Terms

This Terms of Use Agreement (this “Agreement”) describes the terms and conditions on which Particular Audience offers you access to the website located at www.particularaudience.com ( “PA Site”), and to the eCommerce software service provided by Particular Audience through the PA Site ( “Services”). You should read these terms carefully, since they apply to you if you decide to access the PA Site, whether as a registered user ( “Registered User”) or as a non-registered user just browsing the PA Site ( “PA Visitor”). These terms are important and we have done our best to make them readable. If you are a Particular Audience Client, the terms and conditions of your “Particular Audience – Terms of Service Agreement” still apply and nothing herein limits your obligations, or Particular Audience’s rights and remedies, under that agreement.

BY REGISTERING OR USING THE SERVICES, YOU ARE AGREEING TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE WITH IT, YOU SHOULD LEAVE THE PA SITE AND DISCONTINUE USE OF THE SERVICES IMMEDIATELY. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS “YOU” OR “YOUR” WILL REFER TO SUCH ENTITY. PARTICULAR AUDIENCE MAY MODIFY THIS AGREEMENT FROM TIME TO TIME. FOR PA VISITORS, THIS AGREEMENT APPLIES ONLY TO YOUR CURRENT VISIT AND THE FRUITS THEREOF — PLEASE CHECK THIS AGREEMENT AGAIN ON YOUR NEXT VISIT FOR ANY RECENT MATERIAL CHANGES, WHICH WILL BE HIGHLIGHTED. REGISTERED USERS WILL RECEIVE EMAIL NOTICE OF ANY MATERIAL CHANGES AND CONTINUED USE 30 DAYS AFTER NOTIFICATION WILL CONSTITUTE ACCEPTANCE.

1\. Description of Services.

We make available to you on the PA Site a wide variety of resources, including, but not limited to, software applications ( “Software”), performance reports and other media properties ( “Reports”), as well as additional information, content and tools that we hope may be of interest to you. The Reports and such additional information, content and tools will be collectively referred to in this Agreement as “PA Content”. Unless explicitly stated otherwise, any new features or functionalities made available on the PA Site are subject to this Agreement.

2\. Registration.

If you want to access or use certain information, content, or tools on the PA Site you may be required to register for a Particular Audience account. In registering, you agree to provide accurate, current, and complete information, and to keep it up to date at all times. Please do not choose as a login name an email address that is indecent or offensive, or otherwise violates this Agreement or any applicable laws or regulations.

You are responsible for safeguarding the password that you use to access the PA Site and you agree not to disclose it to any third party. You hereby take responsibility for all actions taken under your account by you or any third parties. You will notify Particular Audience immediately of any unauthorized use of your account.

3\. Reports.

Particular Audience hereby grants you a limited, revocable, non-exclusive, non-sublicensable license to use, copy, and distribute the Reports, subject to the following restrictions: (a) you must insert in a clear and conspicuous way in any document incorporating the Reports the following proprietary notice: “Source: Particular Audience. www.particularaudience.com“; (b) you must not sell or trade the Reports, or charge any amount to make the Reports available to third parties as part of a service; (c) you must not manipulate or modify the Reports to state or suggest different or additional measurement results from those presented by Particular Audience, including, but not limited to, information in the Reports or the way such information is presented; (d) you must not aggregate or combine information related to different Particular Audience Profiles; (e) you must not quantitatively aggregate or combine information in the Reports with information derived from other sources (but offering a comparison of the information in the Reports with information derived from other sources is permissible); (f) you must not misrepresent your site traffic or usage in connection with the Services; (g) you must not use the information in the Reports in any way that competes with Particular Audience; and (h) if you provide the information in the Reports directly to any third party (rather than by having them access the information through the PA Site), you will ensure that each such third party agrees to be bound by and does then in fact comply with the foregoing restrictions. You will not ( i ) use the Services to track or collect personally identifiable information of Internet users, or (ii) provide personally identifiable information of Internet users to Particular Audience.

Except as expressly provided under this Section, you will not use, copy, or distribute the Reports, any information in the Reports, or any content on the PA Site.

4\. What You Must NOT Do.

You agree to use the PA Site and the Services only in accordance with the terms and conditions of this Agreement, as well as any and all applicable laws and regulations. While using the Services you will not ( i ) engage in any illegal acts or acts which are offensive to others, or (ii) violate any personal or property rights of any third party, including, but not limited to, intellectual property rights. Furthermore, you will not:

(a) Copy, modify, adapt, translate, or otherwise create derivative works of the Services or the Software, or (except as explicitly permitted herein) the PA Content;

(b) Reverse engineer, de-compile, disassemble, or otherwise attempt to discover any systems used by Particular Audience;

(c) Rent, lease, sell, assign, or otherwise transfer rights in or to the Services or the Software;

(d) Post, transmit, or introduce any device, software, or routine that interferes or attempts to interfere with the operation of the Services or the Software.

(e) Circumvent, disable, or otherwise interfere with security-related features of Services or the Software, or features that prevent or restrict use or copying of any PA Content;

(f) Upload, stream, email, or otherwise transmit ( i ) any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, “pyramid” or similar schemes, or any other form of solicitation or (ii) any viruses or other computer code that could interrupt, destroy, or limit the functionality of the Services or the Software, infect or damage another user’s computer, or interfere with the access of any other user to the Services or the Software;

(g) Delete, or in any manner alter, the copyright, trademark, or other proprietary rights notices appearing on the PA Site and any PA Content;

(h) Represent that Particular Audience endorses or supports your site or content;

( i ) Obtain any information or materials relating to the Services or the PA Site or through any means not intentionally made available by Particular Audience to you, or attempt to gain unauthorized access to the Services or the PA Site, or any technology, computer systems, or networks associated with the Services or the PA Site, or attempt to index, search, or crawl the Services or the PA Site with any automated process or other similar mechanism.