- Access to the Services; Doceree Accounts
- Using our Services
- Changes to our Services; Changes to the Doceree Terms
- Termination, Suspension, and Entitlement to Further Payment
- Testing; Beta Features
- Intellectual Property; Brand Features
- Representations; Warranties; Disclaimers
- Limitation of Liability
Welcome to Doceree!
Thank you for your interest in our advertising services (the "Services")!
By using our Services, you agree to (1) these Terms of Service, (2) the Doceree Program Policies, which include but are not limited to the Content Policies (collectively, the "Doceree Policies"), and (3) the Doceree Branding Guidelines (collectively, the "Doceree Terms"). In the event of a conflict, these Terms of Service take precedence over any other terms in the policies and guidelines enumerated in numbers (2) and (3) above. Please read these Terms of Service and the rest of the Doceree Terms carefully.
As used in these Terms of Service, "you" or "publisher" means the individual or entity using the Services (and/or any individual, agent, employee, representative, network, parent, subsidiary, affiliate, successor, related entities, assigns, or all other individuals or entities acting on your behalf, at your direction, under your control, or under the direction or control of the same individual or entity who controls you). "We," "us" or "Doceree" means Doceree Inc, and the "parties" means you and Doceree.
2. Access to the Services; Doceree Accounts
Your use of the Services is subject to your creation and our approval of a Doceree Account (an "Account"). We have the right to refuse or limit your access to the Services. In order to verify your Account, from time-to-time we may ask for additional information from you, including, but not limited to, verification of your name, address, and other identifying information. By submitting an application to use the Services, if you are an individual, you represent that you are at least 18 years of age. You may only have one Account. If you (including those under your direction or control) create multiple Accounts, you will not be entitled to further payment from Doceree, and your Accounts will be subject to termination, pursuant to the provisions below.
By enrolling in Doceree, you permit Doceree to serve advertisements and other content ("Ads") for placement on a web site that you control (a "Property"). In addition, you grant Doceree the right to access, index and cache the Properties, or any portion thereof, including by automated means. Doceree may refuse to provide the Services to any Property.
3. Using our Services
You may use our Services only as permitted by the Doceree Terms and any applicable laws. Misuse of our Services is prohibited, and may result in termination of our relationship. For example, you may not interfere with our Services or try to access them using a method other than the interface and the instructions that we provide.
You may discontinue your use of any Service at any time by removing the relevant code from your Properties.
4. Changes to our Services; Changes to the Doceree Terms
We are constantly changing and improving our Services. We may add or remove functionalities or features of the Services at any time, and we may suspend or stop a Service altogether.
We may modify the Doceree Terms at any time. We'll post any modifications to the Terms of Service on this page and any modifications to the Doceree Policies or the Doceree Branding Guidelines on their respective pages. Changes will generally become effective 14 days after they are posted. However, changes addressing new functions for a Service or changes made for legal reasons will be effective immediately. Your continued use of the Services will constitute acceptance of any modified terms in the Doceree Terms. Your only other option will be to terminate the Services.
Subject to this Section and Section 6 of these Terms of Service, you will receive payment related to the number of valid clicks on Ads displayed on your Properties, the number of valid impressions of Ads displayed on your Properties, or other valid events performed in connection with the display of Ads on your Properties. This payment will be made only if and when Doceree determines that your Properties have remained in compliance with the Doceree Terms (including the Doceree Policies as identified in Section 1 above) for the entirety of the period for which payment may be due and through to the date that the payment is issued.
If your Account is in good standing through to the time when Doceree issues you a payment, we will pay you by the end of the calendar month following any calendar month in which the balance reflected in your Account equals or exceeds the applicable payment threshold. If Doceree is investigating your compliance with the Doceree Terms or you have been suspended or terminated, your payment may be delayed or withheld. To ensure proper payment, you are responsible for providing and maintaining accurate contact and payment information in your Account.
You are responsible for any charges assessed by your bank or payment provider, including any bank fees.
Unless expressly authorized in writing by Doceree, you may not enter into any type of arrangement with a third party where that third party receives (a) payments due to you under the Doceree Terms or (b) other financial benefit in relation to the Services.
Payments will be calculated solely based on Doceree's accounting. You acknowledge and agree that you are only entitled to payment for your use of the Services for which Doceree has been paid; if, for any reason, Doceree does not receive payment from an advertiser or credits a payment back to an advertiser, you are not entitled to be paid for any associated use of the Services. Additionally, if an advertiser whose Ads are displayed on any Property defaults on payment to Doceree, we may withhold payment or charge back your Account.
Doceree has the right to withhold or adjust payments to you to exclude any amounts Doceree determines arise from invalid activity. Invalid activity includes, but is not limited to, (i) spam, invalid clicks, invalid impressions, invalid queries, invalid conversions, or other invalid events on Ads generated by any person, bot, automated program or similar device, including through any clicks, impressions, queries, conversions, or other events originating from your IP addresses or computers under your control; (ii) clicks, impressions, queries, conversions, or other events
Additionally, Doceree may refund or credit advertisers for some or all of the advertiser payments associated with a publisher's Account. You acknowledge and agree that, whenever Doceree issues such refunds or credits, you will not be entitled to receive any payment for any associated use of the Services.
6. Termination, Suspension, and Entitlement to Further Payment
Doceree may at any time, without providing a warning or prior notice, temporarily suspend further payments on your Account, suspend or terminate the participation of any Property in the Services, or suspend or terminate your Account because of, among other reasons, invalid activity or your failure to otherwise fully comply with the Doceree Policies. Doceree can terminate your participation in the Services, and close your Account, if your Account remains inactive for a period of 6 or more consecutive months. If Doceree closes your Account due to inactivity, and the balance reflected in your Account equals or exceeds the applicable threshold, we will pay you that balance, subject to our payment provisions in Section 5. If Doceree closes your Account due to inactivity, you will not be prevented from submitting a new application to use the Services.
If Doceree terminates your Account due to your breach of the Doceree Terms, including, but not limited to, your causing or failing to prevent invalid activity on any Property, or your failure to otherwise fully comply with the Doceree Policies, you will not be entitled to any further payment from Doceree for any prior use of the Services. If you breach the Doceree Terms or Doceree suspends or terminates your Account, you (i) are prohibited from creating a new Account, and (ii) may not be permitted to monetize content on other Doceree products.
If you dispute any payment made or withheld relating to your use of the Services, or, if Doceree terminates your Account and you dispute your termination, you must notify Doceree within 30 days of any such payment, non-payment, or termination by submitting an appeal. If you do not, any claim related to the disputed payment or your termination is waived.
You may terminate your use of the Services at any time by completing the account cancellation process. Your Doceree Account will be considered terminated within 10 business days of Doceree's receipt of your notice. If you terminate your Account and the balance reflected in your Account equals or exceeds the applicable threshold, we will pay you that balance, subject to the payment provisions in Section 5, within approximately 90 days after the end of the calendar month in which you terminated your use of the Services. Any balance reflected in your Account below the applicable threshold will remain unpaid.
As between you and Doceree, Doceree is responsible for all taxes (if any) associated with the transactions between Doceree and advertisers in connection with Ads displayed on the Properties. You are responsible for all taxes (if any) associated with payments to you in relation to the Services. All payments to you from Doceree in relation to the Services will be treated as inclusive of tax (if applicable) and will not be adjusted.
8. Testing; Beta Features
Doceree may periodically conduct tests that may affect your use of the Services. Doceree shall use its best efforts to limit such tests to avoid adverse effects to you. You acknowledge that these tests are to ensure the timeliness and validity of Doceree’s services, and that you shall not be entitled to notice or compensation related to the tests, or any impact from such tests.
As Doceree develops and adds features to its Program, certain Program features may be identified as “Beta” or as otherwise unsupported or temporary (“Beta Features”). You may not disclose any information from Beta Features or the terms or existence of any non-public Beta Features. Doceree may cease providing beta feature(s) at any time in its discretion, and may not, in its discretion, provide any technical support services in relation to beta features. Beta Features shall be considered Doceree’s Confidential Information.
9. Intellectual Property; Brand Features
Other than as set out expressly in the Agreement, neither party will acquire any right, title, or interest in any intellectual property rights belonging to the other party or to the other party's licensors.
If Doceree provides you with software in connection with the Services, we grant you a non-exclusive, non-sublicensable license for use of such software. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by Doceree, in the manner permitted by the Agreement. You may not copy, modify, distribute, sell, or lease any part of our Services or included software, or reverse engineer or attempt to extract the source code of that software, unless laws prohibit those restrictions, or you have our written permission. You will not remove, obscure, or alter Doceree's copyright notice, Brand Features, or other proprietary rights notices affixed to or contained within any Doceree services, software, or documentation.
We grant you a non-exclusive, non-sublicensable license to use Doceree's trade names, trademarks, service marks, logos, domain names, and other distinctive brand features ("Brand Features") solely in connection with your use of the Services and in accordance with the Doceree Terms. We may revoke this license at any time. Any goodwill arising from your use of Doceree's Brand Features will belong to Doceree.
We may include your name and Brand Features in our presentations, marketing materials, customer lists and financial reports.
You agree not to disclose Doceree Confidential Information without our prior written consent. "Doceree Confidential Information" includes: (a) all Doceree software, technology and documentation relating to the Services; (b) click-through rates or other statistics relating to Property performance as pertaining to the Services; (c) the existence of, information about, or the terms of, any non-public beta or experimental features in a Service; and (d) any other information made available by Doceree that is marked confidential or would normally be considered confidential under the circumstances in which it is presented. Doceree Confidential Information does not include information that you already knew prior to your use of the Services, that becomes public through no fault of yours, that was independently developed by you, or that was lawfully given to you by a third party. Notwithstanding this section, you may accurately disclose the amount of Doceree's gross payments resulting from your use of the Services.
You agree to indemnify and defend Doceree, its affiliates, agents, and advertisers from and against any and all third-party claims and liabilities arising out of or related to the Properties, including any content served on the Properties that is not provided by Doceree; your use of the Services; or your breach of any term of the Doceree Terms. Doceree's advertisers are third-party beneficiaries of this indemnity.
13. Representations; Warranties; Disclaimers
You represent and warrant that (i) you have full power and authority to enter into the Doceree Terms; (ii) you are the owner of, or are legally authorized to act on behalf of the owner of, each Property; (iii) you are the technical and editorial decision maker in relation to each Property on which the Services are implemented and you have control over the way in which the Services are implemented on each Property; (iv) Doceree has never previously terminated or otherwise disabled a Doceree Account created by you due to your breach of the Doceree Terms, including due to invalid activity; (v) entering into or performing under the Doceree Terms will not violate any agreement you have with a third party or any third-party rights; and (vi) all of the information provided by you to Doceree is correct and current.
OTHER THAN AS EXPRESSLY SET OUT IN THE DOCEREE TERMS, WE DO NOT MAKE ANY PROMISES ABOUT THE SERVICES. FOR EXAMPLE, DOCEREE MAY REFUSE TO SERVE ADVERTISEMENTS AND OTHER CONTENT ("ADS"). WE DO NOT GUARANTEE THAT EVERY PAGE WILL RECEIVE ADS OR THAT DOCEREE WILL SERVE A CERTAIN NUMBER OF ADS. ADDITIONALLY, WE DO NOT MAKE ANY COMMITMENTS ABOUT THE CONTENT WITHIN THE SERVICES, THE SPECIFIC FUNCTION OF THE SERVICES, OR THEIR PROFITABILITY, RELIABILITY, AVAILABILITY, OR ABILITY TO MEET YOUR NEEDS. WE PROVIDE EACH SERVICE "AS IS".
TO THE EXTENT PERMITTED BY LAW, WE EXCLUDE ALL WARRANTIES, EXPRESS, STATUTORY, OR IMPLIED. WE EXPRESSLY DISCLAIM THE WARRANTIES OR CONDITIONS OF NONINFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE.
14. Limitation of Liability
TO THE EXTENT PERMITTED BY LAW, EXCEPT FOR ANY INDEMNIFICATION OBLIGATIONS HEREUNDER OR YOUR BREACH OF ANY INTELLECTUAL PROPERTY RIGHTS, CONFIDENTIALITY OBLIGATIONS, AND/OR PROPRIETARY INTERESTS RELATING TO THE DOCEREE TERMS, (i) IN NO EVENT SHALL EITHER PARTY BE LIABLE UNDER THE DOCEREE TERMS FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, EXEMPLARY, OR PUNITIVE DAMAGES WHETHER IN CONTRACT, TORT, OR ANY OTHER THEORY, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY, AND (ii) EACH PARTY'S AGGREGATE LIABILITY UNDER THE DOCEREE TERMS IS LIMITED TO THE NET AMOUNT RECEIVED AND RETAINED BY THAT PARTICULAR PARTY IN CONNECTION WITH THESE DOCEREE TERMS DURING THE THREE MONTH PERIOD IMMEDIATELY PRECEDING THE DATE OF THE CLAIM. Each party acknowledges that the other party has entered into the Doceree Terms relying on the limitations of liability stated herein and that those limitations are an essential basis of the bargain between the parties.
a. Entire Agreement; Amendments
The Doceree Terms are our entire agreement relating to your use of the Services and supersede any prior or contemporaneous agreements on that subject. The Doceree Terms may be amended (i) in a writing signed by both parties that expressly states that it is amending the Doceree Terms, or (ii) as set forth in Section 4, if you keep using the Services after Doceree modifies the Doceree Terms.
You may not assign or transfer any of your rights under the Doceree Terms.
c. Independent Contractors
The parties are independent contractors and the Doceree Terms do not create an agency, partnership, or joint venture.
d. No Third-Party Beneficiaries
Other than as set forth in Section 12, the Doceree Terms do not create any third-party beneficiary rights.
e. No Waiver
Other than as set forth in Section 6, the failure of either party to enforce any provision of the Doceree Terms will not constitute a waiver.
If it turns out that a particular term of the Doceree Terms is not enforceable, the balance of the Doceree Terms will remain in full force and effect.
Sections 5, 6, 8, 12, 14, and 15 of these Terms of Service will survive termination.
h. Governing Law; Venue
All claims arising out of or relating to the Doceree Terms or the Services will be governed by the laws of the State of New Jersey law. All claims arising out of or relating to these terms or the programs will be litigated exclusively in the federal or state courts of New Jersey, and the parties consent to personal jurisdiction in these courts.
i. Force Majeure
Neither party will be liable for inadequate performance to the extent caused by a condition (for example, natural disaster, act of war or terrorism, riot, labor condition, governmental action, and Internet disturbance) that was beyond the party's reasonable control.
In connection with your use of the Services, we may contact you regarding service announcements, administrative messages, and other information. You may opt out of some of those communications in your Account settings. For information about how to contact Doceree, please visit our contact page.