It is important that you read, understand, and agree to this entire document, as it creates a binding contract between you and CNF Exchange Corporation ("CNF Exchange" or "us" or "we"). These terms and conditions define and limit your rights and responsibilities in using CNF Exchange Ads. We may revise these terms and conditions (the "Agreement") at any time by posting them to the site. You will be bound by such revisions and should therefore visit this page from time to time to review the current terms and conditions.
1. USER AGREEMENT: In addition this Agreement, the standard CNF Exchange Terms of Service, and those documents which it references, including but not limited to the CNF Exchange Privacy & Security Policy and CNF Exchange Referral Program Agreement, applies to your use of the CNF Exchange Ads service. To the extent there is any conflict between this Agreement and any of the provisions in the standard CNF Exchange Terms of Service with respect to your use of the CNF Exchange Ads service, this Agreement shall control but only to extent of such conflict.
2. ADVERTISING ENTITY: You may only advertise for yourself or your current employer or, if you are an advertising agency, for your client. You warrant and represent that you have the power and authority to enter into this Agreement and perform the obligations hereunder and that you are personally responsible for any charges incurred through your account. Use of any automated agents ("bots"), scripts or other devices or means to purchase advertising through CNF Exchange Ads is prohibited without CNF Exchange's express written permission in each instance. You may not resell or transfer access to CNF Exchange Ads to any other party. Your account is for your express use only and not transferable or assignable to anyone else inside or outside your organization.
3. CONTENT AND ADVERTISING GUIDELINES: Use of CNF Exchange Ads is subject to the CNF Exchange Advertising Guidelines. Because we may revise the CNF Exchange Advertising Guidelines at any time, and you will be bound by such revisions, you should visit this page for the CNF Exchange Advertising Guidelines from time to time to review the current version.
You agree not to use CNF Exchange Ads service for any unlawful purpose, including, without limitation, advertising any product or service that would violate any federal, state, local or foreign laws, regulations, administrative or judicial order.
CNF Exchange has the editorial discretion to reject or cease serving any advertisement for any reason at any time, regardless of whether or not such advertisement was previously accepted or served.
You represent and warrant that you have the right to permit CNF Exchange to serve the advertisement, including, without limitation, any copyrighted material, trademarks, service marks, logos or slogans; and the use, transmission or display by CNF Exchange of the advertisement as authorized herein will not violate the rights of any third parties.
4. CANCELLATION: You may cancel your advertisement at any time after its submission by contacting CNF Exchange. CNF Exchange will endeavor to cease serving your advertisement promptly following your cancellation.
5. REMOVAL OF ADVERTISEMENTS BY CNF EXCHANGE: CNF Exchange reserves the right to not publish or remove any advertisement at any time, with cause due to a violation of CNF Exchange’s Terms of Service, CNF Exchange's Advertising Guidelines, this Agreement, or any other agreement between you and CNF Exchange. As a consequence of your violation of any of the aforementioned agreements, CNF Exchange may, at its sole discretion, prohibit you from any further participation in the CNF Exchange Ads service and any other service or program offered by CNF Exchange, or suspend or remove your CNF Exchange account. CNF Exchange may undertake technical measures in furtherance of such prohibition.
CNF Exchange shall also have the right to not publish or remove any advertisement at any time without cause as CNF Exchange determines in its sole discretion. CNF Exchange is not required to provide you with any explanation for its decision to not publish or removal of any advertising and you agree that all of CNF Exchange decisions relating to the placement and removal of advertising shall be final and binding.
In addition, your advertisements may be removed if CNF Exchange, in its discretion, ceases offering the Ads program.
6. NO GUARANTEES: CNF Exchange does not guarantee the results or distribution of any advertisement in any manner. CNF Exchange does not guarantee you any number of impressions (i.e., times your advertisement is viewed by a member) or clicks (i.e., times your advertisement is clicked on by a member) through CNF Exchange Ads. CNF Exchange provides no guarantee or warranty regarding the placement, delivery, timing, or performance of advertisements offered or purchased through CNF Exchange Ads. CNF Exchange does not screen or attempt to verify the accuracy of any information on the CNFExchange.com site or in the member profiles, and, as such, does not guarantee the identity or personal information of the individuals who will view the advertisements you purchase or that are offered through CNF Exchange Ads.
7. NON-EXCLUSIVE: This contract is not exclusive as to your business, products or services. CNF Exchange retains the complete and unqualified right to solicit the business of and advertisements from persons and entities that may be in competition with your business, products or services, as well as to serve its own advertisements that may be in competition with your business, products or services.
8. OWNERSHIP: All materials and information on or available through the CNF Exchange Ads service, including, without limitation, content, are protected by copyrights, trademarks and other intellectual property rights owned and controlled by us or by other parties that have licensed or otherwise provided their material to CNF Exchange (collectively, "CNF Exchange Intellectual Property Rights"). You agree that any feedback you provide to us (including suggestions, comments, improvements, ideas, etc.), about the Ads service and its content shall be part of CNF Exchange Intellectual Property Rights and you hereby assign to us all your rights in such feedback.
You may not add, delete, distort, or otherwise modify the CNF Exchange Intellectual Property Rights, except with the express consent of CNF Exchange. Any unauthorized attempt to modify any CNF Exchange Intellectual Property Rights, to defeat or circumvent our security features, or to utilize the CNF Exchange Ads service or any part of the CNF Exchange Intellectual Property Rights for any purpose other than its intended purposes, is strictly prohibited. You agree that you do not have nor will you make any claim of interest in or ownership of any such CNF Exchange Intellectual Property Rights. You are granting CNF Exchange a non-exclusive, fully paid up and royalty-free right to use, reproduce, and distribute any content you create, including the content of your advertisement for use in connection with the CNF Exchange Ads service. You are also, by creating an advertisement, granting CNF Exchange a non-exclusive, fully paid up and royalty-free right to use, reproduce, and communicate the name and trademarks of your organization as an advertiser on CNFExchange.com, unless requested otherwise in writing to CNF Exchange's customer service department. CNF Exchange shall also have the non-exclusive, fully-paid up and royalty free, perpetual right to use any advertisements placed through the CNF Exchange Ads service, and the name, trademarks and logos of any person or company on whose behalf a placement has been made, in connection with CNF Exchange's promotion of the service.
9. LIMITATION OF LIABILITY: SOME COUNTRIES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY IN CONTRACTS WITH CONSUMERS AND AS A RESULT THE CONTENTS OF THIS SECTION MAY NOT APPLY TO YOU.
Neither CNF Exchange corporation nor any of its subsidiaries, affiliated companies, employees, shareholders, or directors ("CNF Exchange Affiliates") shall be liable for (1) any damages in excess of five times the most recent monthly fees that you paid for your Ads account, if any, or $100, whichever amount is greater, or (2) any special, incidental, indirect, punitive or consequential damages or loss of use, profit, revenue or data to you or any third person arising from your use of the Ads service or any content displayed through the Ads service even if CNF Exchange is aware or has been advised of the possibility of such damages. The limitation of liability set forth in the preceding sentence shall:
- apply regardless of whether you base your claim on contract, tort, statute or any other legal theory, we knew or should have known about the possibility of such damages, or the limited remedies provided herein fail of their essential purpose, and
- not apply to any damage that CNF Exchange Affiliates cause you intentionally and knowingly in violation of this Agreement or applicable law, or as otherwise mandated by applicable law that cannot be derogated from in this Agreement.
10. INDEMNIFICATION: Notwithstanding any review or approval of any advertisement by CNF Exchange, you agree to indemnify CNF Exchange and the CNF Exchange Affiliates, and hold CNF Exchange and the CNF Exchange Affiliates harmless from any damages, losses and costs (including, but not limited to, reasonable attorneys' fees) related to third party claims, charges or investigations, caused by a) your failure to comply with this Agreement, including, without limitation, your submission of advertisements that violates third party rights or applicable laws, b) any advertisement you submit to CNF Exchange or c) any activity in which you engage on or through the CNF Exchange.
11. DISCLAIMER OF WARRANTIES: SOME COUNTRIES AND JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED TERMS IN CONTRACTS WITH CONSUMERS AND AS A RESULT THE CONTENTS OF THIS SECTION MAY NOT APPLY TO YOU.
DO NOT RELY ON CNF EXCHANGE ADS, ANY INFORMATION THEREIN, OR ITS CONTINUATION. WE PROVIDE THE CNF EXCHANGE ADS SERVICE ON AN "AS IS" AND "AS AVAILABLE" BASIS. WE DO NOT PROVIDE ANY EXPRESS WARRANTIES OR REPRESENTATIONS.
TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, WE DISCLAIM ANY AND ALL IMPLIED WARRANTIES AND REPRESENTATIONS, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT. IF YOU ARE DISSATISFIED OR HARMED BY CNF EXCHANGE ADS OR ANYTHING RELATED THERETO YOU MAY CANCEL YOUR ADVERTISEMENT IN ACCORDANCE WITH THIS AGREEMENT AND SUCH CANCELLATION SHALL BE YOUR SOLE AND EXCLUSIVE REMEDY.
WE NEITHER WARRANT NOR REPRESENT THAT YOUR USE OF THE CNF EXCHANGE ADS SERVICE WILL NOT INFRINGE THE RIGHTS OF THIRD PARTIES. ANY MATERIAL, SERVICE, OR TECHNOLOGY DESCRIBED OR USED AS PART OF THE CNF EXCHANGE ADS SERVICE MAY BE SUBJECT TO INTELLECTUAL PROPERTY RIGHTS OWNED BY THIRD PARTIES WHO HAVE LICENSED TO US SUCH MATERIAL, SERVICE, OR TECHNOLOGY.
CNF EXCHANGE DOES NOT HAVE ANY OBLIGATION TO VERIFY THE VERACITY OR APPROPRIATENESS OF THE USERS OF CNF EXCHANGE ADS OR THE ADVERTISEMENTS PLACED VIA THE CNF EXCHANGE ADS SERVICE.
CNF EXCHANGE DOES NOT GUARANTEE THAT THE CNF EXCHANGE ADS SERVICE WILL FUNCTION WITHOUT INTERRUPTION OR ERRORS IN FUNCTIONING. IN PARTICULAR, THE SERVICE'S OPERATION MAY BE MOMENTARILY INTERRUPTED DUE TO MAINTENANCE, UPDATES, OR TECHNICAL IMPROVEMENTS. CNF EXCHANGE DISCLAIMS ALL LIABILITY FOR DAMAGES CAUSED BY ANY SUCH INTERRUPTION OR ERRORS IN FUNCTIONING. FURTHERMORE, CNF EXCHANGE DISCLAIMS ALL LIABILITY FOR ANY MISFUNCTIONING, IMPOSSIBILITY OF ACCESS, OR POOR USE CONDITIONS OF THE CNF EXCHANGE SITE OR ADS SERVICE DUE TO INAPPROPRIATE EQUIPMENT, DISTURBANCES LINKED TO THE INTERNET SERVICE PROVIDER, TO THE SATURATION OF THE INTERNET NETWORK, AND FOR ANY OTHER REASON UNRELATED TO CNF EXCHANGE. UNDER NO CIRCUMSTANCES WILL CNF EXCHANGE BE LIABLE FOR ANY DAMAGES TO YOU, YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO OR USE OF THE CNF EXCHANGE ADS SERVICE.
12. NON-WAIVER; SEVER-ABILITY: If any provision is found to be illegal, invalid, or unenforceable, such provision shall be modified to the minimum extent necessary to make such provision valid and enforceable, and the remainder of this Agreement shall remain in full force and effect. No waiver of rights under this Agreement by either party shall constitute a subsequent waiver of this or any other right under this Agreement. No waiver of any provision of this Agreement shall be effective unless it is in writing and signed by an authorized representative of CNF Exchange. The remedies of CNF Exchange under this Agreement shall be cumulative and not alternative, and the election of one remedy for a breach shall not preclude pursuit of other remedies. You hereby waive the right to seek specific performance or injunctive relief hereunder.
13. FORCE MAJEURE: Notwithstanding anything to the contrary herein, CNF Exchange shall not be liable to you if it is not able to post the advertisement or CNF Exchange is rendered unable to timely perform any of its obligations hereunder for any reason, including, without limitation, strikes, boycotts, war, terrorism, Acts of God, labor troubles, riots, and restraints of public authority.
14. COPYRIGHT AND CONTENT COMPLAINTS: We respect the intellectual property of others, and we ask our users to do the same, including your use of the Ads service. Contact CNF Exchange regarding copyright infringement and content complaints.
15. INTERPRETATION: You agree that CNF Exchange has sole discretion in determining the interpretation of the meaning of this Agreement, and those documents it incorporates by reference, including determining your compliance with such.
16. GOVERNING LAW: This Agreement is made under and shall be construed according to the laws of the State of Florida, U.S.A. In the event that this Agreement is breached, any and all disputes (whether sounding in tort, contract or otherwise) must be settled in a court of competent jurisdiction in Pinellas County, Florida. Both parties to this Agreement hereby consent to the jurisdiction of the state and federal courts of Pinellas County, Florida and waive any rights to contest the power of the courts of the State of Florida to exercise personal jurisdiction over them. BOTH PARTIES AGREE TO WAIVE THEIR RIGHTS TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF THIS AGREEMENT OR ANY DOCUMENT OR AGREEMENT CONTEMPLATED HEREBY.
17. MISCELLANEOUS: No agency, partnership, joint venture, or employment relationship is created between you and CNF Exchange by this Agreement or any advertisement transaction, and neither party shall have the authority to bind the other in any way. This constitutes the entire agreement by and between you and CNF Exchange with respect to the subject matter hereof and supersedes all prior agreements, understandings, representations or negotiations, whether written or oral, or whether established by custom, practice, policy or precedent, with respect to the subject matter of this Agreement. The section headings in this Agreement are for convenience only and have no legal or contractual effect.
18. ACKNOWLEDGEMENT: BY SELECTING THE "AGREE TO ADS AGREEMENT & GUIDLINES" CHECKBOX YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS. YOU FURTHER AGREE THAT IT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN YOU AND CNF EXCHANGE REGARDING THE CNF EXCHANGE ADS PROGRAM, WHICH SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND ANY OTHER COMMUNICATION BETWEEN YOU AND CNF EXCHANGE RELATING TO THE SUBJECT OF THIS AGREEMENT.
CNF Exchange Ads Guidelines
CNF Exchange is a professional site focused on connecting borrowers looking to finance their business, venture, or commercial real estate transaction with direct lenders and investors. CNF Exchange is not a site for an advertiser to spam large numbers of our members with unprofessional or unsavory advertising. As such, we expect the tone and quality of advertisements offered or purchased through CNF Exchange Ads to be more professional than other online advertising products.
These Advertising Guidelines represent an overview of minimally-acceptable standards for advertising through CNF Exchange Ads - any ad that violates ANY of the guidelines below will not be published and/or will be removed from the system (and further action may be taken). CNF Exchange determines the professionalism and appropriateness of any advertisement on the site, and reserves the right to take appropriate action against any advertisement deemed unsuitable for the site.
Accuracy: Do not deceive or lie in your ad
• Your product or service must accurately match the text of your ad - don't lie.
• Do not make deceptive or inaccurate claims about competitive products or services.
• Do not advertise prices or offers that are inaccurate - any advertised discount, offer, or price must be easily discoverable from the Destination URL of your ad.
• Do not imply affiliation with CNF Exchange (or any other unaffiliated products or services).
Ad Text: Do not use non-standard spelling, grammar, capitalization, punctuation, or repetition in your ad
• Do not use excessive capitalization in your ad. With the exception of valid acronyms, words should never be fully capitalized in your ad.
• Do not use excessive or inappropriate punctuation in your ad. Do not repeat punctuation and do not use more than a single exclamation point in your ad.
• Do not use any symbols (i.e. *, @) in a manner that differs from its standard meaning. Do not use a symbol in replacement of a letter ('cl!ck').
• Do not repeat words or phrases in your ad.
• Please use correct spelling and grammar in the text of your ad.
Language: Do not use inappropriate or unacceptable language in your ad
• English is currently the only supported language for advertisements.
• Do not use inappropriate or unprofessional language in your ad.
• Do not use language that could be considered offensive by any viewer of your ad.
• CNF Exchange is the sole judge of the appropriateness of any words or phrases in your advertisement.
Link Behavior: Do not deceive, confuse, or otherwise degrade the experience of members who click on your ad
• The domain of your Display URL must match the domain of your Destination URL.
• All members must be sent to the same destination URL and landing page from a click on your ad
• Do not send members to a landing page that generates a pop-up
• The landing page must allow users to use the browser's 'Back' button and return to the page that the ad was displayed on Trademarks: Do not use trademarks that you are not permitted to use
• Your ad must not include any text that may be deemed as infringing upon the trademarks of other parties unless express permission has been granted by the trademark owner
• Trademark owners can send concerns about the use of their trademarks to CNF Exchange Customer Service. Any ad found to be infringing on the trademark of a complainant will be removed from CNF Exchange.
Content: CNF Exchange Ads does not allow advertising related to any of the following:
• Illegal products or services of any kind
• Alcoholic beverages
• Tobacco products or cigarettes
• Drugs, illegal substances, and any related products or services
• Prescription pharmaceuticals
• Weapons, firearms, ammunition, fireworks, or any other violent products or services
• Sexual or adult content
• Dating sites
• Illegal downloads of software, media, or other copyrighted content
• Online gambling
• Hate or violent text advocating against any individual, group, or organization
• Bulk marketing products
• Multi-level Marketing programs, scams, or pyramid schemes
• Inflammatory religious content
• Inflammatory political content
CNF Exchange: Do not use CNF Exchange in your ad
• Do not refer to CNF Exchange (the corporation, brand, or site) in your ad Affiliate Advertising: No affiliate advertising through CNF Exchange Ads
• Affiliate ads and related programs are not allowed to advertise using CNF Exchange Ads
Affiliate Advertising: No affiliate advertising through CNF Exchange Ads
• Affiliate ads and related programs are not allowed to advertise using CNF Exchange Ads
Data Collection: Do not use an ad to facilitate collection of a member's data, including:
• Demographic or usage data
• Usernames or passwords from the member for use on CNF Exchange or any other site
• Phishing or other scamming tactics to collect sensitive personal information or money