updated accordingly. We may establish other payment policies from time to time, such as minimum payment amounts for different payment methods and check fees, accessible on the Traded.Com.Ng(‘TOM-TOM’)website.
5.4.7 Offsets, etc. We can withhold Earnings and offset them against future payments as indicated below.
- If we over pay you a Earnings on a sale, or issue you credit for that sale, we may offset the amount of the Earnings previously paid for the sale against future Earnings, or require you to remit that amount back to us.
- If a third party claimed that you advertised a third party asserts that you did not have all rights required to make one of your Adverts available through the Program, we may hold all Earnings due to you until we reasonably determine the validity of the third party claim.
If we determine that you did not have all of those rights, we will not owe you Earnings for that Pay to View and we may offset any of those Earnings that were previously paid against future Earnings, or require you to remit them to us.
- If we determine that you have breached your representations and warranties with regard to a Pay to View, we will not owe you Earnings for that Pay to View and we may offset any of those Earnings that were previously paid against future Earnings, or require you to remit them to us.
- We may offset amounts you owe to us against Earnings due and may withhold Earnings for payment of amounts owed to us.
- Upon termination of this Agreement, we may withhold all Earnings due for a period of three months from the date they would otherwise be payable in order to ensure our ability to off-set any refunds or other offsets we are entitled to take against the Earnings.
- If we terminate this Agreement because you have breached your representations and warranties or our Content Guidelines, you forfeit all Earnings not yet paid to you. If after we have terminated your account you open a new account without our express permission, we will not owe you any Earnings through the new account.
- If we determine that deceptive, fraudulent, or illegal activity has occurred with respect to your Adverts or your Program account, then we may permanently withhold payments to you, and we may offset any payments previously paid against future payments or require you to remit them to us. We will use these funds to offset the costs of Traded.Com.Ng’s enforcement efforts and/or to compensate third parties harmed by deceptive, fraudulent, or illegal conduct.
5.4.7 Payment Disputes. You may not bring a suit or other legal proceeding against us, where there is a dispute your sole remedy is to request for a royalty earning from sales with no interest.
5.4.9 Taxes. The Traded.Com.Ng parties (or their affiliates) are responsible for collecting and remitting any and all taxes imposed on their respective sales of Adverts to customers. You are responsible for any income or other taxes due and payable resulting from payments to you by an Traded.Com.Ng party under this Agreement. Accordingly, unless otherwise stated, the amounts due to you hereunder are inclusive of any taxes that may apply to such payments. The Traded.Com.Ng parties maintain the right, however, to deduct or withhold any and all applicable taxes from amounts due by them to you, and the amounts due, as reduced by those deductions or withholdings, will constitute full payment and settlement to you.
5.5 Grant of Rights. You grant to each Traded.Com.Ng party, throughout the term of this Agreement, a nonexclusive, irrevocable, right and license to poublish (on-demand and in anticipation of customer demand) and distribute Adverts, directly and through third-party distributors, in all formats you choose to make available through TOM(‘TOM’)by all promotion means available. This right includes, without limitation, the right to: (a) reproduce, index and store Adverts on one or more computer facilities, and reformat, convert and encode Adverts; (b) display, market, transmit, distribute, sell, license and otherwise make available all or any portion of Adverts through Traded.Com.Ng Properties (as defined below), for customers and prospective customers to download, access, copy and paste, print, annotate and/or view online and offline, including on portable devices; (c) permit customers to “store” Advert Posts that they have purchased from us on servers (“Virtual Storage”) and to access and re-download such Advert Posts from Virtual Storage from time to time both during and after the term of this Agreement; (d) display and distribute (i) your trademarks and logos in the form you provide them to us or within Adverts (with such modifications as are necessary to optimize their viewing), and (ii) portions of Adverts, in each case solely for the purposes of marketing, soliciting and selling Adverts and related Traded.Com.Ng offerings; (e) use, reproduce, adapt, modify, and distribute, as we determine appropriate, in our sole discretion, any metadata and product description, information or images that you make available in connection with Adverts; and (f) transmit, reproduce and otherwise use (or cause the reformatting, transmission, reproduction, and/or other use of) Adverts as mere technological incidents to and for the limited purpose of technically enabling the foregoing (e.g., caching to enable display). In addition, you agree that we may permit our affiliates and independent contractors, and our affiliates’ independent contractors, to exercise the rights that you grant to us in this Agreement. “Traded.Com.Ng Properties” means any web site, application or online point of presence, on any platform, that is owned or operated by or under license by Traded.Com.Ng or co-branded with Traded.Com.Ng, and any web site, application, device or online point of presence through which any Traded.Com.Ng Properties or products available for sale on them are syndicated, offered, merchandised, advertised or described. You grant us the rights set forth in this Section 5.5 on a worldwide basis; however, if we make available to you a procedure for indicating that you do not have worldwide promotion rights to a Digital Pay to View, then the territory for the sale of that Digital Pay to View will be those territories for which you indicate, through the procedure we provide to you, that you have promotion rights, except as otherwise provided in the Program Policies.
5.6 DRM and Geofiltering Technology. We may, but are not obligated, to provide you the option to apply DRM technology in connection with the promotion of your Advert Posts. If we provide you the option to apply DRM technology, you acknowledge that we make no representations as to the efficacy of the DRM and will not be responsible for any failure of the DRM. We also may, but are not obligated, to use geo-filtering technology as a way of determining which customers are entitled to purchase Advert Posts, for example, where you indicate that you do not have worldwide promotion rights to a Digital Pay to View through the procedure we provide to you for that purpose. If we use geofiltering technology when distributing your Advert Posts, promotion will be deemed to have taken place within the permitted promotion territories for the Advert Posts, even though customers may, in fact, be located outside those territories.
5.7 Rights Clearances and Rights Dispute Resolution. You will obtain and pay for any and all necessary clearances and licenses for the Adverts to permit our exercise of the rights granted under this Agreement without any further payment obligation by us, including, without limitation, all Earnings and other income due to any copyright owner. If you notify us through the procedure we provide on the applicable Traded.Com.Ng Property for making claims of copyright infringement that a third party has made a Pay to View available for promotion through the Program (or for promotion in a particular territory through the Program) that you have the exclusive right to make available under the Program, then, upon your request and after verification of your claim, we will pay you the Earnings due in connection with any sales of the Pay to View through the Program, and will remove the Pay to View from future sale through the Program, as your sole and exclusive remedy.
5.8 Representations, Warranties and Indemnities. You represent and warrant that: (a) you have the full right, power and authority to enter into and fully perform this Agreement and will comply with the terms of this Agreement; (b) prior to you or your designee’s delivery of any content, you will have obtained all rights that are necessary for the exercise of the rights granted under this Agreement; (c) neither the exercise of the rights authorized under this Agreement nor any materials embodied in the content nor its sale or promotion as authorized in this Agreement will violate or infringe upon the intellectual property, proprietary or other rights of any person or entity, including, without limitation, contractual rights, copyrights, trademarks, common law rights, rights of publicity, or privacy, or moral rights, or contain defamatory material or violate any laws or regulations of any jurisdiction; (d) you will ensure that all Adverts delivered under the Program comply with the technical delivery specifications provided by us; (e) you will be solely responsible for accounting and paying any co-owners or co-administrators of any Pay to View or portion thereof any Earnings with respect to the uses of the content and their respective shares, if any, of any monies payable under this Agreement; and (f) you will not attempt to exploit the Traded.Com.Ng(‘TOM-TOM’)service or any other Traded.Com.Ng program or service. To the fullest extent permitted by applicable law, you will indemnify, defend and hold Traded.Com.Ng, its officers, directors, employees, affiliates, subcontractors, agents and assigns harmless from and against any loss, claim, liability, damage, action or cause of action (including reasonable attorneys’ fees and costs) that arises from any breach or alleged breach of your representations, warranties or obligations set forth in this Agreement. We will be entitled, at our expense, to participate in the defense and settlement of the claim or action with counsel of our own choosing. You will not settle a claim pursuant to your indemnification obligations without our prior written consent (which will not be unreasonably withheld). Your duty to indemnify under this Section 5.8 will be independent from your other obligations under this Agreement.
6 Ownership and Control of Traded.Com.Ng Properties and Customer Data/ Feedback. Subject to the authorizations you grant to us under this Agreement, as between us and you, you retain all ownership rights in and to the copyrights and all other rights and interest in and to your Adverts. We retain all ownership rights in and to the copyrights and all other rights and interests in and to the Program, the Traded.Com.Ng Properties, and any materials we use or provide to you for use relating to your Pay to View (such as a generic cover image used for your Pay to View if you do not provide one). We retain sole ownership and control of all data obtained from customers and prospective customers in connection with the Program. We are solely responsible for, and will have full discretion with respect to the terms, features, and operation of the Program and the Traded.Com.Ng Properties and related marketing, but our use of the Adverts will be subject to the terms of this Agreement. In the event that you elect to provide suggestions, ideas, or other feedback to Traded.Com.Ng or any of its affiliates in connection with the Traded.Com.Ng Properties or the Program (“Feedback”), Traded.Com.Ng and its affiliates will be free to use and exploit the same in any manner without restriction and without any need to compensate you. This Agreement does not grant you any license or other rights to any intellectual property or technology owned or operated by us or any of our affiliates, including, without limitation, any trademarks or trade names. Nothing in this Agreement restricts any rights we may have under applicable law or a separate permission.
7 Confidentiality. You will not, without our express, prior written permission: (a) issue any press release or make any other public disclosures regarding this Agreement or its terms; (b) disclose Traded.Com.Ng Confidential Information (as defined below) to any third party or to any employee other than an employee who needs to know the information; or (c) use Traded.Com.Ng Confidential Information for any purpose other than the performance of this Agreement. You may however disclose Traded.Com.Ng Confidential Information as required to comply with applicable law, provided you: (i) give us prior written notice sufficient to allow us to seek a protective order or other appropriate remedy; (ii) disclose only that Traded.Com.Ng Confidential Information as is required by applicable law; and (iii) use reasonable efforts to obtain confidential treatment for any Traded.Com.Ng Confidential Information so disclosed. “Traded.Com.Ng Confidential Information” means (1) any information regarding Traded.Com.Ng, its affiliates, and their businesses, including, without limitation, information relating to our technology, customers, business plans, promotional and marketing activities, finances and other business affairs, (2) the nature, content and existence of any communications between you and us, and (3) any sales data relating to the sale of Adverts or other information we provide or make available to you in connection with the Program. Traded.Com.Ng Confidential Information does not include information that (A) is or becomes publicly available without breach of this Agreement, (B) you can show by documentation to have been known to you at the time you receive it from us, (C) you receive from a third party who did not acquire or disclose such information by a wrongful or tortious act, or (D) you can show by documentation that you have independently developed without reference to any Traded.Com.Ng Confidential Information. Without limiting the survivability of any other provision of this Agreement, this Section 7 will survive three years following the termination of this Agreement.
8 Limitation of Liability. THE PROGRAM IS PROVIDED “AS IS.” WE WILL IN NO EVENT BE LIABLE FOR ANY LOSS OF DATA, LOSS OF PROFITS, COST OF COVER OR OTHER SPECIAL, INCIDENTAL, CONSEQUENTIAL, INDIRECT, EXEMPLARY OR RELIANCE DAMAGES ARISING FROM OR IN RELATION TO THIS AGREEMENT, OR FOR ANY EQUITABLE REMEDY OF DISGORGEMENT OR OTHERWISE, HOWEVER CAUSED AND REGARDLESS OF THEORY OF LIABILITY. IN NO EVENT WILL OUR LIABILITY UNDER THIS AGREEMENT EXCEED THE AMOUNT OF FEES DUE AND PAYABLE BY TRADED.COM.NG UNDER THIS AGREEMENT FOR THE TWELVE-MONTH PERIOD PRECEDING THE CLAIM. WE SPECIFICALLY DISCLAIM, WITH RESPECT TO ALL SERVICES, SOFTWARE, CONTENT OR PRODUCTS PROVIDED BY OR ON BEHALF OF US IN CONNECTION WITH THIS AGREEMENT, ALL WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. ADVERTISER ACKNOWLEDGES AND AGREES THAT TRADED.COM.NG CANNOT ENSURE THAT ADVERTS SUBMITTED BY OR ON BEHALF OF ADVERTISER WILL BE PROTECTED FROM THEFT OR MISUSE OR THAT CUSTOMERS WILL COMPLY WITH ANY CONTENT USAGE RULES TRADED.COM.NG MAY MAKE APPLICABLE IN CONNECTION WITH USE OF ADVERTS, AND TRADED.COM.NG WILL HAVE NO LIABILITY ARISING FROM A FAILURE OF ANY SECURITY SYSTEM OR PROCEDURE OR OF ANY CUSTOMER TO COMPLY WITH ANY CONTENT USAGE RULES. Traded.Com.Ng(‘TOM-TOM’)RELIES ON COMPLEX SYSTEMS AND PROCESSES. WE STRIVE TO MAKE OUR SYSTEMS AND PROCESSES ERROR-FREE AND EFFICIENT, BUT WE CANNOT GUARANTEE THAT THEY WILL BE, AND WE WILL HAVE NO LIABILITY ARISING FROM SYSTEM OR PROCESS FAILURES, INTERRUPTIONS, INACCURACIES, ERRORS OR LATENCIES.
9 Force Majeure. Traded.Com.Ng will not be liable to you for any failure or delay in the performance of its obligations under this Agreement caused by any event or circumstance beyond its control, including, but not limited to, denial-of-service attacks, insurrection, fires, flood, storm, explosions, acts of God, war, terrorism, and labor conditions.
10 General Legal Provisions.
10.1 Disputes. Any dispute or claim relating in any way to this Agreement or Traded.Com.Ng(‘TOM-TOM’)will be resolved by binding arbitration, rather than in court, you must send a letter notifying us of your intent to pursue arbitration and describing your claim to our registered agent Corporation Service Company). You and we each agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. Traded.Com.Ng relating to this Agreement or the Program.
10.3 Other Legal provisions. This Agreement may not be amended, except in writing signed by both parties or as provided in Section 2 above. If any provision of this Agreement is held invalid by a court or other tribunal with jurisdiction over the parties to this Agreement, that provision will be deemed to be restated to reflect as nearly as possible the original intentions of the parties in accordance with applicable law, and the remainder of this Agreement will remain in full force and effect. The parties to this Agreement are independent contractors. Each party will bear its own costs and expenses in performing this Agreement. The failure of either party to enforce any provision of this Agreement will not constitute a waiver of the party’s rights to subsequently enforce the provision. Any Traded.Com.Ng affiliate may join as a party to this Agreement and will notify you if it does. The joining Traded.Com.Ng affiliate will be entitled to exercise the rights you grant under this Agreement. Each Traded.Com.Ng party is severally liable for its own obligations under this Agreement and is not jointly liable for the obligations of other Traded.Com.Ng parties. Neither party may assign any of its rights or obligations under this Agreement, whether by operation of law or otherwise, without the prior written consent of the other, except that (a) Traded.Com.Ng may assign any of its rights and obligations under this Agreement without consent and (b) you may assign all of your rights and obligations under this Agreement to any corporation or other entity without consent in connection with the sale of all or substantially all of your assets, but you must give Traded.Com.Ng written notice of the assignment no later than ten (10) business days following the assignment. Subject to the foregoing limitation, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns. This Agreement constitutes the entire agreement between the parties with respect to its subject matter, supersedes any and all prior or contemporaneous agreements between the parties with respect to its subject matter, and does not confer upon any other person other than the parties any rights or remedies. You use of of this sevice automatically a binding Agreement.
1 Period of Participation and Automatic Renewal. Once you include a Digital Pay to View in Traded.Com.Ng(‘TOM-TOM’), your Digital Pay to View will be in TOM, unless you or we remove or hide your Digital Pay to View from Traded.Com.Ng(‘TOM-TOM’). If your advert is hidden you can automatically renew the advert, unless you opt out through the Traded.Com.Ng(‘TOM-TOM’)website before renewal. We can end Traded.Com.Ng(‘TOM-TOM’) at any time in our discretion; if we do, these terms and conditions will no longer be in effect
2 Pay to View Eligibility. Because this option is for exclusive content, if you do not control the exclusive rights to your Digital Pay to View or the primary content in your Digital Pay to View, you cannot include it in Traded.Com.Ng(‘TOM-TOM’). For example, if your Digital Pay to View consists primarily of content that is in the public domain or licensed by you on a non-exclusive basis (i.e., if others can also publish this content), you cannot include it in Traded.Com.Ng(‘TOM-TOM’). We reserve the right to determine the types of Advert Posts that we accept in Traded.Com.Ng(‘TOM-TOM’). We can choose not to accept your Digital Pay to View in Traded.Com.Ng(‘TOM-TOM’) or to remove it from Traded.Com.Ng(‘TOM-TOM’) at any time in our discretion.
3 Your Commitment. Your commitment to these terms and conditions is important, and the benefits we provide to you as part of this option are conditioned on your following through on your commitments. If you close your Digital Pay to View, we will remove it from the Pay to View Subscription Programs, but you must continue to comply with these commitments, including exclusivity, through the remainder of the Digital Pay to View’s then-current 90-day period of participation in Traded.Com.Ng(‘TOM-TOM’).
Brief Recap of Terms and Conditions for Traded.Com.Ng(‘TOM-TOM’) Pay to View Program
- Advert Posts enrolled in Traded.Com.Ng(‘TOM-TOM’) will be eligible to earn 65% Earnings for sales to eligible digital advetisrs that meets all traded.com.Ng Pay to View terms and advert requirements.
- Advertiser Payments. Earnings for Pay to View sales will be remitted to advertiser approximately 30 days following the end of the next calendar month of the advert actual post date, the minimum payout for per account earnings is NGN10,000.00 (ten thousand Naira) or its Dollars equivalent.
- Traded.Com.Ng aka TOM-TOM do not allow posting of job offers in the Pay to View Program any other information where chances available are limited(below 200).
- They advertiser must close Pay to View advert posts 3 days before they become irrelevant that is the offer becomes unavailable.