Advertiser shall indemnify, defend and hold ADWISE harmless from and against any and all liabilities, damages, losses and claims, which may be suffered by site, arising out of a claim that the advertisements infringe or misappropriates any patent, copyright or other proprietary right. In no event will ADWISE be liable to site for any damages or any losses whatsoever. Advertiser warrants and represents that it shall not provide to ADWISE any advertising for any product or service where that product or service (or advertising for that product or service) is not legal and licensed, in the jurisdiction in which it is offered.
In case of violation of terms of payment for services set by the Inserion Order, ADWISE shall be entitled to collect from the Customer a penalty of 0.1% of the overdue payment amount for each day of delay, but not more than the amount of the overdue payment.
Any confidential information and/or proprietary data provided by one party (“Discloser”) to the other party (“Recipient”), including the Advertisement descriptions and the pricing of the Advertisement and the terms hereof, shall be deemed “Confidential Information” of the Discloser. Confidential Information shall not be released by the Recipient to anyone except an employee or agent that has a need to know same and that is bound by written confidentiality obligations at least as strict as those contained herein. Recipient shall not use any portion of Confidential Information provided by the Discloser for any purpose other than those provided for under the Agreement.
Neither party shall be liable by reason of any failure or delay in the performance of its obligations hereunder for any cause beyond the reasonable control of such party, including but not limited to electrical outages, failure of Internet service providers, riots, insurrection, war (or similar), fires, flood, earthquakes, explosions, and other acts of God.