NIMSES ADS TERMS OF SERVICE

Before using Nimses Ads service, please read carefully these Nimses Ads terms of service. Remember, when you advertise something via Services, you inevitably use Nimses software, inter alia, Nimses social application or web site, in other words, you use Services. So, do not forget to discover Nimses terms of service (more details are here: https://nimses.com/terms/en). If something in these Nimses Ads terms of service is omitted or is not stated expressly, Nimses terms of service shall be applied. And, of course, if you are a natural person, you are subject to Privacy policy (more details are here: https://nimses.com/privacy/en).

These terms are focused on Nimses Ads only and shall be a legally binding agreement ("Agreement") between you, or, if you represent a legal entity or other organization, that legal entity or organization ("Advertiser"), on the one part, and Nimses Inc. on the other part. Please note that some or part of the advertising services may be supported, provided, and operated by affiliates or counterparties of Nimses Inc. So, "Nimses" in this Agreement means Nimses Inc., a Delaware company registered at 1209 N Orange ST, Wilmington, DE 19801, USA, as well as its affiliates or counterparties.

This Agreement provides the rules under which the Advertiser orders and Nimses provides the service for placement of the advertisement by the Advertiser (the “Advertising Service" , “Nimses Ads" ).

Should you have any questions, concerns or if something below is not clear to you, please contact Nimses via email support@nimses.com.

TERMINOLOGY

“Advertisement" or “Ad" or “Ads" means audiovisual, graphic, animation, text and any other works that are objects of copyright law under the laws of the country of which the Advertiser is a resident, as well as informational messages of a different nature.

“Advertiser" means an individual, business or other type of entity willing to advertise its brand or business products or services.

Any other definitions and terms are used in accordance with Nimses terms of service.

  1. 1. GENERAL PROVISIONS
    1. By starting to use the Advertising Service and by clicking on the “Accept" button you acknowledge having thoroughly read, understood, and agreed to be bound by this Agreement as of the date on which you first click the “Accept" button (“Effective date" ).
    2. By entering into this Agreement, the Advertiser agrees to comply with the requirements for Advertisements laid out in the Advertising Policy, which are an integral part of this Agreement, as well as all requirements of any law and regulations that may be applicable. When placing its Ad, the Advertiser should independently review the Ad against this Agreement and any laws and regulations that may be applied.
    3. If you do not agree to the terms of this Agreement, do not meet the requirements specified herein or if Nimses denies rendering its Service to you or rejects your Ads or terminates this Agreement, you are not allowed to use the Advertising Service under this Agreement.
    4. Nimses provides you with a platform within its ecosystem for placing the Advertisements.
  2. 2. ELIGIBILITY
    1. General Eligibility
    2. Under this Agreement, an Advertiser may be a natural person, a legal entity or other type of organization.

    3. Age Eligibility
      1. The Advertiser who is a natural person must be over the age of 18 and meet all other requirements specified in this Agreement. If you are 13 or older but younger than 18, then you may use the Advertising Service only if you have your parents’ prior permission or permission of a holder of parental responsibility over you.
      2. By entering into this Agreement, you warrant that you are at least 18 or that you are at least 13 and have your parents’ prior permission or permission of a holder of parental responsibility over you to do so.
    4. If you are a parent or a holder of parental responsibility providing permission for a child aged 13 or older to enter into this Agreement and use the Advertising Service, then you agree to accept the full responsibility for that child’s execution of this Agreement. If you do not want your child to use the Advertising Service under this Agreement, please contact Nimses.
  3. 3. REGISTRATION
    1. To use the Advertising Service:
      1. The Advertiser must be a registered user and have a valid social account in Nimses ecosystem. If the Advertiser is a legal entity or other type of organization, the authorized representative of such entity, who is a natural person, shall register in Nimses ecosystem.
      2. The Advertiser shall create a business account and provide Nimses with accurate and complete information and submit necessary documents. If you open a business account on behalf of a legal entity or another type of organization (a) “you" includes you and that entity and (b) you promise that you are authorized to grant all permissions and licenses provided in this Agreement and bind the entity to this Agreement, and you agree to this Agreement on the entity’s behalf.
    2. Nimses may review and check the accuracy, validity and completeness of the information provided by you. Nimses retains the right at sole discretion to request at any time additional information or documents to verify you.
    3. Please note: Nimses retains the right to deny the delivering of the Advertising Service to you as to an Advertiser under this Agreement at its sole discretion without any additional explanations or commentaries. In that case, you will not be allowed to use the Advertising Service under this Agreement. Nimses will not consider any complaints or claims concerning the denial of the Advertising Service.
  4. 4. YOUR CONTENT
    1. The Advertiser is obliged:
      1. To place only original Ads that meet the rules specified in Advertising Policy;
      2. To provide users with actual and complete information regarding goods or services that you advertise;
      3. To conduct a fair business that is not contrary to applicable law of the country where the Ad was placed, and which complies with Nimses terms of service;
      4. To be responsible for (i) all Ads and content submitted by you through the Nimses Ads or otherwise to Nimses ecosystem, including the creatives, trademarks, images, etc., (ii) all Ad targeting decisions made by you, (iii) all content and property to which Ads direct users and (iv) all services and products advertised;
      5. To maintain on your account the balance of nims necessary to cover the Fees as specified in clause 5 (Fees) below;
      6. To receive from any individuals that will be able to use Nimses Ads on behalf (under Advertiser’s business account) of the Advertiser (Advertiser’s employees, contractors, representatives etc.) confirmation that they have read, understood and accepted all terms and conditions of this Agreement in the same scope as the Advertiser before such individuals will be able to use Nimses Ads.
    2. Nimses reserves its unconditional right to delete from its platform or to reject any Advertisement of any Advertiser at any time either on a request of any third parties, or at its sole discretion for any reason whatsoever (including, but not limited to, belief by Nimses that any placement thereof may subject Nimses to criminal or civil liability). Nimses also reserves the right to reject or remove any Ads for any reason, in Nimses' sole discretion, including Ads that negatively affect Nimses' relationship with the users or that promote content, services, or activities, contrary to competitive position, interests, or advertising philosophy of Nimses. Nimses does not have an obligation to notify the respective Advertiser, nor does it need to explain the reason of such a decision to delete.
    3. The Advertiser is solely responsible for moderating any comments, responses or other feedback from any third parties in response to any of the Advertiser’s Ads.
    4. The Advertiser is solely responsible for the fulfilment of all promises and statements offered by the Advertiser to third parties. It is expressly agreed and emphasized that the Advertiser is not entitled to act on behalf of Nimses. The Advertiser is not allowed to make any statements, offers, public offers, claims, promises, guaranties, representations and warranties on behalf of Nimses as well as the Advertiser is not allowed to conduct any actions that can cause misleading or confusion among the internet users and may cause perception by public of the Advertiser as Nimses’ official, attorney, representative, etc.
    5. Actions of the Advertiser related to this Agreement must comply with the requirements of the legislation on advertising being effective in the country of registration of the Advertiser or in the country where Ads will be viewed. If such requirements are to be observed directly by Nimses and the legislation does not allow the Advertiser to execute them, the Advertiser shall immediately notify Nimses thereof. For the sake of clarity, it is expressly emphasized that the actions of the Advertiser during the fulfillment of the terms of this Agreement should not create for Nimses any negative consequences, including financial obligations to any controlling bodies and/or third parties in connection with non-compliance by the Advertiser with the requirements of the legislation on advertising and/or inconsistency of the content and/or the rules for promulgating/publishing of the content with the requirements of the advertising legislation.
  5. 5. FEES
    1. All advertising activities within Nimses Ads are paid for with nims (“Fees" ). To use the Advertising Service, you need to buy nims for payment of applicable Fee.
    2. You as an Advertiser grant Nimses a right without any prior notifications or approvals to deduct nims form your account to perform the following transfers:
      1. Fees in nims in favor of Nimses for use of the Advertising Service;
      2. an amount of nims as you bid on an Ad in favor of the users that have viewed this Ad;
    3. For usage of the Advertising Service and payment of the Fees, nims shall not be considered as currency, electronic money or another form of money in the meaning of the relevant laws, and their value is not connected to any currency, exchange rate fluctuations, and inflation. nims are exclusively virtual conventional units, which provide the Advertiser with an opportunity to use the functionality of Nimses Ads. The correlation between nims and national currencies is provided for informative purposes exclusively and is not a confirmation of the backing of the nims by such currencies or any other property or property rights.
  6. 6. REFERENCES

    Nimses may reference the Advertiser as a user of the Advertising Service and use the Advertiser’s name, likeness and logo in listings of Advertisers appearing on Nimses’ website and for other marketing and promotional purposes.

  7. 7. REPRESENTATIONS AND WARRANTIES
    1. The Advertiser represents, warrants, and covenants to Nimses the following and undertakes to maintain the relevance and validity of the following representations and warranties:
      1. the Advertiser will comply with the most recent applicable Federal Trade Commission Guides (“FTC Guides" ), including any updates, additions, modifications, or supplemental guidance to the FTC Guides, in connection with their performance hereunder;
      2. the Advertiser will not target its Ads to sanctioned jurisdictions, including, as of the date hereof, Iran, Cuba, Syria, Sudan, North Korea and the Crimea region of the Ukraine, or other countries and territories subject to U.S. trade sanctions, other U.S. export control laws and sanctions consistent with U.S. law imposed by the governments of the country where the Advertiser is using the Advertising Service;
      3. the Advertiser has all the rights and/or permissions that are necessary for the performing of the activities necessary for the execution of this Agreement;
      4. the intellectual property rights to the Advertisement and or/any parts of Advertisement that are objects of intellectual property belongs to the Advertiser and/or the Advertiser has received them from the rights holders of such Advertisement and/or such objects and/or the Advertiser has received from the rights holders of other intellectual property objects that were used by the Advertiser for the creation of the Advertisement, all permissions, licenses and/or rights necessary for the creation and usage of Advertisement and using the Advertising Service;
      5. if the Advertiser is entering into this Agreement on behalf of a legal entity or other type of organization, the Advertiser represents that the Advertiser is duly authorized to do so;
      6. the Advertiser will receive from all individuals that will be able to use Nimses Ads on behalf (under Advertiser’s business account) of Advertiser (Advertiser’s employees, contractors, representatives etc.) confirmation that they have read, understood and accepted all terms and conditions of this Agreement in the same scope as Advertiser before these individuals will be able to use Nimses Ads;
      7. The Advertiser will refrain from making any public or private statements about Nimses or its officers, directors, employees, agents, successors and assigns that is disparaging, negative, or malicious, or that would be injurious to Nimses or reputation, or which would, directly or indirectly, interfere with the business of Nimses.
    2. Please note that the Advertiser also provides representations and warranties set out in Section 8 of Nimses terms of service.
  8. 8. CONFIDENTIALITY
    1. For purpose of this clause, Confidential Information shall include: a) any and all non-public business and technical information regarding Nimses and its software products, technology and business, know-how, objects of intellectual property, contractors, beneficial owners, employees, investors of the Nimses; b) information that may give Nimses competitive advantage over others who do not have access to this information; c) information about cooperation between the Advertiser and Nimses, as well as the non-public terms of such cooperation; d) Advertising Service features that are identified as “Beta" or as otherwise unsupported or confidential, including the fact of existence of any non-public Beta features; e) any other information provided by Nimses, as well as its counterparties, employees marked as confidential or would normally under the circumstances be considered confidential information.
    2. The Advertiser shall use Confidential Information of Nimses only for the purpose of receiving of the Advertising Service under this Agreement. The Advertiser may not disclose or divulge any Confidential Information to any third party or make any Confidential Information public or available or accessible to any third party.
    3. The obligations set forth in this clause 8 (Confidentiality) shall survive the termination of this Agreement and shall be effective for so long as the relevant information retains its confidential nature.
  9. 9. LIMITATION OF LIABILITY
    1. To the extent allowed by law, Nimses shall not be responsible for any advertising materials and related technology, trafficking or targeting decisions of the Advertisement placed by the Advertisers as well as properties to which Ad directs the users.
    2. You can find out about disclaimers in Section 9 of Nimses terms of service.
    3. You can discover about limitations of Nimses liability in Section 10 of Nimses terms of service.
    4. Advertising Service, Nimses software, any targeting, bidding, reporting possibilities and all the content, contained on the Advertising Service, are provided by principles “as is" and “as available" . To find out more see Section 9 of Nimses terms of service. You enable to use only those types of targeting, bidding and/or reporting which will be available via Nimses Ads platform. Nimses does not provide any direct and indirect guarantees, concerning the applicability and convenience of the use of the Advertising Service, its software or any content, accessed through the Advertising Service.
  10. 10. INDEMNIFICATION
    1. See the general indemnification provisions in Section 15 of Nimses terms of service.
    2. Without prejudice to the clauses indicated above, the Advertiser agrees to defend, indemnify and hold harmless Nimses and its affiliates and their respective shareholders, directors, officers, employees, agents, representatives, licensors, suppliers and service providers from and against any claims, complaints, liabilities, damages, charges, losses, costs and expenses, including without limitation, reasonable attorney’s fees and costs due to, arising out of or in any way connected with any of the following:
      1. the Advertiser’s Ads placed on Advertising Service; or
      2. actions and/or violations of third parties engaged by the Advertiser for the purposes of fulfillment of this Agreement; or
      3. the Advertiser’s breach of this Agreement; or
      4. the Advertiser’s violation of any third-party right, including without limitation, any intellectual property right, publicity, confidentiality, property or privacy right; or
      5. The Advertiser’s violation of any laws, rules, regulations, codes, statutes, ordinances or orders of any governmental and quasi-governmental authorities, including, without limitation, all regulatory, administrative and legislative authorities; or
      6. any misrepresentation made by the Advertiser.
    3. The Advertiser will cooperate as fully required by Nimses in the defense of any claim. Nimses reserves the right to assume the exclusive defense and control of any matter subject to indemnification by the Advertiser, in such case the Advertiser will not settle any claim without the prior written consent of Nimses.
  11. 11. TERM AND TERMINATION

    The Advertiser may terminate this Agreement at any time by deleting the Advertiser’s account in Nimses ecosystem. Nimses may terminate this Agreement at any time, for any reason, and without advanced notice. Nimses will try to notify the Advertiser about the termination, but Nimses is not obliged to do so. Any Advertiser’s violation of the provisions of this Agreement, as well as other policies, additional agreements referred to herein, may lead to immediate termination of this Agreement by Nimses. Remember, if you violate any of the provision of this Agreement, as well as other policies, additional agreements referred to herein, Nimses may stop providing Advertising Service to you, limit the scope of the Advertising Service provided to you, block your account for definite or indefinite period, delete your account or otherwise deactivate your account. In above-mentioned cases Nimses will not pay any compensation to you for nulled Nims.

  12. 12. MISCELLANEOUS
    1. To discover more about the rights Nimses grants to you in respect to Nimses’ intellectual property and rights you grant to Nimses, see Sections 5 and 6 of Nimses terms of service.
    2. To avoid repetition and to be sure that you did not miss any useful information, look up Section 11 of Nimses terms of service, dedicated to claims.
    3. Remember that you are not allowed to assign your rights under this Agreement to a third party without the prior written consent of Nimses, for more details see Section 12 of Nimses terms of service.
    4. If something in this Agreement is invalid, illegal or unenforceable for any reason, general rules, described in Section 13 of Nimses terms of service, shall apply.
    5. This Agreement shall be interpreted and regulated in accordance with the material law of the USA, California State. For more details concerning applicable law and disputes resolution, see Section 18 of Nimses terms of service.
    6. Nimses reserves the right to change any of the terms and conditions contained in this Agreement or any policy or guideline hereunder or referenced herein, at any time and at its sole discretion, for example, reflect changes to Services. Nimses will post notice about changes on this page, or notify you about coming changes to the Agreement in other way. Changes will not apply retroactively and will become effective no sooner than fourteen days after they are posted, except cases when immediate effect of posted changes is permitted by law. Your continued use of the Services after the changes become effective constitutes your binding acceptance of such changes. Nimses calls you to view this Agreement from time to time in order to make sure you are aware of the valid version of the Agreement. The full text of the Agreement can be freely accessed by the public.
    7. This Agreement constitutes the entire agreement between the Advertiser and Nimses, superseding any prior agreements between the Advertiser and Nimses.
    8. This Agreement is written in English. Provided any translated version of this Agreement conflicts with the English version, the English version prevails.