Advertiser Agreement
Last Modified: 27.03.2025
Welcome to the Advertiser Agreement for promassageandspa.com. We appreciate the opportunity to outline the terms, conditions, and provisions that govern the creation of your Advertiser Account and your use of the Site for marketing and promotional purposes. Before accessing promassageandspa.com or any of its related services as an Advertiser (as defined below), you must read and agree to this Advertiser Agreement (hereinafter referred to as the “Agreement”). Please review this Agreement carefully, as it affects your legal rights. By accessing and using the Website, you acknowledge your agreement to our User Terms & Conditions of Service. Additionally, as an Advertiser, you expressly agree to comply with the following terms:
1. PRELIMINARY PROVISIONS
1.1. Party Definitions – The parties involved in this Agreement are defined as follows:
1.1.1. Company – Promassage and Spa LLC operates promassageandspa.com. Hereinafter, Promassage and Spa LLC will be referred to as the “Company.” When first-person pronouns are used in this Agreement (“Us,” “We,” “Our,” “Ours,” etc.), they refer to the Company. Additionally, the terms “the Website,” “the Site,” or “Site” refer to promassageandspa.com, including any other website published by Us (unless explicitly exempt from this Agreement) and any mobile version(s) thereof. Our Site and the services it provides (“Services”) may include images and content, such as but not limited to text, software, images, graphics, data, messages, or any other information, along with any other website content owned, operated, licensed, or controlled by the Company (collectively, “Materials”).
1.1.2. Advertiser – You are a user who seeks to promote or advertise beauty and wellness services, including massage therapy, hairstyling, and other related services, through the Site as an Advertiser. This Agreement will refer to You as the “Advertiser” or “You,” and may also use applicable second-person pronouns such as “Yours.”
1.2. Nature of This Agreement – This Agreement is a legally binding contract between You and the Company, governing Your role and activities as an Advertiser on this Site. You should carefully review its terms, as they affect Your legal rights. By becoming an Advertiser on this Site, You agree to abide by all provisions outlined in this Agreement. If You do not agree to these terms, You must immediately stop accessing and using the Site and any related Services provided by the Company.
1.3. Consideration – Your acceptance of this Agreement is supported by valuable consideration, namely, the ability to use Our Site and Services, which includes the opportunity to advertise Your beauty and wellness services and gain promotional advantages. By accepting this Agreement, You acknowledge the adequacy of such consideration.
1.4. Incorporation by Reference – The following documents set forth additional rules and guidelines concerning the Website and Our Services. These documents are expressly incorporated by reference and form an integral part of this Agreement:
1.5. Acceptance of Agreement
1.5.1. No individual is permitted to access the Site’s advertising Services unless they have accepted this Agreement. A physical signature is not required for acceptance. You demonstrate Your agreement to be bound by this Agreement by checking a box, clicking a link or button, or taking any other action that signifies Your consent.
1.5.2. You affirm that You are at least eighteen (18) years old, legally competent, and have the authority to enter into binding contracts.
1.6. Compliance with Laws and Regulations
You acknowledge that You are aware of the laws, regulations, policies, and community standards applicable in Your jurisdiction. You agree to comply with all relevant laws, regulations, and standards when using the Site or Services. You further agree not to use the Services or access the Site if such actions would violate the laws of Your state, province, or country.
1.7. Revisions to this Agreement
1.7.1. Changes and Updates. We reserve the right to modify Our Website, Services, policies, or this Agreement at any time. By continuing to use the Site and Services, You agree to be bound by the most recent version of this Agreement that You have accepted.
1.7.2. Severability. If any provision of this Agreement is found to be invalid, void, or unenforceable for any reason, that provision shall be severed from the Agreement without affecting the validity and enforceability of the remaining provisions.
2. WEBSITE AND SERVICES
2.1. The Website serves as a passive platform, providing an online space and database for the publication and distribution of information created and provided by Advertisers to promote and market their professional services. The Company does not review, verify, or guarantee the accuracy, completeness, or timeliness of any information or claims contained within Advertiser listings.
2.2. The Company does not investigate, review, verify, endorse, or approve the statements, qualifications, or abilities of any Advertiser on the Website. Furthermore, the Company does not guarantee or endorse the quality or effectiveness of any services offered by Advertisers. Advertisers are solely responsible for the content they provide and publish on the Website, while users are responsible for verifying an Advertiser’s qualifications and determining the suitability of any service or provider for their needs.
2.3. The Website offers various tools for Advertisers, including an online portal to create and manage listings, initiate, modify, or cancel advertising subscriptions, and take other actions related to Advertiser accounts. We also strive to provide support for billing-related issues. You acknowledge that we reserve the right to modify or discontinue any such services or features at any time. Additionally, You agree that while we may, at our sole discretion, offer services or customer support to Website users, we are not obligated to do so under this Agreement or otherwise. You expressly agree that we are under no obligation to provide any specific administrative support for Advertiser accounts or services.
3. ADVERTISER ACCOUNT & SERVICES
3.1. Advertiser Account
3.1.1. To access specific features of the Site and Services, You must register as an Advertiser, creating a specialized user account that allows You to promote Your professional services (“Advertiser Account”). Activation of Your Advertiser Account is conditional upon the receipt of valid payment for the purchase of an Advertising Subscription. We also reserve the sole discretion to accept or deny Your request to establish an Advertiser Account. Our acceptance of You as an Advertiser does not constitute approval, verification, endorsement, or promotion of You, Your actions, representations, or any services You advertise, offer, or promote through the Website.
3.1.2. In addition to the information required to create Your Advertiser Account, We may request further documentation for age verification, identification, and/or certification purposes. You acknowledge that the form, content, and validity of such documentation are determined solely at Our discretion, and You agree to comply with any such requests promptly.
3.1.3. You agree not to use Your Advertiser Account for any unlawful, unauthorized, deceptive, or otherwise improper purposes.
3.1.4. You warrant that all information provided during the creation of Your Advertiser Account is true, accurate, current, and complete. You also agree to maintain the accuracy of this information throughout Your tenure as an Advertiser. If We determine, at Our sole discretion, that any information is or may be false, inaccurate, outdated, or incomplete, We reserve the right to deny, suspend, or terminate Your Advertiser Account and prohibit any current or future use of the Site and Services by You.
3.1.5. You are prohibited from creating multiple Advertiser Accounts, whether directly or indirectly, through different names or aliases.
3.1.6. You may not transfer, assign, or sell access to Your Advertiser Account to any other individual or entity.
3.1.7. You are prohibited from creating an Advertiser Account if accessing Our Site or using Our Services violates any laws applicable in Your jurisdiction or any jurisdiction where You advertise or provide services.
3.1.8. You may not create an Advertiser Account on behalf of a third party or act as a representative for another individual, corporation, or business entity.
3.1.9. You are solely responsible for all activities conducted through Your Advertiser Account.
3.1.10. You confirm that You are using the Site’s Services of Your own free will and that only You will appear in any advertisements or provide any services promoted through the Site.
3.1.11. You agree to notify Us immediately of any unauthorized access to Your Advertiser Account or any suspected security breach. The Site, along with its owners, agents, employees, and affiliates, disclaims all liability arising from fraudulent access to and use of the Site. At Our sole discretion, We may terminate any Advertiser Account due to concerns regarding fraudulent activity, security breaches, or unauthorized use, and We may take any necessary legal action, including referral to law enforcement authorities.
3.2. Advertising Subscriptions & Fees
3.2.1. To access and use the Site and Services as an Advertiser, You must choose and agree to one of the available advertising packages (“Advertising Subscription”). We offer a variety of Advertising Subscriptions, each providing different features and options to help You optimize Your experience and maximize the benefits of the Services.
3.2.2. Rates. Pricing for each Advertising Subscription is displayed on the Site and provided during the setup of Your Advertiser Account. For the most up-to-date pricing details and subscription options, please visit: Tariffs. Advertising Subscription rates and terms are subject to change at Our discretion. If changes are made to pricing or material terms affecting existing Advertiser Accounts, We will provide notice of such changes and allow Advertisers to cancel their subscription within thirty (30) days.
3.2.3. You agree to promptly pay all fees associated with Your Advertising Subscription and Advertiser Account as they become due, in accordance with the billing terms outlined below or as specified by Our third-party payment processor, if applicable.
3.3. Billing Terms
3.3.1. We may engage third-party payment processors to handle billing and payments related to Your Advertiser Account. You acknowledge and agree that such third parties may impose additional terms and conditions governing payments and processing, and You are solely responsible for complying with those terms.
3.3.2. Automatic Recurring Billing. We may implement automatic recurring billing for certain Advertising Subscriptions and payment methods. You expressly understand and agree that for any such Advertising Subscription You accept, We may automatically charge You or assess credit card payments on a recurring basis. By accepting these terms, You consent to such charges and understand that You may cancel recurring payments at any time by providing Us with at least seven (7) days’ prior notice of cancellation.
3.3.3. Unless and until Your Advertising Subscription is canceled in accordance with the termination provisions outlined in this Agreement, Your use of the Site authorizes Us, or Our third-party payment processor, to charge Your selected payment method for the ongoing and recurring costs of Your chosen subscription. If payment processing attempts are unsuccessful, additional fees may be applied to Your Advertiser Account, and Your account may be suspended or terminated.
3.3.4. Refunds. You acknowledge and agree that Our standard policy is that all charges and fees related to Your Advertiser Account are nonrefundable. Any exceptions to this policy are at Our sole discretion.
3.3.5. You agree to settle any outstanding balance immediately upon cancellation or termination of Your Advertiser Account. This obligation shall survive the termination or cancellation of this Agreement.
3.3.6. You must promptly update Us, and any applicable third-party payment processor, regarding any changes to Your credit card details, billing address, or any other relevant billing or payment information. You acknowledge that We may verify Your payment method and associated information using fraud prevention and identity theft detection databases and services.
3.3.7. Chargebacks. You are responsible for any chargebacks, canceled payments, and dishonored checks related to Your Advertiser Account, along with any associated fees incurred by the Site. If You fail to reimburse Us or the relevant third-party payment processor for any chargebacks, dishonored checks, or related fees within thirty (30) days of Our initial reimbursement request, You agree to pay an additional $100 in liquidated damages plus any collection costs incurred by Us.
3.3.8. Billing Errors. If You believe You have been billed in error, You must promptly notify Us and the relevant third-party payment processor. If You do not dispute a charge within thirty (30) days after it appears on Your billing statement, the charge will be considered accepted for all purposes, including resolution of any inquiries by Your credit card issuer. You release Us from any liability or claims related to errors or discrepancies that are not reported within this thirty-day period. These terms supplement any additional requirements imposed by third-party payment processors, and You are responsible for reviewing and complying with their policies in addition to this Agreement.
3.3.9. Fraudulent Use of Payment Methods. We take fraudulent transactions seriously. If We discover that an Advertiser has used a stolen or fraudulent credit card, debit card, or payment method, We will notify the appropriate law enforcement authorities and terminate the Advertiser’s account.
3.4. Termination of Advertiser Account
3.4.1. You have the right to cancel Your Advertiser Account at any time by accessing Your private Advertiser Account portal on the Website and selecting the cancellation option.
3.4.2. Termination by Us. You acknowledge and agree that We may terminate Your account, with or without cause, at Our sole discretion, at any time. Without limiting other actions We may take, We may immediately issue a warning, temporarily suspend, indefinitely suspend, or terminate Your access to the Site and Services with or without prior notice, if, in Our sole discretion:
3.4.2.1. We believe You have violated any material term of this Agreement or any other agreements regarding the use of the Site;
3.4.2.2. We are unable to verify or authenticate any information You provide to Us;
3.4.2.3. We believe Your actions may result in legal liability for Us, Our users, or third parties; or
3.4.2.4. We decide to cease operations or discontinue any services or parts of the Site.
3.4.3. You agree that if We terminate Your access, You will not attempt to regain access to the Site by using the same or different registration or payment information without Our prior written consent.
3.4.4. You agree that neither the Site nor any third party acting on Our behalf will be liable for any termination of Your access to any part of the Site.
4. ADVERTISER CONTENT
4.1. Advertiser Content. Advertiser Content refers to any text, images, media, or other content associated with Your Advertiser Account, published or transmitted through the Site or Services, or otherwise provided by You to the Site or to Users via the Site’s Services. This includes material uploaded to the Site, such as advertisements, private photographs, and videos shared with Users of the Site. You agree that all Advertiser Content linked to Your Advertiser Account will comply with the terms outlined in this Agreement and any other policies governing the use of the Site and Services. We reserve the right to modify, update, or amend these guidelines and policies at any time, and You agree to comply with them from the moment they are enacted.
4.2. License to Use Your Advertiser Content:
4.2.1. License Grant. By providing any Advertiser Content, You grant Us a royalty-free, perpetual, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, transmit, create derivative works from, distribute, perform, communicate to the public, and display such Advertiser Content (in whole or in part) worldwide. We also reserve the right to incorporate this content into any form, medium, or technology, whether known now or developed later. Additionally, You grant Our Users, as defined in the User Agreement, a non-exclusive license to access the Advertiser Content through the Site and Services.
4.2.2. Sub-licensing and Transfer. You acknowledge and agree that the license rights granted to Us are fully sub-licensable, assignable, and transferable at Our sole discretion. We have the right to sub-license, assign, or transfer Our rights to any third-party entity as We see fit.
4.2.3. Consent to License. By uploading Advertiser Content, You consent to the license described above, which gives Us the right to:
4.2.3.1. Reproduce, transmit, display, or distribute Advertiser Content on the Site(s), other websites, or other platforms, for promotional or commercial purposes using any technology, whether currently existing or developed in the future.
4.2.3.2. Reproduce Advertiser Content in digital form for display on the Internet (either alone or combined with other works, including but not limited to text, images, photographs, illustrations, animations, graphics, video/audio clips, and hypertext links).
4.2.3.3. Adapt, modify, or alter Advertiser Content, or create derivative works based on it, for promotional or commercial uses in connection with the operation of the Site(s) or related businesses.
4.2.4. Ownership and Rights. You represent and warrant that You have all necessary rights, including intellectual property and publicity rights, to grant the license outlined above. Advertiser Content that is suspected or found to infringe on any rights may result in suspension or termination of Your Advertiser Account.
4.2.5. Global Access. You acknowledge and understand that the Site is an online advertising network that can be accessed by users worldwide. Therefore, You agree that any content You post on the Site may be viewed by your current and former colleagues, friends, associates, and acquaintances.
4.2.6. Perpetual License. Due to the perpetual nature of the licensed rights in Advertiser Content, removal of such content is at Our sole discretion. You understand and agree that even if Your Advertiser Account is terminated or canceled, any Advertiser Content may continue to be used by the Site and/or the Company.
4.3. Responsibility for Advertiser Content. By using the Site or Services as an Advertiser, You assume full responsibility for all activities or materials associated with Your Advertiser Account. If Your Advertiser Content violates any laws or regulatory policies, it will be considered a material breach of this Agreement.
4.4. Restrictions on Advertiser Content. The following types of Advertiser Content are strictly prohibited (violations will be determined at Our sole discretion):
4.4.1. Text, images, or other materials related to sexual activity;
4.4.2. Text, images, or other materials containing private or personal information of any individual without their consent;
4.4.3. Text, images, or other materials that infringe upon the intellectual property or publicity rights of third parties;
4.4.4. Defamatory or derogatory text or images directed at any individual, group, or entity (including but not limited to other users, the Site, and the Company);
4.4.5. Direct or implied promotion of a competitor’s website;
4.4.6. Disclosure of personal contact information of other Advertisers;
4.4.7. Generic images of objects, places, or things unrelated to or not incorporating You as the Advertiser;
4.4.8. Images that violate Our Photo Guidelines;
4.4.9. Fake, inaccurate, or outdated depictions of You as the Advertiser;
4.4.10. Use of images or text without the authorization of the legal owner.
4.5. Removal of Advertiser Content. We reserve the right, at Our sole discretion, to reject or remove any Advertiser Content at any time, either before or after publication. However, We are under no obligation to monitor Advertiser Content or take any such action.
5. INDEMNIFICATION
5.1. You agree to defend and indemnify Us in the event that any user or third party suffers harm due to Your actions, or if We are required to defend against any claims, including but not limited to any criminal or civil actions brought against Us as a result of Your actions as an Advertiser or a user of the Site.
5.2. You agree to defend, indemnify, and hold harmless the Company, its officers, directors, shareholders, employees, independent contractors, representatives, and agents from any and all claims, actions, losses, liabilities, expenses, costs, or demands, including legal fees and costs, resulting or allegedly resulting from Your conduct as an Advertiser or any breach of this Agreement or any other agreement related to the use of the Website. We will notify You of any such claim or lawsuit, but delays in providing notice will not waive or affect Our rights to indemnification. We will fully cooperate (at Your expense) in the defense of such claim or lawsuit. We retain the right to control the defense of such claims, settle or compromise them (after consulting with You), and select Our own legal counsel; however, We are not obligated to do so. You agree to promptly pay any and all costs, fees, or expenses incurred by Us in connection with any claim subject to indemnification.
5.3. To maintain the integrity of the Site and Services or investigate complaints, You agree to allow Us access to Your Advertiser Account and any information You have submitted or created, for as long as reasonably necessary to investigate the complaint or protect the Services of the Site.
5.4. You agree to promptly notify Us of any incident, claim, or allegation that may impact the indemnification obligations outlined above.
6. LIMITATION OF LIABILITY
6.1. Under no circumstances shall the Company (or its officers, directors, shareholders, employees, independent contractors, representatives, or agents) be liable to You or any third party for any direct, special, indirect, incidental, consequential, exemplary, or punitive damages, including but not limited to damages for loss of profits, information, business interruptions, revenue, or goodwill, arising from any individual’s use, misuse, or inability to use the Site, Services, or any materials therein, even if We have been advised of the potential for such damages. This applies to any matter related to or arising from this Agreement, regardless of whether the liability is based on contract, tort, or other legal theories, even if We have been warned of the possibility of such damages.
6.2. In no event shall Our maximum aggregate liability for direct damages exceed the total fees You have actually paid for using the Site or Services for a period of no more than one (1) year from the occurrence of the relevant cause of action, or one hundred dollars ($100.00), whichever is greater. Since certain jurisdictions prohibit the exclusion or limitation of liability for consequential or incidental damages, this limitation may not apply to You.
6.3. You acknowledge that no website or server is completely immune to hacking, data breaches, or other malicious activities. Third parties may gain access to the materials, content, communications, data, or other information You send to Us, and may use or publicly disclose such information. Such actions may cause significant embarrassment, harm to reputation, or damage to privacy and publicity rights. By using Our Website and Services, You voluntarily assume all risks associated with data breaches and release Us from any claims if Your information is accessed or disclosed by others in any manner.
7. FORCE MAJEURE
We shall not be held liable for any failure to perform due to unforeseen events or circumstances beyond Our reasonable control, including but not limited to: natural disasters such as fires, floods, earthquakes, hurricanes, or tropical storms; acts of war, riots, arson, embargoes, acts of civil or military authority, or terrorism; fiber optic cuts; strikes; shortages in transportation, facilities, fuel, energy, labor, or materials; failure of telecommunications or information technology infrastructure; hacking, SPAM, or any failure of computer systems, servers, or software, as long as such events continue to disrupt the performance of the Site or Services.
8. DISPUTE RESOLUTION
8.1. Disputes Subject to Arbitration. Any dispute or claim related in any way to this Agreement, your Advertiser Account, or the use of the Website or Services will be resolved through binding arbitration, rather than in court. However, you may assert claims in small claims court if your claims qualify, and either you or we may bring a lawsuit in court to stop the infringement or misuse of intellectual property rights. The Federal Arbitration Act and federal arbitration law will govern this Agreement.
8.2. Arbitration Procedures. There is no judge or jury in arbitration, and the ability to review an arbitration award in court is limited. However, an arbitrator can award the same damages and relief as a court (including injunctive relief, statutory damages, or attorneys’ fees as permitted by law) and must follow the terms of this Agreement and any other agreements between us, as a court would.
8.3. Commencing Arbitration; Governing Rules. Arbitrations will be administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, as modified by this Agreement. The rules of the AAA can be found at www.adr.org or by calling 1-800-778-7879. The payment of all filing, administrative, and arbitrator fees will be governed by the AAA rules. The format of the arbitration (whether conducted in person, by phone, or based on written submissions) and the location of any in-person hearings will be determined by mutual agreement or by the AAA rules. To initiate an arbitration claim, you must send a demand describing the dispute along with the filing fee as required by the AAA rules to the American Arbitration Association, Case Filing Services, 1101 Laurel Oak Road, Suite 100, Voorhees, NJ 08043, and send a copy of the demand to us via email at promassageandspa777@gmail.com. The AAA also provides a form for a Demand for Arbitration on its website.
8.4. No Class Action or Representative Claims. You and we each agree that any dispute resolution proceedings will occur only on an individual basis and not in a class, consolidated, or representative action. If a claim proceeds in court instead of arbitration, both you and we waive any right to a jury trial.
9. MISCELLANEOUS PROVISIONS
9.1. Venue and Choice of Laws. You agree that the laws of the State of California and the United States (including the Federal Arbitration Act and federal arbitration law), without regard to conflicts of law principles, apply to this Agreement and any disputes or claims relating to your Advertiser Account or the use of the Website or Services. You further agree that any lawsuits permitted under this Agreement (other than permissible claims in small claims court) must be brought exclusively in the Federal or State courts located in the District of California, and you hereby irrevocably submit to the exclusive personal jurisdiction of such courts.
9.2. Assignment. You may not assign, transfer, or delegate any or all of your rights or obligations under this Agreement without our written consent. We reserve the right to assign this Agreement and all rights and obligations under it, in whole or in part.
9.3. Severability. If any term, clause, or provision of this Agreement is deemed invalid or unenforceable by a court of competent jurisdiction, such invalidity shall not affect the validity or operation of any other term, clause, or provision, and the invalid term, clause, or provision shall be severed from this Agreement. If any provision of this Agreement is found to be unenforceable by a court or arbitrator, that provision will be enforced to the maximum extent possible, and the remainder of the Agreement will remain in full force and effect.
9.4. No Waiver. Any failure by us to enforce any term of this Agreement or other applicable agreements shall not be construed as a waiver of any subsequent default or breach or of any of our rights to enforce this Agreement or other applicable agreements.
9.5. Headings. All headings are for reference purposes only and shall not affect the meaning, construction, or interpretation of this Agreement.
9.6. Complete Agreement. This Agreement (including any other agreements incorporated herein) constitutes the complete and entire agreement between the parties concerning your access and use of the Site, Services, and Advertiser Account, and supersedes all prior understandings or agreements, whether written or oral, related to the subject matter.
