Voice Broadcast Direct Terms and Conditions/Policy's

1.  Copy Approval

Advertiser must deliver to Voice Broadcast Direct the content of the advertisement.  Advertiser is contracting Voice Broadcast Direct to broadcast (the copy) not less than three (3) days prior to the desired email broadcast date.  All Copy shall be subject to Voice Broadcast Directs approval.  Voice Broadcast Direct reserves the right to reject any Copy that advertises or promotes any product or service involving illegal activity, illegal products, illegal product paraphernalia, sexual paraphernalia, adult films or other media, gambling, weapons, illicit activities, chain letters, pyramid fund raising or similar types of material.  By reserving this right, Voice Broadcast Direct shall not be legally obligated for any failure to advise Advertiser of the nature of any such Copy.

2.  Details of Broadcast

The email messages broadcast by Voice Broadcast Direct shall identify the source of the recipient's data collection and shall contain an opt-out feature that allows the recipient to communicate electronically and by direct mail his or her desire to be removed from the Voice Broadcast Direct (or affiliate) database.

3. Hardware, Software and Database List

Voice Broadcast Direct (or affiliate) shall obtain and maintain the computer hardware and software necessary to perform its obligations under these Terms and Conditions.  Such hardware and software shall not be dedicated hardware or software.  Nothing in these Terms and Conditions shall grant any right, title or interest in or to the Voice Broadcast Direct (or affiliate) database, hardware or software.

4.  Payment

Advertiser shall pay in full the fees charged by Voice Broadcast Direct in the invoice.  If Advertiser fails to pay the full amount of the charges detailed in any Voice Broadcast Direct invoice within thirty (30) days of such invoice, the unpaid amounts of such invoice shall accrue interest at a rate of 18% per annum.  Additionally, Advertiser agrees to pay all of Voice Broadcast Direct's cost of collection of such charges, including without limitation Voice Broadcast Direct's reasonable attorney fees.

5.  Late Fees

In addition to the terms described in Section 4, if Advertiser fails to pay the full amount of the charges detailed in any Voice Broadcast Direct invoice within thirty (30) days of such invoice, Advertiser shall pay Voice Broadcast Direct a Late Fee in the amount of 5% of the charges detailed in such Voice Broadcast Direct invoice.

6.  Indemnification

Advertiser shall indemnify, defend and hold harmless Voice Broadcast Direct against all third party claims, actions and liabilities (including all reasonable costs, expenses and attorney fees) arising from or in connection with (a) Advertisers products(s), services or the content of the Advertisers copy, including without limitation any claim alleging any violations of any third party's intellectual property rights; or (b) Advertisers breach of any of its obligations, representations or warranties under these Terms and Conditions.  Voice Broadcast Direct shall promptly notify Advertiser in writing of all such claims and shall accommodate Advertisers reasonable requests for cooperation and information.

7. Warranties

Voice Broadcast Direct makes no warranty whatsoever as to the email advertisements, expressed or implied.  Advertiser acknowledges and agrees that there are no guarantees of success on email marketing campaigns.  Like any form of traditional advertisement, email marketing has its successes and failures due to marketing conditions and other factors.  Voice Broadcast Direct cannot be held liable for unsuccessful email marketing campaigns outside of its immediate control.  Client agrees that Voice Broadcast Direct does not guarantee any email marketing success or results and hold Voice Broadcast Direct harm less and will indemnify from any consequences of the marketing campaign.

8.  Limitation of Liability

In no event shall Voice Broadcast Direct be liable for indirect, special, exemplary, consequential, incidental or punitive loss, damage or expense (including lost profits).  The limit of Voice Broadcast Direct's liability (whether in contract, tort, negligence, strict liability in tort or by statute or otherwise) for any and all claims related to these terms and conditions shall not in the aggregate exceed the fees paid to Voice Broadcast Direct under the invoice.

9.  Force Majeure

Neither pary shall be liable for delays or nonperformance of these Terms and Conditions if such delay or nonperformance was caused by: (a) act of God, act of war, strike, fire, natural disaster, or accident; (b) lack of availability of materials, fuel, utilities; or (c) any other cause beyond such party's control.

10.  Assignment

Neither party may assign its rights or obligations under these Terms and Conditions without the prior written consent of the other party.

11.  Relationship of the Parties

The parties are independent contracting entities, and there is no partnership or agency relationship between them.

12.  Entire Agreement

Except as expressly modified or supplemented by a writing executed by both parties, the Terms and Conditions described herein and the invoice specifically incorporating these Terms and Conditions are the only representations, warranties, and understanding between the parties with respect to the products and/or services described herein.  In the event of any conflict between these Terms and Conditions and any other document (including, without limitation, the Invoice and any Advertiser invoice, insertions order, or purchase order), the provisions of these Terms and Conditions shall govern.  The waiver of any right, breach, or default shall not constitute a waiver of any other right or of any subsequent breach or default.

13. Disputes

This agreement is entered into in the County of Broward, State of Florida, and that any and all legal actions taken with regard to or pursuant to this agreement shall be filed in the County of Broward, State of Florida.

14.  Severability

Should any provisions of these Terms and Conditions be found invalid or unenforceable, all such provisions are to be enforced to the maximum extent permitted by law, and beyond such extent shall be deemed severed from these Terms and Conditions without affecting the validity or enforceability of any other provision.

15.  Headings