By participating in the Sponsored Agent Listing program (the “Sponsorship”) offered by Germania Farm Mutual Insurance Association (together with its related subsidiaries, herein collectively “Germania”), you (the “Agent”) agree to be bound by the terms and conditions (the “Terms and Conditions”) herein.
1. TERM
The term of these Terms and Conditions commences upon signup for the Sponsorship and continues in force and effect until terminated pursuant to Section 4. Approval for Sponsorship will be at Germania’s sole discretion.
2. SPONSORED RESULTS
Agent’s information shall be targeted to users based on the territory specified upon signup for the Sponsorship. Agent’s information will be shown within the top three search results (“Sponsored Results”) whenever a zip code or city within the territory is entered as a search query. The order of all Sponsored Results is at Germania’s sole discretion, unless otherwise expressly provided. Reporting information will not be provided.
3. PAYMENT
Fees for the Sponsorship will be deducted from Agent’s commission statement. Pricing is subject to change by Germania in its sole discretion.
4. TERMINATION; NON-CANCELLATION
Germania shall have the right to terminate Agent’s participation in the Sponsorship, with or without cause, at any time. Once Agent completes the signup for the Sponsorship, Agent’s participation in the Sponsorship cannot be terminated or cancelled by Agent for any reason.
5. NO ASSIGNMENT
Agent may not resell, assign, or transfer any of its rights hereunder.
6. NO WARRANTY
GERMANIA MAKES NO WARRANTY, EXPRESS OR IMPLIED, WITH RESPECT TO ANY MATTER, INCLUDING WITHOUT LIMITATION ADVERTISING AND OTHER SERVICES, AND EXPRESSLY DISCLAIMS THE WARRANTIES OR CONDITIONS OF NONINFRINGEMENT, MERCHANTABILITY AND FITNESS FOR ANY PARTICULAR PURPOSE. GERMANIA DOES NOT WARRANT THAT GERMANIA'S DELIVERY OF SERVICES OR ADVERTISEMENTS HEREUNDER WILL BE ERROR-FREE, UNINTERRUPTED OR CONTINUOUS.
7. LIMITATIONS OF LIABILITY
In no event shall Germania be liable for any act or omission, or any event directly or indirectly resulting from any act or omission, of Agent or any third parties (if any). IN NO EVENT SHALL GERMANIA BE LIABLE UNDER THESE TERMS AND CONDITIONS FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, EXEMPLARY, PUNITIVE, OR OTHER DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF DATA, LOST PROFITS, LOSS OF BUSINESS, OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EVEN IF GERMANIA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. GERMANIA'S AGGREGATE LIABILITY UNDER THESE TERMS AND CONDITIONS FOR ANY CLAIM IS LIMITED TO THE AMOUNT RECEIVED BY GERMANIA FROM AGENT FOR THE ORDER FORM GIVING RISE TO THE CLAIM. Without limiting the foregoing, Germania shall have no liability for any failure or delay resulting from any governmental action, fire, flood, insurrection, earthquake, power failure, riot, terrorism, explosion, embargo, strikes whether legal or illegal, labor or material shortage, transportation interruption of any kind, work slowdown, Internet failures or communications lines failures or any other condition affecting production or delivery of the advertisements in any manner beyond the control of Germania.
8. MISCELLANEOUS
These Terms and Conditions (1) shall be governed by and construed in accordance with the laws of the State of Texas, without giving effect to principles of conflicts of law; and (2) will not be governed by the United Nations Convention of Contracts for the International Sale of Goods. This constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes and prior oral or written agreements. Any dispute hereunder will be negotiated in good faith between the parties within thirty (30) days upon receiving written notice from one party to the other, provided however that this obligation does not eliminate any other remedies available to the parties. The waiver of any breach or default of these Terms and Conditions will not constitute a waiver of any subsequent breach or default and will not act to amend or negate the rights of the waiving party. If any provision contained in these Terms and Conditions is determined to be invalid, illegal, or unenforceable in any respect under any applicable law, then such provision will be severed and replaced with a new provision that most closely reflects the original intention of the parties, and the remaining provisions of these Terms and Conditions will remain in full force and effect.